Brookfield Asset Management - 10-K annual report 2025

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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-K

(Mark one)


☒						ANNUAL REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the fiscal year ended December 31, 2025.


☐						TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

Commission file number: 001-41563

BROOKFIELD ASSET MANAGEMENT LTD.

(Exact name of registrant as specified in its charter)


British Columbia, Canada						98-1702516
(State or other jurisdiction of incorporation or organization)						(I.R.S. Employer Identification No.)

Brookfield
225 Liberty Street, 8th Floor
New York, NY 10281-1048

(Address of principal executive offices)

(212) 417-7000
(Registrant’s telephone number, including area code)

Securities registered pursuant to Section 12(b) of the Act:

Title of each class

Trading
Symbol(s)

Name of each exchange
on which registered

Class A Limited Voting Shares

BAM

New York Stock Exchange

Securities registered pursuant to Section 12(g) of the Act:
None

Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes☒ No☐

Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act. Yes☐ No☒

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 (§229.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yes☒ No☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act. (Check one):

Large accelerated filer

☒

Accelerated filer

☐

Non-accelerated filer

☐

Smaller 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 financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Indicate by check mark whether the registrant has filed a report on and attestation to its management’s assessment of the effectiveness of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley (15 U.S.C. 7262(b)) by the registered public accounting firm that prepared or issued its audit report. ☒

If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of the registrant included in the filing reflect the correction of an error to previously issued financial statements. ☐

Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-based compensation received by any of the other registrant’s executive officers during the relevant recovery period pursuant to §240.10D-1(b). ☐

Indicate by check mark whether registrant is a shell company (as defined in Rule 12b-2 of the Act). Yes☐ No☒

As of June 30, 2025, the aggregate market value of the Class A Limited Voting Shares held by non-affiliates of the registrant was $23.2 billion.

As of February 23, 2026, the registrant had 1,638,147,590 Class A Limited Voting Shares and 21,280 Class B Limited Voting Shares outstanding.

BROOKFIELD ASSET MANAGEMENT LTD.

FORM 10-K

For the Year Ended December 31, 2025

TABLE OF CONTENTS


	PART I
Item 1.	Business	9
Item 1A.	Risk Factors	22
Item 1B.	Unresolved Staff Comments	44
Item 1C.	Cybersecurity	45
Item 2.	Properties	45
Item 3.	Legal Proceedings	45
Item 4.	Mine Safety Disclosures	45
	PART II
Item 5.	Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities	46
Item 6.	[Reserved]	48
Item 7.	Management's Discussion and Analysis of Financial Condition and Results of Operations	49
Item 7A.	Quantitative and Qualitative Disclosures About Market Risk	84
Item 8.	Financial Statements and Supplementary Data	85
Item 9.	Changes in and Disagreements with Accountants on Accounting and Financial Disclosure	133
Item 9A.	Controls and Procedures	133
Item 9B.	Other Information	134
Item 9C.	Disclosure Regarding Foreign Jurisdictions that Prevent Inspections	134
	PART III
Item 10.	Directors, Executive Officers and Corporate Governance	135
Item 11.	Executive Compensation	146
Item 12.	Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters	169
Item 13.	Certain Relationships and Related Transactions, and Director Independence	171
Item 14.	Principal Accountant Fees and Services	175
	PART IV
Item 15.	Exhibits and Financial Statement Schedules	176
Item 16.	Form 10-K Summary	178
SIGNATURES		179

CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING STATEMENTS

This report contains forward-looking statements within the meaning of the Securities Act of 1933, as amended (the “Securities Act”), the Securities Exchange Act of 1934, as amended (the “Exchange Act”), the “safe harbor” provisions of the United States Private Securities Litigation Reform Act of 1995 and forward-looking information within the meaning of other relevant securities legislation, including applicable securities laws in Canada, which reflect our current views with respect to, among other things, our operations and financial performance (collectively, “forward-looking statements”). Forward-looking statements include statements that are predictive in nature, depend upon or refer to future results, events or conditions, and include, but are not limited to, statements which reflect management’s current estimates, beliefs and assumptions regarding the operations, business, financial condition, expected financial results, performance, prospects, opportunities, priorities, targets, goals, ongoing objectives, strategies, capital management and outlook of Brookfield Asset Management Ltd. (“BAM”) and its subsidiaries, as well as the outlook for North American and international economies for the current fiscal year and subsequent periods, and which are in turn based on our experience and perception of historical trends, current conditions and expected future developments, as well as other factors management believes are appropriate in the circumstances. The estimates, beliefs and assumptions of BAM are inherently subject to significant business, economic, competitive and other uncertainties and contingencies regarding future events and as such, are subject to change. Forward-looking statements are typically identified by words such as “outlook”, “believe”, “think”, “expect”, “potential”, “continue”, “may”, “should”, “seek”, “approximately”, “predict”, “intend”, “will”, “plan”, “estimate”, “anticipate”, the negative version of these words, other comparable words or other statements that do not relate strictly to historical or factual matters. Such forward-looking statements are subject to risks and uncertainties and assumptions relating to our operations, financial results, financial condition, business prospects, growth strategy and liquidity.

Although BAM believes that such forward-looking statements are based upon reasonable estimates, beliefs and assumptions, actual results may differ materially from the forward-looking statements. Factors that could cause actual results to differ materially from those contemplated or implied by forward-looking statements include, but are not limited to, those described in the section entitled “Risk Factors” in this Annual Report on Form 10-K (our “Annual Report” or “report”). These factors should be read in conjunction with the other cautionary statements that are included in this report and in our other filings with the U.S. Securities and Exchange Commission (the “SEC”). We do not undertake any obligation to publicly update or revise any forward-looking statement, whether as a result of new information, future developments or otherwise, except as required by law.

CERTAIN TERMS USED IN THIS REPORT

In this report, “BAM”, “we”, “our”, “us”, or the “Company” refers to Brookfield Asset Management Ltd. For accounting purposes and for periods prior to the closing date of the 2025 Arrangement (as defined below), references to the historical financial information of BAM are to the historical financial statements of Brookfield Asset Management ULC (the “Asset Management Company”) as the “Predecessor” of BAM . The term “BN” means Brookfield Corporation and its subsidiaries (including the perpetual affiliates (as defined below)), other than BAM and its subsidiaries, and does not, for greater certainty, include BAM, BWS (as defined below) or Oaktree (as defined below) and their respective affiliates. The term “Brookfield” means BAM and BN, collectively.

Additional information about BAM is available on our website at https://bam.brookfield.com and on the EDGAR section of the SEC website at www.sec.gov. The information on our website is not, and shall not be deemed to be, a part of this report or incorporated by reference into any other filings we make with the SEC. Information is also available on the Canadian Securities Administrators’ (“CSA”) website at www.sedarplus.ca.

Unless the context suggests otherwise:

•“17Capital” means 17Capital LLP;

•“2022 Arrangement” means the court approved plan of arrangement involving BN as a result of which (i) the shareholders of BN, while retaining their shares of BN, became shareholders of BAM, which acquired a 25% interest in our asset management business through common shares of the Asset Management Company, and (ii) BN changed its name from “Brookfield Asset Management Inc.” to “Brookfield Corporation”;

•“2025 Arrangement” has the meaning ascribed thereto in “Part II—Item 8. Financial Statements and Supplementary Data”;

•“AEL” means American Equity Investment Life Holding Company;

•“AEL Mandate” means the May 2, 2024 acquisition of AEL by BWS through its subsidiary, American National Group LLC. We manage AEL insurance capital under an investment management agreement with certain of AEL’s operating companies;

•“AI” means artificial intelligence;

•“Angel Oak” means the October 1, 2025 acquisition of a 51.3% economic interest in Angel Oak Companies, LLC, a leading asset manager specializing in innovative mortgage and consumer products;

•“Assets Under Management” or “AUM” has the meaning ascribed thereto under “Part II - Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations—Key Financial and Operating Measures”;

•“BAM Partnership” means BAM Partners Trust;

•“BAIIF” means Brookfield AI Infrastructure Fund;

•“BBU” means Brookfield Business Partners L.P., together with its subsidiaries including its paired corporation, Brookfield Business Corporation;

•“BCP” means Brookfield Capital Partners;

•“BEP” means Brookfield Renewable Partners L.P., together with its subsidiaries including its paired corporation, Brookfield Renewable Corporation;

•“BGTF” means Brookfield Global Transition Fund;

•“BIF” means Brookfield Infrastructure Fund;

•“BIP” means Brookfield Infrastructure Partners L.P., together with its subsidiaries including its paired corporation, Brookfield Infrastructure Corporation;

•“BISS” means Brookfield Infrastructure Structured Solutions Fund;

•“BN Class A Shares” means Class A Limited Voting Shares of BN;

•“BPE” means Brookfield Private Equity Fund;

•“BPG” means Brookfield Property Group, including BPY and BN’s directly held, wholly-owned real estate entities;

•“BPY” means Brookfield Property Partners L.P., together with its subsidiaries;

•“BSI” means Brookfield Special Investments;

•“BSREP” means Brookfield Strategic Real Estate Partners;

•“BWS” means Brookfield Wealth Solutions Ltd., a paired entity to BN which offers a range of retirement services, wealth protection products and tailored capital solutions;

•“Castlelake” means our 51% economic interest in Fee-Related Earnings, 7.5% interest in carried interest, 20% of returns from general partner (“GP”) commitments of Castlelake Group TopCo L.P., and 51% of GP commitments for in-market and future Castlelake funds;

•“CEO” means Chief Executive Officer.

•“CFO” means Chief Financial Officer.

•“Concora” means our 43% indirect and direct ownership interest in Concora Super Holdco, L.P.;

•“Class A Shares” means the class A limited voting shares in the capital of BAM;

•“Class B Shares” means the class B limited voting shares in the capital of BAM;

•“consolidated funds” means certain funds in which BAM is the primary beneficiary, as defined under U.S. GAAP, and therefore consolidates their balance sheet and results of operations;

•“corporate liquidity” consists of cash, short-term financial assets, as well as the undrawn portions of any BAM revolving credit facilities, excluding consolidated funds;

•“CORRA” means the Canadian Overnight Repo Rate Average;

•“CTF” means Catalytic Transition Fund;

•“Data4” means DATA4 Luxembourg S.à.r.l;

•“Distributable Earnings”, a non-GAAP measure, has the meaning ascribed thereto under “Part II—Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations—Key Financial and Operating Measures”;

•“Exchange Act” means the Securities Exchange Act of 1934, as amended;

•“Fee-Bearing Capital”, a supplemental financial measure, has the meaning ascribed thereto under “Part II—Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations—Key Financial and Operating Measures”;

•“Fee-Related Earnings”, a non-GAAP measure, has the meaning ascribed thereto under “Part II—Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations—Key Financial and Operating Measures”;

•“Fee Revenues”, a non-GAAP measure, has the meaning ascribed thereto under “Part II—Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations—Key Financial and Operating Measures”;

•“GEMS Education” means our warehoused investment in a Dubai-based international education provider, Global Education Management Systems, acquired on July 12, 2024, as part of a Brookfield-led consortium of investors including BAM, BSI, BWS, and certain co-investors;

•“Group deployable capital” consists of: (1) corporate liquidity of the Company, consolidated funds, and the perpetual affiliates, and (2) uncalled private fund commitments, which are third-party commitments available for drawdown in the private funds of BAM;

•“LCM” means LC Financial Holdings Limited;

•“mature fund” means a fund which had already significantly deployed capital upon completion of the 2022 Arrangement;

•“NAV” means net asset value;

•“new sponsored fund” or “new fund” means a Brookfield fund launched on or after the date of the 2022 Arrangement;

•“Oaktree” means Oaktree Capital Management, L.P., together with its affiliates, Oaktree Capital II, L.P. General (“OCM II General”), Oaktree Capital II, L.P. Manager (“OCM II Manager”), Oaktree Capital II, L.P New Fund (“OCM II New Fund”), Oaktree AIF Investments, L.P., Oaktree Capital Management (Cayman) L.P. and Oaktree Investment Holdings, L.P. and their consolidated subsidiaries;

•“Oaktree Acquisition” means the proposed transaction announced on October 13, 2025 whereby Brookfield will acquire the approximately 26% interest in Oaktree that it does not already own, see “Part I—Item 1. Business—Development of the Business”.

•“partner managers” means Angel Oak, Castlelake, LCM, Oaktree, and Primary Wave;

•“perpetual affiliates” means BEP, BIP, BBU and BPG;

•“Pinegrove Fund” means Pinegrove Opportunity Partners I LP;

•“Pinegrove Ventures” means our investment platform business of SVB Financial Group, SVB Capital (rebranded to Pinegrove Ventures after acquisition), acquired on September 26, 2024 through Pinegrove Venture Partners (“Pinegrove”), our venture investment platform formed with Sequoia Heritage;

•“Pretium” means our approximately 11% economic interest in Pretium Holdings, LP and Pretium CV Holdings, LP acquired on June 29, 2024;

•“Primary Wave” means PWMP Ventures LLC;

•“Relationship Agreement” means the agreement dated November 8, 2022 among BN, BAM and the Asset Management Company to govern aspects of their relationship following the 2022 Arrangement, as further described under Note 1 “Organization” of the consolidated financial statements of BAM;

•“Securities Act” means the Securities Act of 1933, as amended;

•“Segment Earnings”, a key metric, are computed as Segment Revenues less Segment Expenses;

•“Segment Expenses”, a key metric, are direct costs associated with Segment Revenues, which include compensation and benefits, facilities, technology, professional fees and travel and other operating expenses. Depreciation and amortization, taxes, interest expense, mark-to-market gains (losses), transaction related costs, non-recurring gains (losses), deferred compensation, and expenses of consolidated funds are excluded from Segment Expenses. In addition, Segment Expenses include segment related expenditures of Oaktree on a 100% basis;

•“Segment Revenues”, a key metric, include base management fees, advisory fees, performance fees and transaction fees, but excludes incentive distributions, carried interest and revenues of consolidated funds. In addition, Segment Revenues include management fees earned by Oaktree on a 100% basis along with our share of Segment Earnings of our partner managers excluding Oaktree;

•“Services Agreement” means the agreement dated December 9, 2025 among BN, BAM and the Asset Management Company in which the parties provide services to each other in support of their respective day-to-day corporate activities. BAM also provides to BN, upon the request of BN and on a cost recovery basis, services of its investment personnel to assist in acquisitions, investments and other transactions undertaken by BN. This agreement was previously referred to as the “Transition Services Agreement” or “TSA”;

•“SOFR” means the Secured Overnight Financing Rate published by the Federal Reserve Bank of New York (or a successor administrator); and

•“Uncalled Fund Commitments”, a supplemental financial measure, has the meaning ascribed thereto under “Part II—Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations—Key Financial and Operating Measures”.

BAM prepares its financial statements in conformity with the accounting principles generally accepted in the United States (“U.S. GAAP”). This report discloses a number of non-GAAP financial and supplemental financial measures which are utilized in monitoring our asset management business, including for performance measurement, capital allocation and valuation purposes. BAM believes that providing these performance measures is helpful to investors in assessing the overall performance of our asset management business. These non-GAAP financial measures should not be considered as the sole measure of BAM’s or our asset management business’ performance and should not be considered in isolation from, or as a substitute for, similar financial measures calculated in conformity with U.S. GAAP. These non-GAAP financial measures are not standardized financial measures and may not be comparable to similar financial measures used by other issuers. Non-GAAP measures include, but are not limited to: (i) Distributable Earnings, (ii) Fee Revenues, and (iii) Fee-Related Earnings. Supplemental financial measures include Fee-Bearing Capital, AUM and Uncalled Fund Commitments. We include the asset management activities of Oaktree, an equity accounted affiliate, in our key financial and operating measures.

For more information on non-GAAP measures and other financial metrics, see “Part II—Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations—Key Financial and Operating Measures”. Reconciliations of these non-GAAP financial measures to the most directly comparable financial measures calculated and presented in accordance with U.S. GAAP, where applicable, are included in “Part II—Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations—Reconciliation of U.S. GAAP to Non-GAAP Measures” in this report.

The financial information contained in this report is presented in U.S. dollars and, unless otherwise indicated, all references to “$” are to U.S. dollars. All references to C$ are to Canadian dollars. All information in this report is presented as at December 31, 2025, unless otherwise noted.

SUMMARY RISK FACTORS

The following is a summary of the risk factors associated with investing in our securities. You should read this summary together with a more detailed description of these risks in the “Risk Factors” section of this report and in other filings that we make from time to time with the SEC.

We are subject to risks related to our business, including risks involving:

•volatility in the trading price of the Class A Shares;

•deficiencies in public company financial reporting and disclosures;

•the difficulty for investors to effect service of process and enforce judgments in various jurisdictions;

•being subjected to numerous laws, rules and regulatory requirements;

•the potential ineffectiveness of our policies to prevent violations of applicable law;

•foreign currency risk and exchange rate fluctuations;

•further increases in interest rates;

•political instability or changes in government;

•unfavorable economic conditions or changes in the industries in which we operate;

•inflationary pressures;

•catastrophic events, such as earthquakes, hurricanes, or pandemics/epidemics;

•ineffective management of sustainability considerations, and inadequate or ineffective health and safety programs;

•failure of our information technology systems;

•failure to adopt AI in support of our business objectives;

•us and our managed assets becoming involved in legal disputes;

•losses not covered by insurance;

•inability to collect on amounts owing to us; and

•operating and financial restrictions through covenants in our loan, debt and security agreements.

We are subject to risks related to our investment strategies, including risks involving:

•our ability to maintain our global reputation;

•risks related to our infrastructure, renewable power and transition, private equity, real estate, and credit strategies;

•the impact of poor product development or marketing efforts on Fee-Bearing Capital ;

•managing our cash flow and meeting our financial obligations;

•our acquisitions;

•requirement of temporary investments and backstop commitments to support our asset management business;

•revenues impacted by a decline in the size or pace of investments made by our managed assets;

•our earnings growth can vary, which may affect our dividend and the trading price of the Class A Shares;

•exposed risk due to increased amount and type of investment products in our managed assets; and

•information barriers that may give rise to conflicts and risks.

We are subject to risks related to our organizational structure and ownership, including risks involving:

•BN exercising substantial influence over BAM;

•BN transferring the ownership of BAM to a third party;

•potential conflicts of interest with BN; and

•difficulty in maintaining our culture or managing our human capital.

We are subject to risks related to taxation, including risks involving:

•U.S. and Canadian taxation laws and changes thereto.

We caution that the foregoing list of important factors that may affect future results is not exhaustive and other factors could also adversely affect future results. Readers are urged to consider these risks, as well as other uncertainties, factors and assumptions carefully in evaluating the forward-looking statements and are cautioned not to place undue reliance on such forward-looking statements, which are based only on information available to us as of the date of this report and such other dates specified herein.

Certain of the information contained herein is based on or derived from information provided by independent third-party sources. While BAM believes that such information is accurate as of the date it was produced and that the sources from which such information has been obtained are reliable, BAM makes no representation or warranty, express or implied, with respect to the accuracy, reasonableness or completeness of any of the information or the assumptions on which such information is based, contained herein, including but not limited to, information obtained from third parties.

PART I

ITEM 1. BUSINESS

Business Overview

We are a leading global alternative asset manager, headquartered in New York, NY, with over $1 trillion of Assets Under Management across infrastructure, renewable power and transition, private equity, real estate, and credit. We invest client capital for the long-term with a focus on real assets and essential service businesses that form the backbone of the global economy.

We offer a range of alternative investment products to over 2,400 institutional clients around the world—including public and private pension plans, endowments and foundations, sovereign wealth funds, financial institutions, insurance companies and private wealth investors which also continues to grow with approximately 60,000 clients representing over 8% of capital raised. We earn asset management income for doing so and ensure strong alignment of interests with our clients by investing Brookfield capital alongside them. Our deep operating expertise, global reach and access to large-scale flexible capital enable us to identify attractive investment opportunities and make investments on a proprietary basis in sizable, premier assets and businesses across geographies and asset classes that we believe few others can.

To do this, we leverage our team of over 5,800 investment and asset management professionals and employees, including over 300 client service professionals across 32 global offices, to ensure that the business exceeds our clients’ service expectations. We also have a dedicated team of approximately 150 people that are focused on distributing and developing catered products to the private wealth channel. Our disciplined investment approach and strong track record have been the foundation and driver of our growth. We draw on Brookfield’s heritage as an owner and operator to invest for value and generate strong returns for our clients, across economic cycles.

We provide a highly diversified suite of alternative investment strategies to our clients and are constantly seeking to innovate new strategies to meet their needs. We have over 55 unique active strategies that span a wide range of risk-adjusted returns, including opportunistic, value-add, core, super-core, and credit. We evaluate the performance of these product offerings and our investment strategies using a number of non-GAAP measures, including Fee-Bearing Capital, Fee Revenues, Fee-Related Earnings and Distributable Earnings.

Our guiding principle is to operate our business and conduct our relationships with the highest level of integrity. Our emphasis on a culture of collaboration allows us to attract and retain top talent.

The Class A Shares are co-listed on the New York Stock Exchange (“NYSE”) and the Toronto Stock Exchange (“TSX”) under the symbol “BAM”.

Value Creation

We create shareholder value by increasing the earnings profile of our asset management business. Alternative asset management businesses such as ours are typically valued based on a multiple of their Fee-Related Earnings and performance income. Accordingly, we create value by increasing the amount and quality of Fee-Related Earnings and performance income, net of associated costs. We achieve this by raising more Fee-Bearing Capital and delivering strong investment performance, which enables us to generate performance income, such as carried interest, while maintaining efficient operating margins.

As at December 31, 2025, we had Fee-Bearing Capital of $603 billion, of which 87% is long-dated or perpetual in nature, providing significant stability to our earnings profile. We consider Fee-Bearing Capital that is long-dated or perpetual in nature to be Fee-Bearing Capital relating to our long-term private funds, which are typically committed for at least 10 years with two one-year extension options, and Fee-Bearing Capital relating to our perpetual strategies, which include our permanent capital vehicles as well as capital we manage in our perpetual private funds and private wealth strategies. We seek to increase our Fee-Bearing Capital by growing the size of our existing product offerings and developing new strategies that cater to our clients’ investment needs. We also aim to deepen and develop new institutional relationships, and access new distribution channels, such as high net worth individuals and private wealth investors.

We generate robust Distributable Earnings, which is a key measure of our financial performance. BAM intends to pay out at least approximately 90% of its Distributable Earnings to shareholders quarterly and reinvest the balance back into the business, as discussed further in “Part II—Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations—Key Financial and Operating Measures.”

We are actively progressing new organic growth strategies, including AI infrastructure. We also consider strategic M&A opportunities that would expand our capabilities. An example of such growth is the partnership we formed with Oaktree in 2019, which deepens the capabilities we offer our clients and better positions us across market cycles. Such acquisitions may occur from time to time should they be additive to our franchise, attractive to our clients, and accretive to our shareholders. These new initiatives, in addition to our existing strategies, are expected to have a very meaningful impact on our growth trajectory in the long term.

Competitive Advantages

We seek to harness the following four distinct competitive advantages that enable us to consistently identify and invest in high-quality assets and create significant value in the assets that we invest in and operate on behalf of our clients.

Operating Expertise

We are supported globally by approximately 250,000 operating employees of our managed businesses, who are instrumental in maximizing the value and cash flows of our managed assets. We believe that strong operating experience is essential in maximizing efficiency and productivity – and ultimately, returns. We do this by maintaining a culture of long-term focus, alignment of interest and collaboration through the people we hire, our compensation philosophy, and our operating capabilities. This operating expertise developed through our heritage as an owner-operator is invaluable in underwriting investments, conducting thorough due diligence, and executing value-creating development and capital projects.

Global Reach

We invest on behalf of our clients in more than 50 countries on five continents around the world. We believe that our global reach allows us to diversify and identify a broad range of opportunities. We can invest where capital is scarce, and our scale enables us to move quickly and pursue multiple opportunities across different markets. Our global reach also allows us to operate our assets more effectively: we believe that a strong on-the-ground presence is critical to operating successfully, and many of our businesses are truly local. Furthermore, the combination of our strong local presence and global reach enables us to bring relationships and operating practices to bear across markets to enhance returns.

Large Scale

We had $603 billion in Fee-Bearing Capital as of December 31, 2025. We offer our clients a large selection of private funds that have global mandates and diversified strategies. Our access to large-scale, flexible capital allows us to pursue transactions on a scale beyond the reach of many, delivering superior risk-adjusted returns.

Brookfield Ecosystem

The unique intelligence we generate from the ongoing interconnectivity between our over $1 trillion of Assets Under Management, our global partnerships and our visibility into global capital flows helps us identify themes and trends in investing, spot pockets of value and source attractive investment opportunities as BAM continues to be the partner of choice for investors. This competitive advantage has allowed us to build leading positions in asset classes that are most in favor among clients and deliver strong investment returns to our clients across multiple business cycles.

Investment Process

Our Investment Process Leads to Value Creation

Earning robust returns on the investments we make on behalf of our clients enhances our ability to increase our Fee-Bearing Capital and generate carried interest, both of which grow our cash flows and create value for our shareholders.

1. Raise Capital

As an asset manager, the starting point of the investment cycle is establishing new funds and other investment products for our clients. This in turn provides the capital to invest, from which we earn base management fees, incentive distributions and performance-income such as carried interest. Accordingly, we create value by achieving strong investment performance, which leads to growth in Fee-Bearing Capital and increased cash flows.

2. Identify and Invest in High-Quality Assets

We follow a value-based approach to investing and allocating capital. We believe that our disciplined approach, global reach and operating expertise afford us access to a wide range of potential opportunities and enable us to invest at attractive valuations and

generate superior risk-adjusted returns for our clients. We also leverage our considerable expertise in executing recapitalizations, operational turnarounds and large development and capital projects, providing additional opportunities to deploy capital.

3. Secure Long-Term Financing

For our equity investments, we finance the investments on behalf of our clients predominantly on a long-term investment-grade basis and asset-by-asset, which are primarily non-recourse. This financing approach provides us with considerable stability, improves our ability to withstand financial downturns and enables our asset management teams to focus on operations and growth initiatives.

4. Enhance Value and Cash Flows Through Operating Expertise

We use our operating capabilities to increase the value of the assets and the cash flows they produce, and they help to protect our clients’ capital in adverse conditions. The combination of operating expertise, development capabilities and effective financing can help ensure that an investment’s full value creation potential is realized, which we believe is one of our most important competitive advantages.

5. Realize Capital from Asset Sales or Refinancing

We actively monitor opportunities to sell or refinance assets to generate proceeds for our clients. Capital generated in our limited life funds is returned to clients, and in the case of our perpetual funds, we then redeploy the capital to enhance returns. In many cases, returning capital from private funds completes the investment process, locks in investor returns and gives rise to performance income.

Products and Principal Strategies

Our products broadly fall into one of three categories: (i) long-term private funds, (ii) permanent capital vehicles and perpetual strategies, and (iii) liquid strategies. These are invested across five principal strategies: (i) infrastructure, (ii) renewable power and transition, (iii) private equity, (iv) real estate, and (v) credit.

Infrastructure

Overview

•We are one of the world’s largest investment managers in infrastructure, with $247 billion of AUM and $106 billion of Fee-Bearing Capital as of December 31, 2025.

•We focus on acquiring high-quality real assets and operating businesses on behalf of our clients that deliver essential goods and services, diversified across the utilities, transport, midstream and data infrastructure sectors. We partner closely with management teams to enable long-term success through operational and other improvements.

•We have approximately 230 investment and asset management professionals globally that are focused on our infrastructure strategy, supported by approximately 64,000 operating employees in the infrastructure operating businesses that we manage.

Our Products

Long-term Private Funds

•Brookfield Infrastructure Fund (“BIF”) is our flagship infrastructure fund series. In this product offering, we invest on behalf of our clients in high-quality infrastructure assets on a value basis and seek to add value through the investment life cycle by utilizing our operations-oriented approach.

•Brookfield AI Infrastructure Fund (“BAIIF”), our strategy focused on the development of AI infrastructure, is designed to meet the growing demand from hyperscalers, enterprises, and governments for scalable, integrated solutions.

•Brookfield Infrastructure Structured Solutions Fund (“BISS”) seeks to invest structured equity and non-control common equity in the infrastructure mid-market. The fund is focused on deploying our capabilities to partner with sponsors, developers, and corporates to access attractive development opportunities.

Permanent Capital Vehicles and Perpetual Strategies

•We manage Brookfield Infrastructure Partners L.P. (“BIP”), one of the largest, pure-play, publicly traded global infrastructure platforms, which is listed on the NYSE and TSX and had a market capitalization of $29.2 billion as of December 31, 2025.

•We manage Brookfield Super-Core Infrastructure Partners, which is our perpetual infrastructure private fund strategy. In this product offering, we invest on behalf of our clients in core infrastructure assets in developed markets, with a focus on yield, diversification, and inflation-protection.

•We also manage Brookfield Infrastructure Income Fund (“BII”), a semi-liquid infrastructure strategy, offering private wealth investors access to our best-in-class infrastructure platform.

The infrastructure investments that we manage provide a diversified exposure for our clients to scarce, high-quality businesses that benefit from significant barriers to entry and deliver essential goods and services to generate resilient and inflation-protected cash flow streams. Through the various products outlined, we have invested in:

•Regulated or contracted businesses that earn a return on an asset base, including electricity and gas connections, natural gas pipelines and electricity transmission lines;

•Systems involved in the movement of freight, commodities and passengers, including rail operations, toll roads, terminal and export facilities;

•Assets that handle the movement and storage of commodities from a source of supply to a demand center, including transmission pipelines, natural gas process plants and natural gas storage; and

•Businesses that provide essential services and critical infrastructure to transmit and store data globally, including telecom towers and active rooftop sites, fiber optic cable and data centers.

Renewable Power and Transition

Overview

•We are one of the largest investors in renewable power and transition investments, with $143 billion of AUM and $67 billion of Fee-Bearing Capital as of December 31, 2025.

•We believe that the growing global demand for low-cost, low-carbon energy, especially amongst corporate off-takers, will lead to continued growth opportunities for us in the future. The investment environment for renewable power and transition remains favorable and we expect to continue to advance our substantial pipeline of renewable power and transition opportunities on behalf of our clients and managed assets.

•We have approximately 175 investment and asset management professionals globally that are focused on our renewable power and transition strategy, supported by approximately 20,100 operating employees in the renewable power and transition operating businesses that we manage. Our extensive experience and knowledge in this industry enable us to be a leader in all major technologies with deep operating and development capabilities.

Our Products

Long-term Private Funds

•Brookfield Global Transition Fund (“BGTF”) is our flagship transition fund series which is focused on investments aimed at accelerating the global transition to a net-zero carbon economy. The mandate of this product is to assist utility, energy and industrial businesses to reduce carbon dioxide emissions, expand low-carbon and renewable energy production and advance sustainable solutions.

•Our recently launched Catalytic Transition Fund (“CTF”) focuses on directing capital into clean energy and transition assets in emerging markets in South and Central America, South and Southeast Asia, the Middle East, and Eastern Europe. CTF will help drive clean energy investment in emerging markets.

Permanent Capital Vehicles and Perpetual Strategies

•We also manage Brookfield Renewable Partners L.P. (“BEP”), one of the world’s largest publicly traded renewable power platforms, which is listed on the NYSE and TSX and had a market capitalization of over $20.5 billion as of December 31, 2025.

Across our renewable power and transition products, we have invested on behalf of our clients in:

•Hydroelectric operations, through river systems and facilities that provide electricity and have grid stabilizing capabilities;

•Utility-scale solar operations that harness energy from the sun to generate electricity;

•Distributed energy and storage, which provides small-scale generation that can be locally installed, pump storage facilities, and battery energy storage systems;

•Wind operations that use turbines to create electricity; and

•Sustainable solutions including nuclear services, renewable natural gas, carbon capture and storage, recycling, cogeneration, biomass, power transformation, and sustainable aviation fuel.

Private Equity

Overview

•We have one of the best long-term track records for investing in private equity with $155 billion of AUM and $48 billion of Fee-Bearing Capital as of December 31, 2025.

•We focus on high-quality businesses that provide essential products and services, diversified across business services and industrials sectors. We partner closely with management teams to enable long-term success through operational and other improvements.

•We have approximately 260 investment and asset management professionals globally that are focused on our private equity strategy, supported by approximately 136,900 operating employees in the businesses that we manage.

Our Products

Long-term Private Funds

•Our global opportunistic flagship fund series, Brookfield Capital Partners (“BCP”), is our leading private equity offering. The series of funds focuses on cash-flowing industrial and essential service businesses. We seek investments that benefit from high barriers to entry and enhance their cash flow capabilities by improving strategy and execution.

•Our special investments strategy, Brookfield Special Investments (“BSI”), is focused on structured, large-scale, non-control investments. This product capitalizes on transactions that do not fit our traditional control-oriented flagship private equity fund series. Situations may include recapitalization or strategic growth capital where we expect to generate equity-like returns while ensuring downside protection through contracted returns.

•Our thematic private equity strategy, Brookfield Financial Infrastructure Partners, focuses on investments in asset-light financial infrastructure companies that underpin the global financial system.

•Our regional private equity strategy, Brookfield Middle East Partners, is focused on opportunistically investing across sectors and countries in the Middle East by drawing on Brookfield’s global footprint and value-add as a strategic partner.

•Our venture capital strategy, Pinegrove Ventures, manages investments in the innovation economy and is uniquely positioned to access highly sought-after opportunities in high quality venture-backed companies and funds.

Permanent Capital Vehicles and Perpetual Strategies

•We manage Brookfield Business Partners L.P. (“BBU”), which is a publicly traded global business services and industrials company focused on owning and operating high-quality providers of essential products and services. BBU is listed on the NYSE and TSX and had a market capitalization of $7.1 billion as at December 31, 2025.

•We also manage Brookfield Private Equity Fund (“BPE”), which is an evergreen semi-liquid fund offering individual investors streamlined, diversified access to Brookfield’s global private equity platform through a single vehicle.

Our private equity vehicles acquire high-quality operations globally. The broad investment mandate provides us with the flexibility to invest on behalf of our clients across multiple industries through many forms. Through the various products outlined above, we have invested on behalf of our clients in:

•Leading service providers to large-scale infrastructure assets, including a leading provider of work access services, modular building leasing services, and a leading global provider of lottery services and technology solutions;

•Operationally intense industrial businesses that benefit from a strong competitive position, including a leading global provider of advanced automotive battery technology, a leading global aviation services and leasing business, and a leading manufacturer of engineered components for industrial trailers and other towable equipment providers, among others; and

•Essential services providers, including the largest private sector residential mortgage insurer in Canada, a leading value-add distributor of telecom equipment, a leading provider of software to automotive dealers, one of the largest private school operators globally, and a leading American private education company.

Real Estate

Overview

•We are one of the world’s largest investment managers in real estate, with over $273 billion of AUM and $102 billion of Fee-Bearing Capital as of December 31, 2025.

•We have invested, on behalf of clients, in iconic properties in the world’s most dynamic markets with the goal of generating stable and growing distributions for our investors while protecting them against downside risk.

•We have approximately 2,150 investment and asset management professionals and employees that are focused on generating superior returns across our real estate strategies, supported by approximately 23,900 operating employees in the real estate operating businesses that we manage.

Our Products

Long-term Private Funds

•Our opportunistic real estate flagship fund series is Brookfield Strategic Real Estate Partners (“BSREP”). Through this product, we invest globally across various sectors and geographies on behalf of our clients in high-quality real estate with a focus on large, complex, distressed assets, turnarounds, and recapitalizations.

•We also manage a real estate secondaries strategy, Brookfield Real Estate Secondaries, with a focus on providing liquidity solutions for other real estate general partners.

Permanent Capital Vehicles and Perpetual Strategies

•We manage $19 billion of Fee-Bearing Capital in Brookfield Property Group (“BPG”) as of December 31, 2025, which we invest, on behalf of BN, directly in real estate assets. BPG owns, operates, and develops iconic properties in the world’s most dynamic markets with a global portfolio of retail, multifamily, logistics, office, hospitality, land and housing, triple net lease, manufactured housing, and student housing assets on five continents.

•We also manage capital in our perpetual private fund real estate strategy, Brookfield Premier Real Estate Partners (“BPREP”). This is a core plus strategy that invests in high-quality, stabilized real assets located primarily in the U.S. with a focus on retail, multifamily, office, and logistics real estate assets. We also have two regional BPREP strategies that are dedicated specifically to investments in Australia and Europe.

•We also manage a non-traded REIT, Brookfield Real Estate Income Trust, which is a semi-liquid strategy catering specifically to the private wealth channel. This product invests in high quality income-producing opportunities globally through equity or real estate-related debt.

Through the various products outlined, we have invested in multiple asset classes including:

•High-quality retail destinations that are central gathering places for the communities they serve, combining shopping, dining, entertainment and other activities;

•Full-service hotels and leisure-style hospitality assets in high-barrier markets across North America, the U.K. and Australia;

•High-quality assets with operational upside across multifamily, alternative living, life sciences and logistics sectors globally; and

•Office properties in key gateway cities in the U.S., Canada, the U.K., Germany, Australia, Brazil and India.

Credit

Overview

•We are one of the world’s largest and most experienced credit managers globally, with $363 billion of AUM and $279 billion of Fee-Bearing Capital as of December 31, 2025.

•We seek to provide flexible, specialized capital solutions to borrowers and deliver attractive risk-adjusted returns to our clients across a range of debt strategies, focusing on private credit and direct lending in areas in which we possess differentiated investment and operational capabilities.

•We have approximately 1,800 investment and asset management professionals globally, including Oaktree employees that will become BAM employees following completion of the Oaktree Acquisition, that are focused on our credit strategies, investing across a broad spectrum of investments, leveraging the capabilities we have organically built in collaboration with the capabilities of leading credit managers with whom we partner. Our partner managers where we have significant non-

controlling ownership stakes include:

◦Oaktree, one of the world’s premier credit investors. For further discussion on our proposed transaction with Oaktree, refer to “Part I—Item 1. Business—Development of the Business”, in this report;

◦Castlelake, a private credit investor specializing in asset based, aviation, and specialty finance;

◦Angel Oak, a mortgage and consumer credit manager with a vertically integrated origination platform. For further discussion on our recent transaction with Angel Oak, refer to “Part I—Item 1. Business—Development of the Business”, in this report;

◦LCM, a leader in European consumer and small and medium-sized enterprise loan markets;

◦Primary Wave, a leading music rights investor; and

◦17Capital, a leader in NAV finance.

Our Products

•Our flagship opportunistic credit strategy, Global Opportunities, aims to generate consistently strong risk adjusted returns by investing in a diverse set of opportunities including distressed liquid credit, rescue financings, debtor-in-possession loans, bankruptcy exits, loan portfolios, platform investments, and opportunistic capital solutions in key economic regions across the globe.

•Brookfield Infrastructure Debt is our infrastructure debt fund series, which invests on behalf of our clients in mezzanine debt investments in high-quality, infrastructure and renewable power and transition assets.

•Brookfield Real Estate Finance Fund is our commercial real estate debt fund series, which targets investments in transactions that are senior to traditional equity and subordinate to first mortgages or investment-grade corporate debt.

•In addition to several other credit strategies, we also provide tailored separately managed accounts for our clients, with private credit investment programs designed for each of our clients’ specific risk, return, and prudential requirements. Each client’s private credit investment portfolio can be customized across multiple dimensions, including asset class, credit quality, duration, sector, and geography, with proprietary access to our broad-based private credit origination capabilities.

The credit investments managed by BAM and our partner managers enable our clients to have exposure to a broad range of credit strategies, including:

•Private Credit strategies focusing on underwriting and managing directly sourced credit investments on behalf of our clients, across various sectors, including infrastructure, renewable energy, real estate, corporate credit, royalties, aviation, equipment finance, as well as consumer and SME credit;

•Opportunistic Credit strategies that are designed to capitalize on market dislocations and inefficiencies to generate high returns. These strategies typically involve investing in distressed or special situations where credit is undervalued or overlooked by traditional investors;

•Structured Credit strategies investing across structured and asset-backed finance opportunities in infrastructure, renewable power and transition, real estate, fund finance, aviation, consumer and corporate credit and more; and

•Liquid Credit strategies investing across a broad spectrum of public debt securities, from investment-grade to high-yield.

Development of the Business

BAM is headquartered in New York, NY and was incorporated on July 4, 2022. BAM was formed by BN to facilitate the 2022 Arrangement.

The following is a summary of recent developments affecting BAM since January 1, 2025.

Asset Management Business

2025 Activity

In 2025, our asset management business benefited from strong fundraising across our flagship and complementary funds, with total fundraising of over $110 billion. The fundraising across our flagship series included over $10 billion for the second vintage of our global transition fund and our fifth real estate flagship fund, which held final closes during the year.

We also raised approximately $68.0 billion of capital this year across more than a dozen credit strategies and under our mandate with BWS. This includes raising nearly $31.6 billion across our Oaktree franchise, including the final close of our twelfth opportunities

credit fund, $6.6 billion across our other partner managers, and $3.3 billion for the fourth vintage of our infrastructure debt fund. In addition, we raised a total of $25.2 billion from BWS.

Our Fee-Bearing Capital represents the total capital managed for which we earn fee revenue. Fee-Bearing Capital increased by $64 billion, or 12% to $603 billion in 2025; of this, 87% is long-dated or perpetual in nature, providing resiliency and predictability to our revenues. Increases to Fee-Bearing Capital of $91 billion were largely attributable to fundraising during the year. In addition, $25 billion of Fee-Bearing Capital growth was primarily driven by higher market capitalization of our listed affiliates (BEP, BIP, and BBU) as a result of a higher share prices during the year. These increases were partially offset by redemptions within our liquid and perpetual strategies, annuity-related outflows, and distributions from our long-term private funds.

The increase in Fee-Bearing Capital contributed to Fee Revenues of $5.5 billion and Fee-Related Earnings of $3.0 billion for 2025, which increased by 17% and 22%, respectively, compared to 2024. The increase in Fee-Related Earnings was partially offset by higher cash taxes and lower investment income resulting in Distributable Earnings of $2.7 billion for 2025, or an increase of 14% compared to 2024.

During the year, our asset management business deployed $65.6 billion across the strategies, including $10.9 billion from infrastructure, $6.9 billion from renewable power and transition, $4.0 billion from private equity, $7.5 billion from real estate and $36.3 billion from credit.

As at December 31, 2025, the asset management business had total uncalled private fund commitments of $134 billion of which approximately $63 billion is committed across the business groups and is currently not earning fees, but will become fee-bearing once the capital is invested. Once invested, we expect these commitments will earn approximately $630 million of additional Fee Revenues. In 2025, our investment strategies continued to focus on growing strategic partnerships and funds in a number of sectors including private credit, AI and clean energy. Some notable examples include:

•On February 10, 2025, Brookfield announced the launch of a €20 billion infrastructure investment program to support the deployment of AI infrastructure in France. Up to €15 billion of data center investment will be led by Brookfield’s portfolio company, Data4, one of Europe’s largest data center developers, headquartered in Paris. The investment of a further €5 billion is planned by Brookfield in France across associated AI infrastructure such as data transfer, chip storage and energy generation. The total €20 billion investment is projected to be delivered by 2030.

•On February 11, 2025, Oaktree Capital Management, L.P. announced the final close of Oaktree Opportunities Fund XII (“Opps XII”), with approximately $16 billion of commitments, including co-investment and affiliated vehicles. As of February 11, 2025, Opps XII had more than $7 billion invested or committed for investment in businesses that are diversified across geographies, sectors, and asset classes.

•On March 11, 2025, Brookfield announced the closing of its inaugural vintage of BISS, a middle-market infrastructure fund, achieving its fundraising target with approximately $1 billion of capital commitments. BISS’s strategy targets sectors in which Brookfield has established operations and significant asset expertise, drawing on the platform’s direct investment capabilities to source transactions and access differentiated opportunities.

•On June 4, 2025, Brookfield announced up to SEK 95 billion ($10 billion) of investment to support the development of AI infrastructure in Sweden. This investment represents one of Brookfield’s largest AI investments in Europe and extends the partnership with the Swedish government, its public authorities, academia and businesses in the region.

•On October 1, 2025, Brookfield announced it raised over $4 billion for the first closing of Brookfield Infrastructure Debt Fund IV reflecting continued significant support from both existing and new investors.

•On October 2, 2025, we acquired a 51.3% economic interest in Angel Oak, a leading asset manager delivering innovative mortgage and consumer products, for total cash consideration of approximately $149 million. This investment will reinforce Brookfield’s strategy of combining best-in-class credit managers alongside its direct investment capabilities across infrastructure credit, real estate credit, asset-backed finance, and corporate credit.

•On October 7, 2025, Brookfield announced the final institutional close for its flagship energy transition strategy, BGTF II, with $20 billion raised in fund commitments and strategic capital from a diverse range of existing and new investors. In addition, BGTF II secured approximately $3.5 billion of co-investment into its portfolio, bringing the total capital raised across the strategy in this vintage to approximately $23.5 billion.

•On October 13, 2025, Brookfield and Oaktree announced that they have agreed on a proposed transaction whereby Brookfield will acquire the approximately 26% interest in Oaktree that it does not already own. Upon completion of the proposed transaction, Brookfield will own 100% of Oaktree, one of the world’s premier credit managers, further strengthening Brookfield’s market-leading and broad-based credit platform. Under the proposed terms of the transaction, BAM and BN will acquire all of the remaining common equity interests in the Oaktree business for total consideration of

approximately $3 billion. The proposed transaction is expected to close in the first half of 2026, subject to regulatory approvals and customary closing conditions, and is expected to be accretive to both BAM and BN.

•On October 22, 2025, Brookfield announced the launch of BPE, an evergreen semi-liquid fund offering individual investors streamlined, diversified access to Brookfield’s global private equity platform through a single vehicle. BPE provides investors streamlined access to Brookfield’s leading private equity platform through a simplified investment process that includes monthly subscriptions and a low investment minimum.

•On November 19, 2025, Brookfield announced the launch of a $100 billion global AI Infrastructure program in partnership with NVIDIA and the Kuwait Investment Authority (“KIA”). Brookfield will anchor the program with the BAIIF, which launched with a target of $10 billion of equity commitments to invest in the backbone of AI. BAIIF has already received $5 billion of capital commitments from a select group of institutional and industry partners, including Brookfield, NVIDIA and KIA. BAIIF, together with additional capital from its co-investors and prudent financing, will acquire up to $100 billion of AI infrastructure assets, deploying investment across every stage of the value chain—from energy and land to data centers and compute.

•On December 9, 2025, Brookfield and Qai, Qatar’s AI company and a subsidiary of Qatar Investment Authority, announced a strategic partnership to establish a $20 billion joint venture focused on AI infrastructure in Qatar and select international markets. Under the partnership, Brookfield and Qai will contribute capital and operating expertise to invest in AI infrastructure in Qatar, including the development of fully integrated AI facilities, to support the country’s rapidly expanding digital and AI ecosystem. The partnership will benefit from strategic support from the Government of Qatar to invest in the skills and supply chain needed to support the backbone of AI infrastructure and the adoption of AI throughout Qatar.

Corporate

2026 Activity – to date

On January 9, 2026, BAM announced stock exchange approval of a share repurchase program to purchase up to 36.9 million Class A Shares, representing at the time approximately 10% of the public float of Class A Shares, through open market purchases on the NYSE and TSX. Under the share repurchase program, which commenced on January 13, 2026 and is set to expire on January 12, 2027, BAM has, as of February 23, 2026, purchased 1,652,552 Class A Shares at an average price of $50.25.

On February 4, 2026, BAM announced the appointment of Connor Teskey as Chief Executive Officer of BAM, with Bruce Flatt continuing in his role as Chair of the Board of BAM, in addition to his role as Chief Executive Officer of BN. BAM also declared a quarterly dividend of $0.5025 per share, representing a 15% increase relative to the prior year, payable on March 31, 2026, to shareholders of record as of the close of business on February 27, 2026.

2025 Activity

On January 9, 2025, BAM announced stock exchange approval of a share repurchase program to purchase up to 37.1 million Class A Shares, representing at the time approximately 10% of the public float of Class A Shares, through open market purchases on the NYSE and TSX. Under the share repurchase program, which commenced on January 13, 2025 and expired on January 12, 2026, BAM purchased 6,548,561 Class A Shares at an average price of $54.15.

On January 16, 2025, BAM announced the appointment of Bruce Flatt as Chair of the Board of BAM. He replaced Mark Carney, who on the same day announced his candidacy for the leadership of the Liberal Party of Canada. Concurrent with the launch of Mr. Carney's campaign, Brookfield accepted his resignation from BAM.

On February 4, 2025, BAM completed a corporate restructuring with BN by way of a court-approved plan of arrangement, which was originally announced on October 31, 2024, whereby BN transferred its approximate 73% interest in the asset management business to BAM in exchange for newly issued Class A Shares of BAM, on a one-for-one basis (the “2025 Arrangement”). After giving effect to the 2025 Arrangement, BAM owns 100% of Brookfield’s asset management business, and BN owns approximately 73% of the Class A Shares.

On February 12, 2025, BAM declared a quarterly dividend of $0.4375 per share, representing a 15% increase relative to the prior year, payable on March 31, 2025, to shareholders of record as of the close of business on February 28, 2025.

On April 24, 2025, BAM completed its inaugural offering of $750 million principal amount of 5.795% senior notes due 2035.

On September 4, 2025, BAM completed its offering of $750 million principal amount of 6.077% senior notes due 2055.

In October 2025, we and Cameco, our partner in Westinghouse Electric Company (“Westinghouse”), entered into an agreement with the U.S. Government to establish a strategic partnership which is expected to accelerate the scale deployment of Westinghouse’s nuclear reactor technologies in the U.S. and globally. Under the terms of the agreement, once the U.S. Government makes a final investment decision and enters into definitive agreements to complete the construction of new Westinghouse nuclear reactors in the

U.S. with an aggregate value of at least $80 billion before January 2029, a contingent profit interest in Westinghouse will vest for the U.S. Government. In addition, the agreement contemplates that the U.S. Government will arrange financing and facilitate the permitting and approvals for new Westinghouse nuclear reactors to be built in the U.S.

On November 13, 2025, BAM completed its offering of $600 million principal amount of 4.653% senior notes due 2030 and $400 million principal amount of 5.298% senior notes due 2036.

Organizational Structure

The following simplified diagram illustrates our organizational structure as at December 31, 2025.

Note: the 73% of Class A Shares owned or controlled by BN includes approximately 4% held by subsidiaries of BWS.

Employees

We have a team of over 5,800 investment and asset management professionals and employees, with greater than 50% of such professionals located in the U.S. and which includes Oaktree employees that will become BAM employees following the completion of the Oaktree Acquisition and approximately 1,500 fully-dedicated Brookfield operating employees, that are integral to the business, including individuals focused on our core investment strategies and those undertaking various corporate activities. Our long-term approach to our business influences everything we do, including how we make investment decisions, how we support and oversee our businesses, and how we develop our people and compensate them. Our employee compensation programs link a significant portion of employee rewards to successful investment outcomes. Our emphasis on fostering collaboration enables us to benefit from a diverse set of skills and experiences. Our talent management processes and our approach to long-term compensation encourage collaboration. This shows itself in a number of ways, including in the sharing of expertise and best practices through both formal and informal channels and building relationships and capabilities through employee secondments and transfers.

We have a group of dedicated operations professionals in all our key regions that have extensive experience leading businesses. We take an active role in enhancing the performance of the assets and businesses we invest in. As a result, our operations team is fully integrated – meaning our operations professionals sit alongside our experienced investment team working hand in hand from diligence to the execution of our business plan and through the monetization phase of an investment. The team works closely with the senior management teams of the companies in which we invest to develop and implement business improvements that enable us to increase cash flow and our return on capital. While enhancement opportunities may differ across assets and businesses, they generally involve a combination of strategic repositioning, focus on operational excellence and enhanced commercial execution.

We recognize that people drive our success, and therefore hiring, developing and retaining our people is one of our top priorities. We do this by ensuring our people are constantly engaged and provide a wide range of development opportunities across all levels. We aim to create an environment that is built on strong relationships and conducive to developing our workforce, and where individuals from diverse backgrounds can thrive.

Globally, we are supported by approximately 250,000 full-time operating employees. The chart below sets out our full-time operating employees by region as at December 31, 2025.

Note: “Other” employees under “Full-time operating employees by region” represents over 50 countries and no country makes up greater than 3% of the total balance.

Competition

BAM competes with many other firms in every aspect of our business, including fundraising, investment opportunities and hiring and retaining professionals. In our view, competition for fund investors is based primarily on investment performance, willingness to invest, investor perception of the investment manager, the investment manager’s reputation, duration of relationships, quality of services, pricing, fund terms including fees, and the relative attractiveness of our present or future investments. We believe that competition for investment opportunities is based primarily on the pricing, terms and structure (including financing conditions) of a proposed investment and certainty of execution.

Strong investment performance enhances our ability to compete for investors. Our investors and potential investors continually assess investment performance and our ability to raise capital for existing and future funds depends on our funds’ relative and absolute performance. If our investment returns or changes in investment mandates prevent us from raising further capital from our existing partners, we may need to identify and attract new investors in order to maintain or increase the size of our private funds. Further, as competition and disintermediation in the asset management industry increase, there may be pressure to reduce or modify our asset management fees, including base management fees and/or carried interest, or modify other terms governing our current asset management fee structure, in order to attract and retain investors.

There are other funds focused on renewable power and transition, infrastructure, private equity, real estate, and credit strategies that compete for investor capital. Fund managers have also increasingly adopted investment strategies outside of their traditional focus. Furthermore, as institutional fund investors increasingly consolidate their relationships for multiple investment products with a few investment firms, competition for capital from such investors may become more acute. Such consolidation may lead institutional fund investors to prefer more established investment firms, which could help us compete against newer entrants or investment firms that are smaller in size or offer more limited types of investment strategies.

Competition is also intense for the attraction and retention of qualified personnel. Our ability to continue to compete effectively in our businesses will depend upon our ability to attract new asset management and investment professionals and other employees and retain and motivate our existing personnel.

For additional information regarding the competitive risks that we face, please see “Part I—Item 1A. Risk Factors”.

Risk Management

Our Approach

Focus on Risk Culture

Maintain an effective risk culture that aligns with our business strategy and risk appetite

Centralized Oversight and Coordination

Coordinated management of common risks across business and functional groups, with consistent approaches and practices

Shared Execution

Business and functional groups have primary responsibility for identifying and managing risks within their business

Managing risk is an integral and critical part of our business. We have a well-established, proactive and disciplined risk management approach that is based on clear operating methods and a strong risk management culture. We ensure that we have the necessary capacity and resilience to respond to changing environments by evaluating both current and emerging risks. A robust risk management framework and methodology, that is designed to enable comprehensive and consistent management of risk across the organization, has been implemented. We use a thorough and integrated risk assessment process to identify and evaluate risk areas across the business, including human capital, climate change, cybersecurity, liquidity, disruption, regulatory compliance and other strategic, financial, and operational risks. Management and mitigation approaches are tailored to the specific risk areas and executed by business and functional groups for their businesses and areas of responsibility, with appropriate coordination and oversight through centralized monitoring and reporting processes.

Focus on Risk Culture

A strong risk culture is the cornerstone of our risk management program: one that promotes measured and appropriate risk-taking, addresses current and emerging risks, and ensures employees conduct business with a long-term perspective and in a sustainable and ethical manner. This culture is reinforced by the strong commitment and leadership of our senior executives and supported by the policies and practices we have implemented, including our compensation approach.

Centralized Oversight and Coordination

We have implemented strong governance practices to monitor and oversee our risk management program. Management committees bring together required expertise to manage key risk areas, ensuring appropriate application and coordination of risk management practices across our business and functional groups, and include the following:

•Risk Management Steering Committee: supports the overall risk management program, and coordinates risk assessment and mitigation on an enterprise-wide basis.

•Investment Committees: the respective investment committee oversees the investment process and reviews and approves investment transactions of that business group.

•Conflicts Committee: resolves potential conflict situations related to investment processes and other corporate transactions.

•Financial Risk Oversight Committee: reviews and monitors financial exposures.

•Sustainability Leadership: oversees, coordinates and implements activities related to sustainability, including reviewing current and future initiatives, and monitoring sector and market trends.

•Safety Leadership Committee: promotes a strong safety culture, monitors safety trends, and sponsors strategic initiatives related to health, safety, security and environmental matters.

•Net Zero Steering Committee: develops decarbonization targets, operationalizes decarbonization approaches and shares best practices across the organization.

•Cyber Leadership Committee: facilitates knowledge sharing, including identification and mitigation of emerging threats, and enhances collaboration to help ensure efficient use of resources and maintenance of effective cybersecurity programs across business groups.

•Disclosure Committee: oversees the public disclosure of material information.

Shared Execution

Given the diversified and decentralized nature of our operations, we seek to ensure that risk is managed as close to its source as possible and by management teams that have the most knowledge and expertise in the specific business or risk area. As such, business specific risks—such as health and safety, environmental and other operational risks—are generally managed at the operating business

level, as the risks vary based on the nature of each business. At the same time, we monitor key risks organization-wide to ensure adequacy of risk management, adherence to applicable Brookfield policies, and sharing of best practices.

For risks that are more pervasive and correlated in their impact across the organization—such as liquidity, foreign exchange and interest rates or where we can bring specialized knowledge—we utilize a coordinated approach that is centralized amongst our corporate and business groups. Management of strategic, reputational and regulatory and compliance risks are similarly coordinated to ensure consistent focus and implementation across the organization.

Regulatory Matters

See “Part I—Item 1A. Risk Factors—Risks Relating to our Business—We are subject to numerous laws, rules and regulatory requirements which may impact our business, including resulting in financial penalties, loss of business and/or damage to our reputation in instances of non-compliance”.

Intellectual Property

BAM has a non-exclusive, royalty-free license to use the name “Brookfield” and the “Brookfield” logo. See “Part III—Item 13. Certain Relationships and Related Transactions, and Director Independence—Trademark Sublicense Agreement”. Other than under this limited license, BAM does not have a legal right to the “Brookfield” name or the “Brookfield” logo.

Sustainability

Sustainability at Brookfield

We believe that value creation and sustainable business practices are complementary goals. Drawing on more than 100 years of experience as an owner and operator, we invest for value and seek to generate strong risk-adjusted returns for our clients across economic cycles. Our investment strategy has remained consistent throughout our history—we focus on utilizing our operational expertise to enhance long-term value through strategic and operational improvements within our operating businesses and portfolio companies.

Our Sustainability Policy codifies our longstanding strategy of integrating sustainability considerations into decision-making. It is based on the following guiding principles: mitigating the impact of our operations on the environment; striving to promote the well-being and safety of our workforce; upholding strong governance practices and acting as good corporate citizens.

For further information, we publish on our website an annual sustainability report, which provides details about our approach to integrating sustainability across our business. Our disclosures consider the Sustainability Accounting Standards Board (SASB) and Global Reporting Initiative (GRI) standards, and are aligned with the Task Force on Climate-related Financial Disclosures (TCFD) recommendations.

Sustainability Organization and Governance

Our Board oversees our business, including reviewing major strategic initiatives and receiving progress reports on the firm’s sustainability initiatives throughout the year.

Our approach to sustainability has sponsorship and oversight from the CEOs and sustainability leads of each business group, supported by senior executives. Functional leaders (i.e., Technology Services and Human Resources) are responsible for developing, implementing and monitoring relevant sustainability factors within their functional area.

Integrating Sustainability into Our Investment Process

As part of our due diligence over investments where we have control or significant influence, we seek to assess sustainability-related opportunities and risks and factor them into the overall investment decision. This includes leveraging industry guidance to identify sustainability factors most likely to materially impact the financial condition or operating performance of companies in a given sector.

Our Sustainability Due Diligence Protocol provides guidance to investment teams on assessing bribery and corruption, cybersecurity, health and safety, human rights, modern slavery and climate-related risks, among other factors. Where warranted, we perform deeper due diligence, working with internal and third-party experts, as appropriate.

Investments, other than de minimis or follow on investments, must be approved by the applicable Investment Committee. Investment teams present the Investment Committee with the merits of each transaction, its material risks, mitigants and significant opportunities for improvement, including sustainability aspects and their potential implications for investment returns. As part of each acquisition, investment teams develop a customized integration plan that encompasses, among other items, material sustainability-related matters for evaluation or implementation.

Consistent with our management approach, it is the responsibility of management teams within each portfolio company to manage sustainability opportunities and risks through the investment’s life cycle, supported by our relevant investment teams. Management teams regularly report to their respective boards of directors from both financial and operating perspectives, including key performance indicators that incorporate material sustainability factors.

When preparing an asset for divestiture, we seek to outline potential value creation deriving from several different factors, including relevant sustainability considerations.

Human Capital Development

Our people are our most important asset. The core values of collaboration, entrepreneurship and discipline underpin our firmwide culture. We invest in our people and prepare them for future leadership. Our firmwide culture, from our dealings with clients to the interactions among employees and executives, is defined by mutual respect, teamwork and passion, and revolves around our core values:

•Collaboration: Leadership works side by side with colleagues throughout the organization and is committed to achieving shared success. One of the key attributes that we screen carefully for in new hires is their aptitude to collaborate with others. The firm wants people to share information across groups and take an interest in all the businesses, not just the one they happen to work for at any particular point in time. We do not hire people just for a specific job; we hire for the potential of all the future positions they might hold and that will contribute to the broader success of the firm.

•Entrepreneurship: Our flat organization is results-oriented—responsibility is earned based on initiative and hard work, rather than job title—and decisions are made close to the action. This principle is not uncommon, but we have encouraged our entrepreneurial spirit throughout our growth. We look for employees who have a passion not only for what they do but also for what the firm does. The shared values of ownership extend beyond helping the company succeed or generate more revenue. It means caring about the little things as well, such as not wasting money and treating everyone with respect.

•Discipline: Our team shares an awareness of, and commitment to, our goal of generating superior long-term returns for investors. Discipline also requires that each person is expected to have a realistic understanding of his or her own abilities. We expect employees to understand their strengths, recognize their weaknesses, be willing to stretch outside their comfort zones, and be willing to ask for help when necessary.

Website and Available Information

Our website address is https://bam.brookfield.com. Information on our website is not incorporated by reference herein and is not a part of this report. We make available free of charge on our website or provide a link on our website to our Annual Report on Form 10-K, Quarterly Reports on Form 10-Q and Current Reports on Form 8-K, and any amendments to those reports filed or furnished pursuant to Section 13(a) or 15(d) of the Exchange Act, as soon as reasonably practicable after those reports are electronically filed with, or furnished to, the SEC. To access these filings, go to our website, and then visit the “SEC Filings” section under the “Reports & SEC Filings” tab. These reports and the other documents we file with the SEC are available at a website maintained by the SEC at www.sec.gov. You can also access them on the CSA website at www.sedarplus.ca.

From time to time, we may use our website as a channel of distribution of material information. Financial and other material information regarding our company is routinely posted on and accessible at https://bam.brookfield.com. In addition, you may automatically receive e-mail alerts and other information about our company by enrolling your e-mail address by visiting the “Email Alerts” section of our website under the “Contacts & Alerts” tab.

ITEM 1A. RISK FACTORS

You should carefully consider the following risk factors, in addition to other information set forth in this Annual Report. If any of the following risks were actually to occur, our business, financial condition and results of operations and the prospects and value of the Class A Shares would likely be materially impacted.

Risks Relating to Our Business

The trading price of the Class A Shares is subject to volatility due to market conditions and other factors and cannot be predicted.

The market price of our Class A Shares may be volatile and could fluctuate significantly in response to factors both related and unrelated to our operating performance and/or future prospects, including, but not limited to: (i) variations in our operating results and financial condition; (ii) actual or prospective changes in government laws, rules or regulations affecting our business and our managed assets; (iii) material announcements by us, our affiliates or our competitors; (iv) the general state of the securities markets; (v) market conditions and events specific to the industries in which we and our managed assets operate; (vi) changes and developments in general economic, political, or social conditions, including as a result of pandemics/epidemics and related economic disruptions; (vii) changes in the values of our investments and distributions or changes in the amount of interest paid in respect of investments; (viii) differences between our actual financial results and those expected by investors and analysts; (ix) changes in analysts’ recommendations or earnings projections; (x) the depth and liquidity of the market for the Class A Shares; (xi) dilution from the issuance of additional

equity; (xii) investor perception of our business, our managed assets and the sectors in which we deploy the funds from our strategies; (xiii) investment restrictions; (xiv) our dividend policy; (xv) the departure of key executives; (xvi) sales of Class A Shares by senior management or significant shareholders; and (xvii) the materialization of other risks.

Deficiencies in our public company financial reporting and disclosures could adversely impact our reputation.

As we expand the size and scope of our business, there is a greater susceptibility that our financial reporting and other public disclosure documents may contain material misstatements and that the controls we maintain to attempt to ensure the complete accuracy of our public disclosures may fail to operate as intended. The occurrence of such events could adversely impact our reputation and financial condition. In addition, we disclose certain metrics that do not have standardized meaning, are based on our own methodologies and assumptions and may not properly convey the information they purport to reflect.

Management is responsible for establishing and maintaining adequate internal control over financial reporting to give our stakeholders assurance regarding the reliability of our financial reporting and the preparation of financial statements for external purposes in conformity with U.S. GAAP. However, the process for establishing and maintaining adequate internal control over financial reporting has inherent limitations, including the possibility of human error. In addition, we may exclude recently acquired companies from our evaluation of internal controls.

Our internal control over financial reporting may not prevent or detect misstatements in our financial disclosures on a timely basis, or at all. Some of these processes may be new for certain subsidiaries in our structure, and in the case of acquisitions, may take time to be fully implemented.

Our disclosure controls and procedures are designed to provide assurance that information required to be disclosed by us in reports filed or submitted under U.S. and Canadian securities laws is recorded, processed, summarized and reported within the time periods specified. Our policies and procedures governing disclosures may not ensure that all material information regarding us is disclosed in a proper and timely fashion, or that we will be successful in preventing the disclosure of material information to a single person or a limited group of people before such information is generally disseminated.

As at December 31, 2025, the results of our asset management business are consolidated into BAM's financial statements. However, as a result of the 2025 Arrangement, management has excluded from its evaluation the internal control over financial reporting of our asset management business. The total assets, net assets, total revenues and net income subject to our asset management business’ internal control over financial reporting of the consolidated financial statement amounts as of and for the year ended December 31, 2025 are disclosed in “Part II—Item 9A. Controls and Procedures” in this report.

If BAM or our auditors were to conclude that our internal control over financial reporting were not effective in respect of any reporting period, investors could lose confidence in our reported financial information and the price of our Class A Shares could decline. Our failure to achieve and maintain effective internal controls could have a materially adverse effect on our business, our ability to access capital markets and our reputation. In addition, material weaknesses in our internal controls could require significant expense and management time to remediate.

Investors may find it difficult or impossible to effect service of process and enforce judgments against us, our directors and our executive officers.

BAM is headquartered in New York, NY, but some of its officers and directors are not residents of the U.S., and a portion of the assets of BAM and said persons are located outside the U.S.. As a result, it may be difficult for U.S. investors to: (i) effect service of process within the U.S. upon BAM or those directors and officers who are not residents of the U.S.; or (ii) realize in the U.S. upon judgments of courts of the U.S. predicated upon the civil liability provisions of the U.S. federal securities laws. Investors outside of the U.S. will similarly find it difficult to enforce judgments obtained outside of the U.S.

We are subject to numerous laws, rules and regulatory requirements which may impact our business, including resulting in financial penalties, loss of business and/or damage to our reputation in instances of non-compliance.

There are many laws, governmental rules and regulations and listing exchange rules that apply to our business and our managed assets. Changes in these laws, rules and regulations, or their interpretation by governmental agencies or the courts, could adversely affect our business, our managed assets, or our prospects, or those of our affiliates, customers, clients or partners. The failure of BAM, our asset management business or the entities that we manage to comply with these laws, rules and regulations, or with the rules and registration requirements of the respective stock exchanges on which we and they are listed, could adversely affect our reputation and financial condition.

Our business, including our investment advisory and broker-dealer business, is subject to substantial and increasing regulatory compliance obligations and oversight, and this higher level of scrutiny may lead to more regulatory enforcement actions. There continues to be uncertainty regarding the appropriate level of regulation and oversight of asset management businesses in a number of jurisdictions in which we operate. The financial services industry has been the subject of heightened scrutiny and enforcement actions. Regulatory investigations and/or enforcement actions by our regulators could have a material adverse effect on our business and/or

reputation. In addition, the introduction of new legislation and increased regulations may result in increased compliance costs and could materially affect the manner in which we conduct our business and adversely affect our profitability. Although there may be some areas where governments in certain jurisdictions propose deregulation, it is difficult to predict the timing and impact of any such deregulation, and we may not materially benefit from any such changes.

Our business is not only regulated in the U.S., but also in other jurisdictions where we conduct operations including, but not limited to, the E.U., the U.K., Canada, Brazil, Colombia, Australia, India and South Korea. Similar to the environment in the U.S., our business and how we market in jurisdictions outside the U.S. have become subject to further regulation. Governmental agencies around the world have proposed or implemented a number of initiatives and additional rules and regulations that could adversely affect our business and our managed assets, and governmental agencies may propose or implement further rules and regulations in the future. These rules and regulations may impact how we market in these jurisdictions and introduce compliance obligations with respect to disclosure and transparency, as well as restrictions on investor participation and distributions. Such regulations may also prescribe certain capital requirements on our managed assets, and conditions on the leverage our managed assets may employ and the liquidity these managed assets must have. Compliance with additional regulatory requirements will impose additional restrictions and expenses for us and could reduce our operating flexibility and fundraising opportunities.

The broker-dealer side of our managed assets is regulated by the SEC, the various Canadian provincial and territorial securities commissions and administrators, as well as self-regulatory organizations, including the Financial Industry Regulatory Authority in the U.S. These regulatory bodies may conduct administrative or enforcement proceedings that can result in censure, fine, suspension or expulsion of a broker-dealer, its directors, officers or employees. Such proceedings, whether or not resulting in adverse findings, can require substantial expenditures and can have an adverse impact on the reputation of a broker-dealer.

The advisors of certain of our managed assets are registered as investment advisers with the SEC. Registered investment advisers are subject to the requirements and regulations of the Investment Advisers Act of 1940, which grants U.S. supervisory agencies broad administrative powers, including the power to limit or restrict the carrying on of business for failure to comply with laws or regulations. If such powers are exercised, the possible sanctions that may be imposed include the suspension of individual employees, limitations on the activities in which the investment adviser may engage, suspension or revocation of the investment adviser’s registration, censure and fines. Compliance with these requirements and regulations results in the expenditure of resources, and a failure to comply could result in investigations, financial or other sanctions, and reputational damage.

The Investment Company Act and the rules promulgated thereunder provide certain protections to investors and impose certain restrictions on entities that are deemed “investment companies” under the Investment Company Act. We are not currently, nor do we intend to become, an investment company under the Investment Company Act. To ensure that we are not deemed to be an investment company, we may be required to materially restrict or limit the scope of our operations or plans and the types of acquisitions that we may make, and we may need to modify our organizational structure or dispose of assets that we would not otherwise dispose of. If we were required to register as an investment company, we would face severe limitations on the operation of our business. Among other things, we would be prohibited from engaging in certain business activities (or have conditions placed on our business activities), face restrictions on engaging in transactions with affiliated entities and issuing certain securities or engaging in certain types of financings, be restricted with respect to the amount and types of borrowings we are permitted to obtain, be required to limit the amount of investments that we make as principal, and face other limitations on our activities.

We have and may become subject to additional regulatory and compliance requirements as we expand our product offerings and investment platform which likely will carry additional legal and compliance costs, as well as additional operating requirements that may also increase costs.

Our strategies primarily invest in renewable power and transition, infrastructure, business services, real estate and industrial assets. In doing so, our managed assets are required to comply with extensive and complex municipal, state or provincial, national and international laws and regulations. These laws and regulations can result in uncertainty and delays and impose additional costs, which may adversely affect our results of operations. Changes in these laws and regulations may negatively impact us and our managed assets or may benefit our competitors and their businesses.

Additionally, liability under such laws, rules and regulations may occur without our fault. In certain cases, parties can pursue legal actions against us to enforce compliance as well as seek damages for non-compliance or for personal injury or property damage. Our insurance may not provide sufficient coverage in the event that a successful claim is made against us.

Most of our funds rely on Rule 506 of Regulation D under the Securities Act to raise capital from investors. Rule 506 is not available to issuers deemed to be “bad actors” under Rule 506 if a covered person of the issuer has been the subject to certain criminal, civil or regulatory disqualifying events. Covered persons include, among others, the issuer, executive officer or other officer participating in the offering of the issuer, any general partner or managing member of the foregoing entities, any promoter of the issuer and any beneficial owner of 20% or more of the issuer’s outstanding voting equity securities. If one or more of our funds were to lose the ability to rely on the Rule 506 exemption because a covered person has been the subject of a disqualifying event, our business, financial condition and results of operations could be materially and adversely affected.

Federal, state and foreign anti-bribery and corruption and trade sanctions laws and restrictions on foreign direct investment applicable to us and our managed assets create the potential for significant liabilities and penalties, the inability to complete transactions, imposition of significant costs and burdens, and reputational harm and we may also be subject to various governmental investigations.

We are from time to time subject to various governmental investigations, audits and inquiries, both formal and informal. These investigations, regardless of their outcome, can be costly, divert management attention and damage our reputation. The unfavorable resolution of such investigations could result in criminal liability, fines, penalties or other monetary or non-monetary sanctions and could materially affect our business or results of operations.

We are subject to a number of laws and regulations governing payments and contributions to public officials or other third parties both domestically and in respect of managed assets abroad, including the U.S. Foreign Corrupt Practices Act of 1977 (the “FCPA”), various federal and state corruption laws, and similar laws in non-U.S. jurisdictions, such as the U.K. Bribery Act 2010, the Canadian Corruption of Foreign Public Officials Act (the “CFPOA”) and Part IV of the Criminal Code (Canada), the Brazilian Clean Companies Act, the Australian Criminal Code Act 1995, the Indian Prevention of Corruption Act 1988, and the Bermudian Bribery Act 2016. This global focus on anti-bribery and corruption enforcement may also lead to more investigations, both formal and informal, in this area, the results of which cannot be predicted.

Instances of bribery, fraud, accounting irregularities and other improper, illegal or corrupt practices can be difficult to detect, in particular when conducting due diligence in connection with acquisitions, and fraud and other deceptive practices can be widespread in certain jurisdictions. We invest in emerging market countries that may not have established stringent anti-bribery and corruption laws and regulations, where existing laws and regulations may not be consistently enforced, or that are perceived to have materially higher levels of corruption according to international rating standards. Due diligence on investment opportunities in these jurisdictions is frequently more challenging because consistent and uniform commercial practices in such locations may not have developed or do not meet international standards. Bribery, fraud, accounting irregularities and corrupt practices can be especially difficult to detect in such locations. When acquiring assets in distress, the quality of financial information of the target may also make it difficult to identify irregularities.

The FCPA prohibits bribery of non-U.S. officials, candidates for office and political parties, and requires U.S. companies to keep books and records that accurately and fairly reflect those companies’ transactions. Similar laws in non-U.S. jurisdictions, such as the U.K. Bribery Act 2010 and the CFPOA, as well as other applicable anti-bribery and corruption or related laws in the U.S. and abroad, may also impose stricter or more onerous requirements than the FCPA, and implementing them may disrupt our business or cause us to incur significantly more costs to comply with those laws. The policies and procedures we have implemented to comply with anti-bribery and corruption legislation may be inadequate. If we fail to comply with such laws and regulations, we could be exposed to claims for damages, financial penalties, incarceration of our employees, reputational harm, restrictions on our operations and other liabilities, which could negatively affect our operating results and financial condition. In addition, we may be subject to successor liability for violations under these laws and regulations or other acts of bribery committed by entities in which we or our managed assets invest.

We are also subject to laws and regulations governing trade and economic sanctions. The Office of Foreign Assets Control of the U.S. Department of the Treasury (“OFAC”), the U.S. Department of Commerce and the U.S. Department of State administer and enforce various trade control laws and regulations, including economic and trade sanctions based on U.S. foreign policy and national security goals against targeted foreign states, organizations and individuals. These laws and regulations implicate a number of aspects of our business, including servicing existing fund investors, finding new fund investors, and sourcing new investments, as well as activities by our managed assets or other controlled investments. Some of these regulations provide that penalties can be imposed on us for the conduct of our managed assets, even if we have not ourselves violated any regulation. Similar laws in non-U.S. jurisdictions, such as the Special Economic Measures Act (Canada), the United Nations Act (Canada) and the Justice for Victims of Corrupt Foreign Officials Act (Canada), and E.U. sanctions, may also impose restrictions or requirements on us or our managed assets. Anti-corruption, anti-money laundering, economic sanctions, and trade control laws imposed by non-U.S. jurisdictions, such as E.U. and U.K. sanctions or blocking statutes and the U.K. Bribery Act, may also impose stricter or more onerous requirements than the FCPA, OFAC, the U.S. Department of Commerce, the U.S. Department of State or U.S. Department of Treasury, and implementing them may disrupt our business or cause us to incur significantly more costs to comply with those laws. Different laws may also contain conflicting provisions, making compliance with all laws more difficult. In February 2022, the U.S. and other countries began imposing meaningful sanctions targeting Russia as a result of actions taken by Russia in Ukraine. We and our managed assets are required to comply with these and potentially additional sanctions imposed by the U.S. and by other countries, for which the full costs, burdens and limitations on our business and prospects are currently unknown and may become significant.

In addition, the U.S. and many non-U.S. countries that have laws designed to protect national security or to restrict foreign direct investment. For example, under the United States Foreign Investment Risk Review Modernization Act of 2018, the Committee on Foreign Investment in the United States has the authority to review, block or impose conditions on investments by non-U.S. persons in U.S. companies or real assets deemed critical or sensitive to the U.S. Many non-U.S. jurisdictions have similar laws. For example, the E.U. has adopted an E.U.-wide mechanism to screen foreign investment on national security grounds and most E.U. member states

now have a foreign investment screening mechanism in place or has initiated a consultative or legislative process expected to result in the adoption of a new mechanism or amendments to an existing mechanism, adopted a regulation aimed at regulation of foreign subsidies that could distort the internal E.U. market.

Under these laws, governments have the authority to impose a variety of actions, including requirements for the advance screening or notification of certain transactions, blocking or imposing conditions on certain transactions, limiting the size of foreign equity investments or control by foreign investors, and restricting the employment of foreigners as key personnel. These actions could limit our ability to find suitable investments, cause delays in consummating transactions, result in the abandonment of transactions, and impose burdensome operational requirements on us or our managed assets. These laws could also negatively impact our fundraising and syndication activities by causing us to exclude or limit certain investors in our funds or co-investors for our transactions. Moreover, these laws may make it difficult for us to identify suitable buyers for our investments that we want to exit and could constrain the universe of exit opportunities generally. Complying with these laws imposes potentially significant costs and complex additional burdens, and any failure by us or our managed assets to comply with them could expose us to significant penalties, sanctions, loss of future investment opportunities, additional regulatory scrutiny, and reputational harm.

Foreign exchange rate fluctuations could adversely impact our aggregate foreign currency exposure and hedging strategies may not be effective.

We have pursued and intend to continue to pursue growth opportunities in international markets, and often deploy capital in countries where the U.S. dollar is not the local currency. As a result, we are subject to foreign currency risk due to potential fluctuations in exchange rates between foreign currencies and the U.S. dollar. A significant depreciation in the value of the currency utilized in one or more countries where we have a significant presence may have a material adverse effect on the results of our operations and financial position. In addition, we are active in certain markets where economic growth is dependent on the price of commodities and the currencies in these markets can be more volatile as a result.

Our business and our managed assets are impacted by changes in currency rates, interest rates, commodity prices and other financial exposures. We may selectively utilize financial instruments to manage these exposures, including credit default swaps and other derivatives to hedge certain of our financial positions. However, a significant portion of these risks may remain unhedged. We may also choose to establish unhedged positions in the ordinary course of business.

There is no assurance that hedging strategies, to the extent they are used, will fully mitigate the risks they are intended to offset. Additionally, derivatives that we may use are also subject to their own unique set of risks, including counterparty risk with respect to the financial well-being of the party on the other side of these transactions and a potential requirement to fund mark-to-market adjustments. Our financial risk management policies may not ultimately be effective at managing these risks.

The Dodd-Frank Wall Street Reform and Consumer Protection Act of 2010 and similar laws in other jurisdictions impose rules and regulations governing oversight of the over-the-counter derivatives market and its participants. These regulations may impose additional costs and regulatory scrutiny on us. If our derivative transactions are required to be executed through exchanges or regulated facilities, we will face incremental collateral requirements in the form of an initial margin and require variation margin to be cash settled on a daily basis. Such an increase in margin requirements (relative to bilateral agreements) or a more restricted list of securities that qualify as eligible collateral, would require us to hold larger positions in cash and treasuries, which could reduce income. We cannot predict the effect of changing derivatives legislation on our hedging costs, our hedging strategy or its implementation, or the risks that we hedge. Regulation of derivatives may increase the cost of derivative contracts, reduce the availability of derivatives to protect against operational risk and reduce the liquidity of the over-the-counter derivatives market, all of which may reduce our use of derivatives and result in the increased volatility and decreased predictability of our cash flows.

Further increases in interest rates could increase our interest costs and adversely affect our financial performance.

Many long-life assets are interest rate sensitive. Further increases in interest rates will, other things being equal, decrease the value of an asset by reducing the present value of the cash flows expected to be produced by such asset. As the present value of an income-producing asset may decline as a result of interest rate increases, certain financial and other covenants under credit agreements governing such asset could be breached, even if we have satisfied and continue to satisfy our payment obligations thereunder. Such a breach could result in negative consequences on our financial performance and results of operations.

Additionally, any of our debt or preferred shares that are subject to variable interest rates, either as an obligation with a variable interest rate or as an obligation with a fixed interest rate that resets into a variable interest rate in the future, are subject to interest rate risk. Further, the value of any debt or preferred share that is subject to a fixed interest rate will be determined based on the prevailing interest rates and, accordingly, this type of debt or preferred share is also subject to interest rate risk.

In many jurisdictions in which we operate, a period of sharply increasing interest rates may cause certain market dislocations that could negatively impact our financial performance, increase the cost and impact the availability of debt financing and thereby negatively impact the ability of our managed assets to obtain attractive financing or refinancing and could increase the cost of such financing if obtained. Many factors may impact us and our managed assets, including interest rate increases, which would impact the

amount of revenue generated by our managed assets and may lead to an increase in the amount of cash required to service our obligations.

Political instability, changes in government policy or unfamiliar cultural factors could adversely impact the value of our investments.

We are subject to geopolitical uncertainties in all jurisdictions in which we operate. We make investments in businesses that are based outside of the U.S. and we may pursue investments in unfamiliar markets, which may expose us to additional risks not typically associated with investing in the U.S.. We may not properly adjust to the local culture and business practices in such markets, and there is the prospect that we may hire personnel or partner with local persons who might not comply with our culture and ethical business practices; either scenario could result in the failure of our initiatives in new or existing markets and lead to financial losses for us and our managed assets. There are risks of political instability and significant changes in laws and policies in several of our major markets and in other parts of the world in which we conduct business from factors such as political conflict, tariffs and other protectionist trade policies, including the encouragement of the onshoring of manufacturing in the U.S. and other countries, income inequality, refugee migration, terrorism, armed conflict, the potential break-up of countries or political-economic unions and political corruption; the materialization of one or more of these risks could negatively affect our financial performance.

Further, conflict in Eastern Europe has contributed to global economic uncertainty, resulted in volatility in fuel prices, and heightened cybersecurity and cyber-terrorism disruptions and threats. Further economic and political instability and the commencement, escalation or expansion of armed conflict in Eastern Europe, the Middle East, or elsewhere in the world could significantly disrupt the free movement of goods, services and people, have a destabilizing effect on energy markets and result in potential higher costs of conducting business. Similarly, the inability of local and national governments to effectively manage ongoing political disputes could result in local, regional and/or global instability. The materialization of one or more of these risks could negatively affect our financial performance and adversely impact our business.

Any existing or new operations may be subject to significant political, economic and financial risks, which vary by country, and may include: (i) changes in government policies and regulations, including tariffs and other protectionist policies, or personnel; (ii) changes in general economic or social conditions; (iii) restrictions on currency transfer or convertibility; (iv) changes in labor relations; (v) military conflict, political instability and civil unrest; (vi) less developed or efficient financial markets than in North America; (vii) the absence of uniform accounting, auditing and financial reporting standards, practices and disclosure requirements; (viii) less government supervision and regulation; (ix) a less developed legal or regulatory environment; (x) heightened exposure to corruption risk; (xi) political hostility to investments by foreign investors; (xii) less publicly available information in respect of companies in non-North American markets; (xiii) adversely higher or lower rates of inflation; (xiv) higher transaction costs; (xv) difficulty in enforcing contractual obligations and expropriation or confiscation of assets; and (xvi) fewer investor protections.

Unforeseen political events in markets where we have significant investors and/or where we have managed assets or may look to for further growth of our assets and businesses, such as the North American, South American, Australian, European, Middle Eastern and Asian markets, may create economic uncertainty that has a negative impact on our financial performance. Such uncertainty could cause disruptions to our businesses, including affecting our managed assets and/or our relationships with our investors, customers and suppliers, as well as altering the relationship among tariffs and currencies, including the value of foreign currencies relative to the U.S. dollar. Disruptions and uncertainties could adversely affect our financial condition, operating results and cash flows. In addition, political outcomes in the markets in which we operate may also result in legal uncertainty and potentially divergent national laws and regulations, which can contribute to general economic uncertainty. Economic uncertainty impacting us and our managed assets could be exacerbated by supply chain disruptions, trade policy and geopolitical tensions.

Unfavorable economic conditions or changes in the industries in which we operate could adversely impact our financial performance.

We are exposed to local, regional, national and international economic conditions and other events and occurrences beyond our control, including, but not limited to, the following: short-term and long-term interest rates; inflation; credit and capital market volatility; business investment levels; government spending levels; sovereign debt risks; consumer spending levels; changes in laws, rules or regulations; trade barriers; supply chain disruptions; commodity prices; currency exchange rates and controls; national and international political circumstances (including wars, terrorist acts or security operations); catastrophic events (including pandemics/epidemics, earthquakes, tornadoes or floods); the rate and direction of economic growth; and general economic uncertainty. On a global basis, certain industries and sectors have created capacity that anticipated higher growth, which has caused volatility across all markets, including commodity markets, which may have a negative impact on our financial performance. Unfavorable economic conditions could affect the jurisdictions in which our entities are formed and where we and our managed assets operate businesses, and may cause a reduction in: (i) securities prices; (ii) the liquidity of investments made by our managed assets; (iii) the value or performance of the investments made by our managed assets; and (iv) the ability of us and our managed assets to raise or deploy capital, each of which could adversely impact our financial condition.

In general, a decline in economic conditions, either in the markets or industries in which our strategies invest, or both, will result in downward pressure on our operating margins and asset values as a result of lower demand and increased price competition for the

services and products that we provide. In particular, given the importance of the U.S. to our operations, an economic downturn in this market could have a significant adverse effect on our operating margins and asset values.

Many of our private funds have a finite life that may require us to exit an investment made in a fund at an inopportune time. Volatility in the exit markets for these investments, increasing levels of capital required to finance companies to exit and rising enterprise value thresholds to go public or complete a strategic sale can all contribute to the risk that we will not be able to exit a private fund investment successfully. We cannot always control the timing of our private fund investment exits or our realizations upon exit. See “—Actions or conduct that have a negative impact on our investors’ or stakeholders’ perception of us could adversely impact our ability to attract and/or retain investor capital and generate fee revenue”. If global economic conditions deteriorate, our investment performance could suffer, resulting in, for example, the payment of less or no carried interest to us. The payment of less or no carried interest to us could cause our cash flow from operations to decrease, which could materially adversely affect our liquidity position and the amount of cash we have on hand to conduct our operations. A reduction in our cash flow from our Fee-Bearing Capital strategies and products could, in turn, require us to rely on other sources of cash such as the capital markets, which may not be available to us on acceptable terms, or debt and other forms of leverage.

In addition, in an economic downturn, there is an increased risk of default by counterparties to our investments and other transactions. In these circumstances, it is more likely that such transactions will fail or perform poorly, which may in turn have a material adverse effect on our business, results of operation and financial condition.

Inflationary pressures could adversely impact our businesses.

Our managed assets are impacted by inflationary pressures. While inflationary pressures eased in 2025 across many jurisdictions, past price increases continue to affect households and weigh on confidence and spending power. Increased tariffs, retaliatory actions and trade barriers, as well as increased geopolitical risks, add uncertainty to the long-term outlook for inflation and interest rates and a reacceleration of inflation could trigger a reversal in recent interest rate decreases. Interest rate increases or other government actions taken to reduce inflation could also result in recessionary pressures in many parts of the world. Interest rate risk poses a significant market risk to us as a result of interest rate-sensitive assets and liabilities held by us and our managed assets. Higher interest rates or elevated interest rates for a sustained period could also result in an economic slowdown. Economic contraction or further deceleration in the rate of growth in certain industries, sectors or geographies may contribute to poor financial results at our managed assets. While regulated and contractual arrangements in our managed assets can provide significant protection against inflationary pressures, any sustained upward trajectory in the inflation rate may still have an impact on our managed assets and our investors, and could impact our ability to source suitable investment opportunities, match or exceed prior investment strategy performance and secure attractive debt financing, all of which could adversely impact our managed assets and our growth and capital recycling initiatives.

Catastrophic events (or combination of events), such as earthquakes, tornadoes, floods, wildfires, pandemics/epidemics, climate change, military conflict/war or terrorism/sabotage, could adversely impact our financial performance.

Our managed assets could be exposed to the effects of catastrophic events, such as severe weather conditions, natural disasters, major accidents, pandemics/epidemics, acts of malicious destruction, climate change, war/military conflict or terrorism, which could materially adversely impact our operations.

A local, regional, national or international outbreak of a contagious disease, such as COVID-19, which spreads across the globe at a rapid pace impacting global commercial activity and travel, or future public health crises, epidemics or pandemics, could materially and adversely affect our results of operations and financial condition due to disruptions to commerce, reduced economic activity and other unforeseen consequences that are beyond our control.

Natural disasters and ongoing changes to the physical climate in which we and our managed assets operate may have an adverse impact on our business, financial position, results of operations or cash flows. Changes in weather patterns or extreme weather (such as floods, wildfires, droughts, hurricanes and other storms) may negatively affect our managed assets’ operations or damage assets that we may own or develop. Further, rising sea levels and/or other types of flooding could, in the future, affect the value of any coastal or other real assets and businesses that we may manage. Climate change may increase the frequency and severity of severe weather conditions and may change existing weather patterns in ways that are difficult to anticipate. Responses to and impacts from these changes could result in lower revenues and/or higher costs, such as the imposition of new property taxes, limited availability of insurance, increases in insurance rates or additional capital or operating expenditures.

Our managed assets forming part of our commercial office strategy are concentrated in large metropolitan areas, some of which have been or may be perceived to be threatened by terrorist attacks or acts of war. Furthermore, many of such properties consist of high rise buildings that may also be subject to this actual or perceived threat. The perceived threat of a terrorist attack or outbreak of war could negatively impact our ability to lease office space in our managed real estate portfolio. Renewable power and infrastructure assets that we manage, such as roads, railways, power generation facilities and ports, may also be targeted by terrorist organizations or in acts of war. Any damage or business interruption costs as a result of uninsured or underinsured acts of terrorism or war could result in a material cost to us and could adversely affect our business, financial condition or results of operation. Adequate terrorism insurance may not be available at rates we believe to be reasonable in the future. These risks could be heightened by foreign policy decisions of

the U.S. (where we have significant operations) and other influential countries or general geopolitical conditions.

Additionally, our managed assets rely on free movement of goods, services and capital from around the globe. Any slowdown in international investment, business or trade as a result of catastrophic events could also have a material adverse effect on our business, financial position, results of operations or cash flows.

Ineffective management of environmental and sustainability issues, including climate change, and inadequate or ineffective health and safety programs could damage our reputation, adversely impact our financial performance and lead to regulatory action.

There is increasing stakeholder interest in sustainability considerations and how they are managed. Sustainability considerations include climate change, human capital and labor management, corporate governance, diversity and privacy and data security, among others. Certain investors and lenders are incorporating sustainability considerations into their investment or lending process, respectively, alongside traditional financial considerations. Investors or potential investors may not invest in all our products given certain industries in which we operate. If we are unable to successfully integrate sustainability considerations into our practices, we may incur a higher cost of capital, lower interest in our debt securities and/or equity securities or otherwise face a negative impact on our business, operating results and cash flows and result in reputational damage.

Certain of our managed assets may be subject to compliance with laws, regulations, regulatory rules and/or guidance relating to sustainability, and any failure to comply with these laws, regulations, regulatory rules and/or guidance could expose us to material adverse consequences, including loss, limitations on our ability to undertake licensable business, legal liabilities, financial and non-financial sanctions and penalties, and/or reputational damage. Sustainability requirements imposed by jurisdictions in which we do business, such as the E.U. Sustainable Finance Disclosure Regulation (2019/2088), could (a) result in additional compliance costs, disclosure obligations or other implications or restrictions; and/or (b) impact our established business practices, cost base and, by extension, our profitability.

Sustainability-related requirements and market practices differ by region, industry and issue and are evolving dynamically, and the sustainability requirements applicable to us, our managed assets or our assessment of such requirements or practices may change over time. Under emerging sustainability requirements, we may be required to classify our businesses against, or determine the alignment of underlying investments under, sustainability-related legislative and regulatory criteria and taxonomies, some of which can be open to subjective interpretation. Our view on the appropriate classifications may develop over time, including in response to statutory or regulatory guidance or changes in industry approach to classification. A change to the relevant classification may require further actions to be taken, for example, it may require further disclosures, or it may require new processes to be set up to capture data, which may lead to additional cost, disclosure obligations or other implications or restrictions.

The transition to a lower-carbon economy has the potential to be disruptive to traditional business models and investment strategies. Efforts to limit climate change may give rise to changes in regulations, reporting and consumer sentiment that could have a negative impact on our existing operations by increasing the costs of operating our business or reducing demand for our products and services. The adverse effects of climate change and related regulation at state, provincial, federal or international levels could have a material adverse effect on our business, financial position, results of operations or cash flows.

The ownership and operation of some of our managed assets carry varying degrees of inherent risk or liability related to worker health and safety and the environment, including the risk of government-imposed orders to remedy unsafe conditions and contaminated lands and potential civil liability. Compliance with health, safety and environmental standards and the requirements set out in the relevant licenses, permits and other approvals obtained by the managed assets is crucial.

Our managed assets have incurred and will continue to incur significant capital and operating expenditures to comply with sustainability requirements, including health and safety standards, to obtain and comply with licenses, permits and other approvals, and to assess and manage potential liability exposure. Nevertheless, they may be unsuccessful in obtaining or maintaining an important license, permit or other approval or become subject to government orders, investigations, inquiries or other proceedings (including civil claims) relating to health, safety and environmental matters, any of which could have a material adverse effect on us.

Health, safety and environmental laws and regulations can change rapidly and significantly, and we and/or our managed assets may become subject to more stringent laws and regulations in the future. The occurrence of any adverse health, safety or environmental event, or any changes or additions to, or more rigorous enforcement of, health, safety and environmental standards, licenses, permits or other approvals could have a significant impact on operations and/or result in material expenditures.

Owners and operators of real assets may become liable for the costs of removal and remediation of certain hazardous substances released or deposited on or in their properties, or at other locations regardless of whether the owner and operator caused the release or deposit of such hazardous materials. These costs could be significant and could reduce cash available for our managed assets. The failure to remove or remediate such substances, if any, could adversely affect our ability to sell our assets or to borrow using these assets as collateral, and could potentially result in claims or other proceedings.

Certain of our managed assets are involved in using, handling or transporting substances that are toxic, combustible or otherwise hazardous to the environment and may be in close proximity to environmentally sensitive areas or densely populated communities. If a leak, spill or other environmental incident occurred, it could result in substantial fines or penalties being imposed by regulatory authorities, revocation of licenses or permits required to operate the business, the imposition of more stringent conditions in those licenses or permits or legal claims for compensation (including punitive damages) by affected stakeholders.

Global sustainability challenges, such as greenhouse gas emissions, privacy and data security, demographic shifts and regulatory pressures are introducing new risk factors for us that we may not have dealt with previously. We are also engaged with various sustainability frameworks and organizations through which we have stated certain ambitions and commitments regarding sustainability best practices. If we are unable to successfully manage our sustainability compliance, this could have a negative impact on our reputation and our ability to raise capital and could be detrimental to our economic value and the value of our managed assets.

Failure to maintain the security of our information and technology systems could have a material adverse effect on us.

We rely on the use of technology and information systems, many of which are controlled by third-party service providers, which may not be able to accommodate our growth or may increase in cost and may become subject to cyber-terrorism or other compromises and shutdowns, and any failures or interruptions of these systems could adversely affect our businesses and results of operations.

We and our managed assets operate in businesses that are dependent on information systems and other technology, such as computer systems used for information storage, processing, administrative and commercial functions as well as the machinery and other equipment used in certain parts of our operations. In addition, our managed assets rely on telecommunication services to interface with their business networks and customers. The information and embedded systems of key business partners and regulatory agencies are also important to our operations. We rely on this technology functioning as intended. Our information systems and technology may not continue to be able to accommodate our growth, and the cost of maintaining such systems may increase from its current level. Such a failure to accommodate growth, or an increase in costs related to such information systems, could have a material adverse effect on us.

We rely heavily on certain financial, accounting, communications and other data processing systems. We collect, store and use large amounts of sensitive information, including personally identifiable information, through our information technology systems. Our information technology systems face ongoing cybersecurity and cyber-terrorism threats and attacks, which could result in the failure of such infrastructure. We may in the future be subject to cyber-terrorism or other cybersecurity risks or other breaches of information technology security, noting the increasing frequency, sophistication and severity of these kinds of incidents. In particular, our information technology systems may be subject to cyber-terrorism intended to obtain unauthorized access to our proprietary information, personally identifiable information or to client or third-party data stored on our systems, destroy or disable our data, and/or that of our business partners, disclose confidential data in breach of data privacy legislation, disable, degrade or sabotage our systems, through the introduction of computer viruses, cyber-attacks and other means. Such attacks could originate from a wide variety of sources, including internal actors or unknown third parties. Further, unauthorized parties may also gain physical access to our facilities and infiltrate our information systems or attempt to gain access to information and data. The sophistication of these threats continue to evolve and grow, including the risk associated with the use of emerging technologies, such as AI and quantum computing, for nefarious purposes. We cannot predict what effects such cyber-attacks or compromises or shutdowns may have on our business and on the privacy of the individuals or entities affected, and the consequences could be material. Cyber incidents may remain undetected for an extended period, which could exacerbate these consequences. The costs to eliminate or address the foregoing security threats and vulnerabilities before or after a cyber-incident could be material. A significant actual or potential theft, loss, corruption, exposure, fraudulent, unauthorized or accidental use or misuse of investor, policyholder, employee or other personally identifiable or proprietary business data, whether by third parties or as a result of employee malfeasance or otherwise, non-compliance with our contractual or other legal obligations regarding such data or intellectual property or a violation of our privacy and security policies with respect to such data could result in significant remediation and other costs, fines, litigation and regulatory actions against us by governments, various regulatory organizations or exchanges, or affected individuals, in addition to significant reputational harm and/or financial loss, and it may not be possible to recover losses suffered from such incidents under our insurance policies.

In addition, our operating equipment may not continue to perform as it has in the past, and there is a risk of equipment failure due to wear and tear, latent defect, design or operator errors or early obsolescence, among other things.

A breach of our cybersecurity measures or the failure or malfunction of any of our computerized business systems, associated backup or data storage systems could cause us to suffer a disruption in one or more parts of our business and experience, among other things, financial loss, reputational damage, a loss of business opportunities, misappropriation or unauthorized release of confidential or personal information, damage to our systems and those with whom we do business, violation of privacy and other laws, litigation, regulatory penalties and remediation and restoration costs as well as increased costs to maintain our systems.

We are reliant on third party service providers for certain aspects of our business, including for the administration of certain funds we manage, as well as for certain information systems and technology platforms, trustee services, legal services, technology, administration, tax, accounting and compliance matters. A disaster, disruption or compromise in technology or infrastructure that

supports our managed assets, including a disruption involving electronic communications or other services used by us, our vendors or third parties with whom we conduct business, may have an adverse impact on our ability to continue to manage our assets without interruption which could have a material adverse effect on us. These risks could increase as vendors increasingly offer cloud-based software services rather than software services that can be operated within our own data centers. These risks also increase to the extent we engage with vendors and third-party services providers in jurisdictions with which we are not familiar. In addition to the fact that these third-party service providers could also face ongoing cybersecurity threats and compromises of their systems, we generally have less control over the delivery of such third-party services, and as a result, we may face disruptions to our ability to manage an asset as a result of interruptions of such services. A prolonged global failure of cloud services provided by a variety of cloud services providers that we engage could result in cascading systems failures for us. Although we are continuing to develop measures to ensure the integrity of our systems, we can provide no assurance that our efforts or those of third-party service providers will be successful in protecting our systems and preventing or ameliorating damage from a cyber incident.

Data protection and privacy rules have become a focus for regulators globally. For instance, the European General Data Protection Regulation (“GDPR”) sets out data protection rules for individuals that are residents of the E.U. The GDPR imposes stringent rules and penalties for non-compliance. Other countries where we operate are enacting or amending data protection, AI and other technology laws to empower regulators to impose financial penalties and injunctions on certain data processing activities, which could have an adverse effect on our business.

AI may be used more effectively by our competitors and our employees or third parties may inappropriately use the technology.

Developments in AI, including machine learning technology and generative AI, and their impact on the private investment and financial services sectors are rapidly evolving. The full extent of the risks associated with AI, as well as the legal and regulatory frameworks within which they will operate across jurisdictions, is impossible to predict. Given the substantial uncertainty about the extent to which AI will create dramatic changes throughout the world, we may not be able to anticipate or mitigate all of the potential risks.

Our competitors may be more successful than us in the development and implementation of AI and, if we are unable to adequately advance our capabilities in these areas or do so at a slower pace than our competitors, we may be at a competitive disadvantage.

As the use of AI increases, there is a risk that it may be used or relied upon inappropriately by our employees or third parties that we engage in carrying out their responsibilities.

Furthermore, AI technologies may produce inaccurate, incomplete, biased, or non-explainable outputs, or rely on data that is flawed, improperly sourced, restricted, or subject to privacy or confidentiality obligations. This could adversely impact us and our operations to the extent that we rely on the work product of such AI in such operations.

The misuse or misappropriation of our data through the use of AI could also have an adverse impact on our reputation and could subject us to legal and regulatory investigations and/or actions.

Additionally, increased reliance on third-party AI technologies may also expose us to security vulnerabilities, limitations in our ability to monitor or control model behavior, and uncertainty regarding the ownership or licensing of intellectual property associated with AI-generated outputs.

Finally, any failure to appropriately govern the development, deployment, or use of AI could result in regulatory scrutiny, legal liability, financial loss, or reputational harm.

We and our managed assets may become involved in legal disputes in the U.S. and internationally that could adversely impact our financial performance and reputation.

In the normal course of our and our managed assets’ businesses, we become involved in various legal actions, including claims relating to personal injury, property damage, property taxes, land rights and contract and other commercial disputes. The investment decisions we make and the activities of our investment professionals on behalf of our managed assets may subject us and our managed assets to the risk of third-party litigation. Further, we have significant operations in the U.S. which may, as a result of the prevalence of litigation in the U.S., be more susceptible to legal action than certain of our other competitors.

The final outcome with respect to outstanding, pending or future litigation cannot be predicted with certainty, and the resolution of such actions may have an adverse effect on our financial position or results of our operations in a particular quarter or fiscal year. Any litigation may consume substantial amounts of our management’s time and attention, and that time and the devotion of these resources to litigation may, at times, be disproportionate to the amounts at stake in the litigation. Even if ultimately unsuccessful against us, any litigation has the potential to adversely affect our business, including by damaging our reputation.

Losses not covered by insurance may be large, which could adversely impact the Assets Under Management.

We and our managed assets carry various insurance policies in relation to our respective business activities. These policies contain policy specifications, limits and deductibles that may mean that such policies do not provide coverage or sufficient coverage against

all potential material losses. We or those also part of the group policy may also self-insure a portion of certain of these risks, and therefore we may not be able to recover from a third-party insurer in the event that we, if we had separate insurance coverage from a third party, could make a claim for recovery. There are certain types of risk (generally of a catastrophic nature such as war or environmental contamination) that are either uninsurable or not economically insurable. Further, there are certain types of risk for which insurance coverage is not equal to the full replacement cost of the insured assets.

Should any uninsured or underinsured loss occur, we could lose our anticipated profits and cash flows from one or more of our Assets Under Management.

We also carry directors’ and officers’ liability insurance (“D&O insurance”) for losses or advancement of defense costs in the event a legal action is brought against our directors, officers or employees for alleged wrongful acts in their capacity as directors, officers or employees. Our D&O insurance contains certain customary exclusions that may make it unavailable for us in the event it is needed; and in any case our D&O insurance may not be adequate to fully protect us against liability for the conduct of our directors, officers or employees. We may also self-insure a portion of our D&O insurance, and therefore we may not be able to recover from a third-party insurer in the event that we, if we had D&O insurance from a third-party insurer, could make a claim for recovery.

For economic efficiency and other reasons, Brookfield may enter into insurance policies as a group that are intended to provide coverage for the entire group. Where group policies are in place, any payments under such policy could have a negative impact on other entities covered under the policy as they may not be able to access adequate insurance in the event it is needed. While management attempts to design coverage limits under group policies to ensure that all entities covered under a policy have access to sufficient insurance coverage, there are no guarantees that these efforts will be effective in obtaining this result.

Inability to collect amounts owing to us could adversely impact financial performance.

Third parties may not fulfill their payment obligations to us, which could include money, securities or other assets, thereby impacting our operations and financial results. These parties include deal and trading counterparties, governmental agencies, customers and financial intermediaries. Third parties may default on their obligations to us due to bankruptcy, lack of liquidity, operational failure, general economic conditions or other reasons.

We manage assets that loan money to distressed companies, either privately or via an investment in publicly traded debt securities. As a result, we actively take heightened credit risk in other entities from time to time and whether we realize satisfactory investment returns on these loans is uncertain and may be beyond our control. If some of these debt investments fail, our financial performance could be negatively impacted.

Investors in our private funds, including BN and its affiliates, make capital commitments to these vehicles through the execution of subscription agreements. When a private fund makes an investment, these capital commitments are then satisfied by our investors via capital contributions. Investors in our private funds may default on their capital commitment obligations, which could have an adverse impact on our earnings or result in other negative implications to our business and our managed assets, such as the requirement to redeploy our own capital to cover such obligations. This impact would be magnified if the investor that does so is in multiple funds.

We are subject to operating and financial restrictions through covenants in our loan, debt and security agreements.

BAM and its subsidiaries are subject to operating and financial restrictions through covenants in our loan, debt and security agreements. These restrictions may prohibit or limit our ability to, among other things, incur additional debt, provide guarantees for indebtedness, grant liens, dispose of assets, liquidate, dissolve, amalgamate, consolidate or effect corporate or capital reorganizations, declare distributions, issue equity interests and create subsidiaries. A financial covenant in our corporate bank credit facilities may limit our overall indebtedness to a percentage of distributable earnings, a restriction which may limit our ability to obtain additional financing, withstand downturns in our business and take advantage of business and development opportunities. If we breach our covenants, our credit facilities may be terminated or come due and such an event may cause our credit rating to deteriorate and subject BAM to higher interest and financing costs. From time to time, we also acquire businesses and assets that have debt obligations that are in default. We may also be required to seek additional debt financing on terms that include more restrictive covenants and/or higher interest rates, change of control restrictions, require repayment on an accelerated schedule or impose other obligations that limit our ability to grow our business, acquire needed assets, exit investments in assets or portfolio companies, or take other actions that we might otherwise consider appropriate or desirable.

Risks Relating to our Investment Activities

Actions or conduct that have a negative impact on our investors’ or stakeholders’ perception of us could adversely impact our ability to attract and/or retain investor capital and generate fee revenue.

The growth of our business relies on continuous fundraising for various private and public investment products, and retention of capital raised from third-party investors. We depend on our business relationships and our global reputation for integrity and high-caliber asset management services to attract and retain investors and advisory clients, and to pursue investment opportunities for our clients. Our business relationships and reputation could be negatively impacted by a number of factors, including: poor performance;

actual, potential or perceived conflicts of interest that are not adequately addressed; misconduct or alleged misconduct by employees; rumors or innuendos; or failed or ineffective implementation of new investments or strategies. If we are unable to continue to raise and retain capital from third-party investors, including from BN, either privately, publicly or both, or otherwise are unable to pursue our investment opportunities, this could materially reduce our revenue and cash flows and adversely affect our financial condition.

Poor performance of any kind could damage our reputation with current and potential investors in our managed assets, making it more difficult for us to raise new capital. Investors may decline to invest in current and future managed assets and may withdraw their investments from our managed assets as a result of poor performance in the entity in which they are invested, and investors in our private funds may demand lower fees for new or existing funds, all of which would decrease our revenue.

As a global alternative asset manager with various lines of business and investment products, some of which have overlapping mandates, we may be subject to a number of actual, potential or perceived conflicts of interest.

In addressing these conflicts, we have implemented a variety of policies and procedures; however, there can be no assurance that these will be effective at mitigating actual, potential or perceived conflicts of interest in all circumstances, or will not reduce the positive synergies that we seek to cultivate. It is also possible that actual, potential or perceived conflicts of interest, if not properly addressed, could give rise to investor dissatisfaction, litigation, regulatory enforcement actions or other detrimental outcomes. See “Risks Relating to BAM — Our organizational and ownership structure may create conflicts of interest that may be resolved in a manner that is not in our best interests or the best interests of our shareholders”.

Appropriately dealing with conflicts of interest for an asset manager like us is a priority and our reputation could be damaged if we fail, or appear to fail, to deal appropriately with actual, potential or perceived conflicts of interest. Asset manager conflicts are subject to enhanced regulatory scrutiny in the markets in which we operate and in the U.S. in particular. Such regulatory scrutiny can lead to fines, penalties and other negative consequences. Regulatory scrutiny of, or litigation in connection with, conflicts of interest could have a material adverse effect on our reputation, business, financial condition or results of operations in a number of ways, including an inability to adequately capitalize existing managed assets or raise new managed assets, including private funds, and a reluctance of counterparties to do business with us. For information regarding conflicts of interests between the businesses within our asset management operations that operate on opposite sides of an information barrier, see “—Information barriers may give rise to certain conflicts and risks and investment teams managing the activities of businesses that operate on opposite sides of an information barrier will not be aware of, and will not have the ability to manage, such conflicts and risks” herein.

Our reputation could also be negatively impacted if there is misconduct or alleged misconduct by our personnel or those of our managed assets, including historical misconduct prior to the investment in such managed asset. Risks associated with misconduct at our managed assets is heightened in cases where we do not have legal control or significant influence over a particular managed asset or are not otherwise involved in actively managing an investment. In such situations, given our management position and affiliation with the managed asset, we may still be negatively impacted from a reputational perspective through this association. In addition, even where we have management over an asset, if it is a newly acquired asset that we are in the process of integrating then we may face reputational risks related to historical or current misconduct or alleged misconduct at such managed asset for a period of time. We may also face an increased risk of misconduct to the extent investments in operating assets in emerging markets and distressed companies increases. If we face allegations of improper conduct by private litigants or regulators, whether the allegations are valid or invalid or whether the ultimate outcome is favorable or unfavorable to us, such allegations may result in negative publicity and press speculation about us, our investment activities or the asset management industry in general, which could harm our reputation and may be more damaging to our business than to other types of businesses.

We are subject to a number of obligations and standards arising from our business and our authority over the assets we manage. The violation of these obligations and standards by any of our employees may adversely affect our partners and our business and reputation. Our business often requires that we deal with confidential matters. If our employees were to improperly use or disclose confidential information, or a security breach results in an inadvertent disclosure of such information, we could suffer serious harm to our reputation, financial position and current and future business relationships. It is not always possible to detect or deter employee misconduct or security breaches, and the precautions we take in this regard may not be effective.

Implementation of new investment and growth strategies involves a number of risks that could result in losses and harm to our professional reputation, including the risk that the expected results are not achieved, that new strategies are not appropriately planned for or integrated, that new strategies may conflict with, detract from or compete against our managed assets, and that the investment process, controls and procedures that we have developed will prove insufficient or inadequate. Furthermore, our strategic initiatives may include joint ventures, in which case we will be subject to additional risks and uncertainties in that we may be dependent upon and subject to liability, losses or reputational damage relating to systems, controls and personnel that are not under our complete control or under the control of another.

In addition to impacting our ability to raise and retain third-party capital and pursue investment opportunities, certain of the risks identified herein that may have a negative impact on our reputation also could, in extreme cases, result in our removal as general partner or an acceleration of the liquidation date of the private funds that we manage. The governing agreements of our private funds

provide that, subject to certain conditions (which may, particularly in the case of our removal as general partner, include final legal adjudications of the merits of the particular issue), third-party investors in these funds will have the right to remove us as general partner or to accelerate the liquidation date of the fund. Additionally, at any time, investors may seek to terminate a fund and accelerate the liquidation date upon the vote of a super-majority of investors in such fund. A significant negative impact to our reputation would be expected to increase the likelihood that investors could seek to terminate a private fund. This effect would be magnified if, as is often the case, an investor is invested in more than one fund. Such an event, were it to occur, would result in a reduction in the fees we would earn from such fund, particularly if we are unable to maximize the value of the fund’s investments during the liquidation process or in the event of the triggering of a “clawback” for fees already paid out to us as general partner.

We face risks specific to our infrastructure strategies.

Our infrastructure managed assets include utilities, transport, midstream and data businesses.

Our infrastructure assets include toll roads, telecommunication towers, electricity transmission systems, terminal operations, electricity and gas distribution companies, residential infrastructure, rail networks, ports and data centers. The principal risks facing the regulated and unregulated businesses comprising our infrastructure assets relate to government regulation, general economic conditions and other material disruptions, counterparty performance and capital expenditure requirements.

Many of the infrastructure assets we manage are subject to government regulation, including with respect to revenues and environmental sustainability. If any of the respective regulators in the jurisdictions in which we operate decides to change the tolls or rates we are allowed to charge or the amounts of the provisions we are allowed to collect, we may not be able to earn the rate of return on our investments that we had planned, or we may not be able to recover our initial cost.

With environmental regulation becoming more stringent, our managed assets may become subject to increasing environmental responsibility and liability. These regulations may result in increased costs to our managed assets that may not be able to be passed onto their customers and may have an adverse impact on prospects for growth of some businesses.

General economic conditions (including those resulting from climate change and severe weather conditions) affect international demand for the commodities handled and services provided by operators in our infrastructure managed assets. A downturn in the economy generally or specific to any of our infrastructure managed assets, may lead to a reduction in volumes, disruption to business, bankruptcies or liquidations of one or more large customers, which could reduce our revenues, increase our bad debt expense, reduce our ability to make capital expenditures or have other adverse effects on us.

Some of our managed assets have customer contracts as well as concession agreements in place with public and private sector clients. Our managed assets with customer contracts could be adversely affected by any material change in the assets, financial condition or results of operations of such customers. Protecting the quality of our revenue streams through the inclusion of take-or-pay or guaranteed minimum volume provisions into our contracts is not always possible or fully effective.

Some of our managed assets may require substantial capital expenditures to maintain their asset base. Any failure to make necessary expenditures to maintain their operations could impair their ability to serve existing customers or accommodate increased volumes. In addition, we may not be able to recover investments in capital expenditures based upon the rates our operations are able to charge.

We face risks specific to our renewable power and transition strategies.

Our renewable power and transition strategies invest in assets that are subject to changes in the weather, hydrology and price, but also include risks related to equipment or dam failure, counterparty performance, water rental costs, land rental costs, changes in regulatory requirements and other material disruptions.

The revenues generated by the power facilities we manage are correlated to the amount of electricity generated, which in turn is dependent upon available water flows, wind, irradiance and other elements beyond our control. Hydrology, wind and irradiance levels vary naturally from year to year and may also change permanently because of climate change or other factors. It is therefore possible that low water, wind and irradiance levels at certain of our power generating operations could occur at any time and potentially continue for indefinite periods.

A portion of the renewable power and transition revenue is tied, either directly or indirectly, to the wholesale market price for electricity, which is impacted by a number of external factors beyond our control. Additionally, a portion of the power that is generated is sold under long-term power purchase agreements, shorter-term financial instruments and physical electricity contracts which are intended to mitigate the impact of fluctuations in wholesale electricity prices; however, they may not be effective in achieving this outcome. Certain of the power purchase agreements of our managed assets will be subject to re-contracting in the future. If the price of electricity in power markets is declining at the time of such re-contracting, it may impact our ability to re-negotiate or replace these contracts on terms that are acceptable to us. Conversely, what appears to be an attractive price at the time of re-contracting could, if power prices rise over the power purchase agreement’s term, result in us having committed to sell power in the future at below market rate. If we are unable to re-negotiate or replace these contracts, or unable to secure prices at least equal to the current prices we receive, our business, financial condition, results of operation and prospects could be adversely affected.

In our renewable power and transition portfolio, there is a risk of equipment failure due to severe weather conditions (including as a result of climate change), wear and tear, latent defect, design error or operator error, among other things. The occurrence of such failures could result in a loss of generating capacity and repairing such failures could require the expenditure of significant capital and other resources. Failures could also result in exposure to significant liability for damages due to harm to the environment, to the public generally or to specific third parties. Equipment that our renewable power and transition operations need, including spare parts and components required for project development, may become unavailable or difficult to procure, inhibiting our ability to maintain full availability of existing plants and also our ability to complete development projects on scope, schedule and budget.

In certain cases, some catastrophic events may not excuse us from performing our obligations pursuant to agreements with third parties and we may be liable for damages or suffer further losses as a result.

Our renewable power and transition portfolio is exposed to performance and operational risks in respect of certain nuclear technologies. The nuclear fuel and power industries are heavily regulated and could be significantly impacted by changes in government policies and priorities such as increased regulation and/or more onerous operating requirements that negatively impact our nuclear technology services. A future accident at a nuclear reactor could result in the shutdown of existing plants or impact the continued acceptance by the public and regulatory authorities of nuclear energy and the future prospects for nuclear generators. Accidents, terrorism, natural disasters or other incidents occurring at nuclear facilities or involving shipments of nuclear materials could reduce the demand for nuclear technology services.

The ability of the platforms we manage to develop greenfield renewable power projects in our development pipeline may be affected by a number of factors, including the state of capital markets, the ability to secure project financing (including from equity investors and through tax and other government incentives), the ability to secure approvals, licenses and permits and the ability to secure a long-term power purchase agreement or other sales contracts on reasonable terms. The development of our pipeline of greenfield renewable power projects is also subject to environmental, engineering and construction risks that could result in cost-overruns, delays and reduced performance.

New regulatory initiatives related to sustainability could adversely impact our managed assets. While we believe that regulatory initiatives and market trends towards an increased focus on sustainability are generally beneficial to our renewable power and transition group, any such regulatory initiatives also have the potential to adversely impact us. For example, regulatory initiatives seeking to reorient investment toward sustainability by regulating green financial products could have the effect of increasing burdensome disclosure requirements around sustainability and prescribing approaches to sustainability policies that are inconsistent with our current practices. If regulators disagree with the sustainability disclosures that we make, or with the categorization of our financial products, we may face regulatory enforcement action, and our business or reputation could be adversely affected.

We face risks specific to our private equity strategies.

The principal risks for our private equity managed assets are potential loss of invested capital as well as insufficient investment or fee income to cover operating expenses and cost of capital. Our private equity platform is invested in industrial operations, business services operations and infrastructure services operations, many of which can be cyclical and/or illiquid and therefore may be difficult to monetize at our discretion, limiting our flexibility to react to changing economic or investment conditions. In addition, increasingly we have certain managed assets that provide goods and services directly to consumers across a variety of industries. These businesses are prone to greater liabilities, as well as reputational, litigation and other risks by virtue of being more public-facing and reliant on their ability to develop and preserve consumer relationships and achieve consumer satisfaction.

Unfavorable economic conditions could negatively impact the ability of our managed assets to repay debt. Adverse economic conditions facing our managed assets may adversely impact the value of our investments or deplete our financial or management resources. These investments are also subject to the risks inherent in the underlying businesses, some of which are facing difficult business conditions and may continue to do so for the foreseeable future. These risks are compounded by recent growth, as new acquisitions have increased the scale and scope of our operations, including in new geographic areas and industry sectors, and we may have difficulty managing these additional operations.

We may deploy our client’s capital in managed assets that are experiencing significant financial or business difficulties, including companies involved in work-outs, liquidations, spin-outs, reorganizations, bankruptcies and similar transactions. Such an investment entails the risk that the transaction will be unsuccessful, will take considerable time or will result in a distribution of cash or new securities, the value of which may be less than the purchase price of the securities in respect of which such distribution is received. In addition, if an anticipated transaction does not occur, we may be required to sell our investment at a loss. These managed assets may become subject to legal and/or regulatory proceedings and our investment may be adversely affected by external events beyond our control, leading to legal, indemnification or other expenses.

We have several managed assets that operate in the highly competitive service industry. A wide variety of micro and macroeconomic factors affecting our clients and over which we have no control can impact how these companies operate. For example, our Canadian residential mortgage insurer is subject to significant regulation and may be adversely affected by changes in government policy. The majority of the revenue from our healthcare services operation is derived from private health insurance funds, which may be affected

by a deterioration in the economic climate, a change in economic incentives, increases in private health insurance premiums and other factors. In addition, alternative technologies in the health care industry could impact the demand for, or use of, our services and could impair or eliminate the competitive advantage of our businesses in this industry.

Our infrastructure services operations include companies in lottery services, marine transportation and work access services. Our lottery services operation is heavily dependent on long-term contracts and failure to win, maintain and renew these contracts could substantially impact revenue. Our lottery services operation also often requires entering into strategic relationships with third parties, including competitors, which we do not control, and which may have inconsistent business interests or goals from us. Marine transportation and oil production are inherently risky, particularly in the extreme conditions in which many of our vessels operate. An incident involving significant loss of product or environmental contamination by any of our vessels could harm our reputation and business. Our work access services business is subject to the risks inherent to construction operations, including risks relating to seasonal fluctuations in the demand for our services, a dependence on labor and performance being materially impacted by a lack of availability of labor force or increases in the cost of labor available, and operational hazards that could result in personal injury or death, work stoppage or serious property and equipment damage.

We face risks specific to our real estate strategies.

Our real estate strategies invest in commercial properties and are therefore exposed to certain risks inherent in the commercial real estate business. Commercial real estate investments are subject to varying degrees of risk depending on the nature of the property. These risks include changes in general economic conditions (such as the availability and cost of mortgage capital), local conditions (such as an oversupply of space or a reduction in demand for real estate in the markets in which we operate), the attractiveness of the properties to tenants, competition from other landlords and our ability to provide adequate maintenance at an economical cost.

Certain expenditures, including property taxes, maintenance costs, mortgage payments, insurance costs and related charges, must be made whether or not a property is producing sufficient income to service these expenses. These commercial properties are typically subject to mortgages that require debt service payments. If we become unable or unwilling to meet mortgage payments on any property, losses could be sustained as a result of the mortgagee’s exercise of its rights of foreclosure or of sale.

Continuation of rental income is dependent on favorable leasing markets to ensure expiring leases are renewed and new tenants are found promptly to fill vacancies. It is possible that we may face a disproportionate amount of space expiring in any one year. Additionally, rental rates could decline, tenant bankruptcies could increase, and tenant renewals may not be achieved, particularly in the event of an economic slowdown.

Our real estate strategies invest in businesses that operate in industries or geographies that may be impacted by a local, regional, national or international outbreak of a contagious disease. Adverse impacts on our managed assets may also include:

•a complete or partial closure of, or other operational issues at, one or more of our properties resulting from government or tenant action and climate change events including hurricanes, earthquakes, tsunamis and other natural and man-made disasters;

•a slowdown in business activity may severely impact our tenants’ businesses, financial condition and liquidity and may cause one or more of our tenants to be unable to fund their business operations, meet their obligations to us in full, or at all, or to otherwise seek modifications of such obligations;

•an increase in re-leasing timelines, potential delays in lease-up of vacant space and the market rates at which such lease will be executed;

•reduced economic activity could result in a prolonged recession, which could negatively impact consumer discretionary spending; and

•expected completion dates for our development and redevelopment projects may be subject to delay as a result of the disruption of local economic conditions.

The retail real estate assets in our managed assets are susceptible to any economic factors that have a negative impact on consumer spending. Lower consumer spending would have an unfavorable effect on the sales of our retail tenants, which could result in their inability or unwillingness to make all payments owing to us, and on our ability to keep existing tenants and attract new tenants. Significant expenditures associated with each equity investment in real estate assets, such as mortgage payments, property taxes and maintenance costs, are generally not reduced when there is a reduction in income from the investment, so our income and cash flow would be adversely affected by a decline in income from our retail properties. In addition, low occupancy or sales at our retail properties, as a result of competition or otherwise, could result in termination of or reduced rent payable under certain of our retail leases, which could adversely affect our retail property revenues.

The hospitality and multifamily assets in our managed assets are subject to a range of operating risks common to these industries, many of which are outside our control, and the profitability of our investments in these industries may be adversely affected by these

factors. For example, our hospitality business faces risks relating to climate change; hurricanes, earthquakes, tsunamis and other natural and man-made disasters; the potential spread of contagious diseases; and insect infestations more common to rental accommodations. Such factors could limit or reduce the demand for or the prices our hospitality properties are able to obtain for their accommodations or could increase our costs and therefore reduce the profitability of our hospitality businesses. There are numerous housing alternatives that compete with our multifamily properties, including other multifamily properties as well as condominiums and single-family homes. This competitive environment could have a material adverse effect on our ability to lease apartment homes at our present properties or any newly developed or acquired real estate, as well as on the rents realized.

We face risks specific to our credit strategies.

Our credit strategies offer a broad range of strategies to our investors. Similar to our other private funds managed across different strategies, we earn base management fees on our credit strategies and, in certain cases, carried interest on fund capital and separate accounts in our credit strategies. Cyclicality is important to credit strategies and weak economic environments have tended to afford some of the best investment opportunities and relative investment performance to such strategies. Any prolonged economic expansion or recession could have an adverse impact on certain credit strategies and materially affect the ability to deliver attractive investment returns for clients or generate incentive or other income in respect of those strategies.

Growth in Fee-Bearing Capital could be adversely impacted by poor product development or marketing efforts. In addition, investment returns could be lower than target returns due to inappropriate allocation of capital or ineffective investment management.

Our business depends on our ability to fundraise third-party capital, deploy that capital effectively and produce targeted investment returns.

Our ability to raise third-party capital depends on a number of factors, including many that are outside our control such as the general economic environment and market conditions (including the performance of the stock market), investment rules or policies to which third party investors are subject, and the number of other investment funds being raised at the same time by our competitors. Investors may reduce (or even eliminate) their investment allocations to alternative investments, including closed-ended private funds. Investors that are required to maintain specific asset class allocations within their portfolio may be required to reduce their investment allocations to alternative investments, particularly during periods when other asset classes, such as public securities, are decreasing in value. In addition, investors may prefer to insource and make direct investments; therefore, becoming competitors and ceasing to be clients and/or making new capital commitments.

Our initiatives to expand our retail investor base, including outside of the U.S., require the investment of significant time, effort and resources, including the potential hiring of additional personnel, the implementation of new operational, compliance and other systems and processes and the development or implementation of new technology. There is no assurance that our efforts to grow our retail assets under management will be successful.

Competition from other asset managers for raising public and private capital is intense, with competition based on a variety of factors, including investment performance, the quality of service provided to investors, the quality and availability of investment products, marketing efforts, investor liquidity and willingness to invest, and reputation. Poor investment performance could hamper our ability to compete for these sources of capital or force us to reduce our management fees. Our investors and potential investors continually assess investment performance and our ability to raise capital for existing and future funds depends on our funds’ relative and absolute performance. If poor investment returns or changes in investment mandates prevent us from raising further capital from our existing partners, we may need to identify and attract new investors in order to maintain or increase the size of our private funds, and there are no assurances that we will be able to find new investors. Further, as competition and disintermediation in the asset management industry increase, we may face pressure to reduce or modify our asset management fees, including base management fees and/or carried interest, or modify other terms governing our current asset management fee structure, in order to attract and retain investors.

The successful execution of our investing strategy is uncertain as it requires suitable opportunities, careful timing and business judgment, as well as the resources to complete asset purchases and restructure them, if required, notwithstanding difficulties experienced in a particular industry.

There is no certainty that we will be able to identify suitable or sufficient opportunities that meet our investment criteria and be able to acquire additional high-quality assets at attractive prices to supplement our growth in a timely manner, or at all. In pursuing investment opportunities and returns, we and our managed assets face competition from other investment managers and investors worldwide. Each of our strategies is subject to competition in varying degrees and our competitors may have certain competitive advantages over us when pursuing investment opportunities. Some of our competitors may have higher risk tolerances, different risk assessments, lower return thresholds, a lower cost of capital, or a lower effective tax rate (or no tax rate at all), all of which could allow them to consider a wider variety of investments and to bid more aggressively than us for investments. We may lose investment opportunities in the future if we do not match investment prices, structures and terms offered by our competitors, some of whom may have synergistic businesses which allow them to consider bidding a higher price than we can reasonably offer. While we will continue to attempt to deal with competitive pressures by leveraging our asset management strengths and the operating capabilities of BN and

compete on more than just price, there is no guarantee these measures will be successful, and we may have difficulty competing for investment opportunities, particularly those offered through auction or other competitive processes. If we are unable to successfully raise, retain and deploy third-party capital into investments, or make acquisitions which yield attractive returns, we may be unable to collect management fees, carried interest or transaction fees, which would materially reduce our revenue and cash flows and adversely affect our financial condition.

Our approach to investing may entail adding assets to our existing managed assets through tuck-in acquisitions when the competition for assets is weakest; typically, when depressed economic conditions exist in the market relating to a particular entity or industry. Such an investing style carries with it inherent risks when investments are made in either markets or industries that are undergoing some form of dislocation. We may fail to value opportunities accurately or to consider all relevant factors that may be necessary or helpful in evaluating an opportunity, may underestimate the costs necessary to bring an acquisition up to standards established for its intended market position, may be exposed to unexpected risks and costs associated with these investments, including risks arising from alternative technologies that could impair or eliminate the competitive advantage of our managed assets in a particular industry, and/or may be unable to quickly and effectively integrate new acquisitions into existing operations or exit from the investment on favorable terms. In addition, liabilities may exist that we or our managed assets do not discover in due diligence prior to the consummation of an acquisition, or circumstances may exist with respect to the entities or assets acquired that could lead to future liabilities and, in each case, we or our managed assets may not be entitled to sufficient, or any, recourse against the contractual counterparties to an acquisition.

We generally pursue investment opportunities that involve business, regulatory, legal and other complexities. Our tolerance for complexity presents risks, as completing complex transactions on behalf of our managed assets can be more difficult, expensive and time-consuming to finance and execute, and have a higher risk of execution failure. It can also be more difficult to manage or realize value from the assets acquired in such transactions and such transactions sometimes entail a higher level of regulatory scrutiny or a greater risk of contingent liabilities.

At times, we make investments (for one or more of our funds or managed assets) in companies that we do not control. These investments are subject to the risk that the company in which the investment is made may make business, financial or management decisions with which we do not agree or that the majority stakeholders or the management of the company may take risks or otherwise act in a manner that does not serve our interests.

Certain strategies may be concentrated in particular asset types or geographic regions, which could exacerbate any negative performance of one or more of our managed assets to the extent those concentrated investments are in assets or regions that experience market dislocation. In addition, certain of our funds hold publicly traded securities, the price of which will be volatile and are likely to fluctuate due to a number of factors beyond our control, including actual or anticipated changes in the profitability of the issuers of such securities; general economic, social, or political developments; changes in industry conditions; changes in governance regulation; inflation; the general state of the securities markets; pandemics/epidemics; and other material events.

The failure of a newly acquired business to perform according to expectations could have a material adverse effect on our assets, liabilities, business, financial condition, results of operations and cash flows. Alternatively, we may be required to sell a business before it has realized our expected level of returns for such business.

If any of our managed investments perform poorly or experience prolonged periods of volatility, or we are unable to deploy capital effectively, our fee-based revenue, cash available for distribution and/or carried interest would decline. Accordingly, our expected returns on these investments may be less than we have assumed in forecasting the value of our business.

Our cash flow must be available to meet our financial obligations when due and enable us to capitalize on investment opportunities when they arise.

We employ debt and other forms of leverage in the ordinary course of business to enhance returns. We are therefore subject to the risks associated with debt financing (directly and indirectly through our managed assets) and refinancing, including but not limited to the following: (i) our cash flow may be insufficient to meet required payments of principal and interest; (ii) payments of principal and interest on borrowings may leave us with insufficient cash resources to pay operating expenses and dividends; (iii) if we are unable to obtain committed debt financing for potential acquisitions or can only obtain debt at high interest rates or on other unfavorable terms, we may have difficulty completing acquisitions or may generate profits that are lower than would otherwise be the case; (iv) we may not be able to refinance indebtedness at maturity due to company and market factors such as the estimated cash flow produced by our assets, the value of our assets, liquidity in the debt markets and/or financial, competitive, business and other factors; and (v) if we are able to refinance our indebtedness, the terms of a refinancing may not be as favorable as the original terms for such indebtedness. If we are unable to refinance our indebtedness on acceptable terms, or at all, we may need to utilize available liquidity, which would reduce our ability to pursue new investment opportunities, or we may need to dispose of one or more of our or our managed assets on disadvantageous terms, or raise equity, thereby causing dilution to existing shareholders. Regulatory changes or changes in economic or market conditions may also result in higher borrowing costs and reduced access to credit.

The terms of our various credit agreements and other financing documents may require us to comply with a number of customary

financial and other covenants, such as maintaining debt service coverage and leverage ratios, adequate insurance coverage and certain credit ratings. These covenants may limit our flexibility in conducting our business and our cash flows, and breaches of these covenants could result in defaults under the instruments governing the applicable indebtedness, even if we have satisfied and continue to satisfy our payment obligations.

A large proportion of our managed assets include physical assets and securities that can be hard to sell, especially if market conditions are poor. Further, because our investment strategy can entail our having representation on public company boards, we may be restricted in our ability to affect sales during certain time periods. A lack of liquidity could limit our ability to vary our managed assets promptly in response to changing economic or investment conditions. Additionally, if financial or operating difficulties of other owners result in distress sales, such sales could depress asset values in the markets in which we manage assets. The restrictions inherent in managing physical assets could reduce our ability to respond to changes in market conditions and could adversely affect the performance of investments across our fund strategies, our financial condition and our results of operations.

Because there is significant uncertainty in the valuation of, or in the stability of the value of illiquid or non-public investments, the fair values of such investments do not necessarily reflect the prices that would actually be obtained when such investments are realized. Realizations at values significantly lower than the values at which investments have been recorded would result in losses, a decline in asset management fees and the potential loss of carried interest and incentive fees.

Additionally, from time to time, we may guarantee the obligations of other entities that we manage. If we are required to fund these commitments and are unable to do so, this could result in damages being pursued against us or a loss of opportunity through default under contracts that are otherwise to our benefit.

We may be exposed to risks associated with acquisitions.

Part of BAM’s growth strategy involves seeking acquisition opportunities. We will face competition for acquisitions, including from our competitors, many of whom will have greater financial resources than us. There can be no assurance that we will identify and successfully complete acquisitions that will advance our growth strategy, or at all. Any strategic acquisition will likely involve some or all of the following risks, which could materially and adversely affect our business, financial condition or results of operations: the difficulty of integrating the acquired operations and personnel into our current operations; potential disruption of our current operations; diversion of resources, including our management’s time and attention; the difficulty of managing the growth of a larger organization; the risk of entering markets in which we have little experience; the risk of becoming involved in labor, commercial or regulatory disputes or litigation related to the new enterprise; the risk of environmental or other liabilities associated with the acquired business; and the risk of a change of control resulting from an acquisition triggering rights of third parties or government agencies under contracts with, or authorizations held by, the managed assets being acquired. It is possible that due diligence investigations into businesses being acquired may fail to uncover all material risks, or to identify a change of control trigger in a material contract or authorization, or that a contractual counterparty or government agency may take a different view on the interpretation of such a provision to that taken by us, thereby resulting in a dispute.

We may be required to make temporary investments and backstop commitments with respect to our business and managed assets and may be unable to syndicate, assign or transfer such investments and commitments.

We periodically may be asked to enter into agreements that commit us to acquire or stand in place of another entity to acquire assets or securities in order to support our managed assets with the expectation that our commitment is temporary. For example, we may acquire an asset suitable for a particular managed business that is fundraising and warehouse that asset through the fundraising period before transferring the asset to the managed business for which it was intended. As another example, our asset management business may commit capital for a particular acquisition transaction as part of a consortium alongside certain of our managed assets with the expectation that we will syndicate or assign all or a portion of our own commitment to investors prior to, at the same time as, or subsequent to, the anticipated closing of the transaction. In all of these cases, our support is intended to be of a temporary nature, and we engage in this activity in order to further the growth and development of our asset management business.

Even if our direct participation is intended to be of a temporary nature, we may be unable to syndicate, assign or transfer its interest or commitment as our asset management business intended and therefore may be required to take or keep ownership of assets or securities for an extended period. This would increase the amount of our asset management business’ own capital deployed to certain assets and could have an adverse impact on our asset management business’ liquidity, which may negatively impact its ability to meet other financial commitments.

Our revenues may be adversely affected by a decline in the size or pace of investments made by our managed assets.

Our revenue is driven in part by the pace at which our funds make investments and the size of those investments, and a decline in the pace or the size of such investments may reduce our revenues. In particular, in recent years we have meaningfully increased the number of perpetual strategies we offer and the assets under management in such strategies. The fees we earn from our perpetual capital strategies represent a significant and growing portion of our overall revenues. If our funds, including our perpetual capital strategies, are unable to deploy capital at a sufficient pace, our revenues would be adversely impacted. Many factors could cause a

decline in the pace of investment, including a market environment characterized by relative high prices, the inability of our investment professionals to identify attractive investment opportunities, competition for such opportunities among other potential acquirers, decreased availability of capital on attractive terms. Further, we may fail to consummate identified investment opportunities because of business, regulatory or legal complexities or uncertainty and adverse developments in the markets in which we operate, financial markets or geopolitical conditions, and our ability to deploy capital in certain countries may be adversely impacted by government policy changes and regulations.

Our revenue, earnings, net income and cash flow can materially vary from quarter to quarter, which may affect our earnings growth and dividend on a quarterly basis and can affect the trading price of the Class A Shares.

Our revenue, net income and cash flow can vary materially due to our reliance on incentive distributions and performance-based returns, such as carried interest. We may experience fluctuations in our results, including our revenue and net income, from quarter to quarter due to a number of other factors, including timing of realizations, changes in the valuations of our funds’ investments, changes in the amount of distributions, dividends or interest paid in respect of investments, changes in our operating expenses, the degree to which we encounter competition and general economic and market conditions. Achieving steady growth in net income and cash flow on a quarterly basis may be difficult, which could in turn cause our dividend and our ability to pay dividends to fluctuate and lead to large adverse movements or general increased volatility in the price of the Class A Shares. We also do not provide any guidance regarding our expected quarterly and annual operating results. The lack of guidance may affect the expectations of public market analysts and could cause increased volatility in the Class A Shares.

Our cash flow may fluctuate significantly due to the fact that we receive carried interest from certain of our funds only when investments are realized and achieve a certain preferred return. The payment of performance-based returns, including carried interest, depends on the applicable funds’ performance and opportunities for realizing gains, which may be limited. It takes a substantial period of time to identify attractive investment opportunities, to raise all the funds needed to make an investment and then to realize the cash value (or other proceeds) of an investment through a sale, public offering, recapitalization or other exit. Even if an investment proves to be profitable, it may be a number of years before any profits can be realized in cash (or other proceeds). We cannot predict when, or if, any realization of investments will occur.

The mark-to-market valuations of investments made by our funds are subject to volatility driven by economic and market conditions. Economic and market conditions may also negatively impact our realization opportunities.

The valuations of and realization opportunities for investments made by our funds could also be subject to high volatility as a result of uncertainty regarding governmental policy with respect to, among other things, tax, financial services regulation, international trade, immigration, healthcare, labor, infrastructure and energy.

In addition, upon the realization of a profitable investment by any of our funds featuring performance-based returns and prior to our receiving any carried interest in respect of that investment, 100% of the proceeds of that investment must generally be paid to the investors in such fund until they have recovered certain fees and expenses and achieved a certain return on all realized investments by that fund as well as a recovery of any unrealized losses. A particular realization event may have a significant impact on our results for that particular quarter that may not be replicated in subsequent quarters. We recognize revenue on investments in our funds based on our allocable share of realized and unrealized gains (or losses) reported by such funds, and a decline in realized or unrealized gains, or an increase in realized or unrealized losses, would adversely affect our revenue and possibly cash flow, which could further increase the volatility of our quarterly results. Because our funds have preferred return thresholds to investors that need to be met prior to our receiving any carried interest or other performance-based returns, substantial declines in the carrying value of the investment portfolios of such funds can significantly delay or eliminate any performance-based returns paid to us in respect of that fund since the value of the assets in the fund would need to recover to their aggregate cost basis plus the preferred return over time before we would be entitled to receive any performance-based returns, including carried interest, from that fund.

The timing and receipt of performance-based returns also varies with the life cycle of our funds. During periods in which a relatively large portion of our assets under management is attributable to funds and investments in their “harvesting” period, our funds would make larger distributions than in the fundraising or investment periods that precede harvesting. During periods in which a significant portion of our assets under management is attributable to funds that are not in their harvesting periods, we may receive substantially lower performance-based returns, including carried interest.

The varying frequency of payments of our different funds and strategies will contribute to the volatility of our cash flow. Furthermore, we earn this incentive income only if the NAV of a vehicle has increased or, in the case of certain vehicles, increased beyond a particular return threshold, or if the vehicle has earned a net profit. Certain of these vehicles also have “high water marks” whereby we do not earn incentive income during a particular period even though the vehicle had positive returns in such period as a result of losses in prior periods. If one of these vehicles experiences losses, we will not earn incentive income from it until it surpasses the previous

high water mark. The incentive income we earn is therefore dependent on the NAV or the net profit of the vehicle, which could lead to significant volatility in our results.

Our access to retail investors and selling retail directed products in numerous jurisdictions opens us up to potential litigation and regulatory enforcement risks.

In 2021, we created a business group in partnership with Oaktree to serve the global wealth management channel, delivering access to Brookfield and Oaktree’s private and public funds. In October 2025, Brookfield and Oaktree announced that they have agreed on a proposed transaction whereby Brookfield will acquire the approximately 26% interest in Oaktree that it does not already own. Our goal is to increase the number and type of investment products we offer to high-net-worth individuals and mass affluent investors in the U.S. and other jurisdictions around the world. In some cases, our unregistered funds are distributed to retail investors indirectly through third-party managed vehicles sponsored by brokerage firms, private banks or third-party feeder providers, and in other cases directly to the qualified clients of private banks, independent investment advisors and brokers. In other cases, we create investment products specifically designed for direct investment by retail investors in the U.S., some of whom are not accredited investors, or similar investors in non-U.S. jurisdictions, including in Europe. Such investment products are regulated by the SEC in the U.S. and by other similar regulatory bodies in other jurisdictions.

Accessing retail investors and selling retail directed products exposes us to new and greater levels of risk, including heightened litigation and regulatory enforcement risks. To the extent distribution of retail products is through new channels, including through an increasing number of distributors with whom we engage, we may not be able to effectively monitor or control the manner of their distribution, which could result in litigation or regulatory action against us, including with respect to, among other things, claims that products distributed through such channels are distributed to customers for whom they are unsuitable or that they are distributed in an otherwise inappropriate manner. Although we seek to ensure through due diligence and onboarding procedures that the third-party channels through which retail investors access our investment products conduct themselves responsibly, we are exposed to the risks of reputational damage and legal liability to the extent such third parties improperly sell our products to investors. This risk is heightened by the continuing increase in the number of third parties through whom we distribute our investment products around the world and who we do not control. For example, in certain cases, we may be viewed by a regulator as responsible for the content of materials prepared by third-party distributors.

Similarly, there is a risk that employees involved in the direct distribution of our products, or employees who oversee independent advisors, brokerage firms and other third parties around the world involved in distributing our products, do not follow our compliance and supervisory procedures. In addition, the distribution of retail products, including through new channels whether directly or through market intermediaries, could expose us to allegations of improper conduct and/or actions by state and federal regulators in the U.S. and regulators in jurisdictions outside of the U.S. with respect to, among other things, product suitability, investor classification, compliance with securities laws, conflicts of interest and the adequacy of disclosure to customers to whom our products are distributed through those channels.

As we expand the distribution of products to retail investors outside of the U.S., we are increasingly exposed to risks in non-U.S. jurisdictions. While these risks are similar to those that we face in the distribution of products to retail investors in the U.S., securities laws and other applicable regulatory regimes in many jurisdictions, including the U.K. and the European Economic Area, are extensive, complex, and vary by local jurisdiction. As a result, this expansion subjects us to additional litigation and regulatory risk.

Information barriers may give rise to certain conflicts and risks and investment teams managing the activities of businesses that operate on opposite sides of an information barrier will not be aware of, and will not have the ability to manage, such conflicts and risks.

Certain of our investment professionals operate largely independently of one another pursuant to an information barrier. The information barrier restricts businesses on opposite sides from coordinating or consulting with one another with respect to investment activities and/or decisions. Accordingly, these businesses manage their investment operations independently of each other. The investment activities and decisions made by a business on one side of an information barrier are not expected to be subject to any internal approvals by any person who would have knowledge and/or decision-making control of the investment activities and decisions made by a business on the other side of the information barrier. This absence of coordination and consultation will give rise to certain conflicts and risks in connection with the activities of the businesses within our asset management strategies and make it more difficult to mitigate, ameliorate or avoid such situations. These conflicts (and potential conflicts) of interests may include: (i) competing from time to time for the same investment opportunities, (ii) the pursuit by a business on one side of the information barrier of investment opportunities suitable for a business on the other side of the information barrier, without making such opportunities available to such business, and (iii) the formation or establishment of new strategies or products that could compete or otherwise conduct their affairs without regard as to whether or not they adversely impact the strategies or products of businesses operating on the other side of the information barrier. Investment teams managing the activities of businesses that operate on opposite sides of an information barrier are not expected to be aware of, and will not have the need or ability to manage, such conflicts which may impact the investment strategy, performance and investment returns of certain businesses within our asset management strategies.

The investment professionals that operate on opposite sides of an information barrier are likely to be deemed affiliates for purposes of certain laws and regulations notwithstanding that they may be operationally independent from one another. The information barrier does not eliminate the requirement to aggregate certain investment holdings for certain securities laws and other regulatory purposes. This may result in, among other things, earlier public disclosure of investments; restrictions on transactions (including the ability to make or dispose of certain investments at certain times); potential short-swing profit disgorgement; penalties and/or regulatory remedies; or adverse effects on the prices of investments for our investment professionals’ businesses that operate on the other side of such information barrier.

Although these information barriers are intended to address the potential conflicts of interests and regulatory, legal and contractual requirements applicable to us, we may decide, at any time and without notice to our shareholders, to remove or modify the information barriers. In addition, there may be breaches (including inadvertent breaches) of the information barriers and related internal controls. In the event that the information barrier is removed or modified, it would be expected that we will adopt certain protocols designed to address potential conflicts and other considerations relating to the management of the investment activities of those businesses that previously operated on opposite sides of an information barrier. See “Risks Relating to our Organizational and Ownership Structure — Our organizational and ownership structure may create conflicts of interest that may be resolved in a manner that is not in the best interests of our company or the best interests of our shareholders”.

The breach or failure of our information barriers could result in the sharing of material non-public information between investment professionals that operate on opposite sides of an information barrier, which may restrict the acquisition or disposition activities of one of our strategies and ultimately impact the returns generated for our investors. In addition, any such breach or failure could also result in potential regulatory investigations and claims for securities laws violations in connection with our direct and/or indirect investment activities. Any inadvertent trading on material non-public information, or perception of trading on material non-public information by our personnel, could have a significant adverse effect on our reputation, result in the imposition of regulatory or financial sanctions and negatively impact our ability to raise third-party capital and provide investment management services to our clients, all of which could result in negative financial impact to our investment activities.

Risks Relating to our Organizational and Ownership Structure

BN exercises substantial influence over BAM.

BN owns approximately 73% of the Class A Shares. As a result, for so long as BN maintains a significant voting interest in BAM, it will have the ability to exert substantial influence over many matters affecting BAM’s business, including: (i) the composition of the Board of Directors of BAM and, through such Board, any determinations with respect to the business plans and policies of BAM, including the appointment and removal of its officers; (ii) determinations with respect to acquisitions of businesses, mergers or other business combinations; and (iii) BAM’s capital structure, including financing activities.

In addition, BN has the right (but not the obligation) to participate up to 25% (net of any participation of our asset management business) in each new sponsored fund of our asset management business. This participation includes any participation by BN’s perpetual affiliates and BWS, but they are also not obligated to invest capital in our funds. Any fees to be paid to our asset management business on BN’s managed capital must be agreed to by BN, in its sole discretion. It is expected that most of BN’s capital will continue to be provided by the perpetual affiliates, for whom existing fee arrangements will continue to apply. For greater certainty, for any new capital, BN has a right to determine that no fees will apply. If BN does not commit all the capital it is entitled to provide, or does not agree for its capital to be fee-bearing, we may have difficulty growing our managed capital or our revenues.

Moreover, a significant portion of our Fee-Bearing Capital is represented by the capital of the perpetual affiliates, which are controlled by BN. BN will therefore exercise significant influence over their operation, including (among other things) distribution policies that enable us to earn incentive distributions.

BN has no obligation to provide backstops or other guarantees relating to new investments or acquisitions, or to commit capital on a transitional basis while other investors are being sourced, but any arrangements or understandings existing at the time of completion of the 2022 Arrangement will be continued. Moreover, if BN does make transitory investments it will generally be entitled to receive the same cost of carry for such investment as the relevant fund of our asset management business is entitled to under its fund documents (typically 8%) as well as stand-by / commitment fees at market rates and such other compensation as otherwise may be mutually agreed. It is possible that our ability to deploy capital may be adversely affected by not having BN’s backstops or other guarantees, or we may be required to deploy our own capital, or to pay for other sources of capital.

We depend on our global reputation for integrity and investment acumen. Our business could be negatively impacted by changes in BN’s global reputation. In addition, other than as described in this Annual Report, BN is not committed to an exclusive relationship with us, and we may compete with BN (except for capital represented by the perpetual affiliates, which is exclusive) or compete with other asset managers for BN’s capital.

The ownership of BN may change and the control of BAM may be transferred to a third party without shareholder approval.

BN is not required to maintain any ownership level in BAM and may sell the Class A Shares it owns to a third party without the consent of BAM shareholders. Similarly, if a third party were to acquire a significant ownership of BN’s Class A Shares and appoint new directors or officers of its own choosing, it would be able to exercise substantial influence over BAM’s policies and procedures and exercise substantial influence over BAM’s management. Such changes could result in BAM’s capital being used to make acquisitions in which BN has no involvement or to make acquisitions that are substantially different from those targeted by BAM’s current growth strategy. Additionally, BAM cannot predict with any certainty the effect that changes in the ownership of BN would have on the trading price of the Class A Shares or its ability to raise capital or make investments in the future, because such matters would depend to a large extent on the identity of the new owner and the new owner’s intentions with regard to BAM. As a result, BAM’s business, financial condition and results of operations may suffer.

Our organizational and ownership structure may create conflicts of interest that may be resolved in a manner that is not in our best interests or the best interests of our shareholders.

Our organizational and ownership structure involves a number of relationships that may give rise to conflicts of interest between us and our shareholders, on the one hand, and BN, on the other hand. For example, except to a limited extent, BN is not committed to an exclusive relationship with us, and we may compete with BN (except for capital represented by the perpetual affiliates, which is exclusive) or may compete with other asset managers for BN’s capital.

Many of our executives and employees have a material portion of their equity compensation awards that are tied to the performance of the shares of BN. If the market value of BAM’s shares and BN’s shares are not fully aligned, the existence of these awards may result in our executives and employees being less focused on BAM’s financial success.

Ineffective maintenance of our culture or ineffective management of human capital could adversely impact our business and financial performance.

Our ability to compete effectively in our business will depend upon our ability to attract new employees and retain and motivate our existing employees. Our senior management team has a significant role in our success and oversees the execution of our investment strategies. If we are unable to attract and retain qualified employees, our ability to compete successfully and achieve our business objectives could be limited, and our business, financial condition and results of operations could be negatively impacted.

Our ability to retain and motivate our management team, attract suitable replacements should any members of our management team leave, or attract new investment professionals as our business grows, is dependent on, among other things, the competitive nature of the employment market and the career opportunities and compensation that we can offer. In all of our markets, we face intense competition in connection with the attraction and retention of qualified employees.

We may experience departures of key professionals in the future. We cannot predict the impact that any such departures will have on our ability to achieve our objectives. Our senior management team possesses substantial experience and expertise and has strong business relationships with investors in our managed assets and other members of the business communities and industries in which we operate. As a result, the loss of these personnel could jeopardize our relationships with investors in our managed assets and other members of the business communities and industries in which we operate and result in the reduction of our assets under management or fewer investment opportunities. Accordingly, the loss of services from key professionals or a limitation in their availability could adversely impact our financial condition and cash flow. Furthermore, such a loss could be negatively perceived in the capital markets.

Additionally, the departure of certain individuals could trigger certain “key person” provisions in the documentation governing certain of our private funds, which would permit the limited partners of those funds to suspend or terminate the funds’ investment periods or withdraw their capital prior to the expiration of the applicable lock-up date. Our key person provisions vary by both strategy and fund and, with respect to each strategy and fund, are typically tied to multiple individuals, meaning that it would require the departure of more than one individual to trigger the key person provisions. Our human capital risks may be exacerbated by the fact that we do not maintain any key person insurance.

The conduct of our business and the execution of our strategy rely heavily on teamwork. Our continued ability to respond promptly to opportunities and challenges as they arise depends on co-operation and co-ordination across our organization and our team-oriented management structure, which may not materialize in the way we expect.

A portion of the workforce in some of our managed assets is unionized. If we are unable to negotiate acceptable collective bargaining agreements with any of our unions as existing agreements expire, we could experience a work stoppage, which could result in a significant disruption to the affected operations, higher ongoing labor costs and restrictions on our ability to maximize the efficiency of our operations, all of which could have an adverse effect on our financial results.

Risks Relating to Taxation

If BAM is classified as a passive foreign investment company, U.S. persons who own Class A Shares could be subject to adverse U.S. federal income tax consequences.

If BAM is classified as a passive foreign investment company (“PFIC”) for U.S. federal income tax purposes, a U.S. taxpayer that owns Class A Shares could be subject to adverse tax consequences, including a greater tax liability than might otherwise apply, an interest charge on certain taxes deemed deferred as a result of BAM’s non-U.S. status, and additional U.S. tax reporting obligations. In general, a non-U.S. corporation will be a PFIC for a taxable year if, taking into account the income and assets of certain of its affiliates, (i) 75% or more of its gross income for such year constitutes passive income or (ii) 50% or more of its assets during such year produce or are held for the production of, passive income. Passive income generally includes interest, dividends, and other investment income.

Based on its current and expected income, assets, and activities, BAM does not expect to be classified as a PFIC for the current taxable year or in the foreseeable future. However, the determination of whether BAM is a PFIC depends upon the composition of its income and assets and the nature of its activities from time to time and must be made annually as of the close of each taxable year. The PFIC determination also depends on the application of complex U.S. federal income tax rules that are subject to differing interpretations. Thus, there can be no assurance that BAM will not be classified as a PFIC for any taxable year, or that the Internal Revenue Service or a court will agree with BAM’s determination as to its PFIC status. Holders of Class A Shares that are U.S. taxpayers are urged to consult their tax advisers regarding the application of the PFIC rules, including the related reporting requirements and the advisability of making any available election under the PFIC rules, with respect to their ownership and disposition of Class A Shares.

Changes in Canadian federal income tax law might adversely affect BAM and/or holders of Class A Shares.

There can be no assurance that Canadian federal income tax laws, the judicial interpretation thereof, or the administrative policies and assessing practices of the Canada Revenue Agency (“CRA”) will not be changed in a manner that adversely affects BAM and/or holders of Class A Shares. Any such developments could have a material adverse effect on the holders of Class A Shares or our business, financial condition and results of operations.

Reassessments by tax authorities or changes in tax laws could create additional tax costs for us.

We operate in countries with differing tax laws and tax rates. Our tax reporting is consistent with the tax laws in the countries in which we operate and the application of tax treaties between the various countries in which we operate. Our income tax reporting is subject to audit by tax authorities in the countries in which we operate. Our effective tax rate may change from year to year, based on changes in the mix of activities and income earned among the different jurisdictions in which we operate, changes in tax laws in these jurisdictions, changes in the tax treaties between the countries in which we operate, changes in our eligibility for benefits under those tax treaties, and changes in the estimated values of deferred tax assets and liabilities. Tax laws, regulations and administrative practices in various jurisdictions may be subject to significant change, with or without notice, due to economic, political and other conditions, and significant judgment is required in evaluating and estimating our provision and accruals for these taxes. Such changes could result in a substantial increase in the effective tax rate on all or a portion of our income.

Governments around the world increasingly seek to regulate multinational companies and their use of differential tax rates between jurisdictions. This effort includes a greater emphasis by various nations on coordinating and sharing information regarding companies and the taxes they pay. A number of countries across the globe have also agreed to implement a “two pillar” plan for global tax reform, developed by the OECD/G20 Inclusive Framework on BEPS, to address perceived base erosion and profit shifting (“BEPS”) by some multinational groups. Governmental taxation reforms, policies and practices could adversely affect us and, depending on the nature of such reforms, policies and practices, including the implementation of the BEPS proposals in the jurisdictions in which we operate, could have a greater impact on us than on other companies. As a result of this increased focus on the use of tax planning by multinational companies, our company could be subject to negative media coverage, which may adversely impact our reputation.

ITEM 1B. UNRESOLVED STAFF COMMENTS

None.

ITEM 1C. CYBERSECURITY

Cybersecurity Governance

Cybersecurity at our company is overseen by our Board, the Audit Committee and management, and such oversight is also carried out through our Enterprise Information Security Policy (“EISP”).

The Audit Committee of our Board is responsible for overseeing risk management strategies that are specific to our company, including reviewing management’s assessment of the current and emerging risks and related mitigation strategies across financial and non-financial risks, including cybersecurity risks. Regular reports and updates on cybersecurity risks are made to senior management of BAM.

Pursuant to the EISP, executive management has appointed a Chief Information Security Officer (“CISO”), who works closely with senior management, legal counsel and external counsel to develop and monitor our data protection, privacy and cybersecurity program and policies. The CISO provides periodic reports to the Audit Committee, which subsequently reports to the Board about data protection and cybersecurity risks and issues. The CISO has over 20 years’ experience in cybersecurity oversight, holds a Bachelor's Degree in Computer Science and Economics from York University and holds a number of information security certifications, including: CISSP, CISM and CISA.

Cybersecurity Risk Management and Strategy

We have a cybersecurity program for assessing, identifying, and managing material risks from cybersecurity threats. This includes compliance with the EISP. Our cybersecurity program performance and effectiveness are also frequently assessed and audited internally and by third parties.

We believe our cybersecurity program is reasonably designed to materially protect the integrity and availability of our information and technology. This program addresses information security governance, employee security and data privacy awareness and training, relevant access and end-point security, vulnerability management, penetration testing, security monitoring and incident response, and recovery from operational disruption. We use technologies to optimize our security risk detection and response capabilities, in addition to access controls and anti-malware protections. Data protection technology is deployed and monitored. We believe our practices align with the NIST Cybersecurity Framework in meeting and exceeding the industry average in cybersecurity practice.

When we engage third parties, we have policies and processes to assess and govern their access and services, and manage the related risks affecting Brookfield's information and technology. For example, all third-party access must be authorized and have a legitimate business need. Prior to authorization and granting access, the terms and conditions of such access must be agreed to as part of a formal agreement or contract. In addition, all authorized third-party access must be limited, monitored and controlled as appropriate.

In addition, all employees regularly undergo mandatory continuing cybersecurity training. Employees in higher-risk functions receive additional training and cybersecurity awareness education. Audits, cybersecurity simulations and employee testing results indicate that our program is effective in protecting our information. The effectiveness of these programs is evaluated regularly through both internal and third-party audits.

In 2025, we undertook the following initiatives: completed a complex network transition to Secure Access Service Edge (SASE) network technology with enhanced zero-trust based security implemented globally; further enhanced our vulnerability management and attack surface reduction capabilities; continued improving our data protection by implementing ransomware protected backup technology; continued mandatory cybersecurity education and increasingly difficult phishing simulations for all employees.

Our systems face cybersecurity risks, and we have in the past experienced threats to our data and systems. However, to date, these incidents have not had a material impact on our business strategy, results of operations, or financial condition. We can provide no assurance that we will not experience any material cybersecurity threats or incidents in the future. See “Part I—Item 1A. Risk Factors—Failure to maintain the security of our information and technology systems could have a material adverse effect on us”.

ITEM 2. PROPERTIES

Our principal executive office is located at Brookfield, 225 Liberty Street, 8th Floor, New York, NY. We also lease space for our other offices in North America, South America, Europe, Middle East, and Asia-Pacific. We consider these facilities to be suitable and adequate for the management and operations of our business.

ITEM 3. LEGAL PROCEEDINGS

For a discussion of BAM's legal proceedings, see the section entitled “Litigation” appearing in Note 21, “Commitments and Contingencies” in BAM's consolidated financial statements included elsewhere in this report, which is incorporated herein by reference.

ITEM 4. MINE SAFETY DISCLOSURES

Not applicable.

PART II

ITEM 5. MARKET FOR REGISTRANT'S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES

The Class A Shares are listed on each of the NYSE and TSX under the symbol “BAM”.

As at February 23, 2026, the following shares of BAM were issued and outstanding: 1,638,147,590 Class A Shares; 21,280 Class B Shares; and no Class A Preferred Shares.

The number of holders of record of our Class A Shares as at February 23, 2026 was 7,404. This does not include the number of shareholders that hold shares in “street name” through banks or broker-dealers. The BAM Partnership is the sole holder of the Class B Shares outstanding.

Dividend Policy

Class A Shares and Class B Shares

The declaration and payment of dividends on the Class A Shares and Class B Shares are at the discretion of the Board. Dividends on the Class A Shares and Class B Shares are paid quarterly, at the end of March, June, September and December of each year. We intend to pay out at least approximately 90% of our Distributable Earnings to shareholders quarterly and reinvest the balance back into the business. Dividends will be variable and will change in line with the growth of Distributable Earnings.

Registered holders of our Class A Shares who are resident in Canada have the opportunity to acquire additional Class A Shares by reinvesting all or a portion of their cash dividend without paying commissions through our Dividend Reinvestment Plan (the “DRIP”). The DRIP is currently not available for registered shareholders of our Class A Shares who are resident in the U.S. Pursuant to our DRIP, registered holders of our Class A Shares who are resident in Canada may also elect to receive their dividends in the form of newly issued Class A Shares at a price equal to the NYSE volume-weighted average price (as determined in accordance with the DRIP) multiplied by an exchange factor which is calculated as the average daily exchange rate as reported by the Bank of Canada during each of the five trading days immediately preceding the relevant investment date.

The following table summarizes the dividends paid per share for the periods indicated on the Class A Shares and the Class B Shares, all expressed in U.S. dollars.


	2025		2024
First Quarter	$	0.4375	$	0.38
Second Quarter	0.4375		0.38
Third Quarter	0.4375		0.38
Fourth Quarter	0.4375		0.38
	$	1.75	$	1.52

Exchange and Foreign Ownership Controls

We are not aware of any Canadian federal or provincial laws, decrees, or regulations that restrict the export or import of capital, including foreign exchange controls, or that affect the remittance of dividends, interest, or other payments to non-Canadian holders of the Class A Shares. There are no limitations under the laws of Canada or by the articles or our other constating documents on ownership of our voting shares by non-Canadians, except the Investment Canada Act which may require review and approval by the Minister of Innovation (Canada) of certain acquisitions of control of us by non-Canadians. The threshold for acquisitions of control is generally defined as being one-third or more of our voting shares, provided certain financial thresholds are also exceeded. If the investment is potentially injurious to national security, it may be subject to review under the Investment Canada Act notwithstanding the percentage interest acquired or amount of the investment. “Non-Canadian” generally means an individual who is not a Canadian citizen, or a corporation, partnership, trust, or joint venture that is ultimately controlled by non-Canadians.

Certain Canadian Federal Income Tax Considerations for U.S. Residents

The following is a summary of the principal Canadian federal income tax considerations generally applicable under the Income Tax Act (Canada) (together with the regulations thereto, the “Tax Act”) to a beneficial holder of Class A Shares who, for the purposes of the Tax Act and the Canada-United States Income Tax Convention (1980) (the “Treaty”), and at all relevant times, (i) is not and is not deemed to be a resident in Canada, (ii) is a resident of the U.S. for the purposes of the Treaty and is entitled to the full benefits thereunder, (iii) holds all Class A Shares as capital property, (iv) deals at arm’s length with and is not affiliated with BAM, (v) does not use or hold and is not deemed to use or hold Class A Shares in connection with a business carried on in Canada, (vi) is not an insurer carrying on an insurance business in Canada and elsewhere, and (vii) is not an “authorized foreign bank” (as defined in the Tax Act) (each such holder, a “U.S. Resident Holder”). Generally, the Class A Shares will be considered to be capital property to a U.S. Resident Holder provided the U.S. Resident Holder does not hold such shares in the course of carrying on a business of trading or

dealing in securities and has not acquired them in one or more transactions considered to be an adventure or concern in the nature of trade.

This summary is based on the provisions of the Tax Act and the Treaty in force on the date hereof, all proposals to amend the Tax Act publicly announced by or on behalf of the Minister of Finance (Canada) prior to the date hereof (the “Tax Proposals”), and the current administrative policies and assessing practices of the CRA published in writing prior to the date hereof. This summary assumes that all Tax Proposals will be enacted in the form proposed, but no assurance can be given that the Tax Proposals will be enacted in the form proposed or at all. This summary does not otherwise take into account or anticipate any changes in law or administrative policy or assessing practice whether by legislative, administrative, or judicial action or decision, nor does it take into account tax legislation or considerations of any province, territory or foreign jurisdiction, which may differ from those discussed herein. This summary is not exhaustive of all possible Canadian federal income tax consequences that may affect U.S. Resident Holders. U.S. Resident Holders should consult their own tax advisors.

This summary is of a general nature only and is not intended to be, and should not be construed to be, legal, business or tax advice to any particular U.S. Resident Holder, and no opinion or representation with respect to the tax consequences to any U.S. Resident Holder or prospective U.S. Resident Holder is made. Accordingly, U.S. Resident Holders and prospective U.S. Resident Holders should consult their own tax advisors with respect to the income tax consequences of purchasing, owning, and disposing of Class A Shares having regard to their own particular circumstances.

Dividends on the Class A Shares

Dividends paid or credited, or deemed to be paid or credited, on Class A Shares by BAM to a U.S. Resident Holder will be subject to Canadian withholding tax under Part XIII of the Tax Act at the rate of 25%, subject to a possible reduction under the provisions of the Treaty. Under the Treaty, the rate of Canadian withholding tax applicable to a dividend paid on a Class A Share to a U.S. Resident Holder who is a resident of the U.S. for purposes of the Treaty, beneficially owns the dividend and is fully entitled to the benefits of the Treaty, will generally be reduced to 15% (or 5% in certain cases where such U.S. Resident Holder is a corporation that beneficially owns at least 10% of BAM’s voting shares). Additionally, such dividends will be generally exempt from Canadian withholding tax for a U.S. Resident Holder who is fully entitled to the benefits of the Treaty, is generally exempt from income taxation in the U.S., and is operated exclusively to administer or provide pension, retirement or employee benefits. U.S. Resident Holders should consult their own tax advisors in this regard.

Disposition of Class A Shares

A U.S. Resident Holder will not be subject to tax under the Tax Act on any capital gain realized on a disposition or deemed disposition of a Class A Share, unless the Class A Share constitutes taxable Canadian property of the U.S. Resident Holder for purposes of the Tax Act at the time of the disposition or deemed disposition and the U.S. Resident Holder is not entitled to relief under the Treaty.

Provided that the Class A Shares are listed on a “designated stock exchange” (as defined in the Tax Act and which currently includes the TSX and the NYSE), the Class A Shares will generally not constitute taxable Canadian property of a U.S. Resident Holder at a particular time unless, at any time during the sixty-month period immediately preceding that time, the following two conditions are met concurrently: (a) 25% or more of the issued shares of any class of BAM were owned by or belonged to one or any combination of (i) the U.S. Resident Holder, (ii) persons with whom the U.S. Resident Holder did not deal at arm’s length, and (iii) partnerships in which the U.S. Resident Holder or persons with whom the U.S. Resident Holder did not deal at arm’s length holds a membership interest, directly or indirectly through one or more other partnerships; and (b) more than 50% of the fair market value of the Class A Shares was derived directly or indirectly from one or any combination of: (i) real or immovable property situated in Canada, (ii) “Canadian resource properties” (as defined in the Tax Act), (iii) “timber resource properties” (as defined in the Tax Act), and (iv) options in respect of, or interests or rights in, property described in (i) to (iii), whether or not the property exists. Notwithstanding the foregoing, in certain circumstances set out in the Tax Act, the Class A Shares may be deemed to be taxable Canadian property of a U.S. Resident Holder.

In the event that a Class A Share is “taxable Canadian property,” within the meaning of the Tax Act, to a U.S. Resident Holder, such U.S. Resident Holder should consult their own tax advisor as to the Canadian federal income tax consequences of the disposition, including potential compliance requirements and withholding under section 116 of the Tax Act.

Unregistered Sales of Equity Securities

Pursuant to the 2025 Arrangement, a total of 1,194,021,145 Class A Shares were issued to BN and certain of its subsidiaries pursuant to an exemption from registration provided by Regulation S promulgated under the Securities Act of 1933, as amended.

Share Repurchases in the Fourth Quarter of 2025

As at December 31, 2025, there were 30,574,734 Class A Shares remaining for further repurchases under BAM's former share repurchase program, which expired on January 12, 2026. Under BAM's current share repurchase program, 36,946,177 Class A Shares can be repurchased and as at February 23, 2026, there were 35,293,625 Class A Shares remaining for further repurchases.

Under our current repurchase program, BAM is authorized to repurchase Class A Shares from time to time in open market transactions. The timing, manner, price and amount of any Class A Share repurchases will be determined by BAM in its discretion and will depend on a variety of factors, including legal requirements, price and economic and market conditions. The current repurchase program expires on January 12, 2027 or until the maximum approved number of shares has been purchased. The program does not require BAM to repurchase any specific number of Class A Shares, and the program may be suspended, extended, modified or discontinued at any time.


Issuer Purchases of Class A Shares1 (amounts in millions, except share and per share amounts)
	Total Number of Shares Purchased	Average Price Paid Per Share		Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs	Number of Shares that May Yet Be Purchased Under the Plans or Programs
October 1, 2025 to October 31, 2025	1,378,200	$	55.84	1,378,200	33,465,152
November 1, 2025 to November 30, 20252	2,327,118	$	51.62	2,427,118	31,038,034
December 1, 2025 to December 31, 2025	463,300	$	52.62	463,300	30,574,734
Total through December 31, 2025	4,168,618	$	53.13	4,268,618	30,574,734

1.Includes repurchases of Class A Shares on the NYSE, unless otherwise indicated.

2.An additional 100,000 Class A Shares were repurchased on the TSX at an average price of C$73.82 per share.

ITEM 6. [RESERVED]

ITEM 7. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

The following discussion and analysis should be read in conjunction with BAM's consolidated financial statements and the related notes included within this Annual Report.

This section of the Annual Report discusses activity as of and for the years ended December 31, 2025 and 2024. For discussion on activity for the year ended December 31, 2024 and period-over-period analysis on results for the year ended December 31, 2024 to 2023, refer to Part II, “Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations” in our Annual Report for the year ended December 31, 2024, which specific discussion is incorporated herein by reference.

Business Environment

In 2025, global GDP growth is estimated to have risen by 3.2% compared to 3.3% in 2024. Economic activity continued to be supported by easing inflationary pressures, resilient employment conditions, and the gradual normalization of monetary policy across most advanced economies. Labor markets continued to rebalance, though unemployment rates generally remained low by historical standards. Headline inflation in most advanced economies remained near central bank targets, with services inflation and wage growth proving more persistent.

Divergences in economic performance across regions persisted in 2025. The U.S. and parts of Asia continued to outperform, supported by domestic demand and investment, while growth in the Eurozone, the United Kingdom, and China remained comparatively subdued due to structural constraints and weaker demand.

U.S. economic growth slowed modestly in 2025 to 2.1% from the elevated pace of 2.8% recorded in 2024. Inflation continued to ease, with core measures trending lower over the year. Labor market conditions cooled gradually, reflected in declining job openings and improved labor force participation. The unemployment rate increased modestly but remained low by historical standards, indicating a decelerating yet resilient labor market.

Monetary policy normalization continued across most developed markets in 2025. Following the initiation of easing cycles in 2024, central banks generally adopted a more measured pace of rate adjustments, balancing progress on inflation against financial stability considerations and elevated fiscal issuance. Policy rates across advanced economies ended the year below peak levels but remained above pre‑pandemic norms.

In the U.S., the Federal Reserve continued its easing cycle with 75 basis points of cuts in 2025, in line with improving inflation dynamics and moderating growth. Treasury yields remained volatile, reflecting shifting expectations for the terminal policy rate, fiscal supply dynamics, and global demand for safe assets.

Elsewhere, the European Central Bank and the Bank of England continued gradual easing, while the Bank of Japan proceeded cautiously following the exit from negative interest rate policy. Monetary policy outcomes in emerging markets varied, reflecting differences in inflation trajectories, currency pressures, and domestic growth conditions.

Credit market conditions remained constructive in 2025. Investment grade and high yield credit spreads stayed tight by historical standards, despite episodic volatility driven by macroeconomic data releases and geopolitical developments. Primary market issuance remained supported by refinancing activity and sustained investor demand for income‑oriented assets.

In 2025, equity markets delivered strong returns following the robust performance seen in prior years. The S&P 500 posted a total return of ~17.9% and reached new all-time highs, supported by easing monetary policy and resilient corporate earnings. The Nasdaq Composite and Nasdaq-100 also registered notable gains of about ~21%, driven by strength in technology and growth sectors. International equity markets outperformed U.S. benchmarks, with broad global indices such as the MSCI All Country World ex-U.S. and other developed market indices rising by ~30%.

Global merger and acquisition activity improved further in 2025, supported by lower financing costs and improved corporate confidence. The rebound was global, with strong growth in the number and value of deals in the U.S., Asia, Europe, the Middle East and Africa. The global initial public offering market showed signs of recovery and stabilization during 2025, with total proceeds increasing compared with the prior year across a broad range of sectors.

Political developments continued to influence the global macroeconomic backdrop in 2025 following political elections in 2024. Markets adjusted to evolving policy priorities in the U.S., Europe, and parts of Asia. While financial markets remained relatively resilient, uncertainty related to fiscal policy, geopolitics, and trade dynamics continued to affect investor sentiment and capital allocation decisions.

Our business is well-positioned within the evolving alternative asset management landscape by leveraging a strategic and agile approach to investment opportunities. As investors seek diversification and innovative solutions, we are equipped to navigate market complexities and government policies by delivering value through disciplined strategies. Our ability to adapt to shifting economic conditions and capitalize on emerging trends ensures we remain a trusted partner in achieving long-term financial outcomes.

Review of Financial Results

Income Statement Analysis

Consolidated Statements of Operations

The following table summarizes the consolidated statements of operations for BAM for the years ended December 31, 2025, 2024 and 2023:



FOR THE YEARS ENDED DECEMBER 31, (MILLIONS)	2025		2024		2023		2025 vs 2024		2024 vs 2023
Revenues

Base management and advisory fees	$	3,384	$	2,957	$	2,766	$	427	$	191
Incentive fees	560		424		376		136		48

Investment income
Carried interest allocations
Realized	—		25		51		(25)		(26)
Unrealized	209		(9)		348		218		(357)
Total investment income	209		16		399		193		(383)
Interest and dividend revenue	98		143		172		(45)		(29)
Interest and dividend revenue of consolidated funds	31		—		—		31		—
Other revenues	535		440		349		95		91
Total revenues	4,817		3,980		4,062		837		(82)
Expenses
Compensation, operating, and general and administrative expenses
Compensation and benefits	(1,373)		(1,154)		(1,048)		(219)		(106)
Other operating expenses	(354)		(347)		(342)		(7)		(5)
General, administrative and other	(56)		(64)		(56)		8		(8)
Total compensation, operating, and general and administrative expenses	(1,783)		(1,565)		(1,446)		(218)		(119)
Carried interest allocation compensation
Realized	(155)		(69)		(26)		(86)		(43)
Unrealized	9		(24)		(60)		33		36
Total carried interest allocation compensation	(146)		(93)		(86)		(53)		(7)
Interest expense	(87)		(22)		(14)		(65)		(8)
Interest expense of consolidated funds	(28)		—		—		(28)		—
Total expenses	(2,044)		(1,680)		(1,546)		(364)		(134)
Other expenses, net	(297)		(93)		(129)		(204)		36
Share of income from equity method investments	402		339		167		63		172
Other income, net of consolidated funds	47		—		—		47		—
Income before taxes	2,925		2,546		2,554		379		(8)
Income tax expense	(527)		(438)		(417)		(89)		(21)
Net income	2,398		2,108		2,137		290		(29)
Net loss (income) attributable to:
Preferred shares redeemable non-controlling interest	480		211		(262)		269		473
Non-controlling interest in consolidated entities	(369)		(151)		(36)		(218)		(115)
Non-controlling interests in consolidated funds	(24)		—		—		(24)		—
Net income attributable to the common stockholders	$	2,485	$	2,168	$	1,839	$	317	$	329

BAM primarily generates revenue from fees earned pursuant to contractual arrangements with funds, publicly traded vehicles, and investors, as well as transaction and advisory fees. These fees include base management fees, incentive fees, and certain advisory fees. Base management fees are long-term, recurring in nature, and correspond to fundraising activity, NAVs of certain of our funds, and market capitalizations of our publicly traded vehicles, specifically BIP, BEP and BBU. Incentive fees are performance fees earned from BIP and BEP for exceeding predetermined distribution thresholds, are long-term, and are not subject to clawback. Incentive fees also include performance fees earned from BBU for exceeding the current high watermark threshold and are not subject to clawback.

BAM is entitled to carried interest allocations assuming certain investment returns are achieved, as well as incentive management fees in certain of our structures where we are entitled to contractual fees from an investment fund based on achieving prescribed investment returns.

The composition of our revenues will vary based on market conditions and the cyclical nature of our businesses. Carried interest allocations generated by our funds and associated carried interest compensation are driven by the performance of the underlying investments, as well as overall market conditions. Fair values are affected by changes in the fundamentals of our investments, the industries in which they operate, the overall economy, and other market conditions. The impact of fair values of our underlying investments throughout market cycles may result in material increases or decreases to carried interest generated, net of expenses.

Expenses primarily include employee base compensation, bonuses, and share-based compensation. Period over period changes in employee base compensation and bonuses generally result from changes in headcount and annual salary changes. Share-based awards are granted in the first quarter of each year and generally vest over 5 years. Equity settled compensation awards vest on a graded basis over the vesting period and cash settled share-based compensation awards are recorded at fair value quarterly based on the trading price of BAM Class A Shares. Therefore, for cash settled share-based compensation, an increase or decrease in the share price of BAM will result in share-based compensation expense or recovery.

For the years ended December 31, 2025 and 2024

Net income for the year ended December 31, 2025 was $2.4 billion, of which $2.5 billion was attributable to common stockholders. This compares to net income of $2.1 billion for the year ended December 31, 2024, of which $2.2 billion was attributable to common stockholders.

Revenues

Revenues for the year ended December 31, 2025 were $4.8 billion, which represents an increase of $837 million or 21% compared to $4.0 billion of revenue for the year ended December 31, 2024.

Base Management and Advisory Fees

Base management and advisory fees for the year ended December 31, 2025 were $3.4 billion, which represents an increase of $427 million or 14% compared to the year ended December 31, 2024. Management fee revenues increased by $123 million from capital raised for the fifth vintage of our real estate flagship fund, $114 million from capital raised for the second vintage of our global transition flagship fund, and $65 million attributable to fundraising from our perpetual infrastructure complementary strategies. In addition, management fees increased $55 million from insurance capital inflows from BWS and $44 million from a higher trading price of BIP, BEP, and BBU. These increases were partially offset by $17 million of lower fees from earlier vintages of our real estate flagship funds and certain infrastructure funds as a result of monetizations.

Incentive Fees

Incentive fees for the year ended December 31, 2025, were $560 million, an increase of $136 million or 32% from the year ended December 31, 2024. This increase was primarily driven by BBU performance fees of $95 million as a result of the share price exceeding the previous high watermark. In addition, incremental incentive fees were recognized as a result of a 6% growth in BIP dividends of $24 million and 5% growth in BEP dividends of $17 million.

Carried Interest Allocations

Carried interest allocations are a performance fee arrangement which is earned from those arrangements where BAM has a general partner capital interest and is entitled to a disproportionate allocation of investment income. Each of these general partners is generally entitled to a carried interest that allocates to it 20% of the net profits realized by the limited partners from the fund’s investment subject to the return of contributed capital and a preferred return of typically 8% per annum to the limited partners. At the end of each reporting period, the Company calculates the balance of accrued carried interest that would be due to BAM for each fund, pursuant to the fund agreements, as if the fair value of the underlying investments were realized as of such date, irrespective of whether such amounts have been realized.

Realized carried interest allocations were $nil for the year ended December 31, 2025, which represents a net decrease of $25 million compared to the year ended December 31, 2024. Realized carried interest allocations in the prior year were predominantly due to dispositions within our first real estate flagship fund and certain other real estate fund strategies. All realized carried interest income for the year ended December 31, 2024, net of carried interest compensation related to mature funds and are attributable to BN through our redeemable preferred shares.

The unrealized carried interest allocations of $209 million for the year ended December 31, 2025 represents an increase of $218 million compared to the year ended December 31, 2024. The gross increase of $943 million compared to the prior year reflects changes in fund valuations associated with the fifth vintage of our infrastructure flagship fund of $416 million and the first vintage of our global transition flagship fund for $297 million. In addition, $187 million of increases were associated with various private equity funds including the sixth vintage of our private equity flagship fund. This was partially offset by a decrease of $734 million compared to the prior year reflecting lower relative valuations across various mature real estate flagship funds.

Carried interest allocations generated by new funds are 66.7% attributable to BAM and 33.3% to BN. Within the consolidated statements of operations, carried interest allocations are presented on a 100% basis and the portion attributable to BN is presented in net loss (income) attributable to non-controlling interest in consolidated entities. Unrealized carried interest allocations attributable to BAM were $629 million for the year ended December 31, 2025, compared to $257 million for the year ended December 31, 2024.

The following table presents the carried interest in new funds, and related performance compensation by investment strategy.


	Net New Fund Carried Interest
	2025						2024
FOR THE YEAR ENDED DECEMBER 31, (MILLIONS)	Carried interest allocations1		Carried interest compensation		Carried interest, net		Carried interest allocations1		Carried interest compensation		Carried interest, net

Infrastructure	$	420	$	(13)	$	407	$	151	$	—	$	151
Renewable power and transition	297		(17)		280		166		(2)		164
Private equity	187		(18)		169		89		(3)		86
Real estate	39		(5)		34		(18)		(1)		(19)

	$	943	$	(53)	$	890	$	388	$	(6)	$	382

1. Carried interest generated within our partner managers in Credit is presented within the investment balance of our partner managers rather than accrued carried interest and as a result is excluded from the table above.

The following table presents the change in accrued carried interest in new funds by investment strategy.


	2024		Activity during the year				2025
AS AT DECEMBER 31, (MILLIONS)	Accrued carried interest allocations1		Unrealized		Realized		Accrued carried interest allocations1

Infrastructure	$	150	$	420	$	—	$	570
Renewable power and transition	237		297		—		534
Private equity	276		187		—		463
Real estate	30		39		—		69

	$	693	$	943	$	—	$	1,636

Interest and Dividend Revenue

Interest and dividend revenue for the year ended December 31, 2025 was $98 million, which represents a decrease of $45 million compared to the year ended December 31, 2024. The decrease was primarily due to lower interest income earned on our deposit with BN.

Interest and Dividend Revenue of Consolidated Funds

Interest and dividend revenue of consolidated funds for the year ended December 31, 2025 was $31 million, which represents interest and dividends earned from investments held by BSI II in which BAM holds a sufficient interest to require the consolidation of the fund.

Other Revenues

Other revenues are largely comprised of recoverables from BN related to share and performance-based compensation as defined by the Services Agreement, fund expense recharges, and incentive management fees earned on certain funds. Share-based and performance-based award expenses that are recoverable from BN are recognized in other revenues with the offsetting expense recognized in compensation and benefits, and carried interest allocation compensation, respectively. Other revenues were $535 million for the year ended December 31, 2025, an increase of $95 million compared to the year ended December 31, 2024. Of the total increase, $45 million was due to higher recoveries in share and performance-based compensation. In addition, the increase was also driven by $38 million of general operating cost recoveries from affiliates.

Expenses

Total expenses for the year ended December 31, 2025 were $2.0 billion, an increase of $364 million or 22% compared to the year ended December 31, 2024.

Compensation and Benefits

Compensation and benefits for the year ended December 31, 2025 was $1.4 billion, which represents an increase of $219 million compared to the year ended December 31, 2024. This was attributable to higher share-based compensation expense of $65 million on our share and performance-based awards reflecting additional existing cash-settled awards recognized upon the completion of the 2025 Arrangement. This increase was partially offset by a decrease in the trading price of Class A Shares during the year. The remaining increase is due to higher compensation costs from the ongoing growth of our business.

Other Operating Expenses

Other operating expenses are comprised of professional fees, facilities costs, as well as costs directly associated with our fundraising and investment functions. Other operating expenses were broadly consistent with the prior year at $354 million for the year ended December 31, 2025, compared to $347 million for the year ended December 31, 2024.

Carried Interest Allocation Compensation

Compensation expenses related to carried interest allocation compensation was $146 million for the year ended December 31, 2025, which represents a change of $53 million compared to the year ended December 31, 2024. This was primarily driven by higher relative valuations across certain renewable, infrastructure, and private equity funds compared to the prior year. The carried interest compensation expense associated with mature funds is fully recoverable from BN. Carried interest compensation expense on new funds was $53 million during the year.

Interest Expense

Interest expense for year ended December 31, 2025 was $87 million, which represents an increase of $65 million compared to the year ended December 31, 2024. This was primarily driven by BAM's increased borrowings from our senior note offerings completed during the year.

Interest Expense of Consolidated Funds

Interest expense of consolidated funds for the year ended December 31, 2025 was $28 million, which was primarily driven by borrowings made by BSI II in which BAM holds a sufficient interest to require the consolidation of the fund.

Other Expenses, net

Other expenses, net for the year ended December 31, 2025 was $297 million compared to $93 million in the prior year. This increase was driven by a mark-to-market loss of $180 million on our investment in BSREP III during the year ended December 31, 2025 compared to a loss of $82 million during the year ended December 31, 2024. The remaining increase was due to mark-to-market revaluations in put and call options to acquire additional interests in our partner managers.

Other Income, net of Consolidated Funds

Other income, net of consolidated funds for the year ended December 31, 2025 was $37 million compared to $nil in the prior year. This represents the underlying fair value changes of investments held by BSI II in which BAM holds a sufficient interest to require the consolidation of the fund.

Share of Income from Equity Method Investments

Our share of income from equity method investments was $402 million compared to $339 million in the prior year, an increase of $63 million. This increase was driven by $160 million of incremental earnings primarily from Castlelake and Concora as well as other partner managers, offset by $97 million of lower earnings from Oaktree.

Income Tax Expense

Income tax expense was $527 million for the year ended December 31, 2025, which represents an increase of $89 million compared to the year ended December 31, 2024. The increase in income tax expense was predominantly driven by the impairment of deferred tax assets during the year.

Net Loss Attributable to Preferred Share Redeemable Non-Controlling Interest

BAM recognizes carried interest income and associated carried interest allocation expense on mature funds within our consolidated statements of operations on a gross basis. As the net carried interest generated on mature funds is attributable to BN, the net income or loss attributable to BN via the preferred shares primarily represents the change in carried interest, net of carried interest allocation expense and taxes on mature funds owing to BN.

Net loss attributable to preferred redeemable non-controlling interest was $480 million for the year ended December 31, 2025 primarily due to lower valuations in certain mature real estate funds.

Net Income Attributable to Non-Controlling Interest of Consolidated Entities

Net income attributable to non-controlling interest of consolidated entities was $369 million for the year ended December 31, 2025. BAM recognizes carried interest allocations on new funds within our consolidated statements of operations on a gross basis. On new funds, 33.3% of carried interest allocations are attributable to BN. This balance is primarily the carried interest generated on new funds that is attributable to BN and fluctuates depending on the carried interest generated on new funds during the year.

Net Income Attributable to Non-Controlling Interest of Consolidated Funds

For income earned by certain funds in which BAM holds a sufficient interest to require the consolidation of the funds, a portion of the income earned is attributable to other parties invested in the funds. Net income attributable to non-controlling interest of consolidated funds was $24 million for the year ended December 31, 2025.

Balance Sheet Analysis

Consolidated Balance Sheets

The following table presents the consolidated balance sheets of BAM as at December 31, 2025 and 2024:


AS AT DECEMBER 31, (MILLIONS, EXCEPT SHARE AMOUNTS)	2025		2024
Assets
Cash and cash equivalents	$	1,583	$	404
Accounts receivable and other, net	333		483
Financial assets	417		231
Due from affiliates	3,280		2,500
Investments	9,795		9,113
Investments held for sale	—		242
Investments of consolidated funds	505		251
Property, plant and equipment, net	92		58
Intangible assets, net	234		38
Goodwill	236		251
Deferred income tax assets	572		586
Total assets	$	17,047	$	14,157

Liabilities
Accounts payable and other, net	$	2,459	$	1,349
Financial liabilities	449		228
Due to affiliates	720		1,092
Corporate borrowings	2,478		—
Borrowings of consolidated funds	462		251
Deferred income tax liabilities	169		46
Total liabilities	6,737		2,966

Commitments and contingencies

Preferred shares redeemable non-controlling interest	1,398		2,103

Equity
Common Stock:
Class A, no par value, unlimited authorized, 1,637,942,656 (December 31, 2024 - 1,637,156,992) issued and 1,608,492,642 (December 31, 2024 - 1,614,238,281) outstanding as at December 31, 2025	9,153		9,017
Class A held in treasury, no par value, 29,450,014 (December 31, 2024 - 22,918,711) shares as at December 31, 2025	(526)		(91)
Class B, no par value, unlimited authorized, 21,280 (December 31, 2024 - 21,280) issued, and outstanding as at December 31, 2025	—		—
Additional paid-in capital	154		152
Retained deficit	(851)		(488)
Accumulated other comprehensive income	188		162

Non-controlling interest in consolidated entities	773		336
Non-controlling interest in consolidated funds	21		—
Total equity	8,912		9,088
Total liabilities, redeemable non-controlling interest and equity	$	17,047	$	14,157

As at December 31, 2025 and 2024

Assets

Total assets were $17.0 billion as at December 31, 2025, an increase of $2.9 billion or 20% compared to December 31, 2024.

Cash and Cash Equivalents

Cash and cash equivalents were $1.6 billion as at December 31, 2025, an increase of $1.2 billion from December 31, 2024. This was largely driven by cash inflows of $2.5 billion from BAM's senior note offerings during the year. The increase was partially offset by cash outflows of approximately $555 million due to investments made in Oaktree, Concora, Primary Wave, Angel Oak and warehoused investments made by BAM to support its various strategies. Share repurchases made during the year resulted in a further decrease of $412 million in cash and cash equivalents.

Accounts Receivable and Other, Net

Accounts receivable and other, net of $333 million primarily consists of receivables from third parties and prepaid expenses. The decrease of $150 million from December 31, 2024 was largely driven by the timing of collections.

Financial Assets

Financial assets of $417 million primarily consists of call options to acquire additional interests in Primary Wave, Castlelake, LCM and Angel Oak in the future and financial instruments associated with various other investments. The increase of $186 million from December 31, 2024 was largely driven by mark-to-market valuation increases on certain call options.

Due from Affiliates

Due from affiliates of $3.3 billion primarily relates to management fees earned but not collected from our managed funds, receivables for expenses paid on behalf of certain of our funds, as well as reimbursements due from BN for long-term compensation awards. The movement of $780 million from December 31, 2024 reflects additional receivables owing from BN associated with existing share-based compensation and carried interest compensation awards upon the completion of the 2025 Arrangement.

Investments

Investments are mainly comprised of our:

•approximate 74% economic interest in Oaktree of $4.7 billion (2024 – $4.6 billion);

•limited partnership interest in BSREP III of $700 million (2024 - $1.0 billion);

•economic interest in Castlelake of $720 million (2024 – $538 million);

•accumulated unrealized carried interest in our mature and new funds of $197 million (2024 - $931 million) and $1.6 billion (2024 - $693 million), respectively;

•approximate 11% economic interest in Pretium of $330 million (2024 - $351 million);

•44% economic interest in Primary Wave of $261 million (2024 – $147 million);

•49.9% economic interest in LCM of $221 million (2024 – $186 million);

•51.3% economic interest in Angel Oak of $133 million (2024 - $nil); and

•limited partner interests in funds of $368 million (2024 - $29 million) including Pinegrove Fund (2025 – $230 million; 2024 – $25 million), BPE (2025 – $92 million; 2024 - $nil), BGTF II (2025 - $36 million; 2024 - $nil);

The investment in BSREP III and carried interest generated on mature funds are fully attributable to BN through their preferred shares redeemable non-controlling interest and does not impact net income attributable to common stockholders. Accrued carried interest in new funds, including current funds and open-ended funds, as defined therein, is attributed to BN at 33.3%. The remaining accrued carried interest in new funds, net of associated compensation is attributable to common stockholders.

During the year, net investment increases of $682 million were primarily due to investments made by BAM during the year in Castlelake's acquisition of Concora ($197 million), Pinegrove Fund ($172 million), Angel Oak ($149 million), and Primary Wave ($84 million). In addition, investments also increased due to changes in value of accumulated unrealized carried interest on new funds ($943 million), partially offset by a decrease in accumulated unrealized carried interest on mature funds ($734 million).

Investments Held for Sale

Investments held for sale was $nil at December 31, 2025. The decrease of $242 million compared to December 31, 2024 was a result of BAM's disposition of its interest in Redwood Evergreen Fund LP for approximately $257 million during the year ended December 31, 2025.

Investments of Consolidated Funds

Investments of consolidated funds represents investments held in BSI II in which BAM holds a sufficient interest to require the consolidation of the fund. Investments in BSI II are measured at fair value. The increase of $254 million compared to December 31, 2024 was driven by additional investments made by BSI II.

Intangible assets, net

Intangible assets, net was $234 million as at December 31, 2025 and was recognized upon the completion of the 2025 Arrangement.

Liabilities

Total liabilities were $6.7 billion as at December 31, 2025, an increase of $3.8 billion or 127% compared to December 31, 2024.

Accounts Payable and Other, Net

Accounts payable and other, net primarily consists of accrued bonus compensation, performance and cash-settled share-based compensation. The increase of $1.1 billion compared to December 31, 2024 reflects additional existing cash-settled awards recognized upon the completion of the 2025 Arrangement.

Financial Liabilities

Financial liabilities of $449 million primarily consists of contingent consideration associated with our investment in Castlelake and the mark-to-market of derivatives associated with put options on certain of our other partner managers. The increase of $221 million compared to December 31, 2024 predominantly reflects the change in value of the Castlelake options during the year.

Due to Affiliates

Due to affiliates of $720 million reflects amounts payable to related parties for share and cash-based compensation, as well as for services received in the normal course of business including operating expenses payable. The decrease of $372 million or 34% relative to December 31, 2024 was due to the elimination of certain amounts owing as a result of the 2025 Arrangement and payments made on certain amounts payable to related parties.

Corporate Borrowings

Corporate borrowings increased by $2.5 billion as a result of BAM's senior note offerings during the year ended December 31, 2025.

Borrowings of Consolidated Funds

Borrowings of consolidated funds represents borrowings used to finance investments within BSI II where BAM is required to consolidate the fund due to our economic interest. These increased borrowings of $211 million compared to December 31, 2024 was driven by borrowings made by BSI II to fund additional investments.

Preferred Shares Redeemable Non-Controlling Interest

BAM recognizes carried interest generated and associated carried interest allocation expense on mature funds within our consolidated statements of operations. As the net carried interest generated on mature funds is all attributable to BN, this balance primarily represents the accumulated unrealized carried interest, net of carried interest allocation expense and taxes on mature funds owing to BN.

Preferred shares redeemable non-controlling interest was $1.4 billion as at December 31, 2025, a decrease of $705 million compared to $2.1 billion as at December 31, 2024. This movement was due to a decrease in unrealized carried interest on mature real estate flagship funds, as well as settlements of amounts owed to BN during the year ended December 31, 2025.

Non-Controlling Interest in Consolidated Entities

Non-controlling interest in consolidated entities was $773 million as at December 31, 2025, an increase of $437 million compared to $336 million as at December 31, 2024. This increase was primarily due to carried interest generated across the latest vintages of our flagship funds of which 33.33% is owed to BN, non-controlling interests associated with our equity-settled share-based compensation and other non-controlling interests associated with various entities within BAM.

Cash Flow Statement Analysis

Review of Consolidated Statements of Cash Flows

Refer to the following table that summarizes the consolidated statements of cash flows for BAM for the years ended December 31, 2025, 2024 and 2023:



FOR THE YEARS ENDED DECEMBER 31, (MILLIONS)	2025		2024		2023
Operating activities	$	2,101	$	1,612	$	1,439
Investing activities	(339)		(1,744)		(475)
Financing activities	(590)		(2,119)		(1,842)
Change in cash and cash equivalents	$	1,172	$	(2,251)	$	(878)

This statement reflects activities within our consolidated operations and therefore excludes activities within non-consolidated entities.

For the years ended December 31, 2025 and 2024

Operating Activities

During the year ended December 31, 2025, the Company's operating activities generated cash inflows of $2.1 billion, compared to cash inflows of $1.6 billion in the prior year. Cash flows from operating activities primarily include the receipt of base management and advisory fees, incentive fees, realized carried interest, and interest and dividend revenue, offset by the payment of operating expenses incurred in the normal course of business, including compensation, operating and general and administrative expenses, and income tax payments.

Investing Activities

Net cash outflows from investing activities totaled $339 million, compared to outflows of $1.7 billion in the prior year. Net outflows of $339 million during the year ended December 31, 2025 were primarily attributable to approximately $1.0 billion of investments, including BAM's participation in Castlelake's acquisition of Concora, our step-up in ownership of Oaktree and Primary Wave, and an investment in Angel Oak. These outflows were partially offset by $619 million of proceeds from investment dispositions and distributions received from certain investments. The $1.7 billion net cash outflows in the prior year were largely attributable to $1.9 billion of investments related to Castlelake, Pretium, Redwood Evergreen Fund LP and GEMS Education.

Financing Activities

Net cash outflows from financing activities totaled $590 million, compared to outflows of $2.1 billion in the prior year. Net cash outflows of $590 million during the year ended December 31, 2025 were primarily attributable to $2.8 billion (2024 - $2.5 billion) of dividend distributions and $412 million of share repurchases, which was partially offset by $2.5 billion of senior note issuances during the year.

Key Financial and Operating Measures

BAM prepares its financial statements in conformity with U.S. GAAP. This report discloses a number of non-GAAP financial and supplemental financial measures which are utilized in monitoring our asset management business, including for performance measurement, capital allocation and valuation purposes. BAM believes that providing these performance measures is helpful to investors in assessing the overall performance of our asset management business. These non-GAAP financial measures should not be considered as the sole measure of BAM’s performance and should not be considered in isolation from, or as a substitute for, similar financial measures calculated in conformity with U.S. GAAP financial measures. These non-GAAP financial measures are not standardized financial measures and may not be comparable to similar financial measures used by other issuers. The financial results of BAM includes the asset management activities of Oaktree, an equity accounted affiliate, in its key financial and operating measures for our asset management business. See “Part II—Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations—Reconciliation of U.S. GAAP to Non-GAAP Measures”, in this report.

Non-GAAP Measures Utilized by BAM

Fee Revenues

Fee Revenues is a key metric analyzed by management to determine the growth in recurring cash flows from our asset management business. Fee Revenues include base management fees, incentive distributions, performance fees and transaction fees. Fee Revenues exclude carried interest and revenues of consolidated funds, but include Fee Revenues earned by Oaktree. The most directly comparable measure of Fee Revenues disclosed in the financial statements is base management and advisory fees. See “Part II—Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations—Reconciliation of U.S. GAAP to Non-GAAP Measures” for our reconciliation of Fee Revenues.

Fee-Related Earnings

Fee-Related Earnings is used to provide additional insight into the operating profitability of our asset management activities. Fee-Related Earnings are recurring in nature and not based on future realization events. Fee-Related Earnings is comprised of Fee Revenues less direct costs associated with earning those fees, which include employee compensation and professional fees as well as business related technology costs, and other shared services costs. Fee-Related Earnings exclude revenues and expenses of consolidated funds. The most directly comparable measure of Fee-Related Earnings disclosed in the primary financial statements is net income. See “Part II—Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations—Reconciliation of U.S. GAAP to Non-GAAP Measures” for our reconciliation of Fee-Related Earnings.

Distributable Earnings

BAM intends to pay out at least approximately 90% of its Distributable Earnings to shareholders quarterly and reinvest the balance back into the business.

Distributable Earnings provides insight into earnings that are available for distribution or to be reinvested by BAM. It is calculated as the sum of its Fee-Related Earnings, realized carried interest, returns from our corporate cash and financial assets, interest expense, cash taxes, and general and administrative expenses excluding equity-based compensation expenses. The most directly comparable measure disclosed in the primary financial statements of our asset management business for Distributable Earnings is net income. See “Part II—Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations—Reconciliation of U.S. GAAP to Non-GAAP Measures” for our reconciliation of Distributable Earnings.

Supplemental Financial Measures Utilized by BAM

Assets Under Management

AUM refers to the total fair value of assets managed, calculated as follows:

•Investments that Brookfield, which includes BAM, BN, or their affiliates, either:

◦Consolidates for accounting purposes (generally, investments in respect of which Brookfield has a significant economic interest and unilaterally directs day-to-day operating, investing and financing activities), or

◦Does not consolidate for accounting purposes but over which Brookfield has significant influence by virtue of one or more attributes (e.g., being the largest investor in the investment, having the largest representation on the investment’s governance body, being the primary manager and/or operator of the investment, and/or having other significant influence attributes),

◦Are calculated at 100% of the total fair value of the investment taking into account its full capital structure — equity and debt — on a gross asset value basis, even if Brookfield does not own 100% of the investment, with the exception of investments held through our perpetual funds, which are calculated at its proportionate economic share of the investment’s NAV.

•All other investments are calculated at Brookfield’s proportionate economic share of the total fair value of the investment taking into account its full capital structure — equity and debt — on a gross asset value basis.

Our methodology for determining AUM differs from the methodology that is employed by other alternative asset managers as well as the methodology for calculating regulatory AUM that is prescribed for certain regulatory filings (e.g., Form ADV and Form PF).

Fee-Bearing Capital

Fee-Bearing Capital represents the capital committed, pledged, or invested in our perpetual affiliates, private funds and liquid strategies that we manage which entitles us to earn Fee Revenues. Fee-Bearing Capital includes both called (“invested”) and uncalled (“pledged” or “committed”) amounts.

When reconciling period amounts, we utilize the following definitions:

•Inflows include capital commitments and contributions to our private and liquid strategies funds, and capital issuances in our perpetual affiliates.

•Outflows represent distributions and redemptions of capital from liquid and perpetual capital.

•Distributions represent quarterly distributions from perpetual affiliates as well as returns of committed capital (excluding market valuation adjustments), redemptions and expiry of uncalled commitments within our private funds.

•Market valuation includes gains (losses) on portfolio investments, perpetual affiliates and liquid strategies based on market prices.

•Other includes changes in net non-recourse leverage included in the determination of the permanent capital vehicle capitalizations and the impact of foreign exchange fluctuations on non-U.S. dollar commitments.

Uncalled Fund Commitments

Total Uncalled Fund Commitments includes capital callable from fund investors, including funds outside of their investment period, for which capital is callable for follow-on investments.

Fee-Bearing Capital Diversification

AS AT DEC 31 (BILLIONS)

Long-term Private Funds

As of December 31, 2025, we managed approximately $285 billion of Fee-Bearing Capital across a diverse range of long-term private funds that target opportunistic (20%+, gross), value-add (15%-16%, gross), core and core plus (9%-13%, gross) returns. These funds are generally closed-end and have a long duration, typically committed for 10 years with 2 one-year extension options.

On these products, we earn:

•Diversified and long-term base management fees, typically on committed capital or invested capital, depending on the nature of the fund and where the fund is in its life,

•Transaction and advisory fees on co-investment capital that we raise and deploy alongside our long-term private funds, which vary based on transaction agreements, and

•Carried interest or performance fees, which entitle us to a portion of overall fund profits, provided that investors receive a minimum prescribed preferred return. Carried interest is typically paid towards the end of the life of a fund after capital has been returned to investors and may be subject to “clawback” until all investments have been monetized and minimum investment returns are sufficiently assured. BN is entitled to receive 33.3% of the carried interest on new sponsored funds of BAM and will retain all of the carried interest earned on our existing mature funds.

Permanent Capital and Perpetual Strategies

As of December 31, 2025, we managed approximately $241 billion of Fee-Bearing Capital across our permanent capital vehicles, perpetual core, and core plus private funds.

On these products, we earn:

•Long-term perpetual base management fees, which are based on the market capitalization or NAV of our permanent capital vehicles and on the NAV of our perpetual private funds.

•Stable incentive distribution fees from BEP and BIP, which are linked to the growth in cash distributions paid to investors above a predetermined hurdle. Both BEP and BIP have a long-standing track record of growing distributions annually within their target range of 5-9%.

•Performance fees from BBU are based on unit price performance above a prescribed high watermark price, which are not subject to clawback, as well as carried interest on our perpetual private funds.

Liquid Strategies

As of December 31, 2025, we managed approximately $77 billion of Fee-Bearing Capital across our liquid strategies, which included capital that we manage on behalf of our publicly listed funds and separately managed accounts, with a focus on fixed income and equity securities across real estate, infrastructure, and natural resources.

On these products, we earn:

•Base management fees, which are based on committed capital or fund NAV, and

•Performance income based on investment returns above a minimum prescribed return.

Analysis of Key Non-GAAP Financial and Operating Measures

The following section contains a discussion and analysis of key financial and operating measures utilized in managing our business, including for performance measurement, capital allocation, and valuation purposes. For further detail on our non-GAAP and performance measures, please refer to “Part II—Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations—Key Financial and Operating Measures”, in this report.

Fee-Bearing Capital

The following tables summarize Fee-Bearing Capital as at December 31, 2025, 2024 and 2023:


AS AT (MILLIONS)	Long-term private funds		Permanent capital and perpetual strategies		Liquid strategies		Total
Infrastructure	$	47,950	$	58,448	$	—	$	106,398
Renewable power and transition	39,068		28,177		—		67,245
Private equity	38,859		9,147		—		48,006
Real estate	72,045		29,637		—		101,682
Credit	86,892		115,103		77,388		279,383
December 31, 2025	$	284,814	$	240,512	$	77,388	$	602,714


AS AT (MILLIONS)	Long-term private funds		Permanent capital and perpetual strategies		Liquid strategies		Total
Infrastructure	$	45,738	$	51,312	$	—	$	97,050
Renewable power and transition	34,813		23,044		—		57,857
Private equity	37,123		8,067		—		45,190
Real estate	69,689		23,940		—		93,629
Credit	74,697		102,193		67,925		244,815
December 31, 2024	$	262,060	$	208,556	$	67,925	$	538,541


AS AT (MILLIONS)	Long-term private funds		Permanent capital and perpetual strategies		Liquid strategies		Total
Infrastructure	$	47,345	$	47,290	$	—	$	94,635
Renewable power and transition	29,663		22,700		—		52,363
Private equity	33,249		5,600		—		38,849
Real estate	66,038		27,406		—		93,444
Credit	69,046		45,723		62,938		177,707
December 31, 2023	$	245,341	$	148,719	$	62,938	$	456,998

The changes in Fee-Bearing Capital are set out in the following tables for the years ended December 31, 2025, 2024 and 2023:


AS AT AND FOR THE YEAR ENDED (MILLIONS)	Infrastructure		Renewable power and transition		Private equity		Real estate		Credit		Total
December 31, 2024	$	97,050	$	57,857	$	45,190	$	93,629	$	244,815	$	538,541
Inflows	5,888		10,394		5,302		16,234		53,026		90,844
Outflows	—		—		—		(242)		(21,918)		(22,160)
Distributions	(4,395)		(3,453)		(1,116)		(6,721)		(11,129)		(26,814)
Market valuation	6,083		5,495		2,004		(84)		11,269		24,767
Other	1,772		(3,048)		(3,374)		(1,134)		3,320		(2,464)
Change	9,348		9,388		2,816		8,053		34,568		64,173
December 31, 2025	$	106,398	$	67,245	$	48,006	$	101,682	$	279,383	$	602,714


AS AT AND FOR THE YEAR ENDED (MILLIONS)	Infrastructure		Renewable power and transition		Private equity		Real estate		Credit		Total
December 31, 2023	$	94,635	$	52,363	$	38,849	$	93,444	$	177,707	$	456,998
Inflows	5,313		8,670		3,714		9,074		102,211		128,982
Outflows	(11)		—		—		(481)		(27,396)		(27,888)
Distributions	(2,378)		(1,594)		(1,302)		(4,054)		(8,700)		(18,028)
Market valuation	3,669		(704)		1,610		(2,169)		6,074		8,480
Other	(4,178)		(878)		2,319		(2,185)		(5,081)		(10,003)
Change	2,415		5,494		6,341		185		67,108		81,543
December 31, 2024	$	97,050	$	57,857	$	45,190	$	93,629	$	244,815	$	538,541


AS AT AND FOR THE YEAR ENDED (MILLIONS)	Infrastructure		Renewable power and transition		Private equity		Real estate		Credit		Total
December 31, 2022	$	82,752	$	46,412	$	39,316	$	95,633	$	153,750	$	417,863
Inflows	12,523		5,612		4,424		10,168		40,455		73,182
Outflows	(6)		—		—		(127)		(20,228)		(20,361)
Distributions	(2,929)		(1,442)		(1,201)		(4,690)		(5,989)		(16,251)
Market valuation	2,241		1,757		(816)		(2,841)		7,703		8,044
Other	54		24		(2,874)		(4,699)		2,016		(5,479)
Change	11,883		5,951		(467)		(2,189)		23,957		39,135
December 31, 2023	$	94,635	$	52,363	$	38,849	$	93,444	$	177,707	$	456,998

For the year ended December 31, 2025

Fee-Bearing Capital was $603 billion as at December 31, 2025 compared to $539 billion as at December 31, 2024, representing a net increase of $64.2 billion, or 12%:

•Inflows of $90.8 billion include capital commitments and contributions to our long-term private funds and liquid strategies, and issuances from our perpetual affiliates. During the year ended December 31, 2025, infrastructure inflows of $5.9 billion were predominantly attributable to fundraising from our co-investment vehicles and perpetual strategies as well as the issuance of debt from BIP. Renewable power and transition inflows of $10.4 billion were primarily attributable to closes on the second vintage of our flagship global transition fund and our catalytic transition fund, inflows from other long-term private funds and perpetual strategies, and the issuance of debt from BEP. Private equity inflows of $5.3 billion were driven by new commitments to our co-investment vehicles as well as fundraising from complementary strategies and other long-term private funds. Real estate inflows of $16.2 billion were attributable to capital deployment and fundraising from our real estate flagship funds including co-invest capital as well as opportunistic debt repayment within our permanent real estate vehicle. Credit inflows of $53.0 billion were primarily driven by insurance capital inflows from BWS, fundraising and capital deployed across long-term, perpetual, and liquid strategies, and fundraising associated with our partner managers.

•Outflows represent distributions and redemptions of capital from liquid and perpetual strategies. During the year ended December 31, 2025, outflows of $22.2 billion were predominantly driven by outflows of related to BWS insurance capital as well as redemptions within certain of our liquid and perpetual strategies.

•Distributions represent quarterly distributions from our perpetual affiliates as well as returns of committed capital and redemptions and expiry of uncalled commitments within our private funds. During the year ended December 31, 2025, distributions of $26.8 billion were driven by $8.9 billion from Oaktree long-term private funds, $6.3 billion from infrastructure, private equity, and real estate flagship funds, $4.7 billion from our listed affiliates and BPG, $2.6 billion attributable to partner managers, and the remainder attributable to certain complementary strategies as well as various earlier vintages of our long-term private funds.

•Market valuation includes gains (losses) on portfolio investments, perpetual affiliates and liquid strategies based on market prices. During the year ended December 31, 2025, increases of $24.8 billion were driven by $12.0 billion as a result of higher market prices of BEP, BIP, and BBU, $10.0 billion attributable to liquid and perpetual credit strategies, $2.2 billion attributable to certain credit long-term private funds, and $1.3 billion attributable to perpetual infrastructure strategies.

•Other includes $2.5 billion of changes in net recourse leverage included in the determination of the permanent capital vehicle capitalizations and the impact of foreign exchange fluctuations on non-U.S. dollar commitments. Private equity movements of $3.4 billion primarily relate to lower valuations within earlier vintages of our flagship funds and co-investment vehicles and debt repayment by BBU. Credit movements of $3.3 billion were primarily attributable to the addition of Angel Oak partially offset by changes in fee-basis associated with certain perpetual and long-term private fund vehicles. Renewable power and transition changes of $3.0 billion were as a result of a one-time rebalancing of Fee-Bearing Capital between infrastructure and renewable power and transition strategies based on investment mix as well as debt repayment by BEP. Infrastructure increases of $1.8 billion were driven by a rebalancing of Fee-Bearing Capital between infrastructure and renewable power and transition based on investment mix. Real estate changes of $1.1 billion primarily related to lower valuations within an earlier vintage flagship fund. The impact of foreign exchange contributed to certain movements of Fee-Bearing Capital within long-term private funds across the business.

Distributable Earnings



FOR THE YEARS ENDED DECEMBER 31, (MILLIONS)	2025		2024		2023
Base management fees1	$	4,896	$	4,233	$	3,956
Incentive distributions	466		424		378
Performance fees	95		—		—
Transaction and advisory fees	30		49		47
Fee Revenues	5,487		4,706		4,381
Less: direct costs1,2	(2,410)		(2,136)		(2,014)
	3,077		2,570		2,367
Less: Fee-Related Earnings not attributable to BAM	(82)		(114)		(126)
Fee-Related Earnings3	$	2,995	$	2,456	$	2,241
Cash taxes	(377)		(301)		(196)
Add back: equity-based compensation costs4	44		38		39
Add back: Investment and other income (net of interest expense)5	33		170		160
Distributable Earnings	$	2,695	$	2,363	$	2,244

1.Base management fees and direct costs are presented on a 100% basis for BAM and BAM's investment in Oaktree.

2.Direct costs include compensation expense, other operating expenses and general, administrative, and other expenses, and related Oaktree direct costs at 100%.

3.Fee-Related Earnings include Oaktree’s Fee-Related Earnings at our approximate 74% ownership interest (December 31, 2024 – 73%).

4.This adjustment adds back equity-based compensation costs.

5.This adjustment adds back other income associated with our portion of partly owned subsidiaries’ investment income, realized carried interest, interest income and interest expense.

For the year ended December 31, 2025

Fee Revenues for the year ended December 31, 2025 were $5.5 billion, an increase of $781 million or 17% compared to the prior year. This increase was predominantly due to an increase in base management fees of $663 million or 16%, driven by $123 million of incremental fee revenue from the fifth vintage of our flagship real estate fund and $114 million from the second vintage of our flagship global transition fund. Additionally, $235 million of incremental Fee Revenues were primarily as a result of earnings from partner manager acquisitions during the year which are not reflected in the comparative year. BAM also realized additional fees of $174 million from fundraising and growth across our private funds and complementary strategies and $48 million of higher Fee Revenues from our listed affiliates as a result of higher share prices of BIP, BEP, and BBU as well as a higher NAV of BPG. In addition, we recognized incremental fee revenue of $55 million from BWS due to the AEL Mandate. These increases were partially offset by $86 million in lower fees from certain credit strategies and earlier vintages of flagship funds due to distributions made to clients during the year.

Incentive distributions increased by $42 million or 10% as a result of an increase in BEP and BIP's quarterly dividend over the prior year of 5% and 6%, respectively.

Performance fees of $95 million for the year were earned from BBU as BBU's share price surpassed its high watermark threshold above which a performance fee based on $31.53 is earned by BAM. This increase in the share price set a go forward high watermark of $33.81 per unit. BBU's high watermark threshold was not reached in 2024, thus no performance fees were earned in the prior year.

Transaction and advisory fees also decreased by $19 million as the prior year reflected higher fees from our renewable power and transition, and private equity strategies offset by higher transaction revenues from infrastructure in the current year.

Direct costs increased by $274 million or 13% from the prior year as we continue to scale our business.

Fee-Related Earnings not attributable to BAM decreased by $32 million due to lower Fee-Related Earnings from Oaktree.

Distributable Earnings were $2.7 billion for the year ended December 31, 2025, an increase of $332 million or 14% compared to the prior year. The increase was primarily driven by $539 million of higher Fee-Related Earnings, partially offset by $137 million of lower investment income primarily due to higher interest expense as a result of our corporate debt as well as lower interest income earned on our cash deposit with BN, and $76 million of higher cash taxes on Fee-Related Earnings.

Investment Strategy Results

In each of our product categories, we invest globally in various investment strategies, each benefiting from strong secular tailwinds that provide an expanding multi-trillion dollar investable universe. Our investment strategies are (a) infrastructure, (b) renewable power and transition, (c) private equity, (d) real estate, and (e) credit.

The following tables summarize Fee-Bearing Capital and Fee Revenues by investment strategy:

Fee-Bearing Capital


AS AT DECEMBER 31, (MILLIONS)	2025		2024		2023
Infrastructure	$	106,398	$	97,050	$	94,635
Renewable power and transition	67,245		57,857		52,363
Private equity	48,006		45,190		38,849
Real estate	101,682		93,629		93,444
Credit	279,383		244,815		177,707
Total Fee-Bearing Capital	$	602,714	$	538,541	$	456,998

Fee Revenues



FOR THE YEARS ENDED DECEMBER 31, (MILLIONS)	2025		2024		2023
Infrastructure	$	1,287	$	1,202	$	1,216
Renewable power and transition	828		642		595
Private equity	556		470		475
Real estate	1,090		968		920
Credit	1,726		1,424		1,175
Total Fee Revenues	$	5,487	$	4,706	$	4,381

Infrastructure

Summary of Key Financial and Operating Measures

The following charts provide the Fee-Bearing Capital of our Infrastructure investment strategy as at December 31, 2025, 2024 and 2023, and Fee Revenues for the years ended December 31, 2025, 2024 and 2023.

Fee-Bearing Capital Fee Revenues

AS AT DEC 31 (BILLIONS) FOR THE YEARS ENDED DEC 31 (MILLIONS)

The following provides explanations of significant movements in Fee-Bearing Capital for the years then ended.

Fee-Bearing Capital


AS AT DECEMBER 31, (MILLIONS)	2025		2024		2023
Long-term private funds	$	47,950	$	45,738	$	47,345
Permanent capital and perpetual strategies	58,448		51,312		47,290
Total Fee-Bearing Capital	$	106,398	$	97,050	$	94,635



FOR THE YEARS ENDED DECEMBER 31, (MILLIONS)	2025		2024		2023
Balance, beginning	$	97,050	$	94,635	$	82,752
Inflows	5,888		5,313		12,523
Outflows	—		(11)		(6)
Distributions	(4,395)		(2,378)		(2,929)
Market valuation	6,083		3,669		2,241
Other	1,772		(4,178)		54
Change	9,348		2,415		11,883
Balance, ending	$	106,398	$	97,050	$	94,635

For the year ended December 31, 2025

During the year ended December 31, 2025, Fee-Bearing Capital increased by $9.3 billion or 10% to $106 billion. The $5.9 billion of inflows were primarily driven by perpetual strategies of $2.9 billion, long-term private funds of $2.2 billion, and debt and equity issuances from BIP of $730 million. In addition, Fee-Bearing Capital increased by $4.7 billion from a higher market capitalization of BIP due to increases in its share price and $1.3 billion of favorable market valuations associated with certain perpetual strategies. Other increases of $1.8 billion predominantly related to the rebalancing of Fee-Bearing Capital between infrastructure and renewable power and transition within the latest vintage of our infrastructure flagship fund based on investment mix. These increases were partially offset by distributions of $4.4 billion paid to investors in our long-term private funds and perpetual strategies as well as BIP unitholders.

Fee Revenues



FOR THE YEARS ENDED DECEMBER 31, (MILLIONS)	2025		2024		2023
Management and advisory fees
Long-term private funds
Flagship funds	$	364	$	369	$	371
Co-investment and other funds	1		6		18
	365		375		389
Perpetual strategies
BIP1	414		393		401
Co-investment and other funds	172		133		99
	586		526		500
Catch-up fees	—		1		37
Transaction and advisory fees	16		5		24
Total management and advisory fees	967		907		950
Incentive distributions2	320		295		266
Total Fee Revenues	$	1,287	$	1,202	$	1,216

1.BIP Fee-Bearing Capital as at December 31, 2025 is $35.1 billion (December 31, 2024 – $31.9 billion) and includes $5.4 billion of net debt (December 31, 2024 - $4.9 billion).

2.Consists solely of incentive distributions earned from BIP.

For the year ended December 31, 2025

Fee Revenues increased by $85 million or 7% for the year ended December 31, 2025 relative to the year ended December 31, 2024. The increase was primarily driven by $39 million of higher Fee Revenues due to capital raised and deployed from certain perpetual strategies and $21 million related to BIP as a result of a higher share price during the year. In addition, Fee Revenues benefited from $11 million of higher transaction and advisory fees associated with our flagship infrastructure funds and an increase in incentive distributions of $25 million due to a 6% increase in BIP's quarterly dividend. These increases were partially offset by a $10 million decrease in Fee Revenues as the prior year reflected higher fees from earlier vintages of flagship funds and complementary strategies.

Segment Earnings



FOR THE YEARS ENDED DECEMBER 31, (MILLIONS)	2025		2024		2023
Segment Revenues	$	967	$	907	$	950
Segment Expenses
Compensation and benefits	(255)		(235)		(223)
Other operating expenses	(92)		(71)		(73)
Segment Earnings	$	620	$	601	$	654

For the year ended December 31, 2025

Segment Earnings increased by $19 million for the year ended December 31, 2025 relative to the year ended December 31, 2024. The increase in Segment Earnings was primarily due to higher Segment Revenues driven by BIP due to a higher share price during the year and our complementary perpetual strategies, partially offset by higher Segment Expenses as we continue to scale our business.

Renewable Power and Transition

Summary of Key Financial and Operating Measures

The following charts provide the Fee-Bearing Capital of our Renewable Power and Transition investment strategy as at December 31, 2025, 2024 and 2023, and Fee Revenues for the years ended December 31, 2025, 2024 and 2023.

Fee-Bearing Capital Fee Revenues

AS AT DEC 31 (BILLIONS) FOR THE YEARS ENDED DEC 31 (MILLIONS)

The following provides explanations of significant movements in Fee-Bearing Capital for the years then ended.

Fee-Bearing Capital


AS AT DECEMBER 31, (MILLIONS)	2025		2024		2023
Long-term private funds	$	39,068	$	34,813	$	29,663
Permanent capital and perpetual strategies	28,177		23,044		22,700
Total Fee-Bearing Capital	$	67,245	$	57,857	$	52,363



FOR THE YEARS ENDED DECEMBER 31, (MILLIONS)	2025		2024		2023
Balance, beginning	$	57,857	$	52,363	$	46,412
Inflows	10,394		8,670		5,612
Outflows	—		—		—
Distributions	(3,453)		(1,594)		(1,442)
Market valuation	5,495		(704)		1,757
Other	(3,048)		(878)		24
Change	9,388		5,494		5,951
Balance, ending	$	67,245	$	57,857	$	52,363

For the year ended December 31, 2025

During the year ended December 31, 2025, Fee-Bearing Capital increased by $9.4 billion or 16% to $67 billion. This increase was predominantly driven by $10.4 billion of inflows of which $5.4 billion was from the final closes within the second vintage of our flagship global transition fund, $2.1 billion of fundraising and capital deployments within our long-term as well as permanent and perpetual fund strategies, and $1.8 billion from fundraising for our catalytic transition fund. In addition, Fee-Bearing Capital increased by $5.5 billion predominantly from a higher market capitalization of BEP due to an increase in its share price during the year. These increases were partially offset by $3.5 billion of distributions to BEP's unitholders and investors in our long-term private funds and perpetual strategies. Movement of $3.0 billion in other was predominantly due to a rebalancing of Fee-Bearing Capital between infrastructure and renewable power and transition within the latest vintage of our infrastructure flagship fund based on investment mix as well as debt repayment by BEP.

Fee Revenues



FOR THE YEARS ENDED DECEMBER 31, (MILLIONS)	2025		2024		2023
Management and advisory fees
Long-term private funds
Flagship funds	$	330	$	259	$	239
Co-investment and other funds	39		2		11
	369		261		250
Perpetual strategies
BEP1	222		204		205
Co-investment and other funds	39		20		9
	261		224		214
Catch-up fees	46		9		10
Transaction and advisory fees	6		19		9
Total management and advisory fees	682		513		483
Incentive distributions2	146		129		112
Total Fee Revenues	$	828	$	642	$	595

1.BEP Fee-Bearing Capital as at December 31, 2025 is $25.8 billion (December 31, 2024 – $21.5 billion) and includes net debt of $3.7 billion (December 31, 2024 - $3.9 billion).

2.Consists solely of incentive distributions earned from BEP.

For the year ended December 31, 2025

Fee Revenues increased by $186 million for the year ended December 31, 2025 relative to the year ended December 31, 2024. Total management and advisory fees increased by $169 million anchored by long-term private funds which generated $78 million of higher fee revenues from subsequent closes of the second vintage of our flagship global transition fund and $36 million of incremental fee revenues from certain complementary strategies, partially offset by $9 million of lower fee revenues from older vintages of certain long-term private funds. In addition, our perpetual strategies earned $37 million of higher fee revenues primarily driven by an increase of $19 million from certain of our complementary strategies and $18 million of higher fee revenues from BEP as a result of a higher average market capitalization in the current year. Catch-up fees increased by $37 million as a result of subsequent closes in the second vintage of our global transition fund and catalytic transition fund, which were partially offset by $13 million of lower transaction and advisory fees in the current year. In addition, incentive distributions from BEP increased by $17 million due to a 5% increase in distributions compared to the prior year.

Segment Earnings



FOR THE YEARS ENDED DECEMBER 31, (MILLIONS)	2025		2024		2023
Segment Revenues	$	682	$	513	$	483
Segment Expenses
Compensation and benefits	(168)		(132)		(116)
Other operating expenses	(63)		(35)		(31)
Segment Earnings	$	451	$	346	$	336

For the year ended December 31, 2025

Segment Earnings increased by $105 million for the year ended December 31, 2025 relative to the year ended December 31, 2024. The increase in Segment Earnings was primarily due to higher Segment Revenues driven by additional closes of the second vintage of our flagship global transition fund and inflows from perpetual funds resulting in incremental fee revenues. In addition, increases to Segment Revenues were as a result of a higher average market capitalization of BEP in the current year. These increases were partially offset by higher Segment Expenses to support the scaling of our business.

Private Equity

Summary of Key Financial and Operating Measures

The following charts provide the Fee-Bearing Capital of our Private Equity investment strategy as at December 31, 2025, 2024 and 2023, and Fee Revenues for the years ended December 31, 2025, 2024 and 2023.

Fee-Bearing Capital Fee Revenues

AS AT DEC 31 (BILLIONS) FOR THE YEARS ENDED DEC 31 (MILLIONS)

The following provides explanations of significant movements in Fee-Bearing Capital for the periods then ended.

Fee-Bearing Capital


AS AT DECEMBER 31, (MILLIONS)	2025		2024		2023
Long-term private funds	$	38,859	$	37,123	$	33,249
Permanent capital and perpetual strategies	9,147		8,067		5,600
Total Fee-Bearing Capital	$	48,006	$	45,190	$	38,849



FOR THE YEARS ENDED DECEMBER 31, (MILLIONS)	2025		2024		2023
Balance, beginning	$	45,190	$	38,849	$	39,316
Inflows	5,302		3,714		4,424
Outflows	—		—		—
Distributions	(1,116)		(1,302)		(1,201)
Market valuation	2,004		1,610		(816)
Other	(3,374)		2,319		(2,874)
Change	2,816		6,341		(467)
Balance, ending	$	48,006	$	45,190	$	38,849

For the year ended December 31, 2025

During the year ended December 31, 2025, Fee-Bearing Capital increased by $2.8 billion or 6% to $48 billion. The increase was primarily driven by inflows of $5.3 billion associated with certain long-term private funds and co-investments made within our complementary strategies. In addition, market valuation increases of $2.0 billion were primarily driven by BBU due to a higher share price during the year. These increases were partially offset by other changes associated with write-downs from earlier vintages of our flagship funds and co-investment vehicles resulting in a decrease of $1.5 billion. In addition, changes in other included $1.8 billion from the impact of changes in fee-basis and foreign exchange on certain co-investment vehicles and lower corporate debt at BBU. Distributions of $1.1 billion were driven by our fourth flagship fund, other long-term private funds, and BBU.

Fee Revenues



FOR THE YEARS ENDED DECEMBER 31, (MILLIONS)	2025		2024		2023
Management and advisory fees
Long-term private funds
Flagship funds	$	156	$	162	$	177
Other long-term funds	192		175		174
Co-investment and other funds	9		10		10
	357		347		361
Perpetual strategies
BBU1	96		92		87

	96		92		87
Catch-up fees	—		7		16
Transaction and advisory fees	8		24		11
Total management and advisory fees	461		470		475

Performance fees2	95		—		—
Total Fee Revenues	$	556	$	470	$	475

1.BBU Fee-Bearing Capital as at December 31, 2025 was $9.1 billion (December 31, 2024 – $8.1 billion) and includes net debt of $1.3 billion (December 31, 2024 - $2.1 billion).

2.Consists solely of performance fees earned from BBU.

For the year ended December 31, 2025

Fee Revenues increased by $86 million for the year ended December 31, 2025 relative to the year ended December 31, 2024. This increase was primarily driven by performance fees of $95 million earned as a result of the share price of BBU exceeding the previous high watermark threshold, attributable to an increase in the volume weighted average unit price during the year. The high watermark threshold to earn additional performance fees as at December 31, 2025 was $33.81 per unit, reflecting the adjusted high watermark. In addition, incremental fee revenues from our complementary strategies and a higher share price of BBU contributed to $21 million of higher fee revenues. These increases were partially offset by $6 million of lower fee revenues from our earlier vintages of our flagship funds as a result of the end of the investment period. Furthermore, catch-up and transaction and advisory fees decreased by $23 million as the prior year reflected higher catch-up fees from the sixth vintage of our flagship fund and higher transaction and advisory fee revenue.

Segment Earnings



FOR THE YEARS ENDED DECEMBER 31, (MILLIONS)	2025		2024		2023
Segment Revenues	$	450	$	470	$	475
Segment Expenses
Compensation and benefits	(244)		(235)		(229)
Other	(85)		(74)		(69)
Segment Earnings	$	121	$	161	$	177

For the year ended December 31, 2025

Segment Earnings decreased by $40 million for the year ended December 31, 2025 relative to the year ended December 31, 2024. Segment Earnings were lower in the current year as Segment Revenues reflected lower management fees from flagship funds as a result of monetizations and distributions during the year as well as higher transaction and advisory fees and catch-up fees recognized in the prior year. These decreases were offset by higher Segment Revenues associated with our complementary strategies. Segment Earnings also decreased as a result of higher Segment Expenses associated with growth in the business .

Real Estate

Summary of Key Financial and Operating Measures

The following charts provide the Fee-Bearing Capital of our Real Estate investment strategy as at December 31, 2025, 2024 and 2023, and Fee Revenues for the years ended December 31, 2025, 2024 and 2023.

Fee-Bearing Capital Fee Revenues

AS AT DEC 31 (BILLIONS) FOR THE YEARS ENDED DEC 31 (MILLIONS)

The following provides explanations of significant movements in Fee-Bearing Capital for the years then ended.

Fee-Bearing Capital


AS AT DECEMBER 31, (MILLIONS)	2025		2024		2023
Long-term private funds	$	72,045	$	69,689	$	66,038
Permanent capital and perpetual strategies	29,637		23,940		27,406
Total Fee-Bearing Capital	$	101,682	$	93,629	$	93,444



FOR THE YEARS ENDED DECEMBER 31, (MILLIONS)	2025		2024		2023
Balance, beginning	$	93,629	$	93,444	$	95,633
Inflows	16,234		9,074		10,168
Outflows	(242)		(481)		(127)
Distributions	(6,721)		(4,054)		(4,690)
Market valuation	(84)		(2,169)		(2,841)
Other	(1,134)		(2,185)		(4,699)
Change	8,053		185		(2,189)
Balance, ending	$	101,682	$	93,629	$	93,444

For the year ended December 31, 2025

During the year ended December 31, 2025, Fee-Bearing Capital increased by $8.1 billion, or 9% to $102 billion. The increase was predominantly driven by $16.2 billion of inflows of which $5.6 billion was attributable to the opportunistic repayment of debt within BPG, $4.7 billion from the fifth vintage of our flagship fund, as well as $3.6 billion from co-investment capital and capital deployments across other flagship funds. In addition, $2.3 billion of inflows were attributable to certain long-term private funds and complementary strategies. These increases were partially offset by $6.7 billion of distributions from BPG, flagship funds and other long-term private funds. In addition, other changes of $1.1 billion were as a result of lower valuations within an earlier vintage flagship fund as well as the net impact of foreign exchange.

Fee Revenues



FOR THE YEARS ENDED DECEMBER 31, (MILLIONS)	2025		2024		2023
Management and advisory fees
Long-term private funds
Flagship funds	$	505	$	457	$	396
Co-investment and other funds	221		217		228
	726		674		624
Perpetual strategies
BPG1	201		195		196
Co-investment and other funds	89		74		93
	290		269		289
Catch-up fees	74		25		4



Total Fee Revenues	$	1,090	$	968	$	920

1.BPG Fee-Bearing Capital (of which BPY represents substantially all of the balance) as at December 31, 2025 is $19.0 billion (December 31, 2024 – $16.6 billion).

For the year ended December 31, 2025

During the year ended December 31, 2025, Fee Revenues increased by $122 million or 13% relative to the year ended December 31, 2024. This increase was driven by $76 million of higher Fee Revenues predominantly from the latest vintage of our flagship fund, partially offset by $24 million of lower Fee Revenues from our earlier flagship fund vintages due to realizations. In addition, Fee Revenues from BPG and other perpetual strategies increased by $21 million as a result of the aforementioned growth in Fee-Bearing Capital. Furthermore, Fee Revenues included higher catch-up fees of $49 million primarily from follow-on closes for our fifth flagship fund.

Segment Earnings



FOR THE YEARS ENDED DECEMBER 31, (MILLIONS)	2025		2024		2023
Segment Revenues	$	1,083	$	968	$	920
Segment Expenses
Compensation and benefits	(364)		(340)		(360)
Other operating expenses	(116)		(121)		(132)
Segment Earnings	$	603	$	507	$	428

For the year ended December 31, 2025

Segment Earnings increased by $96 million for the year ended December 31, 2025 relative to the year ended December 31, 2024. The increase in Segment Earnings was primarily due to higher Segment Revenues associated with subsequent closes of our fifth flagship fund, partially offset by higher Segment Expenses due to scaling of our business.

Credit

Summary of Key Financial and Operating Measures

The following charts provide the Fee-Bearing Capital of our Credit investment strategy as at December 31, 2025, 2024 and 2023, and Fee Revenues for the years ended December 31, 2025, 2024 and 2023.

Fee-Bearing Capital Fee Revenues

AS AT DEC 31 (BILLIONS) FOR THE YEARS ENDED DEC 31 (MILLIONS)

The following provides explanations of significant movements in Fee-Bearing Capital for the years then ended.

Fee-Bearing Capital


AS AT DECEMBER 31, (MILLIONS)	2025		2024		2023
Long-term private funds	$	86,892	$	74,697	$	69,046
Permanent capital and perpetual strategies	115,103		102,193		45,723
Liquid strategies	77,388		67,925		62,938
Total Fee-Bearing Capital	$	279,383	$	244,815	$	177,707



FOR THE YEARS ENDED DECEMBER 31, (MILLIONS)	2025		2024		2023
Balance, beginning	$	244,815	$	177,707	$	153,750
Inflows	53,026		102,211		40,455
Outflows	(21,918)		(27,396)		(20,228)
Distributions	(11,129)		(8,700)		(5,989)
Market valuation	11,269		6,074		7,703
Other	3,320		(5,081)		2,016
Change	34,568		67,108		23,957
Balance, ending	$	279,383	$	244,815	$	177,707

For the year ended December 31, 2025

During the year ended December 31, 2025, Fee-Bearing Capital increased by $34.6 billion or 14% to $279 billion, primarily due to $24.5 billion of capital deployed within long-term private funds as well as perpetual and liquid credit strategies, $22.5 billion of insurance capital inflows from BWS, $3.7 billion of capital raised within our partner managers, and $2.3 billion of fundraising from our real estate and infrastructure debt strategies. In addition, we recognized $11.3 billion of market valuation increases associated with our liquid and perpetual strategies as well as certain long-term private funds which further increased Fee-Bearing Capital. These increases were partially offset by $11.0 billion of redemptions within certain of our liquid and perpetual strategies and $10.9 billion of outflows associated with BWS insurance capital. In addition, distributions of $8.5 billion from our long-term private funds and complementary strategies, and $2.6 billion from our partner managers partially reduced Fee-Bearing Capital. Credit changes in other primarily related to the acquisition of Angel Oak as well as the impact of foreign exchange revaluation across perpetual and liquid strategies partially offset by changes in fee-basis associated with certain perpetual and long-term private fund vehicles.

Fee Revenues



FOR THE YEARS ENDED DECEMBER 31, (MILLIONS)	2025		2024		2023
Management and advisory fees
Long-term private funds	$	1,002	$	781	$	678
Permanent and perpetual strategies	463		400		266
Liquid strategies1	261		242		231
Transaction and advisory fees	—		1		—
Total Fee Revenues2	$	1,726	$	1,424	$	1,175

1.Represents open-end funds within our credit strategies, and Oaktree's investment in a fixed income manager, as well as in publicly listed securities.

2.Across the various categories, Fee-Bearing Capital from BWS as at December 31, 2025 was $108 billion which generated $234 million of Fee Revenues under the investment management agreement for the year ended December 31, 2025 (December 31, 2024 - Fee-Bearing Capital of $92 billion and Fee Revenues of $167 million).

For the year ended December 31, 2025

Fee Revenues increased by $302 million or 21% for the year ended December 31, 2025 relative to the year ended December 31, 2024. Fees from our long-term private funds increased by $221 million primarily due to higher fees earned in our partner managers, most notably Castlelake, as well as other complementary strategies. Fees from permanent and perpetual strategies increased by $63 million as the current year reflected an additional quarter of fees from the AEL Mandate relative to the prior year, and capital deployed across our private credit strategies. In addition, liquid strategies generated incremental fee revenues of $19 million driven by net inflows and positive valuation changes resulting in higher Fee-Bearing Capital.

Segment Earnings



FOR THE YEARS ENDED DECEMBER 31, (MILLIONS)	2025		2024		2023
Segment Revenues	$	1,633	$	1,402	$	1,149
Segment Expenses
Compensation and benefits	(643)		(628)		(563)
Other	(289)		(253)		(204)
Segment Earnings	$	701	$	521	$	382

For the year ended December 31, 2025

Segment Earnings increased $180 million for the year ended December 31, 2025 relative to the year ended December 31, 2024. The increase in Segment Earnings was driven by higher Segment Revenues as a result of incremental earnings from our partner managers, most notably from Castlelake relative to the prior year, partially offset by higher Segment Expenses as a result of growth in the business.

Reconciliation of U.S. GAAP to Non-GAAP Measures

Reconciliations of Distributable Earnings, Fee-Related Earnings and Fee Revenues to the most directly comparable financial measures calculated and presented in conformity with U.S. GAAP are presented below. In addition to net income and revenue, management assesses the performance of its business based on these non-GAAP financial measures. These non-GAAP financial measures should be considered in addition to, and not as a substitute for or superior to, net income or other financial measures presented in conformity with U.S. GAAP.

Reconciliation of Net Income to Fee-Related Earnings and Distributable Earnings

The following presents a reconciliation of net income to Fee-Related Earnings and Distributable Earnings for the years ended December 31, 2025, 2024 and 2023.



FOR THE YEARS ENDED DECEMBER 31, (MILLIONS)	2025		2024		2023
Net Income	$	2,398	$	2,108	$	2,137
Add or subtract the following:
Provision for taxes(a)	527		438		417
Depreciation and amortization(b)	68		14		14
Carried interest allocations(c)	(209)		(16)		(399)
Carried interest allocation compensation(c)	146		93		86
Other income and expenses(d)	250		93		129
Interest expense(e)	115		22		14
Interest and dividend revenue(e)	(129)		(143)		(172)
Other revenues(f)	(570)		(372)		(300)
Share of income from equity method investments(g)	(402)		(339)		(167)
Fee-related earnings of equity method investments at our share(g)	494		330		271
Compensation costs recovered from affiliates(h)	298		218		156
Non-recurring restructuring costs(i)	—		—		35
Other adjustments(j)	9		10		20
Fee-Related Earnings	$	2,995	$	2,456	$	2,241

Investment and other income (net of interest expense)(k)	33		170		160
Equity-based compensation expense(l)	44		38		39
Cash taxes(m)	(377)		(301)		(196)
Distributable Earnings	$	2,695	$	2,363	$	2,244

(a)This adjustment removes the impact of income tax provisions on the basis that we do not believe this item reflects the present value of the actual tax obligations that we expect to incur over the long-term due to the substantial deferred tax assets of BAM.

(b)This adjustment removes the depreciation and amortization on property, plant and equipment and intangible assets, which are non-cash in nature and therefore excluded from Fee-Related Earnings as well as certain capital depreciation costs recharged from BAM's affiliates.

(c)These adjustments remove the impact of both unrealized and realized carried interest allocations and the associated compensation expense. Carried interest allocations and associated compensation costs are included in Distributable Earnings once realized.

(d)This adjustment removes other income and expenses associated with fair value changes for consolidated entities and funds.

(e)This adjustment removes interest and charges paid or received by consolidated entities and funds.

(f)This adjustment removes other revenues earned that are non-cash in nature.

(g)These adjustments remove our share of equity method investments' earnings, including items (a) to (f) above and include its share of equity method investments' Fee-Related Earnings.

(h)This item adds back compensation costs that will be borne by affiliates.

(i)This item represents non-recurring restructuring costs that are not considered as part of the ongoing asset management business

(j)This adjustment adds base management fees earned from funds that are eliminated upon consolidation and other items.

(k)This adjustment adds back other income associated with our portion of partly owned subsidiaries’ investment income, realized carried interest, interest income received and interest expense.

(l)This adjustment adds back equity-based compensation costs.

(m)Represents the impact of cash taxes paid by the business.

Reconciliation of Revenues to Fee Revenues

The following presents our reconciliation of base management and advisory fees to Fee Revenues for the years ended December 31, 2025, 2024 and 2023.



FOR THE YEARS ENDED DECEMBER 31, (MILLIONS)	2025		2024		2023
Base management and advisory fees	$	3,384	$	2,957	$	2,766
Incentive fees(a)	561		424		376
Fee Revenues from equity method investments(b)	1,569		1,335		1,240
Other adjustments(c)	(27)		(10)		(1)
Fee Revenues	$	5,487	$	4,706	$	4,381

(a)This adjustment adds incentive distributions and performance fees that are included in Fee Revenues.

(b)This adjustment adds Oaktree management fees at 100% ownership and our proportionate share of earnings from other partner managers excluding Oaktree.

(c)This adjustment involves base management fees earned from funds that are eliminated upon consolidation and other items.

Fee Revenues by Geography

The majority of our revenues are earned in the U.S. The following tables set out Fee Revenues disaggregated by investment strategy and geography.


FOR THE YEAR ENDED DECEMBER 31, 2025 (MILLIONS)	Infrastructure		Renewable power and transition		Private equity		Real estate		Credit		Total
Management and advisory fees, net
United States	$	143	$	111	$	225	$	653	$	1,419	$	2,551
United Kingdom	223		221		82		195		222		943
Canada	401		203		74		50		36		764
Other	200		147		80		192		49		668
Incentive distributions	320		146		95		—		—		561
	$	1,287	$	828	$	556	$	1,090	$	1,726	$	5,487


FOR THE YEAR ENDED DECEMBER 31, 2024 (MILLIONS)	Infrastructure		Renewable power and transition		Private equity		Real estate		Credit		Total
Management and advisory fees, net
United States	$	124	$	111	$	227	$	634	$	1,055	$	2,151
United Kingdom	182		156		84		16		206		644
Canada	354		159		74		40		40		667
Other	247		87		85		278		123		820
Incentive distributions	295		129		—		—		—		424
	$	1,202	$	642	$	470	$	968	$	1,424	$	4,706


FOR THE YEAR ENDED DECEMBER 31, 2023 (MILLIONS)	Infrastructure		Renewable power and transition		Private equity		Real estate		Credit		Total
Management and advisory fees, net
United States of America	$	210	$	103	$	222	$	642	$	864	$	2,041
United Kingdom	204		151		69		191		148		763
Canada	422		176		104		44		12		758
Other	114		53		80		43		151		441
Incentive distributions	266		112		—		—		—		378
	$	1,216	$	595	$	475	$	920	$	1,175	$	4,381

Liquidity and Capital Resources

Liquidity

BAM maintains sufficient liquidity at all times, enabling it to participate in investment opportunities as they arise, withstand sudden adverse changes in economic conditions, and sustain distributions. Typical cash flow activities include earning fees on assets managed, paying operating expenses, and paying cash dividends to shareholders. From time to time, BAM may draw on a revolving credit facility to bridge timing differences between the receipt and outflow of funds. It may also issue additional debt to finance growth through strategic investments. The primary sources of liquidity, which we refer to as corporate liquidity, consist of cash, short-term financial assets, as well as the undrawn portions of the revolving credit facilities.

As at December 31, 2025, corporate liquidity for BAM is $3.0 billion. This consists of $1.6 billion in cash and short term financial assets that are convertible to cash within twelve months, as well as $1.4 billion in undrawn credit facilities. This liquidity can be deployed for use without any material tax consequences to support BAM in funding strategic transactions as well as seeding new investment products.

•On November 18, 2025, BAM completed a debt offering, issuing $600 million of 5-year bonds at a fixed annual coupon of 4.653% and $400 million of 10-year bonds at a fixed annual coupon of 5.298%. BAM previously issued $750 million of 30-year bonds at a fixed annual coupon of 6.077% on September 9, 2025 and $750 million of 10-year bonds at a fixed annual coupon of 5.795% on April 24, 2025.

•On August 29, 2024, a $750 million five-year revolving credit facility was established through bilateral agreements with a group of lenders. On September 5, 2025, BAM finalized the upsize of the facility from $750 million to $1.1 billion. U.S. dollar draws are subject to the U.S. Base Rate or SOFR plus a margin of 110 basis points, while Canadian dollar draws are subject to the Canadian Prime Rate or CORRA plus a margin of 110 basis points. As at December 31, 2025, the facility is undrawn.

•On November 8, 2022, a $300 million revolving credit facility was established, with BN as lender. U.S. dollar draws are subject to the U.S. Base Rate or SOFR plus a margin of 165 basis points, while Canadian dollar draws are subject to the Canadian Prime Rate or CORRA plus a margin of 165 basis points. As at December 31, 2025, the facility is undrawn.

The following table presents our deployable capital:


	Corporate(a)				Group(b)
AS AT DECEMBER 31, (MILLIONS)	2025		2024			2025		2024
Cash and financial assets, net	$	1,611	$	792		$	63,189	$	54,329
Undrawn committed credit facilities	1,350		1,050			9,565		7,928
Uncalled private fund commitments						110,854		91,463
Total deployable capital	$	2,961	$	1,842		$	183,608	$	153,720

(a) Corporate deployable capital represents the corporate liquidity of BAM.

(b) Group deployable capital consists of: (1) corporate liquidity of BAM, consolidated funds, and the perpetual affiliates, and (2) uncalled private fund commitments, which are third-party commitments available for drawdown in the private funds of BAM.

Uncalled Fund Commitments

The following presents our Uncalled Fund Commitments as of December 31, 2025 by period and December 31, 2024:


AS AT DECEMBER 31, (MILLIONS)	2026		2027		2028		2029		2030 +		Total 2025		Dec. 2024
Infrastructure	$	190	$	—	$	208	$	—	$	12,171	$	12,569	$	12,848
Renewable power and transition	—		—		801		—		21,884		22,685		21,015
Private equity	271		125		472		465		11,890		13,223		11,360
Real estate	2,241		—		—		2,447		17,895		22,583		15,645
Credit	2,815		938		144		1,967		33,930		39,794		30,595
	$	5,517	$	1,063	$	1,625	$	4,879	$	97,770	$	110,854	$	91,463

Approximately $63 billion of the Uncalled Fund Commitments are currently not earning fees, but will become fee-bearing once the capital is invested. Once invested, we expect these commitments will earn approximately $630 million of additional Fee Revenues.

Capital Resources

Clawback Obligations

Performance allocations are subject to clawback to the extent that the performance allocations received to date with respect to a fund exceed the amount due to BAM based on cumulative results of that fund. The amounts and nature of our clawback obligations are described in Part II, Item 8, Note 2 “Summary of Significant Accounting Policies” of the consolidated financial statements of BAM as at December 31, 2025, and 2024, and for the years ended December 31, 2025, 2024, and 2023.

Capital Requirements

Certain U.S. and non-U.S. entities of BAM are subject to various investment advisor and other financial regulatory rules and requirements that may include minimum net capital requirements. See "Part I—Item 1. Business—Regulatory Matters". These requirements have been met for the year ended December 31, 2025.

Contractual Obligations

On January 31, 2019, a subsidiary of BAM committed $2.8 billion to BSREP III, of which $2.2 billion has been funded as at December 31, 2025 (December 31, 2024 – $2.1 billion). The remainder of the commitment will be funded by BN.

In the normal course of business, BAM enters into contractual obligations which include commitments to provide bridge financing and other equity commitments. As at December 31, 2025, the Company had $6.6 billion of such commitments outstanding (2024 – $3.3 billion).

BAM established a $750 million five-year revolving credit facility on August 29, 2024 through bilateral agreements with a group of lenders. The facility is available in U.S. and Canadian dollars, where U.S. dollar draws are subject to the U.S. Base Rate or SOFR plus a margin of 110 basis points, while Canadian dollar draws are subject to the Canadian Prime Rate or CORRA plus a margin of 110 basis points. During the year ended December 31, 2025, BAM increased the facility from $750 million to $1.1 billion. As at December 31, 2025, the facility is undrawn.

The following table presents the contractual obligations of BAM by payment periods:


	Payments Due by Period of BAM
AS AT DECEMBER 31, 2025 (MILLIONS)	Less than 1 Year		1 – 3 Years		4 – 5 Years		After 5 Years		Total

Accounts payable and other, net	$	822	$	384	$	378	$	807	$	2,391
Due to affiliates	712		—		—		8		720
Lease obligations	12		24		23		9		68
Corporate borrowings1	—		—		600		1,900		2,500

1. Excludes deferred financing costs

Accounts payable and other, net of BAM represents amounts due to employees for equity-based compensations costs and carried interest compensation costs. Most awards have a vesting period of up to 5 years. Due to affiliates represents amounts owed to related parties associated with share-based compensation as well as carried interest compensation. Lease obligations represent expected payments associated with current leases entered into by the Company.

Exposures to Financial Instruments

As discussed elsewhere in this report, we utilize derivatives and other financial instruments in our business to manage risk and optimize the use of our capital. The notional and fair values of these instruments are disclosed in Part II, Item 8, Note 6 “Fair Value Measurements of Financial Instruments” and Note 8 “Derivatives,” to the consolidated financial statements of BAM as at December 31, 2025, and 2024 and for the years ended December 31, 2025, 2024, and 2023.

Off-Balance Sheet Arrangements

BAM may from time to time enter into guarantees given in respect of co-investments in which there is carried interest. The amount guaranteed is up to the carried interest amount paid to the General Partner, net of taxes. No known amounts are currently due or owed under these guarantees.

Related Party Transactions

BAM entered into a number of related party transactions with BN and other affiliates. See Part II, Item 8, Note 20 “Related Party Transactions” of the consolidated financial statements of BAM as at December 31, 2025, and 2024 and for the years ended December 31, 2025, 2024, and 2023.

BAM Dividends

The dividends paid by BAM on outstanding securities for the years ended December 31, 2025, 2024, and 2023 are summarized in the table below.


	Distribution per Security
	2025		2024		2023
Per Class A Share and Class B Share	$	1.75	$	1.52	$	1.28

Subsidiary Public Issuers

BAM Finance LLC (the “U.S. Finco”) is a Delaware limited liability company formed on March 26, 2025 and is a subsidiary of the Company. As at December 31, 2025, the U.S. Finco had no debt outstanding.

BAM Finance (Canada) Inc. (the “Canadian Finco”) was incorporated on March 26, 2025 under the Business Corporations Act (Ontario) and is a subsidiary of the Company. As at December 31, 2025, the Canadian Finco had no debt outstanding.

The U.S. Finco and Canadian Finco (together the “Finance Debt Issuers”) have no independent activities, assets or operations other than in connection with any securities that they may issue. Any debt securities issued by the Finance Debt Issuers will be fully and unconditionally guaranteed as to payment of principal, premium (if any), interest and certain other amounts by the Company.

During the year ended December 31, 2025, BAM's $750 million senior notes due 2035, $750 million senior notes due 2055, $600 million senior notes due 2030 and $400 million senior notes due 2036, were all issued directly by BAM.

The following tables contain summarized financial information of the Company, U.S. Finco, Canadian Finco and non-guarantor subsidiaries:


AS AT AND FOR THE YEAR ENDED DECEMBER 31, 2025(3) (MILLIONS)	BAM		U.S. Finco		Canadian Finco		Other subsidiaries of BAM(1)		Consolidating Adjustments(2)		BAM Consolidated
Revenues	$	86	$	—	$	—	$	7,684	$	(2,953)	$	4,817
Net income (loss) attributable to shareholders	2,905		—		—		2,160		(2,580)		2,485
Total assets	11,452		—		—		45,111		(39,516)		17,047
Total liabilities	3,334		—		—		11,307		(7,904)		6,737
Preferred shares redeemable non-controlling interest	—		—		—		1,398		—		1,398


AS AT AND FOR THE YEAR ENDED DECEMBER 31, 2024 (MILLIONS)	BAM		U.S. Finco		Canadian Finco		Other subsidiaries of BAM(1)		Consolidating Adjustments(2)		BAM Consolidated
Revenues	$	1,368	$	—	$	—	$	5,474	$	(2,862)	$	3,980
Net income (loss) attributable to shareholders	1,460		—		—		3,347		(2,639)		2,168
Total assets	13,558		—		—		36,641		(36,042)		14,157
Total liabilities	4,806		—		—		4,679		(6,519)		2,966
Preferred shares redeemable non-controlling interest	—		—		—		2,103		—		2,103


AS AT AND FOR THE YEAR ENDED DECEMBER 31, 2023 (MILLIONS)	BAM		U.S. Finco		Canadian Finco		Other subsidiaries of BAM(1)		Consolidating Adjustments(2)		BAM Consolidated
Revenues	$	456	$	—	$	—	$	5,201	$	(1,595)	$	4,062
Net income (loss) attributable to shareholders	11,423		—		—		2,529		(12,113)		1,839
Total assets	15,640		—		—		33,443		(34,793)		14,290
Total liabilities	6,514		—		—		2,581		(6,270)		2,825
Preferred shares redeemable non-controlling interest	—		—		—		2,166		—		2,166

1. This column accounts for investments in all subsidiaries of BAM other than the Finance Debt Issuers, on a combined basis.

2. This column includes the necessary amounts to present BAM on a consolidated basis.

3. Reflects the completion of the 2025 Arrangement.

Summary of Significant Accounting Policies

Critical Accounting Policies, Critical Accounting Estimates and Judgements

BAM prepares consolidated financial statements in conformity with U.S. GAAP. The preparation of the consolidated financial statements in conformity with U.S. GAAP requires management to make estimates that affect the amounts reported. Management believes that estimates utilized in the preparation of the consolidated financial statements are presented fairly, in all material respects. Such estimates include those used in the valuation of investments and the measurement of deferred tax balances (including valuation allowances) and the determination of control or significant influence. Actual results could differ from those estimates and such differences could be material. BAM believes the following critical accounting policies could potentially produce materially different results of BAM, if underlying assumptions, estimates and/or judgments were to be changed. For a full description of accounting policies, see Part II, Item 8, Note 2 “Summary of Significant Accounting Policies” of the consolidated financial statements as at December 31, 2025 and December 31, 2024 and for the years ended December 31, 2025, 2024, and 2023.

Equity Method Investments

Investments in which BAM is deemed to exert significant influence, but not control, are accounted for using the equity method of accounting. BAM has significant influence over our partner managers and therefore accounts for these investments under the equity method.

The carrying value of equity method investments is determined based on amounts invested by BAM, adjusted for the equity in earnings or losses of the investee allocated based on the relevant agreements, less distributions received. Under the equity method of accounting, BAM's share of earnings from equity investments is included in the share of income from equity investments in the consolidated statements of operations. BAM evaluates its equity method investments for impairment whenever events or changes in circumstances indicate that the carrying amounts of such investments may not be recoverable.

Refer to Part II, Item 8, Note 4 “Investments” of the consolidated financial statements for further details of our equity method investments.

Control or Level of Influence

When determining the appropriate basis of accounting for BAM's investees, BAM makes judgments about the degree of influence that it exerts directly or through an arrangement over the investees’ relevant activities. This may include the ability to elect investee directors or appoint management. Control is obtained when BAM has the power to direct the relevant investing, financing and operating decisions of an entity and does so in its capacity as principal of the operations, rather than as an agent for other investors. Operating as a principal includes having sufficient capital at risk in any investee and exposure to the variability of the returns generated as a result of the decisions of BAM as principal. Judgment is used in determining the sufficiency of the capital at risk or variability of returns. In making these judgments, BAM considers the ability of other investors to remove BAM as a manager or general partner in a controlled partnership.

Carried Interest Allocations - Unrealized

The change in the fair value of investments is a significant input into carried interest allocations - unrealized. Estimates and assumptions are made when determining the fair value of the underlying investments within the funds. See “Fair Value” below for further discussion related to significant estimates and assumptions used for determining fair value of the underlying investments.

Fair Value

BAM uses fair value throughout the reporting process. For details of our accounting policies related to fair value refer to Part II — Item 8. Note 2. “Summary of Significant Accounting Policies — Fair Value of Financial Instruments” and “Summary of Significant Accounting Policies — Revenue Recognition” in the “Notes to the consolidated financial statements”. The following discussion is intended to provide supplemental information about how the application of fair value principles impact our financial results, and management’s process for implementing those principles including areas of significant judgment.

The fair value of the investments held by BAM's funds is the primary input to the calculation of certain of our management fees, incentive fees, performance fees and the related compensation we recognize. In the absence of observable market prices, we utilize valuation methodologies applied on a consistent basis and assumptions that we believe market participants would use to determine the fair value of the investments. For investments where little market activity exists management’s determination of fair value is based on the best information available in the circumstances, which may incorporate management’s own assumptions and involves a significant degree of judgment, and the consideration of a combination of internal and external factors, including the appropriate risk adjustments for non-performance and liquidity risks.

Management has elected the fair value option for certain equity method investments. Additionally, management is required to measure specific financial instruments at fair value, including debt instruments, equity securities, and freestanding derivatives.

Our primary approach to determining the fair value of our investments is generally the income approach, which estimates fair value based on the present value of expected future cash flows generated by a business. The most commonly used method within this approach is the discounted cash flow method, which incorporates key assumptions about the investment’s projected net earnings or cash flows, discount rate, capitalization rate, and exit multiple.

Alternatively, management uses the market approach as a secondary methodology. This approach primarily relies on valuations of comparable public companies, transactions, or assets, requiring judgment in selecting appropriate comparables. Depending on the specific facts and circumstances of the investment, alternative primary and secondary methodologies may be applied, including option value, contingent claims or scenario analysis, yield analysis, projected cash flow through maturity or expiration, discount to sale, probability-weighted methods, or recent financing rounds.

ITEM 7A. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

Quantitative and Qualitative Risk Disclosures

Our exposure to market, foreign currency, interest rate and credit risk is driven by its equity interest in our asset management business. There have been no material changes to BAM’s financial risk exposure or risk management activities since December 31, 2024. Please refer to Item 1A of this report for a detailed description of BAM’s financial risk exposure and risk management activities.

Market Risk

The primary market risk exposure of BAM relates to its role as an asset manager of the publicly listed permanent capital vehicles and the sensitivity of base management fees earned from these affiliates due to movements in their underlying trading price. Specifically, with respect to the market risk related to base management fees earned based on the market capitalization of BEP, BIP and BBU.

Foreign Currency Risk

We have very limited exposure to foreign currency risk as a majority of our private funds are denominated in USD. This means that a majority of the Fee Revenues that we earn are paid in USD, irrespective of the local currency of our underlying investment base. Additionally, the majority of our revenues are earned in the U.S. We may from time to time reduce foreign currency risk by employing hedging techniques, including using forward contracts to reduce exposure to future changes in exchange rates when a meaningful amount of capital has been invested in foreign currencies.

Interest Rate Risk

BAM has interest rate exposure through balances held with affiliates and external parties, as well as its internal revolving credit facility with BN and its external $1.1 billion revolving credit facility, of which none is drawn as at December 31, 2025. BAM earns interest income on amounts held on deposit with BN and incurs interest expense on its external and internal revolving credit facility borrowings. Interest income and expenses on these balances are at variable rates. BAM's $750 million senior notes due 2035 have a fixed annual coupon of 5.795%. BAM's $750 million senior notes due 2055 have a fixed annual coupon of 6.077%. BAM's $600 million senior notes due 2030 have a fixed annual coupon of 4.653%. BAM's $400 million senior notes due 2036 have a fixed annual coupon of 5.298%.

Credit Risk

Investors in our private funds make capital commitments to these vehicles via subscription agreements. When a private fund makes an investment, these capital commitments are then satisfied by our investors via capital contributions as prescribed under these subscription agreements. Investors in our private funds may default on their capital commitment obligations, which could have an adverse impact on our earnings or result in other negative implications to our businesses such as the requirement to deploy our own capital to cover such obligations. This impact would be magnified if the investor that does so is in multiple funds. Given the diversity and creditworthiness of our over 2,400 clients, including some of the world’s largest institutional investors, sovereign wealth funds and pension plans, we are of the view that there is not a material credit risk present in our asset management business.

ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA

Index to Brookfield Asset Management Ltd. Consolidated Financial Statements

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the shareholders and the Board of Directors of Brookfield Asset Management Ltd.

Opinion on Internal Control over Financial Reporting

We have audited the internal control over financial reporting of Brookfield Asset Management Ltd. and subsidiaries (“BAM”) as of December 31, 2025, based on criteria established in Internal Control — Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO). In our opinion, BAM maintained, in all material respects, effective internal control over financial reporting as of December 31, 2025, based on criteria established in Internal Control — Integrated Framework (2013) issued by COSO.

We have also audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the consolidated financial statements as at and for the year ended December 31, 2025, of BAM and our report dated March 2, 2026, expressed an unqualified opinion on those financial statements.

As described in Management's Report on Internal Control Over Financial Reporting, management excluded from its assessment the internal control over financial reporting at Brookfield Asset Management ULC, which was acquired on February 4, 2025, and whose financial statements constitute 96% and 81% of total and net assets, respectively, 99% of revenues, and 96% of net income of the consolidated financial statement amounts as of and for the year ended December 31, 2025. Accordingly, our audit did not include the internal control over financial reporting at Brookfield Asset Management ULC.

Basis for Opinion

BAM’s management is responsible for maintaining effective internal control over financial reporting and for its assessment of the effectiveness of internal control over financial reporting, included in the accompanying Management’s Report on Internal Control Over Financial Reporting. Our responsibility is to express an opinion on BAM’s internal control over financial reporting based on our audit. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to BAM in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audit in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether effective internal control over financial reporting was maintained in all material respects. Our audit included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, testing and evaluating the design and operating effectiveness of internal control based on the assessed risk, and performing such other procedures as we considered necessary in the circumstances. We believe that our audit provides a reasonable basis for our opinion.

Definition and Limitations of Internal Control over Financial Reporting

A company’s internal control over financial reporting is a process designed 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. A company’s internal control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements.

Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

/s/ Deloitte LLP

Chartered Professional Accountants

Licensed Public Accountants

Toronto, Canada

March 2, 2026

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the shareholders and the Board of Directors of Brookfield Asset Management Ltd.

Opinion on the Financial Statements

We have audited the accompanying consolidated balance sheets of Brookfield Asset Management Ltd. and subsidiaries (“BAM”) as at December 31, 2025 and 2024, the related consolidated statements of operations, comprehensive income, changes in equity, and cash flows, for each of the three years in the period ended December 31, 2025, and the related notes (collectively referred to as the "financial statements"). In our opinion, the financial statements present fairly, in all material respects, the financial position of BAM as at December 31, 2025 and 2024, and the results of its operations and its cash flows for each of the three years in the period ended December 31, 2025, in conformity with accounting principles generally accepted in the United States of America.

We have also audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), BAM’s internal control over financial reporting as of December 31, 2025, based on criteria established in Internal Control - Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission and our report dated March 2, 2026, expressed an unqualified opinion on BAM’s internal control over financial reporting.

Basis for Opinion

These financial statements are the responsibility of BAM’s management. Our responsibility is to express an opinion on BAM’s financial statements based on our audits. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to BAM in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audits provide a reasonable basis for our opinion.

Critical Audit Matters

The critical audit matters communicated below are matters arising from the current-period audit of the financial statements that were communicated or required to be communicated to the audit committee and that (1) relate to accounts or disclosures that are material to the financial statements and (2) involved our especially challenging, subjective, or complex judgments. The communication of critical audit matters does not alter in any way our opinion on the financial statements, taken as a whole, and we are not, by communicating the critical audit matters below, providing separate opinions on the critical audit matters or on the accounts or disclosures to which they relate.

Accrued Carried Interest - Refer to Notes 2 and 4 to the financial statements

Critical Audit Matter Description

Carried interest is a performance fee arrangement in which the Company receives a percentage of investment returns from a fund and is based on cumulative fund performance, once returns exceed a fund’s contractually defined performance hurdles. The Company calculates the accrued carried interest at the end of each reporting period that would be due to the Company, based on the terms of the relevant fund agreements, as if the fair value of the underlying investments were realized as of such date, irrespective of whether such amounts have been realized. As the fair value of underlying investments varies between reporting periods, adjustments to accrued carried interest are recorded in the consolidated statements of operations as carried interest allocations. Carried interest allocations are recorded as unrealized income or loss attributable to the Company until the underlying investment is profitably disposed of and the fund’s cumulative returns are in excess of the preferred return or, in limited instances, after certain thresholds for return of capital are met.

We identified the calculation of accrued carried interest as a critical audit matter because of the significance of this balance to the Company’s financial statements. This results in a high degree of auditor judgment and subjectivity to perform our audit procedures and evaluate the audit evidence obtained.

How the Critical Audit Matter Was Addressed in the Audit

Our audit procedures related to the accrued carried interest included the following, among others:

•Evaluated whether the accrued carried interest calculations were performed in accordance with the terms of the fund agreements; and

•Agreed underlying fund investments’ financial information used in the accrued carried interest calculations to information received directly from external third parties.

Oaktree – Investment - Refer to Notes 2 and 4 to the financial statements

Critical Audit Matter Description

The Company has an approximate 74% economic interest in Oaktree, which the Company has accounted for under the equity method of accounting as it is deemed to exert significant influence, but not control, over the investee. The carrying value of the equity method investment is determined based on the amounts invested by the Company, including a step-up investment in the current year, adjusted for the equity in earnings or losses of the investee allocated based on the relevant agreements, less distributions received, amortization of historical basis differences and impairment losses, if any.

We identified the accounting for the Oaktree equity method investment as a critical audit matter because of the significance of the equity method investment and earnings impact to the Company’s financial statements. This audit matter required an increased extent of audit effort, including the need to involve fair value specialists and senior members of the engagement team.

How the Critical Audit Matter Was Addressed in the Audit

Our audit procedures related to accounting for the equity method investment in Oaktree included the following, among others:

•Tested the effectiveness of controls related to accounting for the equity method investment in Oaktree, which includes management’s receipt and review of Oaktree financial information;

•Evaluated whether the consideration paid for the step-up investment was calculated in accordance with contractual agreements and, with the assistance of fair value specialists, assessed whether the methodology used by management to value the step-up investment was appropriate;

•Evaluated significant judgments and estimates at the underlying equity method investment through oversight of the auditor of Oaktree by obtaining and assessing information relating to the audit of Oaktree to understand significant judgments and estimates, significant findings or issues identified, actions taken to address them, and conclusions reached; and

•Agreed the underlying information related to the changes in the equity method investment to the audited financial statements of Oaktree.

/s/ Deloitte LLP

Chartered Professional Accountants

Licensed Public Accountants

Toronto, Canada

March 2, 2026

We have served as BAM's auditor since 2022.

BROOKFIELD ASSET MANAGEMENT LTD.

CONSOLIDATED BALANCE SHEETS


AS AT DECEMBER 31, (MILLIONS, EXCEPT SHARE AMOUNTS)	2025		2024
Assets
Cash and cash equivalents	$	1,583	$	404
Accounts receivable and other, net	333		483
Financial assets	417		231
Due from affiliates	3,280		2,500
Investments	9,795		9,113
Investments held for sale	—		242
Investments of consolidated funds	505		251
Property, plant and equipment, net	92		58
Intangible assets, net	234		38
Goodwill	236		251
Deferred income tax assets	572		586

Total assets	$	17,047	$	14,157

Liabilities
Accounts payable and other, net	$	2,459	$	1,349
Financial liabilities	449		228
Due to affiliates	720		1,092
Corporate borrowings	2,478		—
Borrowings of consolidated funds	462		251
Deferred income tax liabilities	169		46
Total liabilities	6,737		2,966

Commitments and contingencies



Preferred shares redeemable non-controlling interest	1,398		2,103

Equity
Common stock:
Class A, no par value, unlimited authorized, 1,637,942,656 (December 31, 2024 - 1,637,156,992) issued and 1,608,492,642 (December 31, 2024 - 1,614,238,281) outstanding as at December 31, 2025	9,153		9,017
Class A held in treasury, no par value, 29,450,014 (December 31, 2024 - 22,918,711) shares as at December 31, 2025	(526)		(91)
Class B, no par value, unlimited authorized, 21,280 (December 31, 2024 - 21,280) issued, and outstanding as at December 31, 2025	—		—



Additional paid-in capital	154		152
Retained deficit	(851)		(488)
Accumulated other comprehensive income	188		162

Non-controlling interest in consolidated entities	773		336
Non-controlling interest in consolidated funds	21		—
Total equity	8,912		9,088
Total liabilities, redeemable non-controlling interest and equity	$	17,047	$	14,157

See notes to consolidated financial statements

BROOKFIELD ASSET MANAGEMENT LTD.

CONSOLIDATED STATEMENTS OF OPERATIONS


FOR THE YEARS ENDED DECEMBER 31 (MILLIONS)
	2025		2024		2023
Revenues
Base management and advisory fees	$	3,384	$	2,957	$	2,766
Incentive fees	560		424		376

Investment income
Carried interest allocations
Realized	—		25		51
Unrealized	209		(9)		348
Total investment income	209		16		399
Interest and dividend revenue	98		143		172
Interest and dividend revenue of consolidated funds	31		—		—
Other revenues	535		440		349
Total revenues	4,817		3,980		4,062
Expenses
Compensation, operating, and general and administrative expenses
Compensation and benefits	(1,373)		(1,154)		(1,048)
Other operating expenses	(354)		(347)		(342)
General, administrative and other	(56)		(64)		(56)
Total compensation, operating, and general and administrative expenses	(1,783)		(1,565)		(1,446)
Carried interest allocation compensation
Realized	(155)		(69)		(26)
Unrealized	9		(24)		(60)
Total carried interest allocation compensation	(146)		(93)		(86)
Interest expense	(87)		(22)		(14)
Interest expense of consolidated funds	(28)		—		—
Total expenses	(2,044)		(1,680)		(1,546)
Other expenses, net	(297)		(93)		(129)
Share of income from equity method investments	402		339		167
Other income, net of consolidated funds	47		—		—
Income before taxes	2,925		2,546		2,554
Income tax expense	(527)		(438)		(417)
Net income	$	2,398	$	2,108	$	2,137
Net loss (income) attributable to:
Preferred shares redeemable non-controlling interest	$	480	$	211	$	(262)
Non-controlling interest in consolidated entities	(369)		(151)		(36)
Non-controlling interests in consolidated funds	(24)		—		—
Net income attributable to the common stockholders	$	2,485	$	2,168	$	1,839

Earnings per share
Basic	$	1.54	$	1.35	$	1.16
Diluted	$	1.52	$	1.34	$	1.16

Weighted-average shares
Basic	1,612.2		1,603.4		1,585.8
Diluted	1,628.5		1,613.6		1,590.6

See notes to consolidated financial statements

BROOKFIELD ASSET MANAGEMENT LTD.

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME


	2025		2024		2023
Net income	$	2,398	$	2,108	$	2,137
Equity method investments	14		(3)		9
Currency translation	12		(3)		6
Comprehensive income	$	2,424	$	2,102	$	2,152
Comprehensive loss (income) attributable to:
Preferred shares redeemable non-controlling interest	$	480	$	211	$	(262)
Non-controlling interest in consolidated entities	(369)		(151)		(36)
Non-controlling interests in consolidated funds	(24)		—		—
Comprehensive income attributable to the common stockholders	$	2,511	$	2,162	$	1,854

See notes to consolidated financial statements

BROOKFIELD ASSET MANAGEMENT LTD.

CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY


AS AT (MILLIONS, EXCEPT SHARE AMOUNTS)	Shares of Brookfield Asset Management Ltd.			Brookfield Asset Management Ltd.
		Class A common stock	Class B common stock	Common stock		Common stock held in treasury		Additional paid-in capital		Retained deficit		Accumulated other comprehensive income		Total common equity		Non-controlling interest in consolidated entities		Non-controlling interest in consolidated funds		Total equity
Balance at December 31, 2022		1,590,175,873	21,280	$	9,271	$	—	$	—	$	84	$	153	$	9,508	$	98	$	—	$	9,606
Net income		—	—	—		—		—		1,839		—		1,839		36		—		1,875
Other comprehensive income		—	—	—		—		—		—		15		15		—		—		15
Share subscriptions		813,290	—	—		—		—		—		—		—		—		—		—
Acquisition of treasury shares, net		(8,234,552)	—	—		—		—		—		—		—		—		—		—
Contributions		—	—	1		—		122		—		—		123		10		—		133
Distributions		—	—	(229)		—		—		(2,101)		—		(2,330)		—		—		(2,330)
Transfer of interest		—	—	(29)		—		—		—		—		(29)		29		—		—

Balance at December 31, 2023		1,582,754,611	21,280	$	9,014	$	—	$	122	$	(178)	$	168	$	9,126	$	173	$	—	$	9,299
Net income		—	—	—		—		—		2,168		—		2,168		151		—		2,319
Other comprehensive loss		—	—	—		—		—		—		(6)		(6)		—		—		(6)
Share subscriptions		30,109,594	—	3		—		—		—		—		3		—		—		3
Acquisition of treasury shares, net		1,374,076	—	—		(91)		—		—		—		(91)		—		—		(91)
Contributions		—	—	—		—		30		—		—		30		16		—		46
Distributions		—	—	—		—		—		(2,478)		—		(2,478)		(4)		—		(2,482)
Balance at December 31, 2024		1,614,238,281	21,280	$	9,017	$	(91)	$	152	$	(488)	$	162	$	8,752	$	336	$	—	$	9,088

See notes to consolidated financial statements

BROOKFIELD ASSET MANAGEMENT LTD.

CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY


AS AT (MILLIONS, EXCEPT SHARE AMOUNTS	Shares of Brookfield Asset Management Ltd.			Brookfield Asset Management Ltd.
		Class A common stock	Class B common stock	Common stock		Common stock held in treasury		Additional paid-in capital		Retained deficit		Accumulated other comprehensive income		Total common equity		Non-controlling interest in consolidated entities		Non-controlling interest in consolidated funds		Total equity























Balance at December 31, 2024		1,614,238,281	21,280	$	9,017	$	(91)	$	152	$	(488)	$	162	$	8,752	$	336	$	—	$	9,088
Net income		—	—	—		—		—		2,485		—		2,485		369		24		2,878
Other comprehensive income		—	—	—		—		—		—		26		26		—		—		26
Share subscriptions		785,664	—	16		—		(5)		(19)		—		(8)		—		—		(8)
Acquisition of treasury shares, net		(6,531,303)	—	—		(428)		—		—		—		(428)		—		—		(428)
Contributions		—	—	—		—		151		—		—		151		61		163		375
2025 Arrangement		—	—	120		(7)		(144)		—		—		(31)		31		—		—
Distributions		—	—	—		—		—		(2,827)		—		(2,827)		(24)		—		(2,851)
Deconsolidation of consolidated funds		—	—	—		—		—		(2)		—		(2)		—		(166)		(168)
Balance at December 31, 2025		1,608,492,642	21,280	$	9,153	$	(526)	$	154	$	(851)	$	188	$	8,118	$	773	$	21	$	8,912

See notes to consolidated financial statements

BROOKFIELD ASSET MANAGEMENT LTD.

CONSOLIDATED STATEMENTS OF CASH FLOWS


FOR THE YEARS ENDED DECEMBER 31 (MILLIONS)	2025		2024		2023
Operating activities
Net income	$	2,398	$	2,108	$	2,137
Adjustments to reconcile net income to net cash from operating activities:
Other expenses, net	229		69		54
Other income, net of consolidated funds	(47)		—		—
Share of income from equity method investments, net of cash distributions	(7)		(122)		21
Depreciation and amortization	40		14		14
Deferred income taxes	151		274		92
Stock-based equity awards	123		103		33
Unrealized carried interest allocation, net	(301)		33		(288)
Changes in operating assets and liabilities:
Changes in investments of consolidated funds	(467)		(251)		—
Changes in other working capital and non-cash operating items	(18)		(616)		(624)
	2,101		1,612		1,439
Investing activities
Acquisitions
Investments	(962)		(1,909)		(286)
Acquisition of subsidiaries, net of cash acquired	6		—		—
Other assets	(9)		(8)		(17)

Dispositions and distributions received

Investments	307		385		84
Disposition of subsidiaries, net of cash	52		—		—
Investments held for sale	267		(249)		—
Repayments from (advances to) related parties	—		37		(256)
	(339)		(1,744)		(475)
Financing activities
Distributions to common stockholders	(2,818)		(2,478)		(2,101)
Borrowings of consolidated funds	256		251		—
Distributions to non-controlling and redeemable non-controlling interests	(216)		(52)		(42)
Redemption of preferred shares redeemable non-controlling interest	(94)		—		—
Purchase of treasury shares	(412)		—		—
Corporate borrowings issuance, net	2,500		—		—
Deferred financing fees	(22)		—		—
Contributions from parent	12		56		—
Capital raised from non-controlling interests	179		—		—

Preferred equity issuances	25		—		63
Issuance of related party loans	—		67		197
Issuance of tracking option	—		37		41

	(590)		(2,119)		(1,842)
Cash and cash equivalents
Change in cash and cash equivalents	1,172		(2,251)		(878)
Effect of exchange rate changes on cash and cash equivalents	7		(12)		—
Balance, beginning of year	404		2,667		3,545
Balance, end of year	$	1,583	$	404	$	2,667

See notes to consolidated financial statements

BROOKFIELD ASSET MANAGEMENT LTD.

CONSOLIDATED STATEMENTS OF CASH FLOWS


FOR THE YEARS ENDED DECEMBER 31 (MILLIONS)	2025		2024		2023
Supplemental cash flow disclosures
Other working capital and non-cash operating items
Accounts receivable and other, net	$	32	$	(51)	$	(200)
Accounts payable and other, net	(56)		(426)		(26)
Due from affiliates	200		(89)		(559)
Due to affiliates	(171)		(76)		372
Other non-cash operating items	(23)		26		18
	$	(18)	$	(616)	$	(395)

Supplemental disclosure of cash flow information
Income taxes paid
United States	$	190	$	—	$	—
Canada	128		—		—
United Kingdom	98		—		—
Other jurisdictions	10		—		—
Total income taxes paid	$	426	$	449	$	171
Interest paid	$	87	$	22	$	11

Supplemental disclosure of non-cash investing and financing activities

Non-cash investing and financing activities related to 2025 Arrangement	$	27	$	—	$	—
Non-cash issuance of preferred shares redeemable non-controlling interest	$	94	$	195	$	—
Non-cash acquisition of investments	$	—	$	68	$	—
Non-cash contributions from non-controlling interest	$	—	$	10	$	—
Non-cash contribution	$	—	$	—	$	42
Non-cash distribution	$	—	$	—	$	229

See notes to consolidated financial statements

BROOKFIELD ASSET MANAGEMENT LTD.

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

1. ORGANIZATION

Brookfield Asset Management Ltd. (“BAM”, “we”, “our”, “us”, or the “Company”) is an alternative asset manager headquartered in New York, NY, and listed on the New York Stock Exchange (“NYSE”) and Toronto Stock Exchange (“TSX”) under the symbol BAM. BAM focuses on infrastructure, renewable power and transition, private equity, real estate and credit, operating in various markets globally.

BAM was incorporated on July 4, 2022 and its head office is located at Brookfield, 225 Liberty Street, 8th Floor, New York, NY, 10281-1048 and its registered office is located at 1055 West Georgia Street, 1500 Royal Centre, P.O. Box 11117, Vancouver, British Columbia V6E 4N7.

On February 4, 2025, BAM completed a corporate arrangement with Brookfield Corporation (“BN”), whereby BN transferred its approximately 73% interest in Brookfield Asset Management ULC (the “Asset Management Company”) to BAM in exchange for newly issued class A limited voting shares of BAM (“Class A Shares”) on a one-for-one basis (the “2025 Arrangement”). See discussion of the accounting for the 2025 Arrangement in Note 3.

The financial statements of BAM for the periods prior to February 4, 2025, the closing date of the 2025 Arrangement, reflect historical financial information of Brookfield Asset Management ULC, the accounting acquirer, as the “Predecessor” entity. For the periods thereafter, the financial statements reflect the financial position and results of the combined entity.

In addition, on July 4, 2022, the date of incorporation, the Company entered into certain agreements and arrangements, including the Relationship Agreement under which carried interest generated by BAM is allocated to BN at 100% with respect to mature funds and at 33.3% with respect to current funds, new funds and open-ended funds, through the Company’s non-controlling interest and preferred shares redeemable non-controlling interest held by BN. Further, certain employee share-based and performance-based compensation costs are recovered from BN. See discussion of the accounting for this agreement in the Other Revenues accounting policy in Note 2.

2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Basis of Presentation

The accompanying consolidated financial statements of BAM have been prepared in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”) and are presented in U.S. Dollars. The consolidated financial statements have been prepared in accordance with the accounting policies set out below.

Certain of the comparative figures have been reclassified to conform with the current year's presentation. This includes changes in consolidated funds which have been reclassified from investing activities to operating activities in the consolidated statements of cash flows to reflect the nature of these movements on the consolidated funds.

Use of Estimates

The preparation of the consolidated financial statements in accordance with U.S. GAAP requires management to make estimates that affect the amounts reported in the consolidated financial statements and accompanying notes. Management believes that estimates utilized in the preparation of the consolidated financial statements are reasonable. Such estimates include those used in determining the fair value of investments and financial instruments, the measurement of deferred tax balances (including valuation allowances), accrued carried interest, incentive distributions and the accounting for share-based and performance-based compensation. Actual results may differ from those estimates and such differences may be material.

Consolidation

The Company consolidates all entities which it controls through a majority voting interest and all variable interest entities (“VIE”) for which it is the primary beneficiary. An enterprise is determined to be the primary beneficiary if it holds a controlling financial interest. A controlling financial interest is defined as (a) the power to direct the activities of a VIE that most significantly impacts the entity’s economic performance and (b) the obligation to absorb losses of the entity or the right to receive benefits from the entity that could potentially be significant to the VIE. The Company determines whether it is the primary beneficiary of a VIE at the time it becomes involved with a variable interest entity and reconsiders that conclusion upon certain events. In determining whether the Company is the primary beneficiary, the Company evaluates its control rights as well as economic interests in the entity held either directly or indirectly by the Company. Assets of a consolidated VIE can only be used to settle obligations of the consolidated VIE and creditors and other beneficial interest holders do not have recourse to the Company with respect to liabilities of its consolidated VIEs. For more information, the Company’s other disclosures regarding VIEs are discussed in Note 5.

The Company also consolidates the balance sheet and results of operations of certain funds in which it is the primary beneficiary.

All intercompany balances and transactions have been eliminated on consolidation.

Preferred Shares Redeemable Non-Controlling Interest

The Company has various outstanding special tracking preferred shares of certain subsidiaries of the Company (“Tracking Shares”) which provide BN with a redemption right, upon a liquidation or redemption event, to receive a preferred amount equal to the fair value of carried interest entitlement from certain tracked assets, net of any compensation related costs. The carried interest entitlement is determined based on the hypothetical liquidation at book value method of valuation (“HLBV”) being applied to each such mature fund at each reporting date, which calculates the accrued carried interest that would be due to the Company pursuant to fund agreements as if the fair value of the underlying investments were realized as of such date, irrespective of whether such amounts have been realized. These returns are realized through the payment of cumulative dividends, as and when declared by the board of directors of the relevant BAM subsidiaries. The Tracking Shares are entitled to vote, together with the common shares owned indirectly by the Company, in respect of those subsidiaries and are presented as preferred shares redeemable non-controlling interest within the consolidated balance sheets, outside of permanent equity.

The first series of Tracking Shares issued by Brookfield US Holdings Inc. (“BUSHI”), a subsidiary of the Company, provides BN with an economic interest equal to effectively 100% of the carried interest earned in mature funds. The first series of Tracking Shares also includes all economic interest associated with the Company's investment in BSREP III. Any economics relating to the limited partnership interest in BSREP III is attributed to the preferred shares within the preferred shares redeemable non-controlling interest financial statement line item on the consolidated statement of operations. Carried interest entitlement on BSREP III is also determined using the HLBV method.

The second series of Tracking Shares issued by Brookfield Manager Holdings Ltd. (“BMHL”), a subsidiary of the Company, provides BN with an economic interest equal to effectively a 33.3% share of similar distributions on open-ended funds. During the year ended December 31, 2025, the second series of Tracking Shares was amended such that a future redemption by BMHL, whose board is controlled by BN, is now permitted upon the tenth anniversary of issuance, consistent with the first and third series of Tracking Shares.

The third series of Tracking Shares issued by BUSHI provides BN with an economic interest equal to 1.5% of certain investments held by Oaktree, an equity method investment of BAM, excluding any fee earnings, carried interest, incentive fees and performance fees of that equity method investee.

Each series of Tracking Shares has a redemption clause whereby BUSHI for the first and third series and BMHL for the second series, each of whose board is controlled by BN, may elect to redeem the Tracking Shares upon the tenth anniversary of issuance. While each series of Tracking Shares is not currently redeemable, the Company believes that each series of Tracking Shares will become redeemable as the redemption requirement is only through the passage of time. As such the relevant redeemable non-controlling interest recognized outside of permanent equity requires remeasurement at each reporting period. Once the first and second series of Tracking Shares are redeemed, the holder retains no further economic entitlement to the carried interest of the funds, and for the first series, the limited partner investment interest included within those respective Tracking Shares. Once the third series of Tracking Shares are redeemed, the holder retains no further economic entitlement to the certain investments held by Oaktree included within those respective Tracking Shares.

BUSHI's issued share capital includes class B senior preferred shares outstanding as at December 31, 2025, all of which are held by BN. The class B senior preferred shares entitle the holder to cumulative preferential cash dividends at $1.36375 per share per annum and are ranked senior to the BUSHI Tracking Shares, class B preferred shares and common shares. The class B senior preferred shares were issued in December 2022 in conjunction with the 2022 Arrangement and are held by BN. The class B senior preferred shares are redeemable by the issuer, whose board is controlled by BN, upon the tenth anniversary of issuance at a redemption amount of $25 per share plus accrued and unpaid dividends. While the class B senior preferred shares are not currently redeemable, the Company considers that it is probable such shares will become redeemable as the redemption requirement is only through the passage of time.

BUSHI's issued share capital includes class B preferred shares outstanding as at December 31, 2025, all of which are held by BN. The class B preferred shares of BUSHI are redeemable at the option of both the holder and the issuer at a redemption amount of $25 per share plus declared and unpaid dividends, and entitle the holder to non-cumulative preferential cash dividends at 6.7% per annum on the redemption amount. These class B preferred shares are non-voting and rank junior to the class B senior preferred shares and the BUSHI Tracking Shares and senior to common shares of the entity.

Due to the currently exercisable holder redemption option, the class B senior preferred shares and class B preferred shares are presented as a part of preferred shares redeemable non-controlling interest within the Company’s consolidated balance sheets, outside of permanent equity and are measured at their redemption amount plus any dividends declared and unpaid at each reporting period.

Additionally, BUSHI, as part of BAM's various share-based compensation arrangements, has issued class A preferred shares to BN. The shares rank junior to the Class B senior preferred and Tracking Shares and are redeemable at the option of the holder and the issuer at a redemption amount of $25 per share plus accrued and unpaid dividends and are non-voting. Due to the currently exercisable holder redemption option, these shares are presented as part of preferred shares redeemable non-controlling interest within the Company’s consolidated balance sheets, outside of permanent equity and are measured at their redemption amount plus any dividends declared and unpaid at each reporting period.

The Company recognizes any change in the carrying amount of its preferred shares redeemable non-controlling interest in net loss (income) attributable to preferred shares redeemable non-controlling interest in its consolidated statements of operations. Distributions on the preferred shares redeemable non-controlling interest are made periodically as carried interest is realized. Distributions are not deferred until a redemption event occurs. These distributions are presented within distributions in Note 13 “redeemable non-controlling interest”.

Non-Controlling Interest

The Company has various outstanding classes of equity interests, issued by the Company’s subsidiaries and held by BN, which have rights to priority distributions. Net loss (income) and other comprehensive loss (income), if applicable, generated by the respective subsidiaries is allocated to non-controlling interest in consolidated entities and consolidated funds based on the substantive contractual terms of the subsidiaries’ governing agreements that specify the allocation of income or loss. Non-controlling interest includes BN's entitlement, pursuant to the Relationship Agreement, to 33.3% of all carried interest generated on new funds prior to any carried interest compensation costs.

Revenue Recognition

Revenue is measured based on the amount the Company expects to be entitled to under the contract with the customer and excludes amounts collected on behalf of third parties. A performance obligation is a promise in a contract to transfer a distinct good or service (or a bundle of goods and services) to the customer and is the unit of account in ASC 606 Revenue from Contracts with Customers (“ASC 606”). In determining the transaction price, an entity may include variable consideration only to the extent that it is probable that a significant reversal in the amount of cumulative revenue recognized would not occur when the uncertainty associated with the variable consideration is resolved. A contract’s transaction price is allocated to each distinct performance obligation and recognized as revenue, as, or when, the performance obligation is satisfied. The Company recognizes revenue when it transfers control of a product or service to a customer.

Revenues primarily consist of base management and advisory fees and incentive fees (including incentive distributions and performance fees).

Base management and advisory fees — Base management and advisory fees are comprised of base management fees and transaction, advisory and other fees and are accounted for as contracts with customers.

The Company earns base management fees from its customers at a fixed percentage of a calculation base which is typically committed capital, invested capital or net asset value. The Company identifies its customers on a fund-by-fund basis in accordance with the terms and circumstances of the individual fund. Generally, the customer is identified as the investor in its managed funds and investment vehicles, but for certain widely held funds or vehicles, the fund or vehicle itself may be identified as the customer. These customer contracts require the Company to provide investment management services over a period of time, which represents a performance obligation that the Company satisfies over time. Management fees are a form of variable consideration because the fees that the Company is entitled to vary based on fluctuations in the basis for the management fee. The amount recorded as revenue is generally determined at the end of the reporting period because these management fees are payable on a regular basis (typically quarterly) and are not subject to clawback once paid.

Transaction, advisory and other fees are principally fees charged to the investors of funds indirectly through the managed funds and portfolio companies. These fees are based on a fixed percentage of enterprise value or equity value of pooled capital raised and are earned generally when the capital is called. These fees are not tied to performance or ongoing investment management services, are not subject to clawback and are recorded in the reporting period in which the related transaction closes.

Accrued but unpaid base management and advisory fees, net of management fee reductions and management fee offsets, as of the reporting date are included in Accounts receivable and other, net or Due from affiliates in the consolidated balance sheets.

Incentive fees — Incentive fees include incentive distributions and performance fees and are accounted for as contracts with customers.

Incentive fees are incentive payments to reward the Company for meeting or exceeding certain performance thresholds of managed entities. This includes BBU performance fees that are earned above a high watermark.

Incentive distributions paid to us by our permanent capital vehicles BIP and BEP are determined by contractual arrangements and represent a portion of distributions paid above a predetermined hurdle. These amounts are accrued as revenue on the respective affiliates’ distribution record dates only if the predetermined hurdle has been achieved.

Incentive distributions and performance fees are not subject to clawback.

Incentive distributions and performance fees will not be recognized until (a) it is probable that a significant reversal in the amount of cumulative revenue recognized will not occur, or (b) the uncertainty associated with the variable consideration is subsequently resolved.

Accrued but unpaid incentive distributions and performance fees are recorded within Due from affiliates in the consolidated balance sheets as of the reporting date.

Investment income (loss) — Investment income (loss) represents the unrealized and realized gains and losses on carried interest and movements in the fair value of the Company's principal investments and is accounted for outside of ASC 606.

Carried interest is a performance fee arrangement in which the Company receives a percentage of investment returns, generated within a private fund on carry eligible capital, based on a contractual formula. We are eligible to earn carried interest from a fund once returns exceed the fund’s contractually defined performance hurdles at which point, we earn an accelerated percentage of the additional fund profit until we have earned the percentage of total fund profit, net of fees and expenses, to which we are entitled. At the end of each reporting period, the Company calculates the balance of accrued carried interest that would be due to the Company for each fund, pursuant to the fund agreements, as if the fair value of the underlying investments were realized as of such date, irrespective of whether such amounts have been realized. As the fair value of underlying investments varies between reporting periods, it is necessary to make adjustments to amounts recorded as accrued carried interest to reflect either (a) positive performance resulting in an increase in the accrued carried interest to the general partner or (b) negative performance that would cause the amount due to the Company to be less than the amount previously recognized as revenue, resulting in a negative adjustment to the accrued carried interest to the general partner. These adjustments are recorded in the consolidated statements of operations as unrealized carried interest allocations in Investment income. In each scenario, it is necessary to calculate the accrued carried interest on cumulative results compared to the accrued carried interest recorded to date and make the required positive or negative adjustments. The Company ceases to record negative carried interest once previously accrued carried interest for such funds have been fully reversed. The Company is not obligated to pay guaranteed returns or hurdles, and therefore, cannot have negative carried interest over the life of a fund. Accrued carried interest as of the reporting date is reflected in Investments on the consolidated balance sheets.

Carried interest is realized when an underlying investment is profitably disposed of and the fund’s cumulative returns are in excess of the preferred return or, in limited instances, after certain thresholds for return of capital are met. Carried interest is subject to clawback to the extent that the carried interest received to date exceeds the amount due to the Company based on cumulative results. The accrual for potential repayment of previously received carried interest would represent amounts previously paid to the Company that would need to be repaid if these funds accruing carry were to be liquidated based on the fair value of their underlying investments. This amount is estimated to be $nil for all periods presented and as a result no clawback provision has been recognized in the consolidated financial statements.

Fair value gains (losses) on principal investments include the unrealized and realized gains and losses on the Company’s principal investments, including its investments in the funds that are not consolidated and receive pro-rata allocations and other principal investments. Gain (loss) on principal investments is realized when the Company redeems all or a portion of its investment or when the Company receives cash income, such as dividends or distributions. Unrealized gain (loss) on principal investments results from changes in the fair value of the underlying investment as well as the reversal of unrealized gain (loss) at the time an investment is realized.

Interest and dividend revenue — Interest and dividend revenue comprise primarily of interest and dividend income earned on principal investments not accounted for under the equity method held by the Company.

Other revenues

Other revenues arises from the Relationship Agreement between BAM and BN. Under the Relationship Agreement, certain employee share-based and performance-based compensation costs are recovered from BN. Income generated under the Relationship Agreement relating to these instruments is recognized as other revenues in the consolidated statements of operations on a gross basis as the instruments vest or are incurred.

Certain liability classified share-based awards covered by the Relationship Agreement are required to be revalued at each balance sheet date. As a result, where the revaluation results in an increase in the share-based award liability, BN will reimburse BAM while conversely, where the revaluation results in a decrease in the share-based award liability, BAM will be responsible for reimbursing the difference to BN.

Other revenues also includes certain performance fees which are accounted for as contracts with customers. Amounts are accrued on a quarterly or annual basis and are not recognized until (a) it is probable that a significant reversal in the amount of cumulative revenue recognized will not occur, or (b) the uncertainty associated with the variable consideration is subsequently resolved. Certain amounts are subject to clawback.

Fair Value of Financial Instruments

U.S. GAAP establishes a hierarchical disclosure framework which prioritizes and ranks the level of market price observability used in measuring financial instruments at fair value. Market price observability is affected by a number of factors, including the type of financial instrument, the characteristics specific to the financial instrument and the state of the marketplace, including the existence and transparency of transactions between market participants. Financial instruments with readily available quoted prices in active markets generally will have a higher degree of market price observability and a lesser degree of judgment used in measuring fair value.

Financial instruments measured and reported at fair value are classified and disclosed based on the observability of inputs used in the determination of fair values, as follows:

•Level I — Quoted prices are available in active markets for identical financial instruments as of the reporting date. The types of financial instruments in Level I include listed equities and mutual funds with quoted prices. The Company does not adjust the quoted price for these investments, even in situations where the Company holds a large position and a sale could reasonably impact the quoted price.

•Level II — Pricing inputs are other than quoted prices in active markets, which are either directly or indirectly observable as of the reporting date, and fair value is determined through the use of models or other valuation methodologies.

•Level III — Pricing inputs are unobservable for the financial instruments and include situations where there is little, if any, market activity for the financial instrument. The inputs into the determination of fair value require significant management judgment or estimation.

In certain cases, the inputs used to measure fair value may fall into different levels of the fair value hierarchy. In such cases, the determination of which category within the fair value hierarchy is appropriate for any given financial instrument is based on the lowest level of input that is significant to the fair value measurement. The Company’s assessment of the significance of a particular input to the fair value measurement in its entirety requires judgment and considers factors specific to the financial instrument.

Level II Valuation Techniques

Financial instruments classified within Level II of the fair value hierarchy are comprised of certain equity securities and derivatives.

The valuation techniques used to value financial instruments classified within Level II of the fair value hierarchy are as follows:

•Equity securities and derivatives are valued on the basis of prices from an orderly transaction between market participants provided by reputable dealers or pricing services. In determining the value of a particular investment, the Company may use certain information with respect to quotations from dealers, pricing matrices and market transactions in comparable investments and various relationships between investments. The valuation of certain equity securities is based on an observable price for an identical security adjusted for the effect of a restriction that is embodied in the security.

Level III Valuation Techniques

In the absence of observable market prices, the Company values its investments using valuation methodologies applied on a consistent basis. For some investments where little market activity may exist; management’s determination of fair value is then based on the best information available in the circumstances and may incorporate management’s own assumptions and involves a significant degree of judgment, taking into consideration a combination of internal and external factors, including the appropriate risk adjustments for non-performance and liquidity risks.

The Company uses the discounted cash flow method or the direct capitalization method to value the investments held in consolidated funds. Valuations may be derived by referencing observable valuation measures for comparable assets and recent market transactions, adjusted for asset specific factors. Where a discounted cash flow method is used, a terminal value is derived by referencing to a stabilized exit earnings before interest, taxes, depreciation and amortization and a capitalization rate.

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Net Asset Value

Investment funds are typically measured using NAV as a practical expedient in determining fair value and are not classified in the fair value hierarchy. The carrying value reflects a pro rata ownership percentage as indicated by NAV in the investment fund financial statements, which may be adjusted if it is determined NAV is not calculated consistent with investment company fair value principles. The underlying investments of the investment funds may have significant unobservable inputs, which may include but are not limited to, comparable multiples and weighted average cost of capital (“WACC”) rates applied in valuation models or a discounted cash flow model.

Financial Assets and Financial Liabilities

In the normal course of business, the Company is exposed to certain risks relating to their ongoing operations and uses various types of derivative instruments primarily to mitigate against interest rate and foreign exchange risk. These generally include foreign currency forward contracts and interest rate swaps. The derivative instruments are not designated as hedging instruments under ASC 815, Derivative and Hedging (“ASC 815”).

Derivative instruments under ASC 815 are recognized on a gross basis as either financial assets or financial liabilities in the consolidated balance sheets at fair value with changes in fair value recognized in net income.

Derivative instruments are marked-to-market at the end of each reporting period based upon quotations from pricing services or by the Company and the change in value, if any, is recorded as an unrealized gain (loss). Upon settlement of the instrument, the Company records any realized gain (loss). Unrealized gains (losses) and realized gains (losses) are reflected within other expenses, net within the consolidated statements of operations.

Purchased or written options on equity interests of several of our equity method investments that do not meet the definition of a derivative are recognized on the consolidated balance sheets on a gross basis as financial assets or financial liabilities, respectively. These financial instruments are measured at fair value with changes in fair value recognized in Other expenses, net within the consolidated statements of operations.

Investments

Investments include (i) investments held by funds which the Company controls and consolidates and (ii) the Company’s ownership interests (typically general partner interests) in nonconsolidated funds and other asset management businesses which are accounted for as equity method investments.

(i) Investments at fair value under Consolidated Funds

Investments held in consolidated funds, which are investment companies under ASC 946, Financial Services - Investment Companies, are measured at fair value as disclosed in Note 4.

(ii) Company’s ownership interests in funds and other asset management businesses accounted for as equity method investments

Investments in which the Company is deemed to exert significant influence, but not control, are accounted for using the equity method of accounting. The Company has significant influence over certain Brookfield funds in which it invests but does not consolidate. Therefore, its investments in such Brookfield funds, which include both a proportionate and disproportionate allocation of the profits and losses, are accounted for under the equity method. The Company also has investments in equity interests of other asset management businesses that provide it with significant influence and therefore accounts for such investments using the equity method for its proportionate share of the investees' net income or losses.

When the Company acquires an additional interest in an existing equity method investment, resulting in a step-up in basis, the difference between the purchase price and the Company's proportionate share of the book value of the investee’s net assets is identified and allocated to the fair value of the identifiable assets and liabilities of the investee at the acquisition date. The excess of the purchase price over the book value of the net assets acquired is allocated to intangible assets and goodwill. The basis difference is generally amortized over the remaining useful lives of the intangible assets, while any amount allocated to goodwill is not amortized but is tested for impairment annually. The amortization of the basis difference affects the Company’s share of the investee’s net income or loss and is included in the “Share of Income from Equity Method Investments” line item in the consolidated statements of operations. The amortization periods for the intangible assets to which the basis difference is allocated are consistent with the estimated useful lives of those assets. The Company evaluates its equity method investments for impairment whenever events or changes in circumstances indicate that the carrying amounts of such investments may not be recoverable.

In cases where the Company’s equity method investments provide for a disproportionate allocation of the profits and losses, the Company’s share of income (losses) from equity method investments is determined using a balance sheet approach referred to as the HLBV method. Under the HLBV method, at the end of each reporting period the Company calculates the accrued carried interest that

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would be due to the Company pursuant to fund agreements as if the fair value of the underlying investments were realized as of such date, irrespective of whether such amounts have been realized. As the fair value of the underlying investments varies between reporting periods, it is necessary to make adjustments to the amounts recorded as carried interest to reflect either a positive performance resulting in an increase in the carried interest allocated to the general partner or a negative performance that would cause the amount due to the Company to be less than the amount previously recognized, resulting in a negative adjustment to carried interest allocated to the general partner. In each case, such accrued carried interest will be recognized in the consolidated statements of operations.

The Company has elected to account for certain equity method investments such as equity securities through the election of the fair value option under ASC 825, Financial Instruments. These are investments in limited partnerships that represent more than a minor interest in the investees where the Company does not have the practical ability to exert significant influence.

Refer to Note 4 for further details in relation to equity method investments.

Cash and Cash Equivalents

Cash and cash equivalents represents cash on hand, cash held in banks, money market funds and liquid investments with original maturities of three months or less. Interest income from cash and cash equivalents is recorded in interest and dividend revenue in the consolidated statements of operations.

Intangibles and Goodwill

Identifiable finite-lived intangible assets are amortized on a straight-line basis over their estimated useful lives, ranging from eight to fifteen years, reflecting the contractual lives of such assets. Amortization expense is included within general, administrative and other in the consolidated statements of operations. Intangible assets are reviewed for impairment when events or changes in circumstances indicate that the carrying amount may not be recoverable.

Goodwill is reviewed for impairment at least annually utilizing a qualitative or quantitative approach, and more frequently if circumstances indicate impairment may have occurred. The impairment testing for goodwill under the qualitative approach is based first on a qualitative assessment to determine if it is more likely than not that the fair value of the Company’s operating segments is less than their respective carrying values. In most circumstances, the operating segments are considered the reporting units for purposes of goodwill impairment testing; however, in certain cases, reporting units may be identified at a lower level when an underlying strategy is determined to not have similar economic characteristics. If it is determined that it is more likely than not that a reporting unit's fair value is less than its carrying value or when the quantitative approach is used, an impairment loss is recognized to the extent by which the carrying value exceeds the fair value, not to exceed the total amount of goodwill allocated to that reporting unit.

Property, Plant and Equipment, net

Property, plant and equipment, net consist primarily of leasehold improvements, furniture, fixtures and equipment, computer hardware and software and are recorded at cost less accumulated depreciation and amortization. Depreciation and amortization are calculated using the straight-line method over the assets’ estimated useful economic lives, which for leasehold improvements are the lesser of the lease term or the life of the asset, generally ten to fifteen years, and three to seven years for other fixed assets. Depreciation and amortization expense are recorded within general, administrative and other in the consolidated statements of operations. The Company evaluates long-lived assets for impairment whenever events or changes in circumstances indicate that the carrying amount may not be recoverable.

Accounts Receivable, net

Accounts receivable, net includes management fees receivable from limited partners, receivables from underlying funds, placement and advisory fees receivables relating to unsettled sale transactions and loans extended to unaffiliated third parties. Accounts receivable, net are assessed for credit loss at each reporting date. Amounts determined to be uncollectible are charged directly to general, administrative and other in the consolidated statements of operations.

Foreign Currency

The U.S. Dollar is the functional and presentation currency of the Company. The Company consolidates a number of entities that have a non-U.S. Dollar functional currency. Each of the Company’s subsidiaries and associates determines its own functional currency and items of each subsidiary included in the consolidated financial statements are measured using that functional currency. Assets and liabilities of foreign operations having a functional currency other than the U.S. Dollar are translated at the rate of exchange prevailing at the reporting date and revenues and expenses at average rates during the year. Gains or losses on translation are accumulated as a component of equity. On the disposal of a foreign operation, or the loss of control, joint control or significant influence, the component of accumulated other comprehensive income relating to that foreign operation is reclassified to net income in the

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consolidated statements of operations. Gains or losses on foreign currency denominated balances and transactions that are designated as hedges of net investments in these operations are reported in the same manner.

Foreign currency-denominated monetary assets and liabilities of the Company are translated using the rate of exchange prevailing at the reporting date, and non-monetary assets and liabilities measured at fair value are translated at the rate of exchange prevailing at the date when the fair value was determined. Revenues and expenses are measured at average rates during the year. Gains or losses on translation of these items are included in net income. Foreign currency denominated non-monetary assets and liabilities, measured at historic cost, are translated at the rate of exchange at the transaction date.

Compensation, benefits and carried interest compensation

Compensation — Compensation consists of (a) salary and bonus, and benefits paid and payable to employees, and (b) share-based compensation associated with the grants of share-based awards to employees. Compensation costs relating to the issuance of share-based awards to senior management and employees is accounted for in accordance with ASC 718, Compensation — Stock Compensation. These awards are measured at fair value at the grant date and expensed over the vesting period, except in the case of share-based awards that do not require future service, which are expensed immediately. Cash settled share-based awards and awards settled in a variable number of shares for a fixed monetary amount are classified as liabilities and are remeasured at the end of each reporting period. The Company accounts for forfeitures as they occur.

Refer to Note 12 for further details of the Company's share-based compensation.

Carried Interest Compensation — Unrealized and realized carried interest compensation is performance-based compensation based on performance of investments on a fund-by-fund basis. Such compensation expense is subject to both positive and negative adjustments. For certain carried interest compensation costs recognized in accordance with ASC 710 Compensation - General, BAM is not entitled to the associated carried interest income. Substantially all of these costs are recoverable from BN, with the recoveries being presented in other revenues in the consolidated statement of operations. As the expense is recorded as carried interest compensation costs and the recovery is recorded as other revenues, we note the movement in carried interest compensation costs and carried interest revenues on a gross basis may not have a direct correlation.

Other expenses, net

Other expenses, net — Other expenses, net includes net unrealized gains (losses) resulting from changes in the fair value of the Company’s investments in common shares, financial instruments associated with options to acquire additional interests in various investments, and investments in its sponsored funds, as well as non-asset management related expenses.

Other income, net of consolidated funds — Other income, net of consolidated funds include net unrealized gains (losses) resulting from changes in the fair value of the Company's underlying investments and other financial instruments in its consolidated funds. Upon disposition of an investment, unrealized gains or losses are reversed and an offsetting realized gain or loss is recognized in the current period.

Income taxes

The provision for income taxes is determined using the asset and liability approach of accounting for income taxes. Under this approach, deferred taxes represent the future tax consequences expected to occur when the reported amounts of assets and liabilities are recovered or paid. Income taxes as presented attribute deferred income taxes of the Company's standalone consolidated financial statements in a manner that is systematic, rational, and consistent with the asset and liability method.

The provision for income taxes represents income taxes paid or payable for the current year plus the change in deferred taxes during the year. Deferred taxes result from differences between the financial and tax basis of the Company's assets and liabilities and are adjusted for changes in tax rates and tax laws when such changes are enacted. Valuation allowances are recorded to reduce deferred tax assets when it is more likely than not that a tax benefit will not be realized.

The Company analyzes its tax filing positions in all jurisdictions where it is required to file income tax returns, as well as for all open tax years in these jurisdictions. Tax benefits associated with actual or expected income tax positions are recognized when the “more likely than not” recognition threshold is met. The tax benefits are measured at the largest amount of benefit that is greater than 50% likely to be realized upon settlement with the related tax authority.

The Company recognizes accrued interest and penalties related to uncertain tax positions within the provision for income taxes in the consolidated statements of operations.

Related parties

In the normal course of operations, the Company enters into various transactions on market terms with related parties with amounts being recorded in due from/to affiliates. In accordance with ASC 850 Related Party Disclosures, BAM considers the nature of the relationship in assessing whether the related party meets the definition of an affiliate. Any entity that shares a common parent with

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BAM is considered an affiliate. This primarily includes BN, certain new and mature funds and perpetual affiliates. All other entities where either BAM or BN can exercise significant influence are considered related parties. This primarily includes BAM's or BN's equity method investees such as Oaktree, Castlelake, and BWS. Amounts owed to and by equity method investments and joint ventures are not eliminated on consolidation.

The Company has certain loans receivable and payable within due from/to affiliates which are long-term in nature. These receivables and payables are initially recognized at fair value and subsequently measured at their amortized cost bases with interest recognized using the effective interest method.

In addition to the Relationship Agreement, BN, BAM and the Asset Management Company have entered into a services agreement (the “Services Agreement”), which replaced the Transition Services Agreement upon its expiration. Pursuant to the Services Agreement (i) the parties agree to provide certain services to support day-to-day corporate activities (including services relating to finance, treasury, accounting, legal and regulatory, marketing, communications, human resource, internal audit and information technology) and (ii) upon the request of BN, making the services of BAM investment personnel available for purposes of assisting on acquisitions, investments and other transactions (collectively, the “Services”). The Services are provided, at cost, and shall continue until terminated by written agreement by each of BN, BAM and the Asset Management Company.

See Note 20 for further detail on related party transactions.

Dividends

Dividends are reflected in the consolidated financial statements when declared.

Earnings per Share

The Company calculates earnings per share in accordance with ASC 260 Earnings Per Share. Basic earnings per share is computed by dividing net income available to common shareholders by the weighted-average number of common shares outstanding during the period.

Diluted net income per share reflects the impact of dilutive instruments, which are generally determined using the treasury stock method. For potentially dilutive instruments that are also participating securities, the treasury stock method or the two-class method, whichever, produces the more diluted result, is used to determine diluted net income per share.

Segment Reporting

The Company conducts its business through five operating segments, all of which are reportable segments: infrastructure, renewable power and transition, private equity, real estate and credit. Each operating segment represents a strategic business unit with specialized investment strategies, and are defined based on the nature of assets managed within each operating segment.

In accordance with ASC 280, Segment Reporting, we identify operating segments based on the internal reports reviewed by our Chief Executive Officer, who serves as the Chief Operating Decision Maker (“CODM”). The CODM evaluates each segment's performance and allocates resources based on our key measure referred to as “Segment Earnings”.

See Note 22 for further discussion on segments.

Recent accounting pronouncements

The Company considers the applicability and impact of all Accounting Standard Updates (“ASUs”) issued by the Financial Accounting Standards Board (“FASB”). ASUs not listed below were assessed and either determined to be not applicable or expected to have minimal impact on the Company's consolidated financial statements.

In December 2023, the FASB issued ASU 2023-09, Improvements to Income Tax Disclosure, which requires disclosure of disaggregated information about a reporting entity's effective tax rate reconciliation, using both percentages and reporting currency amounts for specific standardized categories, as well as disclosure of income taxes paid disaggregated by jurisdiction. The guidance is effective for annual periods beginning after December 15, 2024, with early adoption permitted. The Company adopted this guidance prospectively effective for the fiscal year ended December 31, 2025. Refer to Note 10 for the respective disclosures. The adoption has not had a material impact on the Company's consolidated financial statements.

On March 21, 2024, the FASB issued ASU 2024-01, which clarifies how an entity determines whether a profits interest or similar award is within the scope of ASC 718 or not a share-based payment arrangement and therefore within the scope of other guidance. The Company adopted this guidance effective for the fiscal year ended December 31, 2025. The adoption of this guidance did not have a material impact on the Company's consolidated financial statements.

In November 2024, the FASB issued ASU 2024-03, which requires public business entities to disclose specific information about existing costs and expenses in the notes to its financial statements. This ASU is intended to provide users with useful information about expenses critical to understanding an entity's performance. This standard requires that a public business entity disclose key expenses including, but not limited to, employee compensation, depreciation and amortization, and associated qualitative disclosures

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about the nature of expenses. ASU 2024-03 is effective for fiscal years beginning after December 15, 2026 and interim periods beginning after December 15, 2027. The Company is currently assessing the impact of this update, but is not expected to have a material impact.

3. 2025 ARRANGEMENT

On February 4, 2025, BAM and BN completed a transaction by way of a plan of arrangement whereby BN and certain of its subsidiaries exchanged all of their common shares in the Asset Management Company for newly-issued Class A Shares of BAM on a one-for-one basis. As a result of the 2025 Arrangement, BAM issued approximately 1,194 million Class A Shares to BN for approximately 1,194 million outstanding common shares of the Asset Management Company. Immediately following the completion of the 2025 Arrangement, (i) BAM held, directly and indirectly, 100% of the outstanding common shares of the Asset Management Company, (ii) BN held approximately 73% of the Class A Shares of BAM, and (iii) the shareholders of BAM prior to effecting the 2025 Arrangement held the remaining approximately 27% of the Class A Shares of BAM.

As a result, the effective economic ownership interest in the Asset Management Company of BAM’s shareholders prior to effecting the 2025 Arrangement and BN has not been substantially impacted by the 2025 Arrangement.

The acquisition of substantially all of the common shares of the Asset Management Company by BAM has been accounted for as a reverse asset acquisition on the basis that the Asset Management Company, the accounting acquirer, has issued shares to acquire the net assets of BAM and substantially all of BAM’s net assets represent an interest in the Asset Management Company. The Asset Management Company is therefore the predecessor of BAM whereby BAM continues to be the registrant and its consolidated financial statements, including historical results (other than legal share capital), are that of the Asset Management Company.

Accordingly, as a result of the 2025 Arrangement, the following adjustments have been reflected in the financial results of BAM:

•the acquisition of BAM’s net assets and the effective settlement of any pre-existing relationships between the Asset Management Company and BAM; and

•the allocation of the transaction price among the acquired net assets of BAM.

The following table outlines the above:


(In $ millions, unless otherwise noted)
Share consideration effectively transferred:
Post-Arrangement number of shares held by previous shareholders of BAM (millions)	439.8
Price of Class A Shares ($ per share)(a)	$	57.13
	25,127
Transaction costs	5
Less: BAM’s investment and other relationships in the Asset Management Company(b) (c)	(25,099)
Total purchase consideration	$	33

Fair value of net assets acquired:
Cash	$	6
Due from affiliates	793
Intangible assets(d)	215
Accounts payable and other	(883)
Due to affiliates	(10)
Deferred income tax liabilities(d)	(57)
Non-controlling interest	(31)
	$	33

a) Consideration effectively transferred

As part of the 2025 Arrangement, BN and certain of its subsidiaries transferred approximately 1,194 million common shares with a fair value of approximately $68 billion to BAM in exchange for approximately 1,194 million Class A Shares with a fair value of approximately $68 billion on a one-for-one basis. Consideration effectively transferred by the Asset Management Company has been computed as the market price of the Class A Shares on the closing date multiplied by the number of Class A Shares owned by BAM’s shareholders prior to the 2025 Arrangement.

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b) BAM’s interest in the Asset Management Company

Prior to the 2025 Arrangement, BAM held an approximate 27% interest in the Asset Management Company. The fair value of this investment has been determined based on the fair value of the Class A Shares outstanding as of February 4, 2025. As part of the 2025 Arrangement, the Asset Management Company acquired BAM’s net assets from an accounting perspective and as a result its re-acquisition of its own shares are eliminated upon effecting the 2025 Arrangement.

c) Other relationships between the Asset Management Company and BAM

Prior to the 2025 Arrangement, BAM and the Asset Management Company had entered into various transactions which led to balances between the parties. As part of the 2025 Arrangement these balances were effectively settled and have been excluded from both purchase consideration and net assets acquired.

d) Intangible assets

In assessing the fair value of the assets and liabilities acquired in the 2025 Arrangement, an intangible asset associated with the assembled workforce of BAM has been identified. The fair value has been assessed as $215 million, inclusive of $57 million of deferred tax amounts associated with its recognition.

4. INVESTMENTS


AS AT DECEMBER 31, (MILLIONS)	2025		2024
Common and preferred shares (a)	$	337	$	400
Investments in affiliates (b)	787		1,116
Accrued carried interest - mature funds (c)	197		931
Accrued carried interest - new funds (c)	1,636		693
Equity method investments (d)
Equity interest in Oaktree	4,671		4,612
Equity interest in Castlelake	720		538
Equity interest in Primary Wave	261		147
Equity interest in Angel Oak	133		—
Equity interest in other affiliates	1,053		676
	$	9,795	$	9,113

Where appropriate, the accounting for the Company’s investments incorporates the changes in fair value of those investments.

a.As at December 31, 2025, common and preferred shares were $337 million (2024 – $400 million). Common shares primarily represents investments of $64 million (2024 – $64 million) in Brookfield Renewable Energy L.P. and $27 million (2024 – $25 million) in Brookfield Infrastructure Income Fund Inc. Preferred shares represent investments of $188 million (2024 – $249 million) in GEMS Education and $58 million (2024 – $50 million) in Cherry Painting Company, Inc. Common and preferred share investments are carried at fair value with changes in fair value recorded in other expenses, net in the consolidated statements of operations.

b.As at December 31, 2025, investments in affiliates are primarily comprised of an interest in BSREP III, a fund which BAM manages, of $700 million (2024 – $1.0 billion) which is accounted for as an equity investment measured at its NAV in accordance with ASC 321, Investments – Equity Securities. The change in fair value of the Company’s interest in BSREP III was $161 million for the year ended December 31, 2025 (2024 - $82 million) and is recorded within other expenses, net in the consolidated statements of operations.

c.Accrued carried interest represents the disproportionate allocation of capital from our private funds to the extent that such interest is provided for in the relevant fund agreements. Accrued carried interest is accounted for using the equity method of accounting based on the Company’s entitlement to the funds’ net assets as if all investments were liquidated at fair value and all liabilities were satisfied, net of the cumulative amounts that have already been realized. As stipulated in the Relationship Agreement, accrued carried interest in mature funds, as defined therein, is all attributed to BN and accrued carried interest in new funds, including current funds and open-ended funds, as defined therein, is attributed to BN at 33.3%. Such attribution is achieved via Tracking Shares and non-controlling interests in certain subsidiaries that are entitled to such carried interest.

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The change in BAM’s accrued carried interest for mature funds during the years ended December 31, 2025, 2024 and 2023 is as follows:


FOR THE YEARS ENDED DECEMBER 31, (MILLIONS)	2025		2024		2023
Balance, beginning	$	931	$	1,394	$	1,147
Changes in fund fair values	(734)		(438)		298

Realized carried interest	—		(25)		(51)
Balance, ending	$	197	$	931	$	1,394

All mature carried interest is due to BN therefore BAM's net amount of mature carried interest retained is $nil.

The change in BAM’s accrued carried interest for new funds during the years ended December 31, 2025, 2024 and 2023 is as follows:


FOR THE YEARS ENDED DECEMBER 31, (MILLIONS)	2025		2024		2023
Balance, beginning	$	693	$	305	$	124
Changes in fund fair values	943		388		181

Balance, ending	$	1,636	$	693	$	305

New fund carried interest is partially due to BN, who is entitled to 33.3%. After allocating this interest to BN, BAM's net interest in new fund unrealized carried interest is $1.1 billion.

d.The Company has significant influence, but not control, over the operating and financial policies of its equity method investees by virtue of having the ability to appoint members of these investees' governing bodies. The Company recognized its share of earnings from all of its equity method investments of $402 million (2024 – $339 million; 2023 - $167 million) for the year ended December 31, 2025 within the share of income from equity method investments in its consolidated statements of operations. The Company’s equity method investments include our:

i.approximate 74% economic interest in Oaktree of $4.7 billion (2024 – $4.6 billion);

ii.economic interest in Castlelake of $720 million (2024 – $538 million);

iii.49.9% economic interest in LCM of $221 million (2024 – $186 million);

iv.44% economic interest in Primary Wave of $261 million (2024 – $147 million);

v.51.3% economic interest in Angel Oak of $133 million (2024 – $nil);

vi.approximate 11% economic interest in Pretium of $330 million (2024 – $351 million) for which BAM has elected the fair value option under ASC 825 Financial Instruments upon initial recognition with changes in fair value recognized in net income. For the year ended December 31, 2025, a decrease of $21 million has been recognized on the value of the investment. For the year ended December 31, 2025 an increase of $8 million has been recognized on financial assets held by the Company associated with Pretium, which partially offset the change in the value of the investment;

vii.limited partner interests in funds of $368 million (2024 – $29 million) including Pinegrove Fund (2025 – $230 million; 2024 – $25 million), BPE (2025 – $92 million; 2024 – $nil), BGTF II (2025 – $36 million; 2024 – $nil) and;

viii.general partner interests in a number of our private funds.

Oaktree

During the year ended December 31, 2025, the Company increased its investment in Oaktree, resulting in a step-up in the basis of the investment. The step-up occurred due to the Company’s purchase of an additional equity interest, which increased the Company’s economic interest in Oaktree from approximately 73% to approximately 74%. The Company paid cash consideration of $110 million, of which $40 million was provided by BN for its interest in preferred shares redeemable non-controlling interest. The net purchase price for BAM was $70 million. We continue to account for our interest in Oaktree as an equity method investment.

Primary Wave

During the year ended December 31, 2025, the Company increased its investment in Primary Wave resulting in a step-up in the basis of the investment. The step-up occurred due to the Company’s purchase of an additional equity interest for approximately $84 million, which increased the Company’s ownership percentage in Primary Wave from approximately 35%

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to approximately 44%. We continue to account for our interest in Primary Wave as an equity method investment as we do not control the business.

Castlelake

During the year ended December 31, 2025, BAM participated in Castlelake's acquisition of Concora for approximately $475 million. As part of this acquisition, the Company contributed cash consideration of $116 million directly to Castlelake based on the Company's proportionate ownership. Additionally, the Company contributed $81 million for a direct interest in Concora. Overall these investments entitle the Company to an indirect and direct ownership interest of approximately 43%. The Company’s direct interest in Concora has been accounted for as an equity method investment.

Angel Oak

During the year ended December 31, 2025, BAM acquired a 51.3% economic stake in Angel Oak, a leading asset manager specializing in mortgage and consumer products for total consideration of approximately $149 million excluding transaction costs. The Company's interest in Angel Oak has been accounted for as an equity method investment. As part of the purchase agreement, the Company may be required to make additional payments as contingent consideration based on Angel Oak's earnings from 2025 to 2027. The Company has estimated the initial value of this contingent consideration which is included as part of the initial investment. Additionally, certain call options were entered into as part of the arrangement and the underlying value has been separately recognized from the initial value of the equity method investment.

Pinegrove Fund

During the year ended December 31, 2025, the Company invested $172 million in the Pinegrove Fund. The Company’s investment in the Pinegrove Fund has been accounted for as an equity method investment.

BPE

During the year ended December 31, 2025, the Company agreed to sell part of its interest in GEMS Education ($54 million) and Spring Education Group ($40 million) (collectively the “Seed Assets”) to BPE, a fund that will be managed by the Company. In exchange for the Seed Assets, the Company received units in BPE with an initial redemption value of approximately $94 million, which approximates the fair value of the Seed Assets. The units in BPE will be accounted for as an equity method investment and the investments previously held in the Seed Assets will be derecognized.

The summarized financial information of all of the Company’s equity method investees, in aggregate, as at December 31, 2025 and 2024, and for the years ended December 31, 2025, 2024 and 2023, is as follows:



AS AT DECEMBER 31, (MILLIONS)	2025		2024
Investments	$	99,522	$	79,740
Assets	111,310		86,488
Liabilities	27,202		19,318
Capital	81,798		67,020
Non-controlling interest	2,310		196


FOR THE YEARS ENDED DECEMBER 31, (MILLIONS)	2025		2024		2023
Revenues	$	8,469	$	5,156	$	2,426
Expenses	(5,861)		(3,997)		(2,806)
Net income (loss)	2,608		1,160		(380)
Net income attributable to non-controlling interest	69		20		12

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During the year ended December 31, 2025, BAM disposed of its interest in Redwood Evergreen Fund LP for approximately $257 million. Prior to the disposal, the investment in the fund was classified as a disposal group held for sale measured at fair value less costs to sell. During the year ended December 31, 2025, BAM recognized a gain of $15 million, reported within Other expenses, net within the consolidated statements of operations upon the disposal of this investment.

Investments of Consolidated Funds

The summary of the Company's investments held in consolidated funds as at December 31, 2025 and 2024, is as follows:


AS AT DECEMBER 31, (MILLIONS)	Fair value				% of total investments
	2025		2024		2025		2024

Equity securities, at fair value	$	253	$	251	50	%	100	%
Debt, at fair value	252		—		50	%	—	%
Total investments, at fair value	$	505	$	251	100	%	100	%

As of December 31, 2025 and 2024, no single issuer or investment, including derivative instruments and underlying portfolio investments of the consolidated funds, had a fair value that exceeded 5% of BAM’s total assets.

During the year ended December 31, 2025, BAM assigned part of its commitment in Brookfield Infrastructure Structured Solutions (“BISS”) to a related party. As a result of this BAM is no longer the primary beneficiary of BISS and therefore BISS was deconsolidated during the year ended December 31, 2025.

As of December 31, 2025, BAM continues to consolidate BSI II. The investments in consolidated funds are accounted for at their fair value under ASC 946 Financial Services – Investment Companies. During the year ended December 31, 2025, the Company, through BSI II, acquired debt and equity interests in Spring Education.

Other income, net of consolidated funds in the consolidated statements of operations, consists primarily of realized and unrealized gains and losses on the consolidated funds’ investments (including foreign exchange gains and losses attributable to foreign-denominated investments and related activities) and other financial instruments. For the year ended December 31, 2025, there were $47 million of gains recognized from investment activities within Other income, net of consolidated funds on the consolidated statements of operations (2024 – $nil; 2023 – $nil).

5. VARIABLE INTEREST ENTITIES

The Company consolidates certain VIEs for which it is the primary beneficiary either directly or indirectly, through another consolidated entity. VIEs include certain credit focused entities within the Oaktree platform, whereby the purpose of such VIEs is to provide a vehicle that allocates our share of its performance-based fees between the Company and BN, as well as certain consolidated funds where BAM is the primary beneficiary. The fundamental risks of these consolidated VIEs, mainly include loss of invested capital and performance-based fees. The Company does not provide performance guarantees and has no other financial obligation to provide funding to consolidated VIEs. The assets of consolidated VIEs may only be used to settle obligations of these entities. In addition, there is no recourse to the Company for the consolidated VIEs’ liabilities. As at December 31, 2025, the Company had unfunded commitments of $500 million to the consolidated funds.


AS AT DECEMBER 31, (MILLIONS)	2025		2024
Cash and cash equivalents	$	—	$	—
Investments	411		1,083
Investments of consolidated funds	505		251
Other assets	—		—
Total Assets	$	916	$	1,334

Borrowings of consolidated funds	$	462	$	251
Other liabilities	—		—
Total Liabilities	$	462	$	251

The Company holds variable interests in certain VIEs which are not consolidated as it has been determined that the Company is not the primary beneficiary. VIEs that are not consolidated predominately include investment funds sponsored by or managed by the Company. The Company's investment strategies differ by investment fund; however, the fundamental risks have similar characteristics, including loss of invested capital and loss of management and performance income. The Company's maximum exposure to loss as a result of its investments in the unconsolidated investment funds is the carrying value of such investments,

109

including the Company's capital interest and any unrealized carried interest. For the year ended December 31, 2025 and 2024, the Company did not provide any financial and other support to unconsolidated VIEs other than its obligated commitments.

The assets and liabilities recognized in the Company's consolidated balance sheets related to its maximum exposure to loss of those VIEs of which the Company is determined not to be the primary beneficiary, the non-consolidated VIEs, are as follows:


AS AT DECEMBER 31, (MILLIONS)	2025		2024
Investments	$	1,130	$	1,472
Due from affiliates	4		9
VIE related assets	1,134		1,481
Maximum exposure to loss	$	1,134	$	1,481

6. FAIR VALUE MEASUREMENTS OF FINANCIAL INSTRUMENTS

Fair value approximates carrying value for the following financial instruments that are not measured at fair value in the consolidated financial statements: cash, accounts receivable and other, net, accounts payable and other, net, due to affiliates and due from affiliates.

Financial Instruments

The following tables summarize the fair value hierarchy of financial assets and liabilities of the Company that are measured at fair value as at December 31, 2025 and 2024:


	2025
AS AT DECEMBER 31, (MILLIONS)	Level I		Level II		Level III		NAV		Total
Assets
Cash equivalents	$	1,181	$	—	$	—	$	—	$	1,181
Financial assets	—		7		410		—		417
Investments:
Common and preferred shares	—		—		310		27		337
Investments in affiliates	—		—		—		700		700
Equity method investments under fair value option	—		—		330		—		330

Total assets at fair value	$	1,181	$	7	$	1,050	$	727	$	2,965
Liabilities
Financial liabilities	$	—	$	5	$	444	$	—	$	449
Total liabilities at fair value	$	—	$	5	$	444	$	—	$	449


	2024
AS AT DECEMBER 31, (MILLIONS)	Level I		Level II		Level III		NAV		Total
Assets
Cash equivalents	$	172	$	—	$	—	$	—	$	172
Financial assets	—		—		231		—		231
Investments:
Common and preferred shares	10		—		363		25		398
Investments in affiliates	—		—		—		1,026		1,026
Equity method investments under fair value option	—		—		351		—		351
Investments held for sale	—		—		242		—		242
Total assets at fair value	$	182	$	—	$	1,187	$	1,051	$	2,420
Liabilities
Financial liabilities	$	—	$	—	$	228	$	—	$	228
Total liabilities at fair value	$	—	$	—	$	228	$	—	$	228

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Level III Measurements

The fair value measurement of items categorized in Level III of the fair value hierarchy is subject to valuation uncertainty arising from the use of significant unobservable inputs. The significant unobservable inputs used in the fair value measurement of financial assets and liabilities recurringly measured at fair value are discount rates, capitalization rates, volatility assumptions, and inputs to prescribed settlement formulas on certain of our options. Significant changes in these inputs in isolation would have resulted in a significantly higher or lower fair value measurement.

The following tables summarize the quantitative inputs and assumptions used for items categorized in Level III of the fair value hierarchy as at December 31, 2025 and 2024:

AS AT DECEMBER 31, 2025

(MILLIONS)

Asset/Liability

Fair Value

Valuation
Techniques

Unobservable
Inputs

Ranges

Weighted
Average (a)

Impact to Valuation from an Increase in Input

Financial assets (b)

410

Option pricing model

Volatility

35% - 40%

Higher

Discount rate

3% - 9%

Lower

Common and preferred shares (c)

310

Market approach

N/A

Equity method investments under fair value option (d)

330

Market approach

N/A

Financial liabilities (f)

444

Option pricing model

Volatility

25% - 40%

Higher

Discount rate

3% - 4%

Lower

AS AT DECEMBER 31, 2024

(MILLIONS)

Asset/Liability

Fair Value

Valuation
Techniques

Unobservable
Inputs

Ranges

Weighted
Average (a)

Impact to Valuation from an Increase in Input

Financial assets (b)

231

Option pricing model

Volatility

30% - 40%

Higher

Discount rate

5% - 9%

Lower

Common and preferred shares (c)

363

Market approach

N/A

Equity method investments under fair value option (d)

351

Market approach

N/A

Investments held for sale (e)

242

Market approach

N/A

Financial liabilities (f)

228

Option pricing model

Volatility

30% - 40%

Higher

Discount rate

5% - 8%

Lower

(a)Unobservable inputs were weighted based on the fair value of the investments included in the range.

(b)Financial assets relate to call options held by the Company to acquire additional shares of Primary Wave, LCM, Angel Oak and Castlelake from other investors of the investee using a prescribed valuation methodology in exchange for cash, Class A Shares of BAM or BN or other forms of consideration at the discretion of the Company. Financial assets also includes a financial guarantee that ensures a pre-determined return is earned on the 11% economic interest in Pretium. The fair value of these instruments are determined quarterly using a Monte Carlo simulation and various inputs prepared by management.

(c)Common shares categorized as Level III represents investments of $64 million in Brookfield Renewable Energy L.P. (2024 – $64 million). Preferred shares represent $188 million of preferred shares in GEMS Education (2024 – $249 million) and $58 million preferred shares of Cherry Painting Company, Inc. (2024 – $50 million). Common and preferred share investments are carried at fair value with changes in fair value recorded in the consolidated statements of operations.

(d)Equity method investments under fair value option represents an approximate 11% economic interest in Pretium of $330 million (2024 – $351 million) for which BAM has elected the fair value option under ASC 825 Financial Instruments upon initial recognition with changes in fair value recognized in the consolidated statements of operations.

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(e)On March 27, 2025, the Company disposed of its interest in Redwood Evergreen Fund LP for approximately $257 million. As a result, for the year ended December 31, 2025, BAM recognized a gain of $15 million, reported in Other expenses, net within the consolidated statements of operations.

(f)Financial liabilities relate to put options held by other investors of Oaktree, Castlelake, LCM and Primary Wave under which the Company may be required to purchase additional shares of these investees using a prescribed valuation methodology in exchange for cash, Class A Shares of BAM or BN or other forms of consideration at the discretion of the Company. The balance also includes contingent consideration agreed to as part of the acquisition of certain investments and other financial derivatives. The fair value of these instruments is determined quarterly using a Monte Carlo simulation and various inputs prepared by management.

Level III Changes in Fair Value

During the year ended December 31, 2025 and 2024, there have been no changes in valuation techniques within Level III that have had a material impact on the valuation of financial instruments.

The following tables summarize the changes in financial assets and liabilities measured at fair value for which the Company has used Level III inputs to determine fair value. Total realized and unrealized gains and losses recorded for Level III investments are reported in other expenses, net in the consolidated statements of operations.


AS AT AND FOR THE YEAR ENDED DECEMBER 31, 2025 (MILLIONS)	Financial assets		Common and preferred shares		Equity method investments under fair value option		Financial liabilities
Balance, beginning	$	231	$	363	$	351	$	228
Fair value changes in net income	132		16		(21)		142
Purchases and other	47		(10)		40		86
Transfers	—		(59)		(40)		—
Payments	—		—		—		(12)


Balance, ending	$	410	$	310	$	330	$	444


AS AT AND FOR THE YEAR ENDED DECEMBER 31, 2024 (MILLIONS)	Financial assets		Common and preferred shares		Equity method investments under fair value option		Financial liabilities
Balance, beginning	$	37	$	64	$	—	$	122
Fair value changes in net income	68		—		—		(7)



Purchases	126		532		351		113



Sales	—		(233)		—		—
Balance, ending	$	231	$	363	$	351	$	228

Financial Instruments of Consolidated Funds

The following tables summarize the fair value hierarchy of financial assets and liabilities measured at fair value for the Company's consolidated funds as at December 31, 2025 and 2024:


	2025								2024
AS AT DECEMBER 31, (MILLIONS)	Level I		Level II		Level III		Total		Level I		Level II		Level III		Total
Assets


Investments in equity securities	$	—	$	—	$	253	$	253	$	—	$	—	$	251	$	251
Investments in debt	—		—		252		252		—		—		—		—
Total assets at fair value	$	—	$	—	$	505	$	505	$	—	$	—	$	251	$	251
Liabilities

Borrowings	$	462	$	—	$	—	$	462	$	251	$	—	$	—	$	251
Total liabilities at fair value	$	462	$	—	$	—	$	462	$	251	$	—	$	—	$	251

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Level III Measurements of Consolidated Funds

AS AT DECEMBER 31, 2025

(MILLIONS)

Level III Asset/Liability

Fair Value

Valuation
Techniques

Unobservable Inputs

Ranges

Weighted
Average (a)

Impact to Valuation from an Increase in Input

Investments in equity securities

253

Market approach

N/A

Investments in debt

252

Par (net of amortized discount) plus
accrued interest

Discount rate

14%

Lower

AS AT DECEMBER 31, 2024

(MILLIONS)

Level III Asset/Liability

Fair Value

Valuation
Techniques

Unobservable
Inputs

Ranges

Weighted
Average (a)

Impact to Valuation from an Increase in Input

Investments in equity securities

251

Market approach

N/A

Level III Changes in Fair Value of Consolidated Funds


AS AT AND FOR THE YEAR ENDED DECEMBER 31, 2025 (MILLIONS)	Investments in debt		Investments in equity securities
Balance, beginning	$	—	$	251
Fair value changes in net income	25		22



Deconsolidation of consolidated funds	—		(267)
Purchases, net	227		247



Balance, ending	$	252	$	253


AS AT AND FOR THE YEAR ENDED DECEMBER 31, 2024 (MILLIONS)	Investments in equity securities
Balance, beginning	$	—
Fair value changes in net income	—



Purchases, net	251



Balance, ending	$	251

7. CORPORATE BORROWINGS

BAM established a $750 million five-year revolving credit facility on August 29, 2024 through bilateral agreements with a group of lenders. The facility is available in U.S. and Canadian dollars, where U.S. dollar draws are subject to the U.S. Base Rate or SOFR plus a margin of 110 basis points, while Canadian dollar draws are subject to the Canadian Prime Rate or CORRA plus a margin of 110 basis points. The margins are subject to change based on the Company's credit rating. During the year ended December 31, 2025, BAM increased its revolving credit facility by $300 million to $1.05 billion.

During the year ended December 31, 2025, BAM completed three debt offerings, issuing an aggregate of $2.5 billion of senior unsecured notes. On April 24, 2025, BAM issued $750 million of 10-year senior unsecured notes at a fixed interest rate of 5.795%. On September 9, 2025, BAM issued $750 million of 30-year senior unsecured notes at a fixed interest rate of 6.077%. On November 18, 2025, BAM issued $600 million of 5-year senior unsecured notes at a fixed interest rate of 4.653%, and $400 million of 10-year senior unsecured notes at a fixed interest rate of 5.298%.

All or a portion of the senior unsecured notes may be redeemed at BAM's option in whole or in part, at any time and from time to time, prior to the stated maturity, at the redemption price set forth in the agreement. If a change of control triggering event occurs, subject to certain conditions, BAM will be required to make an offer to repurchase all outstanding senior unsecured notes in cash equal to 101% of the principal amount plus accrued and unpaid interest up to the date of, but not including, the date of repurchase.

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BAM has the following debt obligations outstanding:



AS AT DECEMBER 31, (MILLIONS)	2025				2024				Remaining Maturity

	Carrying Value		Fair Value		Carrying Value		Fair Value
Senior unsecured notes
4.653%, Due 11/15/2030	$	600	$	605	$	—	$	—	58 months
5.795%, Due 4/24/2035	750		786		—		—		113 months
5.298%, Due 1/15/2036	400		400		—		—		121 months
6.077%, Due 9/15/2055	750		769		—		—		357 months
Deferred financing costs	(22)		(22)		—		—		N/A
Total corporate borrowings	$	2,478	$	2,538	$	—	$	—

Fair value is determined by broker quote and these notes would be classified as level II within the fair value hierarchy.

Borrowings of Consolidated Funds

Certain consolidated funds also maintain revolving credit facilities that are secured by the limited partner commitments of the respective fund. The consolidated funds of BAM have the following borrowings:



AS AT DECEMBER 31, (MILLIONS)	2025		2024		Facility Capacity		Weighted Average Interest Rate	Weighted Average Remaining Maturity	Commitment fee rate
Consolidated funds
Revolving credit facilities	$	462	$	251	$	745	6.1%	1 month	0.3	%
Total borrowings of consolidated funds	$	462	$	251

BAM was in compliance with all financial covenants associated with its corporate borrowings as of December 31, 2025 and 2024.

8. DERIVATIVES

Freestanding derivatives are instruments that the Company have entered into in the normal course of business to achieve certain risk management objectives as part of their overall risk management and investment strategies. These derivative contracts are not designated as hedging instruments for accounting purposes. Such contracts may include interest rate swaps, total return swaps, and foreign currency forward contracts. As a result of the use of derivative contracts, the Company is exposed to the risk that counterparties will fail to fulfill their contractual obligations. To mitigate such counterparty risk, the Company enters into contracts with certain major financial institutions, all of which have investment grade ratings. Counterparty credit risk is evaluated in determining the fair value of derivative instruments.

The table below summarizes the aggregate notional amount and fair value of the derivative instruments. The notional amount represents the absolute value of all outstanding derivative contracts.


AS AT DECEMBER 31, 2025 (MILLIONS)	Assets				Liabilities
	Notional Amount		Fair Value		Notional Amount		Fair Value
Freestanding derivatives
Foreign-currency forward contracts	$	325	$	4	$	405	$	3
Total return swap contracts	66		3		8		1
Interest rate swap contracts	—		—		370		1
	$	391	$	7	$	783	$	5

Nominal realized and unrealized gains and losses arising from freestanding derivatives were recorded in the consolidated statements of operations for the years ended December 31, 2025 and 2024, respectively.

There were no derivatives outstanding that were designated as hedging instruments for accounting purposes as of December 31, 2025 and 2024. Derivatives are recorded gross as financial assets or financial liabilities in the consolidated balance sheets.

114

9. REVENUE

The Company offers investment products on a number of strategies, specifically renewable power and transition, infrastructure, private equity, real estate and credit, operating in more than 50 countries. The majority of base management and advisory fees are earned from customers located in the U.S.

The following table sets out revenue disaggregated by investment strategy and geography.


FOR THE YEAR ENDED DECEMBER 31, 2025 (MILLIONS)	Renewable power and transition		Infrastructure		Private equity		Real estate		Credit		Total
Base management and advisory fees
United States	$	111	$	142	$	90	$	574	$	311	$	1,228
United Kingdom	229		227		88		302		16		862
Canada	203		400		73		23		80		779
Other	164		202		46		87		16		515
Incentive fees	145		320		95		—		—		560
	$	852	$	1,291	$	392	$	986	$	423	$	3,944


FOR THE YEAR ENDED DECEMBER 31, 2024 (MILLIONS)	Renewable power and transition		Infrastructure		Private equity		Real estate		Credit		Total
Base management and advisory fees
United States	$	105	$	204	$	120	$	558	$	214	$	1,201
United Kingdom	163		189		83		252		—		687
Canada	172		374		71		23		25		665
Other	105		171		48		80		—		404
Incentive fees	129		295		—		—		—		424
	$	674	$	1,233	$	322	$	913	$	239	$	3,381


FOR THE YEAR ENDED DECEMBER 31, 2023 (MILLIONS)	Renewable power and transition		Infrastructure		Private equity		Real estate		Credit		Total
Base management and advisory fees
United States	$	103	$	190	$	104	$	556	$	126	$	1,079
United Kingdom	151		200		45		174		—		570
Canada	176		422		104		44		12		758
Other	71		140		70		78		—		359
Incentive fees	111		265		—		—		—		376
	$	612	$	1,217	$	323	$	852	$	138	$	3,142

115

10. INCOME TAXES

The following is a summary of the Company's income tax expense (benefit).

The income before provision for taxes consists of the following:


FOR THE YEARS ENDED DECEMBER 31, (MILLIONS)	2025		2024		2023
United States	$	171	$	671	$	828
Canada	429		503		599
Other	2,325		1,372		1,127
	$	2,925	$	2,546	$	2,554

The provision (benefit) for taxes consists of the following:


FOR THE YEARS ENDED DECEMBER 31, (MILLIONS)	2025		2024		2023
Current
United States	$	126	$	89	$	147
Canada	34		(92)		65
Other	216		167		113
Total provision for current tax	376		164		325
Deferred
United States	34		60		57
Canada	72		208		31
Other	45		6		4
Total provision for deferred tax	151		274		92
Provision for income tax
United States	160		149		204
Canada	106		116		96
Other	261		173		117
Total Provision for income tax	$	527	$	438	$	417

116

The Company's effective income tax rate is different from the Company's federal statutory income tax rate due to the following differences set out below:


FOR THE YEAR ENDED DECEMBER 31, (MILLIONS)	2025
	$		%

Income before provision for taxes	$	2,925
Federal statutory income tax rate	439		15	%
(Reduction) increase in rate resulting from:


United States
International operations subject to different tax rates	60		2	%
Stock compensation	(43)		(1)	%
Changes in valuation allowance	197		7	%
Other	(15)		—	%
Canada
Provincial tax	56		2	%
Other	5		—	%
United Kingdom	42		1	%
Other jurisdictions	8		—	%
Incentive distributions	(78)		(3)	%
Taxable income attributable to non-controlling interests	(59)		(2)	%
Portion of gains subject to different tax rates	(85)		(3)	%

Effective income tax rate	$	527	18	%


FOR THE YEARS ENDED DECEMBER 31, (MILLIONS)	2024		2023
Combined statutory income tax rate	27	%	27	%
(Reduction) increase in rate resulting from:
Incentive distributions	(3)	%	(3)	%
International operations subject to different tax rates	(2)	%	(4)	%
Taxable income attributable to non-controlling interests	(1)	%	(1)	%
Portion of gains subject to different tax rates	(2)	%	(2)	%
Other	(2)	%	(1)	%
Effective income tax rate	17	%	16	%

A summary of the tax effects of the temporary differences is as follows:


AS AT DECEMBER 31, (MILLIONS)	2025		2024		2023
Assets
Losses (United States)	$	445	$	552	$	720
Losses (Other)	6		6		6
Investment basis differences/net unrealized gains and losses	318		28		(83)
Deferred income tax assets before valuation allowance	$	769	$	586	$	643
Valuation allowance	(197)		—		—
Deferred income tax assets	$	572	$	586	$	643
Liabilities
Investment basis differences/net unrealized gains and losses	169		46		40
Deferred income tax liabilities	$	169	$	46	$	40

117

Management evaluates the realizability of deferred tax assets by considering, among other factors, projections of future taxable income, beginning with historical results and incorporating assumptions regarding the amount and character of future taxable income. These assumptions require judgment and are consistent with the Company's operating plans and estimates used to manage the business.

As at December 31, 2025, a valuation allowance of $197 million has been recorded against deferred tax assets related to net operating loss carryforwards in the U.S. that are not more likely than not to be utilized. The amount of the deferred tax asset considered realizable, however, could be adjusted if estimates of future taxable income during the carryforward period are reduced or increased.

As at December 31, 2025, the Company has net operating loss carryforwards in the U.S. of approximately $2.1 billion (2024 – $2.6 billion) that expire after 2026.

As at December 31, 2025, the Company has accumulated undistributed earnings generated by certain foreign subsidiaries, which it intends to indefinitely reinvest and have not recorded any deferred taxes with respect to outside tax basis difference on these subsidiaries.

As at December 31, 2025, the Company did not have any material unrecognized tax benefits related to uncertain tax positions.

The Company files its tax returns as prescribed by the tax laws of the jurisdictions in which it operates. In the normal course of business, the Company is subject to examination by U.S. and other local tax authorities. As of December 31, 2025, certain of the Company’s U.S. and non-U.S. income tax returns for 2018 through 2023 are open to or are under examination.

11. EARNINGS PER SHARE

Basic earnings per share is computed by dividing net income by the weighted average number of common shares outstanding during the period. BAM applies the two-class method in calculating earnings per share for each of its two classes of shares and participating securities, based on their pro-rata share of earnings. Class A Shares held under the ES Plans in one or more private wholly owned subsidiaries of BAM are classified as treasury shares and have been excluded from the calculation of earnings per share. BAM has certain dilutive securities relating to outstanding escrowed shares and options held by employees and non-employees that have been reflected accordingly in diluted earnings per share figures. Basic and diluted net income per share of common stock for the years ended December 31, 2025, 2024 and 2023 was calculated as follows:



FOR THE YEARS ENDED DECEMBER 31, (MILLIONS)	2025				2024				2023
	Class A Shares		Class B Shares		Class A Shares		Class B Shares		Class A Shares		Class B Shares
Numerator
Net income	$	2,482	$	—	$	2,165	$	—	$	1,837	$	—
Denominator
Weighted average of common stock outstanding - basic	1,612.2		—		1,603.4		—		1,585.8		—
Dilutive effect of conversion of options and escrowed shares using treasury stock method	16.3		—		10.2		—		4.8		—
Weighted average of common stock outstanding - diluted	1,628.5		—		1,613.6		—		1,590.6		—
Net Income per Share
Earnings per share - basic	$	1.54	$	1.54	$	1.35	$	1.35	$	1.16	$	1.16
Earnings per share - diluted	$	1.52	$	1.54	$	1.34	$	1.35	$	1.16	$	1.16

The following weighted average potentially dilutive securities were evaluated under the treasury stock method for potentially dilutive effects and have been excluded in the above computation of diluted net income per share attributable to common shareholders for the period presented due to their anti-dilutive effect:


FOR THE YEARS ENDED DECEMBER 31, (MILLIONS)	2025	2024	2023
Management stock options of BAM	3.8	4.2	8.2
Escrow shares of BAM	3.6	3.7	5.0
Total	7.4	7.9	13.2

118

12. SHARE-BASED COMPENSATION

BAM and BN have granted share-based compensation awards to certain employees and directors of BAM, under a number of compensation plans (the “Equity Plans”). The Equity Plans provide for the granting of share options, restricted shares, escrowed shares and deferred share and restricted share units which contain certain service or performance requirements of BAM or BN.

The expense recognized for share-based compensation is summarized in the following table:


FOR THE YEARS ENDED DECEMBER 31, (MILLIONS)	2025		2024		2023
Expense arising from equity-settled share-based payment transactions
Management Share Option Plan	$	44	$	24	$	24
Escrowed Stock Plan	60		20		14
Restricted Stock Plan	55		51		48
	$	159	$	95	$	86

Expense/(Recovery) arising from cash-settled share-based payment transactions
Deferred Share Unit Plan	$	88	$	42	$	15
Restricted Share Unit Plan	—		1		(3)
	$	88	$	43	$	12

The share-based payment plans are described below.

Management Share Option Plan

BAM recognizes any awards associated with the existing Equity Plans for its employees irrespective of whether the awards were granted by BN or BAM. Options issued under the Management Share Option Plan (“MSOP”) of both BN and BAM vest over a period of up to five years, expire ten years after the grant date and are settled through issuance of Class A Shares or BN Class A Shares. The exercise price is equal to the market price at the grant date. For the year ended December 31, 2025, the total expense incurred with respect to MSOP totaled $44 million (2024 – $24 million; 2023 – $24 million).

The change in the number of options during the year ended December 31, 2025 was as follows:


	Number of Brookfield Asset Management Ltd. Options1			Number of Brookfield Corporation Options2, 3
	Number of Options (000's)	Weighted-Average Exercise Price		Number of Options (000's)	Weighted-Average Exercise Price





Outstanding as at January 1, 2025	12,565	$	34.54	19,955	$	20.06
2025 Arrangement	6,085	31.67		16,133	17.38
Transferred	90	31.03		1,214	22.49
Granted	4,708	59.62		375	40.19
Exercised	(1,365)	23.85		(9,334)	14.41
Cancelled	(417)	44.27		(117)	29.26
Outstanding as at December 31, 2025	21,666	$	39.65	28,226	$	20.91
1. Represents the continuity of BAM options relating to only those employees of the Company based on BAM's weighted average exercise price which differs from that of BN. 2. Represents the continuity of BN's options relating to only those employees of the Company based on BN's weighted average exercise price which differs from that of BAM. 3. Adjusted to reflect the three-for-two stock split completed on October 9, 2025.

119

The change in the number of options during the year ended December 31, 2024 was as follows:


	Number of Brookfield Asset Management Ltd. Options1			Number of Brookfield Corporation Options2, 3
	Number of Options (000's)	Weighted-Average Exercise Price		Number of Options (000's)	Weighted-Average Exercise Price





Outstanding as at January 1, 2024	9,969	$	30.81	27,700	$	18.77
Transferred	(363)	32.80		(1,805)	18.49
Granted	4,319	40.07		—	—
Exercised	(1,004)	20.64		(5,749)	14.06
Cancelled	(356)	36.96		(191)	27.82
Outstanding as at December 31, 2024	12,565	$	34.54	19,955	$	20.06
1. Represents the continuity of BAM options relating to only those employees of the Company based on BAM's weighted average exercise price which differs from that of BN. 2. Represents the continuity of BN's options relating to only those employees of the Company based on BN's weighted average exercise price which differs from that of BAM. 3. Adjusted to reflect the three-for-two stock split completed on October 9, 2025.

The change in the number of options during the year ended December 31, 2023 was as follows:


	Number of Brookfield Asset Management Ltd. Options1			Number of Brookfield Corporation Options2, 3
	Number of Options (000's)	Weighted-Average Exercise Price		Number of Options (000's)	Weighted-Average Exercise Price





Outstanding as at January 1, 2023	5,631	$	22.87	32,742	$	17.07
Transferred	(455)	19.18		(2,656)	14.40
Granted	5,721	35.13		—	—
Exercised	(652)	16.99		(2,027)	11.45
Cancelled	(276)	35.27		(359)	26.58
Outstanding as at December 31, 2023	9,969	$	30.81	27,700	$	18.77
1. Represents the continuity of BAM options relating to only those employees of the Company based on BAM's weighted average exercise price which differs from that of BN. 2. Represents the continuity of BN's options relating to only those employees of the Company based on BN's weighted average exercise price which differs from that of BAM. 3. Adjusted to reflect the three-for-two stock split completed on October 9, 2025.

The weighted-average grant date fair value of BAM MSOP granted for the year ended December 31, 2025 was $11.18 (2024 – $6.12; 2023 – $5.26), and was determined using the Black-Scholes valuation model, with inputs to the model as follows:


FOR THE YEAR ENDED DECEMBER 31 (MILLIONS)	Unit	2025		2024		2023
Weighted-average share price	US$	$	59.62	$	40.07	$	35.13
Average term to exercise	Years	7.5		7.5		7.5
Share price volatility1	%	29.9		29.2		28.5
Liquidity discount	%	25.0		25.0		25.0
Weighted-average annual dividend yield	%	3.7		4.8		4.6
Risk-free rate	%	4.4		4.2		3.9
1. Share price volatility was determined based on implied volatilities consistent with Brookfield Corporation's historical share prices over a similar period to the average term to exercise.

The total fair value of the options granted during the year ended December 31, 2025 was $53 million (2024 – $38 million; 2023 – $41 million).

120

Escrowed Stock Plan

The Escrowed Stock (“ES”) shares generally vest over five years and must be held to the fifth anniversary of the grant date. At a date no more than ten years from the grant date, all outstanding ES shares will be exchanged for Class A Shares or BN Class A Shares based on the respective market value at the time of the exchange. The number of Class A Shares or BN Class A Shares issued on exchange will be less than the number of shares purchased under the ES Plan resulting in a net reduction in the number of Class A Shares or BN Class A Shares. For the year ended December 31, 2025, the total expense incurred with respect to the ES Plan totaled $60 million (2024 – $20 million; 2023 – $14 million).

The changes in the number of ES shares during the year ended December 31, 2025 was as follows:


	Number of Brookfield Asset Management Ltd. ES Shares1			Number of Brookfield Asset Management ULC ES Shares2			Number of Brookfield Corporation ES Shares3, 4
	Number of ES Shares (000's)	Weighted-Average Exercise Price		Number of ES Shares (000's)	Weighted-Average Exercise Price		Number of ES Shares (000's)	Weighted-Average Exercise Price
Outstanding as at January 1, 2025	3,242	$	32.24	1,494	$	40.07	10,878	$	23.49
2025 Arrangement	9,038	31.62		3,409	40.32		26,502	23.23
Transferred	(505)	32.36		(250)	40.07		393	40.13
Granted	3,544	59.62		—	—		750	40.19
Exercised	(61)	29.64		—	—		(1,344)	25.76
Cancelled	—	—		—	—		—	—
Outstanding as at December 31, 2025	15,258	$	38.24	4,653	$	40.26	37,179	$	23.74
1. Represents the continuity of BAM ES relating to only those employees of the Company based on BAM's weighted average exercise price which differs from that of BN. 2. Represents the continuity of the Asset Management Company ES relating to only those employees of the Company based on BAM's weighted average exercise price which differs from that of BN. 3. Represents the continuity of BN ES relating to only those employees of the Company based on BN's weighted average exercise price which differs from that of BAM. 4. Adjusted to reflect the three-for-two stock split completed on October 9, 2025.

The changes in the number of ES shares during the year ended December 31, 2024 was as follows:


	Number of Brookfield Asset Management Ltd. ES Shares1			Number of Brookfield Asset Management ULC ES Shares2			Number of Brookfield Corporation ES Shares3, 4
	Number of ES Shares (000's)	Weighted-Average Exercise Price		Number of ES Shares (000's)	Weighted-Average Exercise Price		Number of ES Shares (000's)	Weighted-Average Exercise Price
Outstanding as at January 1, 2024	3,321	$	32.18	—	$	—	11,740	$	23.58
Transferred	—	—		—	—		(18)	27.74
Granted	—	—		1,494	40.07		—	—
Exercised	(79)	29.64		—	—		(835)	24.50
Cancelled	—	—		—	—		(9)	30.34
Outstanding as at December 31, 2024	3,242	$	32.24	1,494	$	40.07	10,878	$	23.49
1. Represents the continuity of BAM ES relating to only those employees of the Company based on BAM's weighted average exercise price which differs from that of BN. 2. Represents the continuity of the Asset Management Company ES relating to only those employees of the Company based on BAM's weighted average exercise price which differs from that of BN. 3. Represents the continuity of BN ES relating to only those employees of the Company based on BN's weighted average exercise price which differs from that of BAM. 4. Adjusted to reflect the three-for-two stock split completed on October 9, 2025.

121

The changes in the number of ES shares during the year ended December 31, 2023 were as follows:


	Number of Brookfield Asset Management Ltd. ES Shares1			Number of Brookfield Corporation ES Shares2, 3
	Number of ES Shares (000's)	Weighted-Average Exercise Price		Number of ES Shares (000's)	Weighted-Average Exercise Price
Outstanding as at January 1, 2023	2,361	$	29.64	15,211	$	23.48
Transferred	(575)	29.64		(3,449)	23.14
Granted	1,535	35.13		—	—

Cancelled	—	—		(22)	29.00
Outstanding as at December 31, 2023	3,321	$	32.18	11,740	$	23.58
1. Represents the continuity of BAM ES relating to only those employees of the Company based on BAM's weighted average exercise price which differs from that of BN. 2. Represents the continuity of BN ES relating to only those employees of the Company based on BN's weighted average exercise price which differs from that of BAM. 3. Adjusted to reflect the three-for-two stock split completed on October 9, 2025.

The weighted-average grant date fair value of BAM escrowed shares granted for the year ended December 31, 2025 was $11.18 (2024 – $6.12; 2023 – $5.26), and was determined using the Black-Scholes model of valuation with inputs to the model as follows:


FOR THE YEARS ENDED DECEMBER 31, (MILLIONS)	Unit	2025		2024		2023
Weighted-average share price	US$	$	59.62	$	40.07	$	35.13
Average term to exercise	Years	7.5		7.5		7.5
Share price volatility1	%	29.9		29.2		28.5
Liquidity discount	%	25.0		25.0		25.0
Weighted-average annual dividend yield	%	3.7		4.8		4.6
Risk-free rate	%	4.4		4.2		3.9
1. Share price volatility was determined based on implied volatilities consistent with BN's historical share prices over a similar period to the average term to exercise.

The total fair value of the escrowed shares granted during the year ended December 31, 2025 was $40 million (2024 – $30 million; 2023 – $25 million).

Restricted Stock Plan

The Restricted Stock Plan awards executives with Class A Shares and BN Class A Shares purchased on the open market (“Restricted Shares”). Under the Restricted Stock Plan, Restricted Shares awarded vest over a period of up to five years, except for Restricted Shares awarded in lieu of a cash bonus, which may vest immediately. Vested and unvested Restricted Shares are subject to a hold period of up to five years. Holders of Restricted Shares are entitled to vote and to receive associated dividends. Employee compensation expense for the Restricted Stock Plan is charged against income over the vesting period.

Compensation expense for the year ended December 31, 2025 was $55 million (2024 – $51 million; 2023 – $48 million).

Deferred Share Unit Plan

The Deferred Share Unit (“DSU”) Plan provides for the issuance of DSUs. Under the DSU plan, qualifying employees and directors receive varying percentages of their annual incentive bonus or directors’ fees in the form of DSUs. The DSUs vest over periods of up to five years, and accumulate additional DSUs at the same rate as dividends on Class A Shares and BN Class A Shares based on the market value of the shares at the time of the dividend. Participants are not allowed to convert vested DSUs into cash until retirement or cessation of employment.

The value of the DSUs, when converted to cash, will be equivalent to the market value of the Class A Shares or BN Class A Shares at the time the conversion takes place. The fair value of the vested DSUs as at December 31, 2025 was $701 million (December 31, 2024 – $150 million).

Employee compensation expense for these plans is charged against net income over the vesting period of the DSUs. For those awards issued as part of the 2022 Arrangement, the mark-to-market movement is recoverable from BN. The amount payable in respect of vested DSUs changes as a result of dividends and share price movements. All of the amounts attributable to changes in the amounts payable by the Company are recorded as employee compensation expense in the period of the change. For the year ended December 31, 2025, employee compensation expense totaled $88 million (2024 – $42 million; 2023 – $15 million).

122

Restricted Share Unit Plan

The Restricted Share Unit (“RSU”) Plan provided for the issuance of RSUs. Under the RSU plan, qualifying employees and directors received varying percentages of their annual incentive bonus or directors’ fees in the form of RSUs. The RSUs vest over periods of up to five years. Participants were not allowed to convert RSUs into cash until retirement or cessation of employment. The value of the RSUs, when converted into cash, was equivalent to the difference between the market price of equivalent number of Class A Shares or BN Class A Shares at the time the conversion takes place and the market price on the date the RSUs are granted.

During the year ended December 31, 2024, the RSU Plan was settled and participating employees and directors of BAM received a cash settlement equal to the value of the RSUs at the date of settlement or an option to acquire preferred shares in subsidiaries of BN with a redemption value equal to the value of their RSUs on the date of the settlement of the RSU plan.

The value of the outstanding options associated with the settlement of the RSU plan as at December 31, 2025 was $nil (December 31, 2024 – $21 million) and the fair value of outstanding RSUs was $nil (December 31, 2024 – $nil).

For the year ended December 31, 2025, expense associated with the RSU's totaled $nil (2024 – $1 million; 2023 – recovery of $3 million).

The change in the number of DSUs and RSUs outstanding for the year ended December 31, 2025 was as follows:


	DSUs		RSUs
	Number of Units Tracking to BAM Ltd. share price (000's)	Number of Units Tracking to BN1 share price (000's)	Number of Units Tracking to BN1 share price (000's)	Weighted-Average Exercise Price (CAD)
Outstanding as at January 1, 2025	387	2,297	—	$	—
2025 Arrangement	1,694	10,515	—	—
Transferred	13	233	—	—
Granted and reinvested	138	104	—	—
Exercised and cancelled	(178)	(898)	—	—
Outstanding as at December 31, 2025	2,054	12,251	—	$	—
1. Adjusted to reflect the three-for-two stock split completed on October 9, 2025.

The change in the number of DSUs and RSUs outstanding for the year ended December 31, 2024 was as follows:


	DSUs		RSUs
	Number of Units Tracking to BAM Ltd. share price (000's)	Number of Units Tracking to BN1 share price (000's)	Number of Units Tracking to BN1 share price (000's)	Weighted-Average Exercise Price (CAD)
Outstanding as at January 1, 2024	788	4,804	854	$	2.62
Transferred	(7)	(97)	—	—
Granted and reinvested	30	26	—	—
Exercised and cancelled	(424)	(2,436)	(854)	2.62
Outstanding as at December 31, 2024	387	2,297	—	$	—
1. Adjusted to reflect the three-for-two stock split completed on October 9, 2025.

123

The change in the number of DSUs and RSUs outstanding for the year ended December 31, 2023 was as follows:


	DSUs		RSUs
	Number of Units Tracking to BAM Ltd. share price (000's)	Number of Units Tracking to BN1 share price (000's)	Number of Units Tracking to BN1 share price (000's)	Weighted-Average Exercise Price (CAD)
Outstanding as at January 1, 2023	915	5,785	1,234	$	2.62
Transferred	(123)	(822)	(380)	2.62
Granted and reinvested	30	40	—	—
Exercised and cancelled	(34)	(199)	—	—
Outstanding as at December 31, 2023	788	4,804	854	$	2.62
1. Adjusted to reflect the three-for-two stock split completed on October 9, 2025.

13. PREFERRED SHARES REDEEMABLE NON-CONTROLLING INTEREST

As at December 31, 2025, subsidiaries of the Company have issued and outstanding certain classes of preferred shares which are outlined below:


	2025			2024
AS AT DECEMBER 31, (MILLIONS, EXCEPT SHARE AMOUNTS)	Number of Shares	Value		Number of Shares	Value
BUSHI Preferred Shares
BUSHI Tracking Shares	200	$	1,115	100	$	1,804
Class B senior preferred	1,621,093	41		1,621,093	41
Class B preferred	2,520,571	63		2,520,571	63
Class A preferred	5,909,372	148		7,797,431	195
BMHL Tracking Shares	100	31		100	—
		$	1,398		$	2,103

The movement in the carrying value of the preferred shares redeemable non-controlling interest is as follows:


AS AT AND FOR THE YEARS ENDED DECEMBER 31, (MILLIONS)	2025		2024
Balance, beginning	$	2,103	$	2,166
Issuances	124		158
Distributions	(199)		—
Deemed settlement of Class A preferred shares as a result of 2025 Arrangement	(47)		—
Changes in redemption value included in net income attributable to preferred shares non-controlling interest	(480)		(211)
Settlements	(94)		—
Other	(9)		(10)
Balance, ending	$	1,398	$	2,103

BUSHI and BMHL Tracking Shares

In December 2022, BUSHI and BMHL, subsidiaries of BAM, entered into arrangements with BN whereby BUSHI and BMHL issued preferred shares to BN in exchange for BN's holdings in BUSHI's and BMHL's common shares.

In April 2025, BUSHI entered into an arrangement with BN whereby BUSHI issued the third series of Tracking Shares to BN in exchange for $25 million of cash. The third series of Tracking Shares provides BN with an economic interest equal to 1.5% of certain investments held by Oaktree, an equity method investment of BAM, excluding any fee earnings, carried interest, incentive fees and performance fees of that equity method investee.

During the year ended December 31, 2025, BUSHI paid BN a $176 million cash dividend on the BUSHI Tracking Shares, BMHL paid BN a $14 million cash dividend on the BMHL tracking shares, and BUSHI declared a $7 million distribution to BN on the Class A Preferred Shares and $2 million on the Senior Class B Preferred Shares.

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BUSHI Class B senior preferred and preferred shares

In addition to the Tracking Shares, BUSHI has also issued class B senior preferred shares and class B preferred shares. The class B senior preferred shares entitle the holder to cumulative preferential cash dividends at $1.36375 per share per annum and are ranked senior to the Tracking Shares, class B preferred shares and common shares. The class B senior preferred shares are redeemable by the issuer, whose board is controlled by BN, upon the tenth anniversary of issuance at a redemption amount of $25 per share plus accrued and unpaid dividend. The class B preferred shares are redeemable at the option of both the holder and the issuer at $25 per share (the redemption amount) plus unpaid dividends. These preferred shares are non-voting and rank junior to the BUSHI tracking shares and senior to common shares of the entity, and are entitled to non-cumulative cash dividends at 6.7% per annum on their redemption amount.

Class A preferred shares

The class A preferred shares were issued by a subsidiary of BAM to BN, redeemable at the option of the holder and the issuer at a redemption amount of $25 per share plus accrued and unpaid dividends and these preferred shares are non-voting. During the year ended December 31, 2025, 1,888,059 class A preferred shares worth $47 million were deemed to have been settled upon consolidation as a result of the 2025 Arrangement.

The Company accounts for the changes in the value of the redeemable non-controlling interest in accordance with ASC 480, Distinguishing Liabilities from Equity. The Company elects for the BUSHI tracking shares and class B senior preferred shares to recognize changes in the redemption value immediately as they occur and adjust the carrying amount to equal the redemption value at the end of each reporting period. During the year ended December 31, 2025, the BMHL tracking shares were amended such that a future redemption by BUSHI, whose board is controlled by BN, is now permitted upon the tenth anniversary of issuance consistent with the BUSHI tracking shares. As a result, BAM recognizes changes in the redemption value of the BMHL tracking shares by adjusting the carrying amount to equal the redemption value at the end of each reporting period. The BUSHI class B preferred shares are currently redeemable and are therefore measured at their redemption amount at each reporting date. However, no adjustment to the carrying value of the class B preferred shares is expected as dividends declared are expected to be paid on or prior to each reporting date.

14. NON-CONTROLLING INTEREST

Non-Controlling Interests in Consolidated Entities

Net income (loss) generated by the respective subsidiaries is allocated to non-controlling interest in consolidated entities based on the substantive contractual terms of the subsidiaries’ governing agreements that specify the allocation of income or loss. The majority of income attributable to non-controlling interest is comprised of BN's one third share of carried interest revenue generated on new funds.

The movement in the carrying value of non-controlling interest is as follows:


AS AT AND FOR THE YEARS ENDED DECEMBER 31, (MILLIONS)	2025		2024
Balance, beginning	$	336	$	173
Net income	369		151
Contributions	61		16
2025 Arrangement	31		—
Distributions(a)	(24)		(4)

Balance, ending	$	773	$	336


(a) Distributions include a $17 million adjustment to derecognize the remaining non-controlling interest in a consolidated entity that was acquired during the year ended December 31, 2025.

Non-Controlling Interests in Consolidated Funds

The following table sets forth a summary of changes in the non-controlling interests in consolidated funds.


AS AT AND FOR THE YEARS ENDED DECEMBER 31, (MILLIONS)	2025		2024
Balance, beginning	$	—	$	—
Net income	24		—
Contributions	163		—
Deconsolidation of consolidated funds	(166)		—
Balance, ending	$	21	$	—

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15. ACCOUNTS RECEIVABLE AND OTHER, NET



AS AT DECEMBER 31, (MILLIONS)	2025		2024
Accounts receivable	$	106	$	225
Prepaid expenses	128		175
Other assets	99		83
	$	333	$	483

Other assets is primarily comprised of tax recoveries not yet collected.

16. ACCOUNTS PAYABLE AND OTHER, NET



AS AT DECEMBER 31, (MILLIONS)	2025		2024
Accounts payable	$	599	$	490
Accrued liabilities	911		602
Other liabilities	949		257
	$	2,459	$	1,349

Other liabilities are primarily comprised of current taxes payable, accrued bonuses, and amounts payable related to cash based compensation vesting.

17. PROPERTY, PLANT AND EQUIPMENT, NET



AS AT DECEMBER 31, (MILLIONS)	2025		2024
Property, plant, and equipment, net	$	43	$	30
Leasehold improvements, net	49		28

	$	92	$	58

Depreciation expense of $12 million (2024 – $6 million, 2023 – $3 million) related to property, plant, and equipment, and $8 million (2024 – $5 million, 2023 – $8 million) related to leasehold improvements for the years ended December 31, 2025, 2024 and 2023, is included in general, administrative, and other in the consolidated statements of operations.

18. GOODWILL AND INTANGIBLE ASSETS, NET

The carrying value of goodwill was $236 million as of December 31, 2025 (2024 – $251 million).

Intangible assets, net consists of the following:



AS AT DECEMBER 31, (MILLIONS)	2025		2024
Contractual customer relationships	$	362	$	145
Accumulated amortization and impairment	(128)		(107)
Intangible assets, net	$	234	$	38

Changes in intangible assets, net consists of the following:



AS AT DECEMBER 31, (MILLIONS)	2025		2024
Balance, beginning of year	$	38	$	42
2025 Arrangement	215		—
Amortization	(20)		(4)
Other	1		—

Balance, end of year	$	234	$	38

Intangible assets, net consist of acquired contractual rights to earn future fee income, which have a weighted-average amortization period of 10 years as well as indefinite life intangible assets. Amortization of intangible assets held at December 31, 2025 is expected to be $25 million, $24 million, $24 million, and $24 million for each of the years ending December 31, 2026, 2027, 2028 and 2029, respectively.

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In accordance with ASC 350 Intangibles — Goodwill and Other, management reviews its goodwill for impairment whenever events or changes in circumstances indicate that the carrying amount of the asset may not be recoverable, and considers factors including, but not limited to, expected cash flows from its interest in future management fees and the ability to raise new funds. During the year ended December 31, 2025, the Company recorded an impairment loss of $15 million (2024 – $nil) related to a specific underlying strategy that will not be continued. In all other instances the fair value was found to be in excess of the carrying value of the relevant reporting unit.

In addition, an assessment of impairment indicators was performed with respect to certain intangible assets and no indicator of impairment was identified.

The fair value of the reporting units for both goodwill and intangibles was determined utilizing a discounted cashflow model along with inputs from assessing multiples of publicly traded companies.

The key assumptions used in the calculation of fair value included assumptions on growth rates, effective tax rates, operating margins, and the weighted average cost of capital, (“WACC”). Specifically, we calculated the residual value by dividing the residual free cash flow by a capitalization rate equal to the WACC 15.0% (2024 – 14.5%) minus the expected long-term growth rate of the free cash flows 4.0% (2024 – 4.0%). No significant changes have occurred since the impairment test was performed.

19. CASH AND CASH EQUIVALENTS



AS AT DECEMBER 31,	2025		2024
Cash	$	402	$	232
Cash equivalents	1,181		172
	$	1,583	$	404

The carrying value of cash and cash equivalents approximates their fair value. Cash equivalents comprise of a deposit with BN of $1.1 billion (2024 – $132 million).

20. RELATED PARTY TRANSACTIONS

In the normal course of business, BAM enters into transactions and derives substantially all of its revenue from the provision of asset management services to affiliates and related parties. During the year ended December 31, 2025, the Company recorded revenues of $4.8 billion (2024 – $3.8 billion, 2023 – $3.5 billion), with affiliates and related parties on its consolidated statements of operations.

BAM also has investment management agreements with the funds that it manages. In accordance with these agreements, these funds may bear certain operating costs and expenses which are initially paid by BAM and subsequently reimbursed by the funds.

As outlined in the Relationship Agreement, BN is responsible for costs associated with certain share-based awards for certain employees, some of which are subject to revaluation at each balance sheet date, and will also bear the cost of the employee entitlement to carried interest on mature funds either directly or indirectly through reimbursement to the Company. Income generated from BN under the Relationship Agreement relating to these instruments is recognized as other revenues in the consolidated statements of operations on a gross basis as the instruments vest or are incurred. During the year ended December 31, 2025, BAM recognized recharges of $268 million (2024 – $178 million; 2023 – $142 million), in the consolidated statements of operations in other revenues under this arrangement.

Due from affiliates and due to affiliates consisted of the following:


AS AT DECEMBER 31, (MILLIONS)	2025		2024
Due from affiliates
Operating and loan receivables	$	1,669	$	1,768
Receivables from affiliates related to share and cash-based compensation	1,611		732
	$	3,280	$	2,500

Due to affiliates
Operating and loan payables	$	682	$	897
Payables to affiliates related to share and cash-based compensation	38		195

	$	720	$	1,092

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Due from affiliates

Due from affiliates of $3.3 billion (2024 – $2.5 billion) consists of $1.7 billion (2024 – $1.8 billion) of receivables from affiliates and related parties which are primarily comprised of base management fees and fund expense reimbursements which are earned in accordance with underlying agreements of the respective funds that BAM is the general partner of or manages.

Due from affiliates also includes working capital facilities, and other outstanding credit facilities provided in the normal course of business. Loans to affiliates are unsecured with floating rates of SOFR plus 235 basis points or a fixed interest rate of 0.9% to 4.2%. Maturities on loans to related parties range from 2026 to 2057. The loans were generally issued to finance acquisitions and fund commitments. In the normal course of business, BAM may periodically assign or transfer balances to related parties. During the year ended December 31, 2025, BAM assigned a $117 million loan to a related party at market terms.

The remaining $1.6 billion (2024 – $0.7 billion) represents receivables from affiliates related to share and cash-based compensation.

Due to affiliates

Due to affiliates of $720 million (2024 – $1.1 billion) consists of operating and loan payables to affiliates and related parties and payables to affiliates related to share and cash-based compensation. Operating payables are for services received in the normal course of business. Loans payables to affiliates and related parties are unsecured with a fixed interest rate of 6.8% to 10.2%. The loans were generally issued for working capital management. The payables to affiliates related to share and cash-based compensation relate to certain adjustments to share and cash-based compensation amounts under the Relationship Agreement as described above.

For the year ended December 31, 2025 the Company recognized tax attributes purchased from a related party of $136 million (2024 – $114 million).

Other related party transactions

During the year ended December 31, 2025 and as part of the 2025 Arrangement, BAM settled the outstanding tracking option which was previously recognized at cost less impairment. As a result, as at December 31, 2025, the carrying amount of these options is $nil (December 31, 2024 – $75 million).

Accounts payable include amounts payable under a tax receivable agreement with Oaktree for $116 million as at December 31, 2025 (2024 – $128 million). Other liabilities as at December 31, 2025 include $46 million (2024 – $35 million) of lease liabilities associated with related parties.

During the year, certain Brookfield-managed funds exited an investment whereby BAM was required to warehouse the investment due to timing of a certain co-investment. The total value of this warehouse was $103 million. Subsequently, BAM received $105 million from the co-investors in settlement of the warehoused interest representing the entirety of this warehouse investment.

On December 22, 2025, BAM acquired certain limited partner units of a partnership from BN, and Brookfield Finance Inc. (“BFI”) for consideration in the form of redeemable preferred shares with a redemption amount of $42 million and $52 million respectively. These units were subsequently redeemed for cash equal to the redemption amount. As BN and BFI are affiliates of the Company, these transactions were considered related party transactions. The transactions resulted in an aggregate decrease of approximately $94 million in cash and taxes payable in the consolidated balance sheet.

BAM incurs certain facilities and technology expenses in the normal course of business that are charged by BN. These costs are included within the other operating expenses in BAM's consolidated statement of operations.

In addition, BAM does business with and on behalf of certain of its affiliates and investees; all such arrangements are conducted on a negotiated basis.

21. COMMITMENTS AND CONTINGENCIES

Commitments

On January 31, 2019, a subsidiary of the Company committed $2.8 billion to BSREP III, of which $2.2 billion has been funded as at December 31, 2025 (2024 – $2.1 billion). The remainder of the commitment will be funded by BN.

In the normal course of business, the Company enters into contractual obligations which include commitments to provide bridge financing and other equity commitments. These other equity commitments primarily include signed investment commitments for bridging portfolio company acquisitions and limited partner commitments with third parties and funds and or entities managed by BAM. The Company earns fees in connection with bridge financing and bears the risk associated with syndicating the commitment. As at December 31, 2025, the Company had $6.6 billion of such commitments outstanding (December 31, 2024 – $3.3 billion). During the year the Company assigned $166 million commitments to related parties.

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The Company established a $750 million five-year revolving credit facility on August 29, 2024 through bilateral agreements with a group of lenders. The facility is available in U.S. and Canadian dollars, where U.S. dollar draws are subject to the U.S. Base Rate or SOFR plus a margin of 110 basis points, while Canadian dollar draws are subject to the Canadian Prime Rate or CORRA plus a margin of 110 basis points. During the year ended December 31, 2025, BAM increased its revolving credit facility by $300 million to $1.05 billion. As at December 31, 2025, the Company has drawn $nil on the $1.05 billion facility.

Guarantees

BAM may enter into guarantees in respect of certain co-investments in which there is carried interest. The amount guaranteed is up to the carried interest amount paid to the general partners of the respective funds, net of taxes. In the event that the general partners default on their carried interest clawback obligations, BAM will make payments under the guarantees. As at December 31, 2025 and 2024, BAM has not recognized any liabilities with respect to such guarantees as no carried interest has been paid in the relevant funds.

The Company may also enter into guarantees where BAM is the general partner or to assist the general partners of specific funds in securing financing. In the event that the general partners default on their financing obligations, the Company will be liable for outstanding payments under the guarantees. As at December 31, 2025, the Company had $179 million of such guarantees outstanding (December 31, 2024 – $300 million).

Contingencies

Carried interest clawback

Carried interest is realized when an underlying investment is profitably disposed of after the fund’s cumulative returns have met a certain threshold for return of capital. When applicable, the Company records a liability for potential clawback obligations due to changes in the unrealized value of a fund’s remaining investments and where the Company has previously received carried interest distributions.

The actual clawback liability, however, generally does not become payable until the end of a fund’s life. No liability for potential clawback obligations has been recorded associated with any of our funds as at December 31, 2025 and December 31, 2024.

Litigation

The Company may from time to time be involved in litigation and claims incidental to the conduct of its business. The Company’s businesses are also subject to extensive regulation, which may result in regulatory proceedings against the Company. As of December 31, 2025 and 2024 there was no material outstanding litigation.

The Company accrues a liability for legal proceedings only when those matters present loss contingencies that are both probable and reasonably estimable. In such cases, there may be exposure to loss in excess of any amounts accrued. Although there can be no assurance of the outcome of such legal actions, based on information known by management, the Company does not have a potential liability related to any current legal proceeding or claim that would individually or in the aggregate materially affect its results of operations, balance sheet or cash flows.

Taxation

We operate in jurisdictions with differing tax laws and tax regulations. Certain jurisdictions in which we operate have proposed draft legislation, which if not enacted in their current form, may result in a change to our effective income tax rate.

These tax laws and regulations are complex and involve uncertainties in the application to our facts and circumstances that may be open to interpretation. We recognize benefits for these uncertain tax positions based upon a process that requires judgment regarding the technical application of the laws, regulations, and various related judicial opinions. If, in our judgment, it is more likely than not (defined as a likelihood of more than 50%) that the tax uncertainty will be resolved favorably for us, we estimate an amount that ultimately will be realized. This process is inherently subjective since it requires our assessment of the probability of future outcomes. We evaluate these uncertain tax positions on a quarterly basis, including consideration of changes in facts and circumstances, such as new regulations or recent judicial opinions, as well as the status of audit activities by taxing authorities. Changes to our estimate of the amount to be realized are recorded in our provision for income taxes during the year in which the change occurred.

22. SEGMENT REPORTING

The Company operates through five distinct operating segments that earn management fees from each respective investment strategy. The performance of these segments is reviewed by the Chief Executive Officer, who acts as the CODM. The CODM uses internal management reports to assess performance and allocate resources, and the information provided herein is consistent with the Company's internal reporting structure and information reviewed by the CODM on a regular basis. The Company's operating segments are comprised of:

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•Infrastructure: Primarily includes managing our flagship infrastructure fund series focused on investing in high-quality infrastructure assets on a value basis. In addition, we manage permanent capital vehicles and perpetual strategies which include BIP, listed on the NYSE and TSX.

•Renewable Power and Transition: Primarily includes managing our flagship renewable power and transition fund series focused on investments aimed at accelerating the global transition to a net-zero carbon economy and driving clean energy investments in emerging markets. In addition, we manage BEP, which is listed on the NYSE and TSX.

•Private Equity: Includes managing our global opportunistic flagship funds, special investments strategy, secondaries strategy, thematic private equity strategies and regional private equity strategies. In addition, we manage BBU which is a publicly traded global business services and industrials company focused on owning and operating high-quality providers of essential products and services listed on the NYSE and TSX.

•Real Estate: Includes the management of our opportunistic real estate flagship fund series and secondaries strategy. In addition, we manage BPG and certain other perpetual funds focused on core plus assets and a non-traded REIT.

•Credit: Includes managing our private credit strategies, opportunistic credit strategies, structured credit strategies, and liquid credit strategies. These products seek to provide flexible, specialized capital solutions to borrowers and deliver attractive risk-adjusted returns to our clients across a range of debt strategies.

Asset information by segment is not disclosed because this information is not used by the CODM to make resource deployment decisions or evaluate the performance of the Company's segments.

Segment Revenues

Segment Revenues is a key metric analyzed by the CODM to determine the growth in recurring cash flows from our asset management business. Segment Revenues include base management fees, advisory fees, performance fees and transaction fees, but excludes incentive distributions, carried interest and revenues of consolidated funds. In addition, Segment Revenues include management fees earned by Oaktree on a 100% basis along with our share of Segment Earnings of partner managers excluding Oaktree. See below for our reconciliation of total revenues as presented on the consolidated statements of operations to Segment Revenues.


FOR THE YEARS ENDED DECEMBER 31, (MILLIONS)	2025		2024		2023
Revenues
Total Revenues	$	4,817	$	3,980	$	4,062
Add: Fee revenues of equity method investments	1,458		1,313		1,214
Less: Incentive distributions	(560)		(424)		(378)
Less: Carried interest allocations(a)	(209)		(16)		(399)
Less: Interest and dividend revenue	(98)		(143)		(172)
Less: Interest and dividend revenue of consolidated funds	(31)		—		—
Less: Other revenues(b)	(264)		(232)		(194)
Less: Costs recovered from affiliates(c)	(298)		(218)		(156)
Total Segment Revenues	$	4,815	$	4,260	$	3,977




(a) This adjustment removes the impact of both unrealized and realized carried interest allocations.

(b) This adjustment removes other revenues earned that are non-cash in nature, which include certain cost recoveries and reimbursements from affiliates.
(c) This adjustment removes the impact of compensation costs that will be borne by affiliates.

Segment Expenses

Segment Expenses reflect direct costs associated with earning Segment Revenues, which include compensation and benefits, facilities, technology, professional fees and travel and other operating expenses. Expenses such as depreciation and amortization, taxes, interest expense, mark-to-market gains (losses), transaction related costs, non-recurring gains (losses), deferred compensation, and expenses of consolidated funds are not reflective of segment performance and are therefore excluded from Segment Expenses. In addition, Segment Expenses include segment related expenditures of Oaktree on a 100% basis. See below for our reconciliation of total expenses as presented on the consolidated statements of operations to Segment Expenses.

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FOR THE YEARS ENDED DECEMBER 31, (MILLIONS)	2025		2024		2023
Expenses
Total Expenses	$	2,044	$	1,680	$	1,546
Add: Expenses of equity method investments(a)	906		880		815
Less: Costs recovered from affiliates(b)	(298)		(218)		(156)
Less: Total carried interest allocation compensation(c)	(146)		(93)		(86)
Less: Interest expense	(87)		(22)		(14)
Less: Other costs(d)	(72)		(103)		(105)
Less: Interest expense of consolidated funds	(28)		—		—
Total Segment Expenses	$	2,319	$	2,124	$	2,000


(a) This adjustment adds expenses associated with Segment Revenues of equity method investments.
(b) This adjustment removes the impact of compensation costs that will be borne by affiliates.
(c) These adjustments remove the impact of both unrealized and realized carried interest compensation expense.
(d) This adjustment removes the impact of depreciation and amortization and certain capital depreciation costs recharged from BAM's affiliates as well as the impact of non-asset management costs related to non-recurring costs not core to the asset management business.

Total Segment Expenses is comprised of the following major categories:


FOR THE YEARS ENDED DECEMBER 31, (MILLIONS)	2025		2024		2023
Total segment compensation and benefits	$	1,674	$	1,570	$	1,491
Total segment facilities, technology and professional fees	335		370		357
Total segment travel and other operating expenses	310		184		152
Total Segment Expenses	$	2,319	$	2,124	$	2,000

Segment Earnings

Segment Earnings are computed as Segment Revenues less Segment Expenses and are used to provide additional insight into the operating profitability of our asset management activities. These earnings are recurring in nature and not based on future realization events.

The following tables present the financial data for the Company’s five segments for the years ended December 31, 2025, 2024 and 2023:



FOR THE YEAR ENDED DECEMBER 31, 2025 (MILLIONS)	Infrastructure		Renewable power and transition		Private equity		Real estate		Credit		Total Segments
Segment Revenues	$	967	$	682	$	450	$	1,083	$	1,633	$	4,815
Segment Expenses
Compensation and benefits	(255)		(168)		(244)		(364)		(643)		(1,674)
Facilities, technology and professional fees	(51)		(28)		(57)		(75)		(124)		(335)
Travel and other operating expenses(a)	(41)		(35)		(28)		(41)		(165)		(310)
Segment Earnings	$	620	$	451	$	121	$	603	$	701	$	2,496



FOR THE YEAR ENDED DECEMBER 31, 2024 (MILLIONS)	Infrastructure		Renewable power and transition		Private equity		Real estate		Credit		Total Segments
Segment Revenues	$	907	$	513	$	470	$	968	$	1,402	$	4,260
Segment Expenses
Compensation and benefits	(235)		(132)		(235)		(340)		(628)		(1,570)
Facilities, technology and professional fees	(64)		(26)		(51)		(93)		(136)		(370)
Travel and other operating expenses(a)	(7)		(9)		(23)		(28)		(117)		(184)
Segment Earnings	$	601	$	346	$	161	$	507	$	521	$	2,136

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FOR THE YEAR ENDED DECEMBER 31, 2023 (MILLIONS)	Infrastructure		Renewable power and transition		Private equity		Real estate		Credit		Total Segments
Segment Revenues	$	950	$	483	$	475	$	920	$	1,149	$	3,977
Segment Expenses
Compensation and benefits	(223)		(116)		(229)		(360)		(563)		(1,491)
Facilities, technology and professional fees	(69)		(23)		(49)		(98)		(118)		(357)
Travel and other operating expenses(a)	(4)		(8)		(20)		(34)		(86)		(152)
Segment Earnings	$	654	$	336	$	177	$	428	$	382	$	1,977


(a) Travel and other operating expenses include travel, sales commissions, insurance, marketing and conferences, and general and administrative costs; none of which individually are 10% or more of total Segment Expenses.

See below for our reconciliation of income before taxes as presented on the consolidated statements of operations to Segment Earnings.


FOR THE YEARS ENDED DECEMBER 31, (MILLIONS)	2025		2024		2023
Income before taxes	$	2,925	$	2,546	$	2,554
Depreciation and amortization(a)	68		14		14
Carried interest allocations, net of carried interest allocation compensation(b)	(63)		77		(313)
Other income and expenses, net of other costs and non-asset management related items(c)	274		182		220
Other income, net of consolidated funds	(47)		—		—
Interest expense	87		22		14
Interest expense of consolidated funds	28		—		—
Interest and dividend revenue	(98)		(143)		(172)
Interest and dividend revenue of consolidated funds	(31)		—		—
Other revenues(d)	(237)		(232)		(194)
Share of income from equity method investments(e)	(402)		(339)		(167)
Segment Earnings from equity method investments(e)	552		433		399
Incentive distributions	(560)		(424)		(378)
Total Segment Earnings	$	2,496	$	2,136	$	1,977


(a) This adjustment removes the depreciation and amortization on property, plant and equipment and intangible assets as well as certain capital depreciation costs recharged from BAM's affiliates.
(b) This adjustment removes the impact of both unrealized and realized carried interest allocations and the associated compensation expense.
(c) This adjustment removes other expenses associated with fair value changes as well as the impact of other costs and non-asset management related items such as non-recurring costs that are not considered part of the ongoing asset management business.
(d) This adjustment adds back other revenues related to the recovery of compensation costs.
(e) These adjustments remove our share of income from equity method investments, included in items (a) to (d) above and includes our share of Segment Earnings from equity method investments.

23. SUBSEQUENT EVENTS

Quarterly Dividend

On February 3, 2026, the board of directors of BAM declared a quarterly dividend of $0.5025 per share, payable on March 31, 2026 to shareholders of record as at the close of business on February 27, 2026.

Oaktree

On October 13, 2025, BAM and BN announced a proposed transaction to acquire the remaining equity interests in the Oaktree business. We expect this transaction to close in the first half of 2026, subject to regulatory approvals and customary closing conditions.

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ITEM 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE

None.

ITEM 9A. CONTROLS AND PROCEDURES

Evaluation of Disclosure Controls and Procedures

We maintain “disclosure controls and procedures,” as such term is defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act, that are designed to ensure that information required to be disclosed by us in reports that we file or submit under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in Securities and Exchange Commission rules and forms, and that such information is accumulated and communicated to our management, including our Chief Executive Officer and Chief Financial Officer, as appropriate, to allow timely decisions regarding required disclosure. In designing disclosure controls and procedures, our management necessarily was required to apply its judgment in evaluating the cost-benefit relationship of possible disclosure controls and procedures. The design of any disclosure controls and procedures also is based in part upon certain assumptions about the likelihood of future events, and there can be no assurance that any design will succeed in achieving its stated goals under all potential future conditions. Any controls and procedures, no matter how well designed and operated, can provide only reasonable assurance of achieving the desired objectives.

Our management, including our Chief Executive Officer and Chief Financial Officer, evaluated the effectiveness of our disclosure controls and procedures pursuant to Rule 13a-15(e) and 15d-15(e) under the Exchange Act as of the end of the period covered by this report. Based on that evaluation, our Chief Executive Officer and Chief Financial Officer have concluded that, as of the end of the period covered by this report, our disclosure controls and procedures (as defined in Rule 13a-15(e) and 15d-15(e) under the Exchange Act) are effective at the reasonable assurance level to accomplish their objectives of ensuring that information we are required to disclose in reports that we file or submit under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in Securities and Exchange Commission rules and forms, and that such information is accumulated and communicated to our management, including our Chief Executive Officer and Chief Financial Officer, as appropriate, to allow timely decisions regarding required disclosure.

Changes in Internal Control Over Financial Reporting

No change in our internal control over financial reporting (as such term is defined in Rules 13a–15(f) and 15d–15(f) under the Exchange Act) occurred during our most recent year, that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.

Management's Report on Internal Control Over Financial Reporting

Management of Brookfield Asset Management Ltd. (“BAM”) is responsible for establishing and maintaining adequate internal control over financial reporting as such term is defined in Rule 13a-15(f) and 15d-15(f) under the Exchange Act. Internal control over financial reporting is a process designed by, or under the supervision of, the Chief Executive Officer and the Chief Financial Officer and effected by the Board of Directors, management and other personnel 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.

Management assessed the effectiveness of BAM's internal control over financial reporting as of December 31, 2025, based on the criteria set forth in Internal Control - Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission. Based on this assessment, management concludes that, as of December 31, 2025, BAM's internal control over financial reporting are effective. Consistent with guidance issued by the SEC, excluded from our evaluation was internal control over financial reporting of the Asset Management Company, which was acquired on February 4, 2025. The Asset Management Company constitutes approximately 96% of total assets, 81% of net assets, 99% of total revenues and 96% of net income of BAM's consolidated financial statement amounts as of and for the year ended December 31, 2025.

BAM's internal control over financial reporting as of December 31, 2025, has been audited by Deloitte LLP, the Independent Registered Public Accounting Firm, who also audited BAM's consolidated financial statements for the year ended December 31, 2025. As stated in the Report of Independent Registered Public Accounting Firm, Deloitte LLP expressed an unqualified opinion on the effectiveness of BAM's internal control over financial reporting as of December 31, 2025.

Attestation Report of the Independent Registered Public Accounting Firm

Deloitte LLP, our independent registered public accounting firm that audited BAM's consolidated financial statements included in this report, has issued its attestation report on BAM's internal control over financial reporting, which is included in Item 8. Financial Statements and Supplementary Data.

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ITEM 9B. OTHER INFORMATION

None.

ITEM 9C. DISCLOSURE REGARDING FOREIGN JURISDICTIONS THAT PREVENT INSPECTIONS

Not applicable.

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PART III

ITEM 10. DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE

Directors and Executive Officers

Our directors are:(a)


Name	Age	Position	Principal Location
Barry Blattman	63	Director	United States
Angela F. Braly	64	Director	United States
Marcel R. Coutu	72	Director (Lead Independent Director)	United States
Scott Cutler	56	Director	United States
Bruce Flatt	60	Director (Chair of the Board)	United States
Olivia (Liv) Garfield	50	Director	United Kingdom
Nili Gilbert	47	Director	United States
Keith Johnson	50	Director	United States
Bruce Karsh	70	Director	United States
Brian W. Kingston	52	Director	United States
Cyrus Madon	60	Director	United States
Diana Noble	64	Director	United Kingdom

(a)Messrs. Blattman and Cutler and Ms. Braly were appointed to the Board effective March 17, 2025. Messrs. Samuel J.B. Pollock and Satish Rai and Ms. Allison Kirkby stepped down from the Board effective March 17, 2025. Mr. Pollock remains CEO of Brookfield's Infrastructure business. Mr. Rai joined the board of directors of BN, effective March 17, 2025. Mr. Karsh was appointed to the Board effective February 3, 2026, replacing Mr. William Powell, who stepped down from the Board effective the same date.

Our executive officers are:


Name	Age	Position	Principal Location
Connor Teskey(a)	38	Chief Executive Officer, BAM; Chief Executive Officer, Renewable Power and Transition	United Kingdom
Hadley Peer Marshall	52	Chief Financial Officer, BAM	United States
David Levi	54	Chief Executive Officer, Global Client Group	United States
Brian W. Kingston	52	Head of U.S., BAM; Executive Chair, Real Estate	United States
Cyrus Madon	60	Executive Vice Chair, BAM; Executive Chair, Private Equity	United States

(a)Mr. Teskey was appointed Chief Executive Officer of BAM effective February 3, 2026, with Mr. Flatt continuing in his role as Chair of the Board of BAM.

Connor Teskey is CEO of BAM, a position he has held since 2026. He is also the head of Brookfield’s Renewable Power and Transition business and CEO of Brookfield Renewable Partners, positions he has held since 2020. In these roles, he is responsible for investments, operations and the expansion of the Renewable Power and Transition business. Mr. Teskey joined Brookfield in 2012 and has held a variety of investment and management roles. Prior to Brookfield, he worked in corporate debt origination at a Canadian bank. Mr. Teskey holds a Bachelor of Business Administration degree from the University of Western Ontario.

Hadley Peer Marshall is the Chief Financial Officer of BAM, a position she has held since 2024. In this role, she is responsible for overseeing the firm’s finance, treasury, tax and investor relations functions. She is also a Managing Partner and Co-Head of Brookfield’s infrastructure debt and structured solutions businesses, a position she has held since 2021, where she oversees the origination, execution and asset management of Brookfield's infrastructure credit and structured solutions investments. Prior to joining Brookfield in 2015, Ms. Peer Marshall was Co-Head of the project finance and infrastructure group at a leading investment bank, where she was responsible for originating, structuring, executing and advising on infrastructure and project financings for clients. Ms. Peer Marshall holds a Master of Business Administration degree and a Bachelor of Science degree from the University of North Carolina at Chapel Hill.

David Levi is Chief Executive Officer of BAM's Global Client Group. In this role, he is responsible for Brookfield’s client relationships across the organization, including the expansion of fund offerings, client solutions and servicing its large and growing institutional and private wealth client base. Prior to this, Mr. Levi was Managing Partner and CEO of Brookfield Oaktree Wealth Solutions, which is responsible for Brookfield and Oaktree’s relationships with private wealth clients globally. He is a member of Brookfield’s Executive Committee. Mr. Levi holds a Master of Business Administration degree from Columbia Business School and a Bachelor of Arts degree from Hamilton College. He is a Fellow of the 2019 class of the Aspen Finance Leaders Fellowship, a member of the Aspen Global Leadership Network and holds the Chartered Financial Analyst designation.

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Brian W. Kingston has been a director of BAM since 2022 and is the Head of U.S., BAM. He is also the Executive Chair of Brookfield’s Real Estate business; in this role, he is responsible for investments, operations and the expansion of the Real Estate business. Prior to his current role, Mr. Kingston led Brookfield’s Australian business activities, holding the positions of CEO of Brookfield Office Properties Australia, CEO of Prime Infrastructure and CFO of Multiplex. Mr. Kingston joined Brookfield in 2001. Under his leadership, Brookfield has conducted a wide range of mergers and acquisitions activities, including investments in Forest City Realty Trust, General Growth Properties and Canary Wharf. Mr. Kingston holds a Bachelor of Commerce degree from Queen’s University.

Cyrus Madon is Executive Vice Chair of BAM and has been a director of BAM since 2022. He is also the Executive Vice Chair of BN, and Executive Chair of Brookfield’s Private Equity Group. In this role, he is responsible for developing strategy, providing investment oversight, and supporting the broader team in executing our growth initiatives. He is also a member of Brookfield's Executive Committee. Mr. Madon joined Brookfield in 1998 and has held a number of senior roles across the organization, including CEO of Brookfield's Private Equity business. Mr. Madon holds a Bachelor of Commerce degree from Queen’s University. He is also on the board of the C.D. Howe Institute.

Barry Blattman is a Vice Chair of BAM and has been a director since 2025. In this role, he focuses on senior, strategic client and business relationships, and contributes to general business development and transaction strategy globally. He is also a director of BWS. Prior to joining Brookfield in 2002, Mr. Blattman was a Managing Director at Merrill Lynch, having begun his career with Salomon Brothers in 1986. Mr. Blattman holds a Master of Business Administration degree from New York University and a Bachelor of Arts degree from the University of Michigan. He serves on the board of Montefiore Health System, and chairs its Real Estate Planning and Development Committee.

Angela F. Braly has been a director of BAM since 2025. She is the former Chair of the Board, President and Chief Executive Officer of WellPoint, Inc. (“WellPoint”), a health benefits company now known as Elevance Health Inc. She was Chair of the Board of WellPoint from 2010 to 2012 and President and Chief Executive Officer and a Board member from 2007 to 2012. Prior to that, Ms. Braly served as Executive Vice President, General Counsel and Chief Public Affairs Officer of WellPoint and President and Chief Executive Officer of Blue Cross Blue Shield of Missouri. Since 2016, she has served on the board of Exxon Mobil Corporation. She served on the board of BN from 2015 to 2025, Lowe’s Companies, Inc. from 2013 to 2021 and The Procter & Gamble Company from 2009 to 2024, including serving on the Audit Committee. She has a Juris Doctor degree from Southern Methodist University School of Law and a Bachelor of Business Administration in Finance, BBA from Texas Tech University.

Marcel R. Coutu has been a director since 2022. He previously served as a director of BN from 2006 to 2022. Mr. Coutu is the past Chairman of Syncrude Canada Ltd., a former President and CEO of Canadian Oil Sands Ltd., Senior Vice-President and Chief Financial Officer of Gulf Canada Resources Limited, and has held a number of senior roles in corporate finance, investment banking, mining and oil and gas exploration and development. Mr. Coutu is a board director of IGM Financial Inc., Power Corporation of Canada, Great-West Lifeco Inc. and the Calgary Stampede Foundation Board. He is a member of the Canadian Council of Chief Executives, a past member of the Board of Governors of the Canadian Association of Petroleum Producers and a past member of the Association of Professional Engineers, Geologists and Geophysicists of Alberta. Mr. Coutu holds a Bachelor of Science (Honours) in Geology from the University of Waterloo and an MBA from the University of Western Ontario.

Scott Cutler has been a director of BAM since 2025. He is the Chief Executive Officer and a director of HealthEquity, Inc., the largest health savings account custodian in the U.S. Prior to joining HealthEquity, Mr. Cutler served as Chief Executive Officer of StockX from 2019 to 2024, and prior to that as Senior Vice President of the Americas at eBay, Inc., from 2017 to 2019. From 2015 to 2017, he served as President of StubHub. Before joining StubHub, Mr. Cutler spent nine years as Executive Vice President at the New York Stock Exchange. Mr. Cutler holds a Bachelor of Science in economics from Brigham Young University and a Juris Doctor from the University of California, Hastings College of Law. He currently serves on the non-profit board of Vibrant Emotional Health, and previously served on the board of Brookfield Renewable Partners and Brookfield Renewable Corporation from 2020 to 2025 and Brookfield Property Partners from 2019 to 2020.

Bruce Flatt is the Chair of the Board of BAM. Mr. Flatt joined Brookfield in 1990 and became CEO of BN, the majority shareholder of BAM, in 2002, of which he also serves as a director. He has been a director of BAM since 2022, when the listed company was formed and was CEO of BAM from formation until February 2026. Under his leadership, Brookfield has developed a global operating presence in more than 50 countries. Mr. Flatt has served on many public company boards over more than three decades.

Olivia (Liv) Garfield has been a director since 2022. She is formerly the CEO of Severn Trent, a FTSE 100 water utilities company, a position she held from April 2014 until December 2025. Before joining Severn Trent, Ms. Garfield was CEO of Openreach, part of the BT Group, where she spearheaded and oversaw the commercial roll-out of fibre broadband to two-thirds of the country. She joined BT in 2002 and held the pivotal roles of Group Director of Strategy and Regulation, Managing Director Commercial and Brands, Global Services and U.K. Customer Services Director. From 1998 to 2002, Ms. Garfield worked for Accenture as a consultant in the Communications and High Tech Market Unit, designing and implementing business change solutions across a number of industry sectors. In October 2020, Ms. Garfield was appointed Commander of the Order of the British Empire (CBE) in the Queen’s Birthday

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Honours for services to the water industry. Ms. Garfield holds a Bachelor of Arts (Honours) from Murray Edwards College, University of Cambridge.

Nili Gilbert has been a director since 2022. She is the Vice Chairwoman of Carbon Direct, a leader in scaling carbon management into a global industry through climate investment, technology, and client advisory. She is also Chair of the David Rockefeller Fund Investment Committee, a member of the Clinton Global Initiative Advisory Council and the Harvard Salata Institute Advisory Board, and Chair of the Glasgow Financial Alliance for Net Zero’s Advisory Panel. With a focus on global macroeconomic investment and forecasting, Nili previously Co-Founded Matarin Capital, growing the firm into one of the largest women-owned asset managers in the U.S. She Co-Chairs the Milken Institute Geo-Economics Leadership Network, serves on the World Economic Forum Global Future Council and the Bretton Woods Committee, and has served in committee chair and advisory roles as a permanent member of both the Council on Foreign Relations and the Economic Club of New York. Ms. Gilbert received her Bachelor of Arts, magna cum laude, from Harvard University, her MBA from Columbia Business School, where she was a Toigo Fellow, and she has completed programs in leadership and sustainability at Oxford and Stanford Universities.

Keith Johnson has been a director since 2022. He is Founding Partner and CEO of HRTG Partners (formerly Sequoia Heritage), a global, evergreen private investment partnership investing on behalf of entrepreneurs, families, and philanthropies established in 2010. Prior to Sequoia Heritage, Mr. Johnson held several investment and wealth management positions with the Stanford Management Company, Bel Air Investment Advisors and Salomon Smith Barney (acquired by Morgan Stanley). Mr. Johnson holds a Bachelor of Science in Statistics from the Brigham Young University and an MBA from the UCLA Anderson School of Management. Mr. Johnson is a CFA charterholder.

Bruce Karsh has been a director of BAM since 2026. He is Oaktree’s Co-Chairman and one of the firm’s co-founders. He is also Oaktree’s Chief Investment Officer and serves as portfolio manager for Oaktree’s Global Opportunities and Global Credit strategies. Mr. Karsh holds an A.B. degree in economics summa cum laude from Duke University and a J.D. from the University of Virginia School of Law. He serves on the boards of a number of privately held companies, is a member of the investment committee of the Broad Foundations and a Trustee Emeritus of Duke University.

Diana Noble has been a director since 2022. Ms. Noble’s background is in private equity, venture capital and international development. She was a partner of Schroder Ventures, later Permira, for 10 years, founder CEO of eVentures and Reed Elsevier Ventures and from 2011 to 2017 was CEO of British International Investment, the British Government’s development finance institution, investing solely in Africa and South Asia, with a dual mission of financial return and development impact. She is currently Deputy Chair of the Bank of England’s Court (the Bank’s governing board), chair of the Remuneration Committee and chaired the 2021 Court Review into Ethnic Diversity and Inclusion at the Bank. She is also a Governor of Wellcome, a global charitable foundation, supporting scientific research for step changes in health outcomes, chairs the People and Remuneration Committee and is a member of the Investment Committee. Her advisory business, Kirkos Partners, advises leaders of PE/VC firms on leadership transition. She has recently published research on this topic (“When to Go and How to Go” – Founder and Leader Transition in Private Equity) with Professor Josh Lerner of Harvard Business School.

Governance

BAM is committed to good corporate governance. As such, we aim to continue to strengthen Board and management accountability to maintain public trust in BAM, and promote the long-term interests of BAM and our shareholders.

Corporate Governance

•Majority independent Board, with seven independent directors

•Lead Independent Director

•Private sessions of independent directors after each Board and committee meeting

•Only independent directors on Audit Committee and Governance, Nominating and Compensation Committee

•Risk oversight by the Board and Audit Committee

•Oversight of sustainability matters

•Board and committee self-evaluations

•Robust Code of Business Conduct and Ethics

•Board Diversity Policy

•Directors attended 100% of meetings held

Compensation

•Executive compensation program with emphasis on long-term incentives where rewards are reflective of strong performance over time (described in more detail in the “Compensation Discussion and Analysis” section of this report)

•Director share ownership guidelines requiring directors to hold shares and share units having a value of at least 2 times their annual retainer

•Independent directors required to take 33.3% of their annual retainer in deferred share units, regardless of existing ownership

•Share retention policy of at least 5 times annual salary and post-exercise hold period requirements for executives

•Executives’ incentive awards/equity compensation subject to clawback

•Anti-hedging, short sale and pledging restrictions

Shareholder Rights

•Annual election of directors

•Majority voting for directors

•Cumulative voting for directors

•Active shareholder engagement

BAM’s comprehensive corporate governance policies and practices are consistent with the requirements of the SEC, the listing standards of the NYSE and the applicable provisions under the U.S. Sarbanes-Oxley Act of 2002, as amended (the “Sarbanes-Oxley Act”). They are also consistent with the guidelines adopted by the CSA and the TSX.

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Board of Directors

Mandate of the Board

The Board oversees the management of BAM’s business and affairs directly and through two committees: the Audit Committee and the Governance, Nominating and Compensation Committee (the “GNCC”, each of the Audit Committee and the GNCC, a “Committee” and collectively, the “Committees”). The responsibilities of the Board and each Committee are set out in written charters, which are reviewed and approved annually by the Board. All Board and Committee charters are posted on BAM’s website, https://bam.brookfield.com under “Corporate Governance”.

The Board is responsible for:

•overseeing BAM’s long-term strategic planning process and reviewing and approving its annual business plan;

•overseeing management’s approach to managing the key risks facing BAM;

•safeguarding shareholders’ equity interests through the optimum utilization of BAM’s capital resources;

•promoting effective corporate governance;

•overseeing BAM’s sustainability program and related practices;

•reviewing major strategic initiatives to determine whether management’s proposed actions accord with long-term corporate goals and shareholder objectives;

•assessing management’s performance against approved business plans;

•appointing the CEO, overseeing the CEO’s selection of other members of senior management and reviewing succession planning; and

•reviewing and approving the reports issued to shareholders, including annual and interim financial statements.

Expectations of Directors

The Board has adopted a charter of expectations for directors (the “Charter of Expectations”), which sets out BAM’s expectations for personal and professional competencies, share ownership, meeting attendance, conflicts of interest, changes of circumstance, and resignation events. Directors are expected to bring any potential conflict of interest to the attention of the Chair or a Committee Chair in advance, and refrain from voting on such matters. Directors are also expected to submit their resignations to the Chair if: (i) they become unable to attend at least 75% of the Board’s regularly scheduled meetings or (ii) if they become involved in a legal dispute, regulatory or similar proceedings, take on new responsibilities, or experience other changes in personal or professional circumstances that could adversely affect BAM or their ability to serve as a director. The Charter of Expectations is reviewed annually and a copy is posted on BAM’s website, https://bam.brookfield.com under “Corporate Governance”.

Meetings of the Board

The agenda for each Board meeting is set by the Chair, in consultation with the CFO and Corporate Secretary, before circulation to the full Board.

The Board meets at least quarterly to review and approve earnings, consider dividend payments and review specific items of business, including transactions and strategic initiatives. The Board holds additional meetings as necessary to consider special business. The Board also meets once a year to review BAM’s annual business plan and long-term strategy.

Meetings of the Board are primarily held in New York, NY. In 2025, there were five scheduled Board meetings, consisting of four regular meetings and one annual strategy session held in November 2025. With the exception of one board meeting held in London, U.K., all of the meetings were held in New York, NY. In 2026, there are five scheduled Board meetings, consisting of four regular meetings and one annual strategy session.

Meetings of Independent Directors

Private sessions of the independent directors without management directors present are held at the end of each regularly scheduled and special Board meeting, as well as at the end of the annual strategy session. Each private session of the Board is chaired by the Lead Independent Director, who reports back to the CEO on any matters requiring action by management. There were five private meetings of independent directors in 2025.

Private sessions of the Committees without management directors present are also held after each Committee meeting, chaired by the respective Committee Chair, who reports back to an appropriate executive on any matters requiring action by management.

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Independent Directors

The Board has a policy that the Lead Independent Director and at least a majority of its directors are independent in order to ensure that the Board operates independent of management and effectively oversees the conduct of management. BAM obtains information from its directors annually to determine their independence. The Board decides which directors are considered to be independent based on the recommendation of the GNCC, which evaluates director independence based on the guidelines set forth under applicable securities laws.

In this process, the Board conducts an analysis of each director nominee to determine if they are a management director, affiliated director or an independent director.

The Chair of the Board is Mr. Flatt, who is not an independent director. However, each of the Committees are fully comprised of independent directors and the Board has a Lead Independent Director, Mr. Coutu. In addition, special committees of independent directors may be formed from time to time to review particular matters or transactions. The Board encourages regular and open dialogue between the independent directors and the Chair to discuss matters raised by independent directors.

The following table shows our current directors and whether each director is an Independent,(a) Management(b) or Affiliated(c) director.

Director

Independent

Management

Affiliated

Reason for Management Status

Barry Blattman

Mr. Blattman is a Vice Chair of BAM

Angela F. Braly

Marcel R. Coutu

Scott Cutler

Bruce Flatt

Mr. Flatt is the CEO of BN

Olivia (Liv) Garfield

Nili Gilbert

Keith Johnson

Bruce Karsh

Mr. Karsh is Co-Chairman of Oaktree

Brian W. Kingston

Mr. Kingston is the Head of U.S., BAM and CEO of Real Estate

Cyrus Madon

Mr. Madon is the Executive Vice-Chair, BAM and Executive Chair, Private Equity

Diana Noble

(a)“Independent” refers to the Board’s determination of whether a director is “independent” under NYSE rules relating to corporate governance matters and section 1.2 of National Instrument 58-101 — Disclosure of Corporate Governance Practices.

(b)“Management” refers to a director who is a current member of management of BAM.

(c)“Affiliated” refers to a director who (i) owns greater than a de minimis interest in BAM (exclusive of any securities compensation earned as a director) or (ii) within the last two years has directly or indirectly (a) been an officer of or employed by BAM or any of its affiliates, (b) performed more than a de minimis amount of services for BAM or any of its affiliates, or (c) had any material business or professional relationship with BAM other than as a director of BAM. “De minimis” for the purpose of this test includes factors such as the relevance of a director’s interest in BAM to themselves and to BAM.

The Board considers the seven directors listed as “Independent” above (approximately 58% of the Board) to be independent.

Term Limits and Board Renewal

The GNCC leads the effort to identify and recruit candidates to join the Board. In this context, the GNCC’s view is that the Board should reflect a balance between the experience that comes with longevity of service on the Board and the need for renewal and fresh perspectives.

The GNCC does not support a mandatory retirement age, director term limits or other mandatory Board turnover mechanisms because its view is that such policies are overly prescriptive; therefore, BAM does not have term limits or other mechanisms that compel Board turnover. The GNCC does believe that periodically adding new voices to the Board can help BAM adapt to a changing business environment and Board renewal continues to be a priority.

The GNCC reviews the composition of the Board on a regular basis in relation to approved director criteria and skill requirements and recommends changes as appropriate to renew the Board (see the “Governance, Nominating and Compensation Committee” section in this report for further information on BAM’s process to identify candidates for election to the Board).

Board Diversity Policy

BAM is committed to enhancing the diversity of the Board. Our deep roots in many global jurisdictions inform our perspective on diversity and our view that the Board should reflect a diversity of backgrounds relevant to its strategic priorities. This includes (but is not limited to) such factors as diversity based on gender, race and ethnicity, as well as diversity of business expertise and international experience.

To achieve the Board’s diversity goals, it has adopted the following written policy:

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•Board appointments will be based on merit, having due regard for the benefits of diversity on the Board, so that each nominee possesses the necessary skills, knowledge and experience to serve effectively as a director;

•In the director identification and selection process, diversity on the Board, including the factors referenced above, will influence succession planning and be a key criterion in identifying and nominating new candidates for election to the Board; and

•The Board has an ongoing gender diversity target of ensuring at least 30% of directors are women.

The Board reflects a diversity of gender, ethnic and racial backgrounds. Of the 12 directors, two directors self-identify as ethnically diverse and four are women; therefore, 17% of the Board is ethnically diverse, and 57% of the independent directors and approximately 33% of the entire Board are women, as shown in the gender metrics table below for the directors.

Women on the Board


Number	Percentage	Minimum Target Percentage	Target Met
4	33%	30%	Met

The GNCC is responsible for implementing the Board diversity policy, monitoring progress towards the achievement of its objectives and recommending to the Board any necessary changes that should be made to the policy.

Director Share Ownership Guidelines

The Charter of Expectations sets forth share ownership requirements of directors, which are in place because BAM believes that directors can better represent shareholders if they have economic exposure to BAM themselves. BAM requires that each director hold Class A Shares, Restricted Shares and/or Deferred Share Units (“DSUs”) having, in the aggregate, a value equal to at least two times the director’s annual retainer fee (“Annual Retainer”), as determined by the Board from time to time. New directors have six years from the date of joining the Board to achieve this minimum economic ownership requirement. All directors are required to take one-third of their Annual Retainer in the form of DSUs.

Director Orientation

BAM’s director orientation program consists of private educational sessions with members of senior management and a comprehensive orientation package. These sessions include information on BAM’s various businesses, its culture, its corporate governance practices, its approach to sustainability matters and risk management, as well as information regarding the Board and Committees framework in place to manage BAM’s affairs and oversee management. Each new director is informed of the expectations that will be placed on them and the commitment they will be asked to make to BAM.

Director Education and Site Visits

BAM provides regular continuing education for directors. Time is set aside at all regularly scheduled Board meetings for presentations on different areas of BAM’s businesses, led by executives responsible for or familiar with these operations. On a rotating basis, directors are provided with an in-depth analysis of a business unit of BAM in order to further educate the directors about BAM and its business activities. Directors also receive presentations on new developments and trends in corporate governance and director fiduciary duties as appropriate.

Director dinners, with select management present, are held before or immediately following all regularly scheduled Board meetings, and director education is provided at these dinners by way of presentations on areas relevant to BAM’s business. These presentations increase director knowledge of various business activities and initiatives. Often more junior executives are invited to Board dinners in order to provide directors with exposure to the next generation of executives and better enable the Board to assess BAM’s bench strength from a succession standpoint.

BAM’s quarterly Board materials include a general market report which incorporates detailed information on developed and emerging economies. As well, throughout the course of the year, the directors are privy to a number of educational sessions as part of the Board and Committee meetings and outside of such meetings, attend BAM’s “Director Education Series”. To date, BAM has held educational sessions on topics including SEC and regulatory compliance, renewable energy and impact investing, and artificial intelligence.

BAM has undertaken to provide off-site visits for the Board to BAM’s business operations and other relevant destinations in key markets outside of New York and London, where regularly scheduled Board meetings are normally held. These off-site visits will be designed to provide an opportunity for directors to gain direct exposure to BAM’s operations and a more detailed understanding of its

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asset management operations. Off-site visits also offer directors an opportunity to meet and assess BAM’s regional leadership in these markets.

Director Commitments

The GNCC monitors the demands placed on each director’s time and attention outside of their service on the Board. This includes, among other things, reviewing the number of other public company boards that a director sits on to ensure that no director has excessive commitments to other public companies that may result in a reduced ability for the director to provide effective oversight as a Board member. In this regard, each director is required to notify the Chair prior to accepting a directorship at another public company.

The view of the GNCC is that a policy limiting the number of other public company boards that a director can sit on is overly prescriptive and would unnecessarily limit our pool of candidate directors. Instead, the GNCC’s philosophy is to consider all outside commitments of a director in context and make a determination whether each director is able to serve effectively on behalf of BAM’s shareholders.

Interlocking Directorships

The GNCC monitors interlocking board and committee memberships among all directors. Board interlocks exist when two directors of one public company sit on the board of another company and committee interlocks exist when two directors sit together on another board and are also members of the same board committee. There are currently no interlocking board or committee memberships among the directors of BAM.

Committees of the Board

The Committees of the Board assist in the effective functioning of the Board and help ensure that the views of independent directors are effectively represented:

•Audit Committee; and

•GNCC.

The responsibilities of these Committees are each set out in written Charters, which are reviewed and approved annually by the Board. The Charter of each Committee, which includes the position description of its respective Committee Chair, can be found on BAM’s website, https://bam.brookfield.com under “Corporate Governance”. It is the Board’s policy that the Committees must consist entirely of independent directors. Special committees may be formed from time to time to review particular matters or transactions. While the Board retains overall responsibility for corporate governance matters, each Committee has specific responsibilities for certain aspects of corporate governance in addition to its other responsibilities, as described below.

Audit Committee

The Audit Committee is responsible for monitoring BAM’s systems and procedures for financial reporting and associated internal controls, and the performance of BAM’s external and internal auditors. It is responsible for reviewing certain public disclosure documents before their approval by the full Board and release to the public, such as BAM’s quarterly and annual financial statements and management’s discussion and analysis. The Audit Committee is also responsible for recommending the independent registered public accounting firm to be nominated for appointment as the external auditor, and for approving the assignment of any non-audit work to be performed by the external auditor, subject to the Audit Committee’s Audit Policy. The Audit Committee meets regularly in private session with BAM’s external auditor and internal auditors, without management present, to discuss and review specific issues as appropriate. The Audit Committee met four times in 2025.

In addition to being independent directors as described above, all members of the Audit Committee must meet an additional “independence” test under the Sarbanes-Oxley Act and Canadian securities laws, in that their directors’ fees must be and are the only compensation they receive, directly or indirectly, from BAM. Further, the Audit Committee requires that all its members disclose any form of association with a present or former internal or external auditor of BAM to the Board for a determination as to whether this association affects the independent status of the director.

As at February 23, 2026, the Audit Committee was comprised of the following three directors: Mr. Coutu (Chair) and Mses. Braly and Gilbert, all of whom are independent directors and were members of the Audit Committee throughout 2025, except for Ms. Braly, who was appointed to the Audit Committee effective March 17, 2025. The Board has determined that all of these directors are independent for Audit Committee service and financially literate in accordance with the rules of the NYSE, and that Mr. Coutu is qualified as an “audit committee financial expert” as defined under the Exchange Act. Mr. Coutu has a Master of Business Administration and over 27 years of experience in investment banking and corporate finance. He is the former President and CEO of Canadian Oil Sands Limited, and former Chief Financial Officer of Gulf Canada Resources Limited. Ms. Braly is the former CEO, President and Chair of the Board of WellPoint, Inc. and has extensive audit committee experience, including having served on the audit committees of BN

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and The Procter & Gamble Company. Ms. Gilbert has a Master of Business Administration from Columbia Business School and is a Chartered Financial Analyst (“CFA”) and Chartered Alternative Investments Analyst charterholder. Ms. Gilbert has over 20 years of professional experience in the asset management business and is the Chair of the Glasgow Financial Alliance for Net Zero’s Advisory Panel of technical experts, as well as a member of its CEO Principals Group and serves as Chair of the Investment Committees of both the David Rockefeller Fund and the Synergos Institute.

Governance, Nominating and Compensation Committee

It is the responsibility of the GNCC, in consultation with the Chair, to assess from time to time the size and composition of the Board and its Committees; to review the effectiveness of the Board’s operations and its relations with management; to assess the performance of the Board, its Committees and individual directors; to review BAM’s statement of corporate governance practices and to review and recommend the directors’ compensation. The GNCC met three times in 2025, consisting of three regular meetings.

The Board has in place a formal procedure for evaluating the performance of the Board, its Committees and individual directors – the GNCC reviews the performance of the Board, its Committees and the contribution of individual directors on an annual basis (see the “Board, Committee and Director Evaluation” section in this Statement of Corporate Governance Practices for further information on the annual director evaluation process).

The GNCC is also responsible for reviewing the credentials of proposed nominees for election or appointment to the Board and for recommending candidates for Board membership, including the candidates proposed to be nominated for election to the Board at the annual meeting of shareholders. To do this, the GNCC maintains an “evergreen” list of candidates to ensure outstanding candidates with needed skills can be quickly identified to fill planned or unplanned vacancies. Candidates are assessed in relation to the criteria established by the Board to ensure that the Board has the appropriate mix of talent, quality, skills, diversity, perspectives and other requirements necessary to promote sound governance and Board effectiveness. The GNCC is also responsible for overseeing BAM’s approach to sustainability matters, which includes a review of their sustainability initiatives and any material disclosures regarding sustainability matters.

The GNCC reviews, at least once a year, the composition of the Committees to ensure that Committee membership complies with the relevant governance guidelines, that the workload for independent directors is balanced, and that Committee positions are rotated as appropriate. In doing so, the GNCC consults with the Chair and makes recommendations to the Board, which appoints Committee members.

The GNCC is also responsible for reviewing and reporting to the Board on management resource matters for BAM, including ensuring a diverse pool for succession planning, the job descriptions and annual objectives of senior executives, the form of executive compensation in general, including an assessment of the risks associated with the compensation plans and the levels of compensation of the CEO and other senior executives. The compensation of BAM’s CEO is set by the GNCC. The GNCC also reviews the performance of senior management against written objectives and reports thereon. In addition, the GNCC is responsible for reviewing any allegations of workplace misconduct claims that are brought to the Committee’s attention through BAM’s ethics hotline, a referral from BAM’s human resources department, or otherwise.

In reviewing BAM’s compensation policies and practices each year, the GNCC will seek to ensure the executive compensation program provides an appropriate balance of risk and reward consistent with the company’s risk profile. The GNCC will also seek to ensure BAM and our asset management business’ compensation practices do not encourage excessive risk-taking behavior by the senior management team. The participation in long-term incentive plans is intended to discourage executives from taking excessive risks in order to achieve short-term unsustainable performance.

All members of the GNCC meet the standard director independence test in that they have no relationship which could, in the view of the Board, be reasonably expected to interfere with the exercise of their independent judgment. The Board has adopted a heightened test of independence for all members of the GNCC, which entails that the Board has determined that no GNCC member has a relationship with senior management that would impair the member’s ability to make independent judgments about BAM’s executive compensation. This additional independence test complies with the test in the listing standards of the NYSE. Additionally, the GNCC evaluates the independence of any advisor it retains in order to comply with the aforementioned NYSE listing standards.

In addition, on an annual basis, the GNCC reviews and recommends for approval to the Board, a number of BAM’s conduct guidelines and corporate policies, including the Code of Business Conduct and Ethics (the “Code of Conduct”) and guidelines which apply to BAM’s directors, officers and employees as well BAM’s investment and capital markets activities, including the thresholds and other criteria governing when such activities can be approved by management and when Board approval is required. The full text of our Code of Conduct is published on BAM’s website, https://bam.brookfield.com under “Corporate Governance”. If we make any amendments to the Code of Conduct, or grant any waiver from a provision of either code to any executive officer or director, we will promptly disclose the nature of the amendment or waiver on our website or in a Current Report on Form 8-K.

As at February 23, 2026, the GNCC was comprised of the following four directors: Mses. Garfield (Chair), Gilbert and Noble and Mr. Cutler, all of whom are independent directors and were members of the GNCC throughout 2025, except for Mr. Cutler, who was appointed to the GNCC effective March 17, 2025.

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Reporting

Each Committee Chair provides a report to the Board following a meeting of their Committee. A Committee’s report to the Board provides a review of the matters that came before the Committee during its meeting, a summary of any decisions that the Committee made, and any other information that the Committee deems relevant. Additionally, as part of the Committee’s report, the Committee will recommend any resolutions that it proposes for adoption by the Board. On an annual basis, each Committee provides a report to shareholders highlighting its work and achievements during the prior year.

Board, Committee and Director Evaluation

The Board believes that a regular and formal process of evaluation improves the performance of the Board as a whole, the Committees and individual directors. Each year, a survey is sent to independent directors inviting comments and suggestions on areas for improving the effectiveness of the Board and its Committees. The results of this survey are reviewed by the GNCC, which makes recommendations to the Board as required. Each independent director also receives a self-assessment questionnaire and all directors are required to complete a skill-set evaluation which is used by the GNCC for planning purposes.

The Chair or the Lead Independent Director holds private interviews with each non-management director annually to discuss the operations of the Board and its Committees, and to provide any feedback on individual director’s contributions. This interview process also includes a peer review, where each director provides feedback to the Chair or the Lead Independent Director on the performance of their colleagues on the Board. The Chair or the Lead Independent Director reports on these interviews to the GNCC as a basis for recommending to the Board measures to improve individual director performance and the overall effectiveness of the Board.

Board and Management Responsibilities

Lead Independent Director

BAM has a separate Chair and CEO. The Chair is Mr. Flatt and the CEO is Mr. Teskey. Since the Board has not appointed an independent Chair, the Board has appointed Mr. Coutu as Lead Independent Director. The Board has adopted written position descriptions for each of the Chair, the Lead Independent Director and CEO, which are summarized below, as well as position descriptions for each Committee Chair. These position descriptions are reviewed annually by the Board and posted on BAM’s website, https://bam.brookfield.com under “Corporate Governance”.

The Chair manages the business of the Board and ensures that the functions identified in the Board’s Charter are being carried out effectively by the Board and its Committees. In addition, the Chair is responsible for: approving the agenda for each Board meeting after consultation with the CEO, CFO and Corporate Secretary; ensuring directors receive the information required to perform their duties; ensuring an appropriate committee structure is in place; providing an evaluation system to assess the performance of the Board as a whole, the Committees and individual directors; and working with the CEO and senior management of BAM in monitoring progress on strategic planning, policy implementation and succession planning.

The Lead Independent Director is generally responsible for facilitating the functioning of the Board independent of management and the non-independent Chair. The responsibilities of the Lead Independent Director include: maintaining and enhancing the quality of corporate governance; coordinating the activities of the other independent directors; consulting and communicating directly with shareholders of BAM and other stakeholders, when appropriate; presiding over all private sessions of BAM’s independent and unaffiliated directors and ensuring that matters raised during these meetings are reviewed with the CEO and Chair and acted upon in a timely fashion; providing leadership to the Board if circumstances arise in which the Chair may be, or may be perceived to be, in conflict, in responding to any reported conflicts of interest, or potential conflicts of interest, arising for any director; and calling meetings of the independent directors, if necessary.

The CEO provides leadership to BAM and, subject to approved policies and direction by the Board, manages the business and affairs of BAM and oversees the execution of its strategic plan. In addition, the CEO is responsible for the following functions: presenting to the Board for approval an annual strategic plan for BAM; presenting to the Board for approval BAM’s capital and operating plans on an ongoing basis; acting as the primary spokesperson for BAM; presenting to the Board for approval an annual assessment of senior management and succession plans; appointing or terminating senior executives of BAM; setting the direction for BAM’s approach to sustainability within its corporate and asset management activities; and, together with the CFO, establishing and maintaining controls and procedures appropriate to ensure the accuracy and integrity of BAM’s financial reporting and public disclosures.

Management’s Relationship to the Board

BAM’s senior management team reports to and is accountable to the Board. Members of management attend Board meetings at the invitation of the Chair, and Committee meetings at the invitation of the respective Committee Chairs.

The information provided by management to directors is critical to Board effectiveness. In addition to the reports presented to the Board and its Committees at meetings, the directors are also kept informed by management on a timely basis of corporate

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developments and key decisions taken by management in pursuing corporate objectives. The directors annually evaluate the quality, completeness and timeliness of information provided by management to the Board.

Strategic Planning

The Board oversees BAM’s strategy to be a leading global alternative asset manager across renewable power and transition, infrastructure, private equity, real estate, and credit. To facilitate this strategy, BAM develops an annual business plan to ensure the compatibility of shareholder, Board and management views on BAM’s strategic direction and performance targets, and the effective use of shareholder capital. The Board meets once a year at an annual strategy session to review the strategic initiatives and annual business plan submitted by senior management.

At the Board’s annual strategy session, the Board reviews BAM’s business model, which is to grow fee-related earnings and distributable earnings by raising and managing Fee-Bearing Capital in various forms from institutional and public market investors. BAM is able to raise capital by creating new investment strategies that help its clients meet their financial objectives and by generating attractive risk-adjusted returns for its clients. In order to deliver strong performance returns on its funds, BAM utilizes its global reach to identify and acquire high quality assets at favorable valuations, finance them prudently, and then seek to enhance the cash flows and values of these assets through established operating business groups. BAM’s strategic plan is designed to achieve attractive long-term total returns for shareholders while minimizing risk and enhancing value across our various stakeholder groups in the best interests of BAM. At the annual strategy session, the Board evaluates the strategic plan and management’s annual accomplishments versus the corporate objectives set forth in the plan.

The Board approves an annual business plan, which guides senior management in the conduct of BAM’s affairs over the ensuing year. Business planning sessions typically occur during the early part of the fourth quarter of each year, where the Board reviews and provides input into management’s business plan for the coming year. Material proposed deviations from the approved annual business plan are reported to and considered by the Board.

Time is spent at each Board meeting discussing BAM’s strategy with management in the context of corporate opportunities and strategic initiatives across the organization. On a quarterly basis, the Board reviews the current global economic climate as applicable to BAM and its business, based on which adjustments to BAM’s strategy may be considered.

Risk Management Oversight

Managing risk is an integral part of the Board’s activities. BAM has established a risk management framework for managing risks across the organization and the Board plays a central role in overseeing a disciplined and focused approach to risk management.

Given the diversification and scope of BAM’s operations, BAM seeks to ensure that risk is managed as close to its source as possible, and by management teams that have direct and ongoing knowledge and expertise in the business or risk area. As such, business specific risks are generally managed at the business unit level, as the risks of each business vary based on its unique nature and operational characteristics. At the same time, BAM utilizes a coordinated approach to risks with the potential to impact the asset management business as a whole, as well as risks that tend to be more pervasive and correlated in their impact across the organization. A coordinated approach is also emphasized where management can bring together specialized knowledge to better manage such risks.

At least quarterly, management reports to the Board and its Committees on developments and progress made on strategies for managing key risks.

The Board has governance oversight for risk management with a focus on the more significant risks facing BAM, and builds upon management’s risk assessment processes. The Board has delegated responsibility for the oversight of specific categories of risks to its Committees as follows:

Audit Committee

Oversees the management of risks related to BAM’s systems and procedures for financial reporting, as well as for associated audit processes (both internal and external). Part of the Audit Committee’s responsibilities is the review and approval of the internal audit plan, which is designed to ensure alignment with risk management activities and organizational priorities.

Governance, Nominating and Compensation Committee

Oversees the management of risks related to BAM’s governance structure and management resource matters, including the effectiveness of Board and Committee activities and potential conflicts of interest, succession planning, executive compensation, and the roles and annual objectives of senior executives, as well as performance against those objectives.

Related Party Transactions

Pursuant to its charter, the GNCC is responsible for reviewing and conducting oversight of all significant related party transactions involving BAM and situations involving a potential conflict of interest, which includes transactions between BAM and an executive

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officer, director, principal shareholder or their immediate family members. The GNCC is also responsible for ensuring that no related party transaction entered into is inconsistent with the interests of BAM and its shareholders. Where a related party transaction or situation involving a potential conflict of interest is required to be dealt with by an independent special committee pursuant to applicable securities laws, BAM will form such a committee. See “Governance, Nominating and Compensation Committee” on page 143 of this report for more information about the GNCC.

Location of Annual Meeting of Shareholders

BAM holds its annual meeting of shareholders in-person in New York, NY, with an option to watch the meeting via live webcast.

Controlled Company Exception and Director Independence

After giving effect to the 2025 Arrangement, BN, directly and indirectly, holds more than 50% of the voting power for the election of directors, and as such, BAM is a “controlled company” within the meaning of the corporate governance standards of the NYSE. Under these standards, a “controlled company” may elect not to comply with certain corporate governance standards, including the requirements (a) that a majority of its board of directors consist of independent directors, (b) that its board of directors have a compensation committee that is comprised entirely of independent directors with a written charter addressing the committee’s purpose and responsibilities and (c) that its board of directors have a nominating and corporate governance committee that is comprised entirely of independent directors with a written charter addressing the committee’s purpose and responsibilities. We currently do not rely on any of these exemptions; in particular, we currently have and intend to continue to maintain a majority independent board of directors. If, in the future, we rely on these exemptions, but cease to be a “controlled company” and our Class A Shares continue to be listed on the NYSE, we will be required to comply with these provisions within the applicable transition periods. While we are exempt from the NYSE rules requiring a majority of independent directors, we currently have and intend to continue to maintain a majority independent board of directors.

As at the date of this report, our Board has a total of 12 members, including seven members, Messrs. Coutu, Cutler and Johnson, and Mses. Braly, Garfield, Gilbert and Noble, who are independent under NYSE rules relating to corporate governance matters and the independence standards described in our governance policies.

Insider Trading Policies

BAM has an insider trading policy, incorporated by reference in the Code of Conduct, governing the purchase, sale, and other dispositions of BAM’s securities that applies to all BAM personnel, including directors, officers, employees, and other covered persons. We believe our insider trading policy is reasonably designed to promote compliance with insider trading laws, rules and regulations, and listing standards applicable to BAM.

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ITEM 11. EXECUTIVE COMPENSATION

Compensation Discussion and Analysis Overview

Brookfield’s investment approach is to acquire high quality assets and businesses that are reasonably valued and actively utilize the breadth of our operating experience to enhance the value of what we buy. Once we have optimized the earning profile and the investment has been de-risked, we seek to sell the business opportunistically to realize maximum risk-adjusted returns. Our goal is to create long-term sustainable growth in fee-related earnings and carried interest flow from our alternative investment business that increases long-term shareholder value. We believe that the price of the Class A Shares over the long-term is the most relevant and appropriate measure of whether we have achieved this goal.

Successfully executing on this investment approach requires a management team with a long-term focus on running the business, predicated on collaborative relationships, the discipline to follow our investment strategy in good and more difficult times, and the entrepreneurship to focus on the long-term. In furtherance of our investment approach, we employ a talent management strategy designed to (i) attract people who embrace this long-term focus and demonstrate our values of collaboration, discipline, and entrepreneurship, and (ii) ensure we develop and retain them. The policies and practices we adopt to do this are deliberate. We follow them because they have demonstrably supported, and we believe will continue to support, our long-term approach to running the business.

The primary objectives of our talent management strategy are to:

•attract and retain highly qualified and motivated executives who have confidence in, and are committed to, BAM’s overall business strategy to create shareholder value over the long-term;

•emphasize long-term decision-making with a focus on capital preservation and achievement of attractive risk-adjusted returns;

•encourage collaboration across the organization to ensure we harness the power of the breadth of our platform;

•reward consistent, long-term performance aligned with the interests and expectations of our investors; and

•be transparent to the employees and the shareholders of BAM.

Compensation Approach

A critical component of our talent management strategy is our approach to compensation. Our decades of experience has taught us that the approach we take to compensation is essential to executing our long-term business plan. Some highlights of our approach to compensation include:

•alignment of pay with appreciation in our Class A Share price over the long-term.

•compensation programs that reward behaviors that align with long-term value creation.

•long-term incentives that are competitive within our industry in form and level, allowing for the attraction of top talent.

•pay mix heavily weighted to long-term incentives.

•five-year vesting period for all long-term incentive awards and mandatory hold period upon vest for executive officers.

•departing executives forfeit unvested awards.

•clawback policy triggered by detrimental conduct or accounting misstatement.

•minimum share ownership requirements for executive officers.

•say on pay advisory vote on executive compensation programs.

Our emphasis on equity compensation, which has long-term vesting and retention requirements, ensures that our executives make decisions and take risks in a manner that aligns with the long-term interests of shareholders. Executives in dedicated fund management groups in most cases have compensation arrangements that also include a component more directly linked to the long-term performance of the fund being managed. This includes BAM’s CFO who, in addition to being responsible for overseeing the firm’s finance, treasury, tax and investor relations functions, is a co-head of Brookfield’s infrastructure debt and structured solutions businesses and has a percentage of her long-term compensation tied to the long-term performance of this business. The value created for the applicable fund’s investors directly relates to the payments made under such plans and this value, in turn, benefits BAM. The timing of these payments to executives who are dedicated to a fund are delayed until the fund’s performance is substantially realized and risk outcomes are determined, ensuring that the principles of rewarding risk management and value creation over the long-term are consistent across each of our businesses. Awards under these plans have the same 5-year vesting period and departing executives

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forfeit unvested awards. In addition, vested awards may be forfeited for non-compliance in certain circumstances. Unless specifically noted otherwise, the remainder of the discussion in this report focuses on the Named Executive Officers (as defined on page 149 of this report), but also pertains to executives of BAM who have corporate responsibilities.

Compensation Arrangements Create Alignment of Interests between Shareholders and Management

While the goals of our compensation arrangements are similar to the goals expressed by many companies, the policies and practices we use to achieve these goals differ in certain respects from market convention. Our compensation policies and practices have been shaped to align our executives with our goal of creating exceptional value for our shareholders with a focus on long-term stewardship of the business. More specifically, our compensation programs consistently focus on the long term:

•All executives receive a significant portion of their compensation in the form of equity which vests for a minimum 5-year period in arrears. As individuals progress in seniority, more of their compensation is in the form of long-term awards. The Named Executive Officers, in aggregate, have on average received approximately 73% of their 2025 annual compensation in the form of long-term awards.

•Cash bonuses represent a relatively modest proportion of each Named Executive Officer’s total average annual compensation. Further, Named Executive Officers are eligible to elect to receive their cash bonuses in the form of long-term incentives.

•Our option and Escrowed Share awards have a 10-year life and reward executives for share price appreciation over the period. Our executive officers, which includes the Named Executive Officers, has consistently held these equity-based awards for over eight years on average; moreover, upon exercise and/or exchange, our executive officers have retained a substantial majority of the net proceeds in the form of Class A Shares.

•Executive officers are required to hold a minimum of five times their salary in BAM equity and all executive officers meet and, in most cases, far exceed this requirement. This high share ownership further demonstrates management’s strong alignment with and belief in the long-term prospects of the business.

•Management, executive officers and directors of BAM hold direct, indirect and economic interests in BAM representing approximately 101 million Class A Shares and share equivalents of BAM. Put simply, our management team acts like, thinks like, and is a significant owner, alongside all of our shareholders, of the business.

In addition, we have adopted the following policies which further support a long-term ownership focus and alignment with shareholders:

•Executive officers are required to hold, for at least one year, an interest in Class A Shares equal to the net proceeds realized on the exercise of options or the exchange of Escrowed Shares.

•Departing executives forfeit all unvested long-term incentive awards unless a different arrangement is specifically approved by the GNCC.

•Our clawback policy provides for the reimbursement of incentive and equity-based compensation by executive officers in the event of conduct that is detrimental to the business or an accounting restatement, and is designed to comply with the clawback rules of the SEC and the related exchange listing standards (the “U.S. Clawback Rules”).

In light of the significant long-term nature of our approach to compensation, we do not add performance conditions to our vesting terms. In general, performance vesting involves setting specific performance metrics which BAM is required to meet over a specified performance period before executives are entitled to receive value under the long-term plan. It is quite common for these provisions to include performance periods of three years. As noted above, our compensation programs provide for longer vesting periods of five years. We believe that adding short-term performance metrics to our compensation plans would be detrimental to our overall long-term focus and would threaten to introduce the risk of behavior that favors short-term performance over long-term value creation. While we are respectful of those who use these metrics, we have reviewed this approach and do not believe it is in the best interests of our shareholders or of the business.

Value creation for our senior management team is almost entirely based on share price over the long term — we do not provide performance multipliers that pay out for strong performance in a weak market or for achieving internal targets set by management — our management receive value from their equity awards only when our shareholders realize value over the long-term.

The following sections provide a detailed description of BAM’s executive compensation philosophy and programs and the decisions of our GNCC under these programs, as well as the factors considered in making its decisions.

Overview of the Business in 2025

BAM’s operations are organized into five principal investment strategies in addition to our corporate activities. These strategies consist of infrastructure, renewable power and transition, private equity, real estate and credit. Certain executives who: (i) have

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responsibility for overall corporate activity; (ii) are in charge of one of BAM’s principal business units, divisions or functions; or (iii) perform a similar policy making function for BAM, are executive officers of BAM. As at December 31, 2025, there were five executive officers.

BAM’s compensation philosophy described in the Compensation Discussion and Analysis is applicable for all corporate executives; however, the focus is on the compensation of our “Named Executive Officers” for 2025 who were:


Named Executive Officer			Position
Bruce Flatt(a)			CEO, BAM
Hadley Peer Marshall			CFO, BAM
Connor Teskey(a)			President, BAM; CEO, Renewable Power and Transition
Brian W. Kingston			Head of US, BAM
Cyrus Madon			Executive Vice Chair, BAM and Executive Chair, Private Equity

(a) Connor Teskey was appointed as CEO on February 3, 2026.

The GNCC recommends to the full Board for the final approval of the compensation for the Named Executive Officers and the other executive officers of BAM.

The Board has charged the executive officers with building a global asset management business focused on long-term sustainable growth in cash flows. The following table outlines the key business accomplishments for 2025:

2025 Business Achievements

•Expanded our asset management activities:

•Increased Fee-Bearing Capital to $603 billion.

•Raised over $112 billion of capital for the full year.

•Deployed over $66 billion of capital over the year, most notably within credit ($36.3 billion), infrastructure ($10.8 billion) and real estate ($7.5 billion). Additionally, we sold assets and businesses valued at nearly $80 billion, representing $50 billion of equity capital.

•Achieved record financial results, generating $3.0 billion of Fee-Related Earnings in the year, up 22% from the prior year, and $2.7 billion of Distributable Earnings, up 14% from the prior year.

•Increased our quarterly dividend by 15% to $2.01 per share on an annual basis.

Role of the Governance, Nominating and Compensation Committee

Governance, Nominating and Compensation Committee Members and Expertise

Mses. Garfield (Chair) and Noble were appointed to the GNCC on December 9, 2022, Ms. Gilbert was appointed to the GNCC on June 9, 2023, and Mr. Cutler was appointed to the GNCC effective March 17, 2025. Each of the four members of the GNCC are independent, and the Board believes that the GNCC collectively has the knowledge, skills, experience and background required to fulfill its mandate.

Governance, Nominating and Compensation Committee Mandate

The GNCC has a specific written mandate to review and approve compensation for the executive officers. This includes an annual evaluation of the performance of the Named Executive Officers and other executive officers. The GNCC makes recommendations to the Board with respect to the compensation of the Named Executive Officers and the Board gives final approval on compensation matters.

The GNCC meets as required, and at least annually, to monitor and review management compensation policies, management succession planning, diversity and the overall composition and quality of BAM’s management resources. The GNCC held three meetings in 2025 and there are three regular meetings scheduled for 2026. None of the recommendations of the GNCC were rejected or modified by the Board during 2025.

Benchmarking Executive Compensation and Compensation Peer Group

Salary and short-term incentives are elements of compensation that can be easily benchmarked; however, long-term incentives are more difficult to benchmark since their value is dependent on the underlying assumptions used by each organization and may not be consistent across organizations. Since long-term incentives are a significant focus of BAM’s incentive programs, the GNCC has not defined a peer group or benchmarked Named Executive Officer compensation against a peer group. Management conducts annual

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compensation benchmarking for executives and results are shared with the GNCC as appropriate. As described above, the GNCC believes that BAM’s current compensation policies have assisted in attracting and retaining top talent and encouraging executives to assess the risks related to their decisions and actions, and minimizing the ability of executives to benefit from taking risks that increase the performance of BAM in the short-term at the expense of long-term value. The GNCC also believes that BAM’s current compensation policies meet BAM’s other objectives, as described under “Compensation Approach” on page 146 of this report.

Independent Compensation Advisors

The GNCC has the authority to retain independent compensation advisors, but did not do so in 2025. If the GNCC engages outside compensation advisors in the future, it will take appropriate steps to ensure they are independent from, and provide no other services to, BAM or its management.

Succession Planning

Each year the GNCC assesses the availability of suitable succession candidates for the executive officer positions, including the CEO and other Named Executive Officers. Specifically, the GNCC is provided with a list of potential leadership candidates and reviews the performance, skills, current responsibilities and plans for their continued development. In addition, the GNCC spends time each year reviewing, with management, the performance and development of junior executives. The GNCC believes that this review is important for succession planning purposes and for the compensation awarding process. Brookfield has a long history of developing executives from within rather than hiring externally and the awarding of long-term incentives is an important component of rewarding and retaining these executives.

Diversity

BAM is committed to workplace diversity, which is important to BAM’s long-term success and BAM actively supports the development and advancement of a diverse group of employees capable of achieving leadership positions. Leadership appointments are solely based on merit, and not on other factors because management and the Board believe that merit should be the guiding factor in determining whether a particular candidate is capable of bringing value to BAM. As such, the Board has not adopted formal targets for female representation in executive positions. However, a cornerstone of BAM’s succession planning process is a tailored approach to the development and advancement of employees capable of achieving executive officer positions. Tailoring the development plan for each individual permits BAM to consider the needs of the individual. This tailored approach to developing executives starts with identifying individuals who demonstrate the skills and attributes required to achieve executive officer positions within BAM. The progress of these individuals is reviewed annually in order to ensure that each individual is being provided opportunities to achieve their potential. Development opportunities include exposure to a new competency or skill, a transfer between business units, a relocation, a role expansion and other stretch opportunities.

Compensation Related Risk

Annually, the GNCC reviews BAM’s compensation approach, policies and practices as well as BAM’s incentive plans at the corporate level and within its business units. In 2025, the GNCC completed this review in November 2025.

The GNCC also reviews the terms and conditions of the Long-Term Share Ownership Plans, as well as any proposed amendments, and considers the appropriateness and effectiveness of the plans in the context of current compensation practices, regulatory changes and BAM’s objectives. The GNCC receives an update on the financial arrangements entered into by BAM to hedge the impact on BAM of future increases in the market price of its Class A Shares against the liability incurred under BAM’s Deferred Share Unit Plan. For 2025, the GNCC determined that the plans are appropriate and effective.

The GNCC reviewed BAM’s compensation policies and practices, including the design of BAM’s incentive plans to ensure that they:

•encourage management to consider the risks associated with their decisions;

•minimize management’s ability to benefit from taking risks that increase performance in the short-term at the expense of long-term value creation;

•hold management accountable for their decisions both during employment with, and post-departure from, BAM; and

•provide discretion to the GNCC, where appropriate, to prevent unintended consequences which either unduly benefit or penalize management.

This review separately considered businesses that deploy capital (e.g. private fund business) and businesses that do not deploy capital (e.g. fee for service business) since the compensation risks associated with these businesses are different.

As part of its 2025 review, the GNCC did not identify any risks which are reasonably likely to have a material adverse effect on BAM. It was concluded that BAM’s compensation approach, policies and practices for its executives at the corporate level and within its business units appropriately:

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•encourage executives to consider the risks associated with their decisions and actions; and

•do not result in the probability that excessive payouts will be made before the outcome of risks are known.

In reaching their conclusion, the GNCC considered the following:

•the emphasis on long-term compensation for executives in businesses that allocate capital including five-year vesting periods and the forfeiture terms related to departure;

•the fact that the design of incentive arrangements for businesses that deploy capital considers the additional risk relative to businesses that do not deploy capital;

•the direct link between the payout to the executive and the performance of the businesses; and

•the timing of payouts to executives who are dedicated to a fund are delayed until the funds’ performance is substantially realized and risk outcomes are determined.

The GNCC also reported that the compensation arrangements for the Named Executive Officers are consistent with the objectives of BAM’s compensation program as outlined under “Compensation Approach” on page 146 of this report, support the creation of shareholder value over the longer term, as well as the attraction and retention of executives who make decisions with a long-term view, and encourage an assessment of risk related to the decisions made and actions taken. The following practices related to the compensation of the executive officers support this conclusion:

•the highest percentage of total annual compensation is granted as Long-Term Share Ownership Plan awards which vest over five years with overlapping vesting periods;

•the significant level of equity ownership by management;

•management remains exposed to the long-term risks associated with their decision-making through their equity ownership and compensation granted as long-term incentives;

•the fact that options and escrowed shares are held well beyond their vesting period and generally until close to their expiry date; and

•the length of tenure of management with Brookfield.

Key Elements of Compensation

During the past four years, total compensation for the Named Executive Officers has been comprised of approximately 13% Base Salary, 9% Annual Management Incentive Plan awards and 78% Long-Term Share Ownership Plan awards.

In order to achieve our compensation objective to create alignment of interests between shareholders and management, while minimizing management’s ability to benefit from taking risks that increase performance in the short-term at the expense of long-term value creation, executives receive a substantial portion of their compensation in awards under the Long-Term Share Ownership Plans as described on pages 152 to 154 of this report which:

•reinforces the focus on long-term value creation;

•aligns the interests of executives with other shareholders of BAM; and

•encourages management to follow a rigorous forward-looking risk assessment process when making business decisions.

Total compensation for executives with corporate responsibilities is comprised of the following elements: Base Salary, Annual Management Incentive Plan awards (“Bonus”) and participation in BAM’s Long Term Share Ownership Plans and standard benefits.

Total compensation for executives who are at earlier stages in their careers also includes awards pursuant to BAM’s Long-Term Share Ownership Plans but a larger percentage of their total compensation is in the form of Base Salary and Bonus awards in recognition of their personal needs and to be competitive within the alternative asset management industry. Furthermore, changes in total compensation from year to year often vary more for these executives as they take on increasing responsibility.

As executives progress within BAM, they have the opportunity to receive their annual Bonus in DSUs instead of cash under BAM’s Deferred Share Unit Plan or Restricted Shares under BAM’s Restricted Stock Plan. This enables executives to increase their ownership interest in BAM over time.

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The following table provides an overview of each of the elements of compensation, followed by further details related to BAM’s Bonus and Long-Term Share Ownership Plans.


Element	Purpose	How Determined
Base Salary	•Delivers the only form of fixed compensation •CEO Base Salary is similar to other executive officers, subject to cost of living differentials between employment locations •Not intended to be the most significant component of an executive’s compensation	•Base Salaries for senior and other executives are reviewed annually to reflect the relative experience and contribution of each executive
Annual Management Incentive Plan (Bonus) Maximum target annual incentive is 100% of Base Salary (There is a detailed description of the plan on page 151 and 2025 awards are outlined on page 157 of this report)	•Motivate and reward participants for achieving annual business objectives and for making decisions and taking actions consistent with BAM’s long-term focus •Foster a collaborative approach to meeting long-term objectives •Not intended to be the most significant component of an executive’s compensation •Executives may elect to take bonuses in the form of DSUs or Restricted Shares	•Annual cash bonuses are discretionary, based on individual, team and corporate performance •Awards are based on performance and consider the specific operational and individual annual performance targets, but are not formulaic
Long-Term Share Ownership Plans (There is a detailed description of each of the plans on pages 152 to 154 and 2025 awards are also outlined on page 160 of this report)	•Align the executive’s interests with those of BAM’s shareholders •Foster a collaborative approach to meeting long-term objectives •Enable participants to create personal wealth through an increase in the value of BAM’s shares •Motivate executives to improve BAM’s long-term financial success •Intended to be the most significant component of an executive’s compensation	•BAM currently operates three Long-Term Share Ownership Plans and executives receive their long-term incentive awards in one of the following Plans: 1. Share Option Plans •Management Share Option Plan •Non-qualified Management Share Option Plan 2. Deferred Share Unit Plan 3. Restricted Stock Plans •Restricted Stock Plan •Escrowed Stock Plan •Annual participation in each plan is dependent on the business unit and the level of the executive •Named Executive Officers receive their long-term incentive award in the form of Escrowed Shares under the Escrowed Stock Plan
Group Benefits
Health Insurance	•Provide health and dental benefits and life and disability insurance coverage	•All employees, including the Named Executive Officers, are eligible to participate in health, dental and insurance plans which vary by location
Retirement Savings Plan	•Provide tax deferred retirement savings	•All employees, including the Named Executive Officers, are eligible to receive an annual contribution to a registered retirement savings plan equivalent to a nominal percentage of Base Salary based on local market practice. The percentage is the same for all executives •There are no defined benefit pension plans in place for the Named Executive Officers or any other executives

Annual Management Incentive Plan (“Bonus Plan”)

BAM believes that, given its focus on the long-term when making decisions, the impact of which is difficult to assess in the short-term, a heavy emphasis on annual incentives and a formulaic calculation of awards based on the achievement of annual operational or individual performance targets may not appropriately reflect decisions that are fully aligned with the long-term strategy of BAM. Accordingly, the awards made under the Bonus Plan typically represents approximately 10% of an executive officer’s total compensation.

The GNCC believes that its ability to exercise discretion and judgment is critical to ensuring that annual incentives reflect the assessment of risk in the decisions and actions taken by management and consider unexpected circumstances or events that have occurred during the year. Accordingly, for the executive officers, including the Named Executive Officers, the GNCC starts with a review of the management team’s collective performance in meeting the broader business plan objectives. These objectives include both short-term operational goals and objectives related to the implementation of the long-term business strategy. Given the emphasis

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on long-term value creation, it is not unusual for some of the objectives set at the beginning of the year to change during the year. Each year, the GNCC reviews:

•the accomplishments during the year;

•why certain objectives were not met or certain actions were not undertaken; and

•additional initiatives undertaken by management, which were not contemplated in the initial objectives.

Accordingly, annual incentive awards are determined based on the GNCC’s:

•assessment of management’s decisions and actions and how those decisions and actions align with BAM’s long-term strategy of value creation and how management considered the risks associated with such decisions; and

•determination of whether any objectives were not met because management made decisions in the best long-term interests of BAM or due to factors outside of management’s control.

The compensation structure for Mr. Flatt includes a Base Salary and Long-Term Share Ownership award only, further reinforcing a focus on long-term decision-making. In addition, given BAM’s view that a collaborative approach is fundamental to meeting its long-term objectives, the Bonus Plan awards for the Named Executive Officers tend to be similar in amount and typically do not fluctuate significantly from year to year.

For other executives, the incentive award is based more on the performance of the individual executive (as measured by the achievement of specific objectives) and less on collective performance.

Long-Term Share Ownership Plans

BAM’s Long-Term Share Ownership Plans are intended to:

•encourage share ownership;

•increase executives’ interest in the success of BAM;

•encourage executives to remain with BAM as a result of the delayed vesting of awards; and

•attract new members of management by remaining competitive in terms of total compensation arrangements.

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BAM has three types of Long-Term Share Ownership Plans. Awards are made under the following plans:


Award	Key Terms	Basis for Award
Option Plans
Management Share Option Plan and Non-Qualified Management Share Option Plan (collectively, the “Option Plans”)
Options to purchase Class A Shares (“options”) which are settled in Class A Shares The Option Plans are administered by the Board and described in detail under “Security-Based Compensation Arrangements” on pages 162 to 163 of this report	•10 year term •Each award vests 20% per year over five years in arrears •No entitlement to dividends •Exercise price based on the volume-weighted average price of a Class A Share for the five business days preceding the grant date	•Generally granted in the first quarter of each year as part of the annual compensation review: ◦Number of options is determined based on executive’s level of responsibility and performance ◦Consideration is given to the number and value of previous option awards •Also granted: ◦From time to time as additional discretionary awards to executives who have demonstrated an ability to take on additional responsibility or who have consistently performed at a high level ◦In certain circumstances, to executives commencing employment with BAM •The CEO recommends all awards to the GNCC •The GNCC recommends the award for the CEO •The Board, at the recommendation of the GNCC, approves all awards
2025 Awards and Exercises In 2025, we granted a total of 4,777,175 options under the Option Plans, representing approximately 0.3% of BAM’s issued and outstanding Class A Shares as at December 31, 2025 on a fully diluted basis. In total during 2025, 1.6 million options with an aggregate in-the-money value of $54 million were disposed of or exercised.
Deferred Share Unit Plan
Deferred Share Unit Plan
Settled by a cash payment equal to the value of the Class A Shares	•Vesting period over five years in arrears •DSUs awarded in lieu of an annual cash bonus vest immediately •Only redeemed for cash upon cessation of employment through retirement, resignation, termination or death •Dividends are received in the form of additional DSUs	•Annual cash bonus taken in the form of DSUs at the executive’s election •A mandatory deferral of a cash bonus in certain businesses •Additional discretionary awards may be granted to executives who have demonstrated an ability to take on additional responsibility or who have consistently performed at a high level
2025 Awards In 2025, we awarded 24,199 DSUs in lieu of cash bonuses.

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Award	Key Terms	Basis for Award
Restricted Stock Plans
Restricted Stock Plan
Class A Shares purchased directly or indirectly on the open market subject to certain restrictions (“Restricted Shares”)	•Vesting period over five years •Restricted Shares awarded in lieu of an annual cash bonus vest immediately •Vested and unvested Restricted Shares must be held until the vesting date (or in certain jurisdictions, until the fifth anniversary of the award date) •Dividends are received in the form of cash, unless otherwise elected	•Annual cash bonus taken in the form of Restricted Shares at the executive’s election •A mandatory deferral of a cash bonus in certain businesses •Additional discretionary awards are also granted to executives who have demonstrated an ability to take on additional responsibility or who have consistently performed at a high level •Occasionally awarded as long-term incentives
2025 Awards In 2025, we granted a total of 1,297,820 Restricted Shares.
Escrowed Stock Plan
Non-voting common shares (“Escrowed Shares”) of one or more private companies (each, an “Escrowed Company”). Each Escrowed Company is capitalized with common shares and preferred shares issued to BAM or BN for shares of Brookfield Asset Management ULC, Class A Shares or cash proceeds. Regular dividends paid to each Escrowed Company on the shares of Brookfield Asset Management ULC or the Class A Shares acquired by the Escrowed Company will be used to pay dividends on the preferred shares which are held by BAM and BN.	•Typically vest 20% each year commencing on the first anniversary of the date of the award •Right to exchange Escrowed Shares for Class A Shares issued from treasury no later than the 10th anniversary of the award date •Any Class A Shares acquired by an Escrowed Company will not be voted •Any Class A Shares acquired by the Escrowed Companies are generally purchased in the open market, thereby limiting dilution for shareholders	•Generally awarded in the first quarter of each year as part of the annual compensation review and only to the executive officers and certain senior management(a) •The CEO recommends all awards to the GNCC •The GNCC recommends the award for the CEO •The Board, at the recommendation of the GNCC, approves all awards
2025 Awards and Settlements In 2025, we granted a total of 3,544,325 Escrowed Shares and 73,908 Class A Shares were issued under the Escrowed Stock Plan for settlement of existing awards.
(a)For corporate executives, the annual long-term incentive award is typically in the form of options, Escrowed Shares or occasionally Restricted Shares. The number of options, Escrowed Shares or Restricted Shares awarded is dependent on the executive’s annual target (the “Target”). The Target is a function of the executive’s role, level and contribution. Accordingly, an individual’s Target typically increases over time. The number of options or Escrowed Shares awarded to an executive is calculated as (i) the Target divided by (ii) the price of the Class A Shares at the time the award is determined. In certain circumstances, awards in excess of the Target are granted to executives who have taken on additional responsibility, or who have consistently performed at a high level.

Key Policies and Practices to Support Alignment

The GNCC maintains compensation programs that incorporate leading compensation governance principles. Highlighted below are some of BAM’s executive compensation policies and practices that are designed to (i) encourage executives to consider the risks associated with their decisions, (ii) minimize the risk that executives are rewarded in the short-term for actions which are detrimental in the long-term, and (iii) reinforce the alignment of the interests of management with the long-term interests of shareholders.

The following outlines BAM’s policies and practices which incorporate leading compensation governance principles:

ü Require executive officers to own a significant interest in BAM

ü Require executive officers to hold, for at least one year, an interest in Class A Shares equal to the net proceeds realized on exercise of options or exchange of Escrowed Shares

ü Provide for clawback of incentive and equity-based compensation in the event of accounting restatements or detrimental conduct

ü Require long-term incentives to vest over five years

ü Termination provisions generally require departing executives to forfeit unvested awards

ü Do not provide defined benefit pension plans for any executives

ü Restrict hedging of shares or share-based incentives

Share Ownership Guidelines

The executive officers are required to hold Class A Shares, DSUs, Restricted Shares or other equity securities that own underlying Class A Shares with a value equal to five times Base Salary, based on the market value of the securities held, and which must be attained within five years of being designated as executive officers. As at February 23, 2026, all of the executive officers who are

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required to have met the share ownership requirement have done so. Any executive officer who has not yet met the ownership requirement remains on track to fulfill the ownership requirement within the applicable timeframe.

Reimbursement of Incentive and Equity-Based Compensation (Clawback)

Pursuant to BAM’s Clawback Policy (the “Clawback Policy”), executive officers may be required to pay to BAM an amount equal to some or all of any cash payments or equity awards granted or paid to, or earned by, such executive officer under the terms of any of BAM’s incentive compensation or long-term incentives plans (collectively, “Awards”). This payment may be required in the event that (i) BAM is required to prepare an accounting restatement due to BAM’s material noncompliance with any financial reporting requirement under United States federal securities laws or to avoid a material accounting misstatement or (ii) an executive officer is determined to have engaged in conduct which the GNCC determines is detrimental to BAM.

The GNCC has full and final authority to make all determinations under the Clawback Policy including, without limitation, whether the Clawback Policy applies and if so, the amount of compensation to be repaid or forfeited by the executive officer. In the event that BAM is required to prepare an accounting restatement, the GNCC will review all incentive-based compensation earned by its executive officers (i) after beginning service as an executive officer, (ii) during the three completed fiscal years immediately preceding the date on which BAM is required to prepare the accounting restatement (as well as during any transition period specified in the U.S. Clawback Rules), (iii) while BAM has a class of securities listed on a U.S. stock exchange, and (iv) after the U.S. Clawback Rules became effective. If the GNCC determines that one or more executive officers received any erroneously awarded compensation in connection with an accounting restatement, the GNCC will seek recoupment from such executive officers of all such erroneously awarded compensation, unless it determines that one of the impracticality exceptions set forth in the U.S. Clawback Rules is available.

In order to protect BAM’s reputation and competitive ability, the Clawback Policy may also apply to executive officers that engage in conduct that is detrimental to BAM during or after the cessation of such executive officer’s employment with BAM. Detrimental conduct includes any conduct or activity, whether or not related to the business of BAM, that is determined in individual cases by the GNCC, to constitute: (i) fraud, theft-in-office, embezzlement or other illegal activity; (ii) failure to abide by applicable financial reporting, disclosure and/or accounting guidelines; (iii) material violations of BAM’s Code of Conduct; or (iv) material violations of BAM’s Positive Work Environment Policy (including the sexual harassment related provisions thereof). In the event that it is determined that detrimental conduct has occurred, the Clawback Policy relates to any Awards received: (i) on or after the date the executive officer is determined to have engaged in detrimental conduct; and/or (ii) the two year period prior to the date the executive officer is determined to have engaged in detrimental conduct.

Where it is determined (i) through an accounting restatement that incentive-based compensation was erroneously awarded to an executive officer or (ii) that the executive officer engaged in detrimental conduct, the GNCC will have the ability to: (x) require the executive officer to re-pay any Award paid to the executive officer; (y) cancel/revoke any prior Award that has not yet vested to, and any Award that has vested but has not yet been exercised by, the executive officer; and/or (z) require the executive officer to re-pay the cash value realized by the executive officer on any Award that has already vested to the executive officer. Awards include all plans under which cash payments or equity awards granted or paid are currently being made (DSUs, Escrowed Shares and Restricted Shares) or any plans which are no longer operating but still have outstanding awards.

Hedging of Economic Risks for Personal Equity Ownership

All executives are prohibited from entering into transactions that have the effect of hedging the economic value of any direct or indirect interests by the executive in Class A Shares, including their participation in Long-Term Share Ownership Plans. Under limited circumstances, an executive may be permitted to enter into a transaction that has the effect of hedging the economic value of any direct or indirect interests held by such executive, but only to the extent that the transaction (i) is executed and disclosed in full compliance with all applicable rules and regulations; (ii) has been approved by the CEO, President and CFO and, if appropriate, the GNCC; and (iii) is in respect of interests directly or indirectly held by such individual in excess of the interests that such individual is required to hold under the Share Ownership Guidelines. To date, no executive has hedged the economic value of their direct or indirect interests in BAM.

Option Exercise Hold Periods During and Post-Employment

In order to minimize any possibility of executives opportunistically exercising options and selling the securities received at an inappropriate time, and to require share ownership post-employment, executive officers are required to continue to hold, for at least one year, an interest in Class A Shares equal to any net after-tax cash proceeds realized from the exercise of options or exchange of Escrowed Shares. This requirement is distinct and in addition to any share ownership guidelines.

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Termination and Change of Control Provisions

As a general practice, BAM does not provide contractual termination or post-termination payments or change of control arrangements to employees. Specifically, BAM has not entered into contractual termination, post-termination or change of control arrangements, employment contracts or golden parachutes with any of its Named Executive Officers.

The following table provides a summary of the termination provisions in BAM’s Long-Term Share Ownership Plan. No incremental entitlements are triggered by termination, resignation, retirement or a change in control. Any exceptions to these provisions are approved on an individual basis at the time of cessation of employment. Exceptions are approved by the Chair of the GNCC or the Board, depending on the circumstances.

Long-Term Share Ownership Plan Termination Provisions(a)


Termination Event	DSUs	Options	Restricted Shares / Escrowed Shares
Retirement (as determined at the discretion of the Board)	Vested units are redeemable on the day employment terminates. Unvested units are forfeited.	Vesting ceases on retirement. Vested options are exercisable until their expiration date. Unvested options are cancelled.	Vested shares are redeemable on the day employment terminates, subject to the hold period. Unvested shares are forfeited.
Termination Without Cause	Vested units are redeemable on the day employment terminates. Unvested units are forfeited.	Upon the date of termination, unvested options are cancelled and vested options continue to be exercisable for 60 days(b) from the termination date, after which unexercised options are cancelled immediately.	Vested shares are redeemable on the day employment terminates, subject to the hold period. Unvested shares are forfeited.
Termination With Cause	Upon date of termination, all unvested and vested units are forfeited, with the exception of DSUs awarded as a result of a participant’s election to take their annual bonus in the form of DSUs.	All vested and unvested options are cancelled upon the close of business on the termination date.	Upon date of termination, all vested and unvested shares are forfeited.
Resignation	Vested units are redeemable on the day employment terminates. Unvested units are forfeited.	Upon the date of termination, all vested and unvested options are cancelled.	Vested shares are redeemable on the day employment terminates, and remain subject to the hold period. Unvested shares are forfeited.
Death	Vested units are redeemable on the date of death. Unvested units are forfeited.	Options continue to vest and are exercisable for six months following date of death(b) after which all unexercised options are cancelled immediately.	Vested shares are redeemable on the date of death, and remain subject to the hold period. Unvested shares are forfeited.

(a)This table represents a summary of the termination provisions in the Long-Term Share Ownership Plans provided by BAM and should not be construed as the complete terms.

(b)Up to, but not beyond, the expiry date of options.

2025 Compensation Decisions

The Board has charged the CEO and the management team with expanding the asset management business globally in a manner consistent with the creation of shareholder value over the long term. The CEO’s personal performance, as well as the performance of the executive officers, is reviewed each year by the Board and the GNCC in relation to operational results, the achievement of other objectives set out at the beginning of the year related to the implementation of the long-term business strategy and other accomplishments.

Each year, the CEO presents an annual business plan to the Board. The plan incorporates both short-term and long-term growth objectives. This annual business plan sets out the strategic direction of BAM, together with specific operational targets and objectives related to the implementation of BAM’s long-term business strategy. The targets and objectives are aggressive and, given the opportunistic and entrepreneurial nature of the organization, provide the Board with examples of various transactions and initiatives that management believes will create shareholder value over the long-term.

The determination of annual incentive awards and long-term ownership awards is not formulaic but instead is entirely based on the Board’s assessment of the specific actions taken during the year by the team to implement BAM’s strategic plans and any amendments to the plans, all in the context of long-term value creation, and other actions taken in response to unforeseen developments during the year.

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Information Reviewed by the Governance, Nominating and Compensation Committee

In February 2026, the GNCC received a report detailing the compensation arrangements for the executive officers, including the Named Executive Officers. The report summarized the total 2025 compensation, including proposed annual incentive awards and Long-Term Share Ownership Plan awards as well as the proposed 2026 Base Salaries. The report also presented a wealth accumulation analysis, including the “in-the-money” value of vested and unvested Long-Term Share Ownership Plan awards previously granted and the options exercised during the year for each executive officer.

The report included an analysis of the expected value of 2025 compensation awards to the Named Executive Officers that would be paid under various performance results. The GNCC determined that the resulting compensation was reasonable and appropriate based on the projected performance of the Class A Shares over a 10-year period.

The extent of equity ownership by all executives is an important consideration for the GNCC. It demonstrates the extent to which executives will benefit from, and will be motivated to achieve, the long-term enhancement of shareholder value. Accordingly, the report also contained an analysis of equity ownership by all executives. It also summarized the equity ownership by the most senior executives including Class A Shares held directly and indirectly as well as through Long-Term Share Ownership Plans, along with a summary of the tenure with the organization of each executive officer. The GNCC determined that the significant level of equity ownership of the executive officers creates an alignment of interests to enhance shareholder value over the longer term.

In addition, the report contained a summary of regular and additional discretionary option awards to all executives as recommended by the executive officers. The GNCC has determined that these arrangements are reasonable and appropriate.

2025 Incentive Awards

The GNCC considered the significant achievements by BAM in 2025 as outlined on page 147 of this report. After considering these achievements, the GNCC determined that management had advanced the long-term business strategy in a manner consistent with the creation of shareholder value over the longer term. Accordingly, the annual and long-term incentive awards for 2025 were as follows:


Named Executive Officer	Annual Incentive ($)	Long-Term Incentive Value ($)
Bruce Flatt(a)	—	3,221,160
Hadley Peer Marshall	900,000	2,041,209
Connor Teskey	1,000,000	4,026,450
Brian W. Kingston(b)	750,000	5,360,400
Cyrus Madon(c)	—	1,610,580

(a)Mr. Flatt is not eligible for an annual incentive. His compensation consists of a Base Salary and an award under one of BAM’s Long-Term Share Ownership Plans. In addition, Mr. Flatt, who remains CEO of BN, is eligible for BN compensation, including Long-Term Share Ownership Plans. In 2025, Mr. Flatt received $5,360,400 in Long-Term Incentive Value as BN compensation in his capacity as CEO of BN.

(b)Mr. Kingston is eligible for an annual award under one of BAM’s Long-term Share Ownership Plans. In addition, Mr. Kingston is eligible for awards under BN Long-Term Share Ownership Plans. In 2025, Mr. Kingston’s Long-Term Incentive Value was awarded as BN compensation.

(c)Mr. Madon is not eligible for an annual incentive. His compensation consists of a Base Salary and an award under one of BAM’s Long-Term Share Ownership Plans. In addition, Mr. Madon is eligible for BN compensation, including Long-Term Share Ownership Plans. In 2025, Mr. Madon received $2,680,200 in Long-Term Incentive Value as BN compensation in his capacity as Executive Vice Chair of BN.

The GNCC considered these awards to be aligned with the compensation approach of rewarding long-term value creation and consistent with BAM’s compensation philosophy of providing a significant portion of executive compensation in the form of long-term equity-based awards.

The Named Executive Officers also received an annual contribution to a retirement savings plan. Their participation in these retirement savings plans is on the same basis as all other employees of BAM subject to geographic and market differentials, and they do not have any entitlement to future pension benefits or other post-employment benefits from BAM. As a result, BAM has no post-employment obligation to provide pension, medical or other employee benefits to the Named Executive Officers.

Named Executive Officer Compensation Mix

On average, approximately 70% of the value of compensation awarded to our Named Executive Officers for 2025, excluding Mr. Flatt, is in the form of long-term incentive awards. Approximately 90% of the value of compensation awarded to Mr. Flatt for 2025 is in the form of long-term share ownership awards. The actual value of this compensation, which is earned over time, depends upon the performance of the Class A Shares. The compensation mix for the Named Executive Officers, in 2025, is set out in the table below.

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Annual Management Incentive
	Base Salary	Cash Bonus	DSUs / Restricted Shares	Long-Term Share Ownership	Percentage of Compensation at Risk
One Year (2025)
Chief Executive Officer	10%	—	—	90%	90%
Other Named Executive Officers	16%	14%	—%	70%	70%
Four Years (2022 - 2025)
Chief Executive Officer	10%	—	—	90%	90%
Other Named Executive Officers	14%	12%	4%	70%	74%

Details of the components of the compensation paid to Mr. Flatt and the other Named Executive Officers for 2025 is set out in the Summary Compensation Table on page 160 of this report.

Chief Executive Officer Ownership Interests in BAM

Consistent with BAM’s philosophy of aligning the interests of management and shareholders and fostering an entrepreneurial environment that encourages a focus on long-term value creation, Mr. Flatt has, over his 36 years with Brookfield, and as a result of the treatment of outstanding long-term incentive awards in the Arrangement, accumulated a number of ownership interests in BAM in the form of DSUs and Escrowed Shares. In addition, and separate from any compensation arrangements, but relevant to the extent it aligns Mr. Flatt’s interests with shareholders, Mr. Flatt owns a significant number of Class A Shares. These ownership interests are held both directly and through ownership in Partners Value Investments L.P.

Class A Share Performance Graphs

The following graphs detail the share performance of BAM’s Class A Shares on the NYSE and TSX.

The total return on the NYSE for the period from December 9, 2022 (the date of BAM’s public listing) to December 31, 2025 has been 81.6%. Total average compensation for the Named Executive Officers has increased by approximately 0.9% over the same period.

NYSE (Symbol: BAM)

The following shows the cumulative total shareholder return for BAM’s Class A Shares (assuming reinvestment of dividends) since December 9, 2022, in comparison with the cumulative total return of the NYSE Composite Total Return Index.


	December 9, 2022	December 31, 2022	December 31, 2023	December 31, 2024	December 31, 2025
Class A Shares (BAM)	100	89.6	130.4	182.1	181.6
NYSE Composite Total Return Index	100	99.5	113.3	131.4	154.9

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TSX (Symbol: BAM)


	December 9, 2022	December 31, 2022	December 31, 2023	December 31, 2024	December 31, 2025
Class A Shares (BAM)	100	85.8	122.4	185.6	176.6
S&P/TSX Composite Total Return Index	100	97.4	109.0	132.6	174.6

Ratio of Named Executive Officer Compensation to Fee-Related Earnings

The following table illustrates the total compensation awarded to the Named Executive Officers for 2023, 2024 and 2025 as a percentage of FRE:


	2025		2024		2023
Aggregate Named Executive Officer Compensation(a)	$22,498,943		$32,419,360		$27,951,689
As a Percentage of FRE(b)(c)	0.75	%	1.32	%	1.25	%

(a)Aggregate Named Executive Officer Compensation is defined as the Total Compensation as it appears in the Summary Compensation Table on page 160 of this report.

(b)FRE totaled $2.995 billion, $2.456 billion and $2.241 billion in 2025, 2024, and 2023, respectively.

(c)FRE is a non-GAAP measure. See the “Certain Terms Used in this Report” on page 4 of this report.

Compensation of Named Executive Officers

The compensation paid and disclosed in the table below represents aggregate amounts earned by the Named Executive Officers for the years ended December 31, 2025, 2024 and 2023. Mr. Flatt, who served as CEO of both BAM and BN, also received, compensation paid and disclosed by BN in the year ended December 31, 2025, December 31, 2024 and December 31, 2023.

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Summary Compensation Table(a)


Name and Principal Position	Year	Annual Base Salary ($)	Annual Incentive Cash ($)	Restricted Shares/DSUs ($)	Escrowed Shares / Options(f) ($)	All Other Compensation(g) ($)	Total Compensation ($)
Bruce Flatt(b) CEO	2025	375,000	—	—	3,221,160	—	3,596,160
	2024	375,000	—	—	4,470,600	—	4,845,600
	2023	375,000	—	—	2,755,485	—	3,130,485
Hadley Peer Marshall CFO	2025	900,000	900,000	—	2,041,209	—	3,841,209
	2024	690,000	690,000	—	2,889,125	—	4,269,125
	2023	675,000	675,000	—	1,136,484	—	2,486,484
Connor Teskey(c) President	2025	1,000,000	1,000,000	—	4,026,450	174,063	6,200,513
	2024	1,000,000	1,000,000	—	5,588,250	234,598	7,822,848
	2023	923,370	923,370	2,835,040	4,362,851	91,171	9,135,802
Brian W. Kingston(d) Head of U.S.	2025	750,000	750,000	—	5,360,400	—	6,860,400
	2024	750,000	750,000	—	5,588,250	—	7,088,250
	2023	750,000	750,000	—	4,592,475	—	6,092,475
Cyrus Madon(e) Executive Vice Chair	2025	375,000	—	—	1,610,580	15,082	2,000,662
	2024	750,000	—	—	4,470,600	29,604	5,250,204
	2023	536,925	—	—	3,520,898	28,796	4,086,619

(a)Messrs. Flatt and Madon’s compensation consists of an annual Base Salary and Escrowed Shares. Each other Named Executive Officer is awarded an annual incentive which they can elect to receive in cash, DSUs or Restricted Shares.

(b)Mr. Flatt also received compensation paid by BN in recognition of his role as CEO of BN for the year ended December 31, 2025. Such compensation consisted of a salary of $375,000 and an Escrowed Share award with a grant date fair value of $5,360,400 based on the grant date price of a BN Class A Share on the NYSE on February 23, 2026 of $47.11. This value awarded is determined by the BN board of directors and considers the stock market price of the BN Class A Shares at the time of the award and the potential increase in value based on a hold period of 7.5 years, a volatility of 30.71%, a risk free rate of 3.88% and a dividend yield of 0.8%. This values has been discounted by 25% to reflect the five-year vesting.

(c)To provide for alignment with BN (as majority shareholder of BAM) consistent with that of other BAM Named Executive Officers, Mr. Teskey also received an award of BN Escrowed Shares granted by BN on February 23, 2026. The BN Escrowed Shares have a grant date fair value of $6,700,500 based on the grant date price of a BN Class A Share on the NYSE on February 23, 2026 of $47.11.This value awarded is determined by the BN board of directors and considers the stock market price of the BN Class A Shares at the time of the award and the potential increase in value based on a hold period of 7.5 years, a volatility of 30.71%, a risk free rate of 3.88% and a dividend yield of 0.8%. This value has been discounted by 25% to reflect the five-year vesting.

(d)The 2025 Escrowed Shares amount for Mr. Kingston reflects an award of BN Escrowed Shares granted by BN on February 23, 2026. The BN Escrowed Shares have a grant date fair value of $5,360,400 based on the grant date price of a BN Class A Share on the NYSE on February 23, 2026 of $47.11. This value awarded is determined by the BN board of directors and considers the stock market price of the BN Class A Shares at the time of the award and the potential increase in value based on a hold period of 7.5 years, a volatility of 30.71%, a risk free rate of 3.88% and a dividend yield of 0.8%. This value has been discounted by 25% to reflect the five-year vesting.

(e)Mr. Madon also received compensation paid by BN in recognition of his role as Executive Vice Chair of BN for the year ended December 31, 2025. Such compensation consisted of a salary of $375,000 and an Escrowed Share award with a grant date fair value of $2,680,200 based on the grant date price of a BN Class A Share on the NYSE on February 23, 2026 of $47.11. This value awarded is determined by the BN board of directors and considers the stock market price of the BN Class A Shares at the time of the award and the potential increase in value based on a hold period of 7.5 years, a volatility of 30.71%, a risk free rate of 3.88% and a dividend yield of 0.8%. This value has been discounted by 25% to reflect the five-year vesting.

(f)The amounts for 2025 reflect grants of BAM Escrowed Shares for all Named Executive Officers except for Mr. Kingston whose amount reflects a grant of BN Escrowed Shares. The value awarded under the Escrowed Stock Plan for annual grants is determined by the Board and considers the stock market price of the Class A Shares at the time of the award and the potential increase in value based on a hold period of 7.5 years, a volatility of 31.34%, a risk free rate of 3.88% and a dividend yield of 4.94%. These values, for the annual grants, have been discounted by 25% to reflect the five-year vesting.

(g)These amounts include annual retirement savings contributions and participation in the executive medical program. These amounts also include advance payments in 2023, 2024 and 2025 made to Mr. Teskey under the carried interest plans for Brookfield Capital Partners IV.

Incentive Plan Awards

Mr. Flatt is not eligible for an annual cash incentive award; he receives an annual Base Salary and Escrowed Shares. BAM has no long-term non-equity incentive plan programs. The following four tables show, for each Named Executive Officer (i) outstanding vested and unvested options at December 31, 2025, (ii) unvested Escrowed Shares, Restricted Shares and DSUs and the market value of vested and unvested Escrowed Shares, Restricted Shares and DSUs at December 31, 2025, and (iii) the value of all option and share-based awards which vested during 2025.

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Outstanding Option and Share-Based Awards at December 31, 2025

Options


Name and Principal Position	Number of Securities Underlying Unexercised Option (#)	Option Exercise Price ($)	Option Expiration Date	Market Value of Unexercised Options at December 31, 2025(a) ($)
Hadley Peer Marshall CFO	2,118	32.75	February 24, 2030	41,594
	3,031	31.46	February 21, 2031	63,447
	10,825	41.24	February 17, 2032	120,692
	91,575	35.13	February 15, 2033	1,580,722
	185,600	40.07	February 15, 2034	2,286,889
Total	293,149			4,093,344
Connor Teskey President	151,368	32.75	February 24, 2030	2,972,640
	25,000	31.46	February 21, 2031	523,315
Total	176,368			3,495,955
Brian W. Kingston Head of U.S.	225,000	17.81	February 16, 2027	7,780,230
Total	225,000			7,780,230
Grand Total	694,517			15,369,529

(a) The market value of the options is the amount by which the closing price of the Class A Shares on December 31, 2025 exceeded the exercise price of the options. All values are calculated using the closing price of a Class A Share on December 31, 2025 on the NYSE of $52.39.

Escrowed Shares, Restricted Shares and DSUs(a)


	Escrowed Shares			Share-Based Awards Restricted Shares (RSs)			Deferred Share Units (DSUs)
	Number of Unvested Escrowed Shares	Market Value of Unvested Escrowed Shares(b)	Market Value of Vested Escrowed Shares(b)	Number of Unvested RSs	Market Value of Unvested RSs	Market Value of Vested RSs	Number of Unvested DSUs	Market Value of Unvested DSUs(c)	Market Value of Vested DSUs(c)
Name	(#)	($)	($)	(#)	($)	($)	(#)	($)	($)
Bruce Flatt	1,901,357	28,834,937	33,608,080	—	—	—	—	—	22,709,778
Hadley Peer Marshall	258,500	—	—	288	15,080	7,382	—	—	—
Connor Teskey	1,779,657	20,697,440	10,584,041	—	—	—	—	—	122,095
Brian W. Kingston	1,762,346	20,484,586	16,307,228	—	—	—	—	—	10,345,389
Cyrus Madon	1,831,967	25,884,830	26,779,644	—	—	—	—	—	18,554,052

(a)The values do not include the most recent Escrowed Share, Restricted Share and DSU awards made to the Named Executive Officers on February 23, 2026.

(b)The value of the Escrowed Shares is equal to the value of the Class A Shares held by the Escrowed Company less the net liabilities and preferred share obligations of the Escrowed Company.

(c)Includes DSUs issued by BN, which track the value of a Class A Share. Values are calculated using the closing price of the Class A Shares on the TSX on December 31, 2025 of $52.39 (C$71.90, converted into U.S. dollars at the Bloomberg mid-market exchange rate on that date of C$1.00 = US$0.7286) and $52.39 on the NYSE, as applicable.

Option and Share-Based Awards Vested During 2025


Value Vested During 2025(a)
Named Executive Officer	Options(b) ($)	DSUs(c) ($)	Restricted Shares ($)	Escrowed Shares(d) ($)
Bruce Flatt	—	—	—	13,779,368
Hadley Peer Marshall	1,255,310	—	16,859	—
Connor Teskey	901,727	—	—	7,727,144
Brian W. Kingston	—	—	—	9,336,928
Cyrus Madon	—	417,437	—	12,181,398

(a)All values are calculated using the closing price of a Class A Share on the vesting date on the TSX and NYSE, as applicable, and converted into U.S. dollars using the average Bloomberg mid-market exchange rate for 2025 of C$1.00 = US$0.7159.

(b)The value represents the amount by which the value of the Class A Shares exceeded the exercise price on the day the options vested.

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(c)Values in this column represent the value of DSUs vested in 2025.

(d)The value of the Escrowed Shares is equal to the Class A Shares held by the Escrowed Company less the net liabilities and preferred share obligations of the Escrowed Company.

Security-Based Compensation Arrangements

BAM’s only security-based compensation arrangements are its Option Plans and its Escrowed Stock Plan.

2022 Management Share Option Plan

The 2022 Management Share Option Plan (the “2022 Plan”) was approved by the BN board of directors on September 23, 2022 and by the holders of Class A Shares of BN at the Special Meeting of Shareholders held on November 9, 2022. The 2022 Plan provides for the issuance of 17,500,000 Class A Shares (representing approximately 1.07% of BAM’s issued and outstanding Class A Shares as at December 31, 2025. Options to acquire 8,559,987 Class A Shares have been granted but not exercised, representing approximately 0.52% of BAM’s issued and outstanding Class A Shares as at December 31, 2025. 3,520,804 Class A Shares are available for future option grants, representing approximately 0.21% of BAM’s issued and outstanding Class A Shares as at December 31, 2025.

2022 Non-Qualified Management Share Option Plan

The 2022 Non-Qualified Management Share Option Plan (the “2022 Non-Qualified Plan”) was approved by the BN Board on September 23, 2022 and by the holders of Class A Shares of BN at the Special Meeting of Shareholder held on November 9, 2022. The 2022 Non-Qualified Plan provides for the issuance of 12,500,000 Class A Shares (representing approximately 0.76% of BAM’s issued and outstanding Class A Shares as at December 31, 2025. As at December 31, 2025, 960,561 Class A Shares were issuable pursuant to options granted under the 2022 Non-Qualified Plan, representing approximately 0.06% of BAM’s issued and outstanding Class A Shares as at December 31, 2025. As at December 31, 2025, 11,440,343 Class A Shares remained available for future option grants, representing 0.70% of BAM’s issued and outstanding Class A Shares as at December 31, 2025.

General Terms of Option Plans

The Board establishes the exercise price of each option at the time it is granted, which may not be less than the volume-weighted average price of a Class A Share on the NYSE for the five trading days preceding the effective grant date. If options are approved during a restricted trading period, the effective grant date may not be less than six business days after the restricted trading period ends.

The following is a summary of the other key provisions of the Option Plans. Employees, officers and consultants of BAM and its affiliates and others designated by the Board are eligible to participate in the Option Plans. Non-employee directors are not eligible to participate in the Option Plans. The number of Class A Shares issuable to insiders at any time, or issued in any one year to insiders, under any of BAM’s security-based compensation arrangements cannot exceed in either case 10% of the issued and outstanding shares of this class; and no more than 5% of the issued and outstanding shares may be issued under these arrangements to any one person. The Board determines the vesting period for each option grant, which is normally 20% per year over five years commencing the first year after the grant. The Board also sets the expiry period for each option grant, which may not exceed 10 years, except where the expiry date falls during or shortly after a restricted trading period, in which case the expiry date is 10 days after the restricted trading period ends.

The Option Plans set out provisions regarding the exercise and cancellation of options following a change in the employment status of a plan participant. In general, all vested options must be exercised by, and all unvested options are cancelled on, a participant’s termination date, except as follows: in the event of termination by BAM for reasons other than cause or due to a continuous leave of absence as a result of a disability, vested options must be exercised within 60 days following the termination date; in the event of retirement, vested options continue to be exercisable until the applicable expiry date; and in the event of death, all granted options continue to vest and be exercisable for six months following death. No incremental entitlements are triggered by a change in control of BAM under the Option Plans.

The Option Plans permit participants to exercise vested options in exchange for a number of Class A Shares equivalent in value to (i) the aggregate fair market value of the Class A Shares underlying the options on the exercise date over the aggregate exercise price of the options, less (ii) applicable withholding taxes (only to the extent such taxes have not otherwise been satisfied by the participant). This provides for a reduction in shareholder dilution upon the exercise of options using this feature.

The Option Plans also provide that each person that is an officer, employee or consultant of BN or any of its affiliates shall, for so long as such person remains an officer, employee or consultant of BN or any of its affiliates, be permitted to hold and exercise his or her options in accordance with their terms as though such person was an officer, employee or consultant, as applicable, of BAM or any of its affiliates. The 2022 Plan also permits participants to pay the applicable exercise price and acquire the full number of Class A Shares underlying the options.

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Procedure for Amending Option Plans

The Option Plans contain an amending provision setting out the types of amendments which can be approved by the Board without shareholder approval and those which require shareholder approval. Shareholder approval is required for any amendment that increases the number of shares issuable under the Option Plans, that lengthens the period of time after a restricted trading period during which options may be exercised, results in the exercise price being lower than fair market value of a Class A Share at the date of grant, reduces the exercise price or any cancellation and reissuance of an option which would be considered a repricing under TSX rules, expands insider participation, extends the term of an option beyond its expiry date, adds a provision which results in participants receiving shares for no consideration or other amendments required by law to be approved by shareholders. The Option Plans also require shareholder approval for any amendment which would permit options to be transferable or assignable other than for normal estate planning purposes, any amendment to the amendment provisions, any amendment expanding the categories of eligible participants which may permit the introduction or reintroduction of non-employee directors on a discretionary basis and any amendment to remove or exceed the insider participation limit. Shareholder approval is not required for any amendment to the Option Plans or any option that is of a housekeeping or administrative nature, that is necessary to comply with applicable laws or to qualify for favorable tax treatment, that is to the vesting, termination or early termination provisions (provided that the amendment does not entail an extension beyond the expiry period of the options), that adds or modifies a cashless exercise feature that provides for a full deduction of the number of Class A Shares from the Option Plan reserve, and to suspend or terminate an Option Plan. No amendments to the Option Plans were made in 2025.

Other Features of the Option Plans

BAM does not provide any financial assistance to plan participants to facilitate the purchase of Class A Shares issued pursuant to the exercise of options under the Option Plans. Options granted under the Option Plans may be assigned by the plan participant to (i) his or her spouse, descendants or any other immediate family member; or (ii) a trust, the beneficiaries of which are one or more of the plan participant and the participant’s spouse, descendants or immediate family members; or (iii) a corporation or limited liability company controlled by the plan participant or by one or more of the participant and the participant’s spouse, and/or the immediate family members, the shares or interests of which are held directly or indirectly by the plan participant, participant’s spouse and/or immediate family members; or (iv) such other transferees for estate planning purposes as may be permitted by the Board in its discretion.

The Board, on the recommendation of the GNCC, approves all option awards. The GNCC recommends the long-term incentive award for the CEO. All other option awards are recommended by the CEO to the GNCC.

BAM has established a number of policies related to its long-term share ownership plans, including option exercise hold periods, to reinforce the importance of equity ownership by its senior executives over the longer term. See also “Key Policies and Practices to Support Alignment” on page 154 of this report.

The Escrowed Stock Plan

The Escrowed Stock Plan was approved by the BN board of directors on September 23, 2022 and by holders of Class A Shares of BN at the Special Meeting of Shareholders held on November 9, 2022. The Escrowed Stock Plan governs the award of Escrowed Shares of one or more Escrowed Company to executives or other individuals designated by the Board. Each Escrowed Company is capitalized with common shares and preferred shares issued to BAM or BN in exchange for shares of Brookfield Asset Management ULC, Class A Shares or cash proceeds. Each Escrowed Company may use its cash resources to directly or indirectly purchase Class A Shares in the open market or, subject to obtaining exemptive relief (if applicable), in private purchases. Participants are either awarded Escrowed Shares or provided an election to contribute Class A Shares or previously awarded Escrowed Shares as consideration for the Escrowed Shares. Dividends paid to each Escrowed Company on the shares of Brookfield Asset Management ULC or the Class A Shares acquired by the Escrowed Company will be used to pay dividends on the preferred shares which are held by BAM or BN. If a participant elects to contribute Class A Shares as consideration, dividends paid to the Escrowed Company on the contributed Class A Shares will be paid on the common shares held by the participants.

Except as otherwise determined by the Board, 20% of Escrowed Shares will vest on the first anniversary of the granting of such shares, with an additional 20% vesting on each subsequent anniversary, up to and including the fifth anniversary of the grant of the Escrowed Shares.

On date(s) determined by the holders of the Escrowed Shares no later than 10 years after the initial grant, the vested Escrowed Shares will be acquired by BAM in exchange for the issuance of Class A Shares from treasury, where the value of the Class A Shares being issued is equal to the value of the Escrowed Shares being acquired. The value of the Escrowed Shares will be equal to the increase in value of the Class A Shares and shares of Brookfield Asset Management ULC held by the Escrowed Company since the grant date of the Escrowed Shares, as applicable, based on the volume-weighted average price of a Class A Share on the NYSE on the date of the exchange. Participants are not permitted to exchange Escrowed Shares during a restricted trading period, except with the consent of the Board. Once all participants of an Escrowed Company have elected to exchange their Escrowed Shares, the Escrowed Company will be wound up or merged and BAM will cancel at least that number of Class A Shares that is equivalent to the number of Class A

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Shares that have been issued to holders of the Escrowed Shares of the Escrowed Company on exchanges such that the dilutive effect of the issuance of Class A Shares is wholly offset.

A maximum of 11,000,000 Class A Shares may be issued under the Escrowed Stock Plan, representing approximately 0.67% of BAM’s issued and outstanding Class A Shares as at December 31, 2025. When Class A Shares are issued in exchange for Escrowed Shares, the number of Class A Shares remaining for future issuance under the Escrowed Stock Plan will be reduced. On the wind-up or merger of an Escrowed Company, the number of Class A Shares held by one or more Escrowed Companies that are cancelled in respect of Class A Shares issued by BAM in exchange for Escrowed Shares are added back to the number of Class A Shares available for future issuance. The combined effect on wind-up or merger of an Escrowed Company is that the dilutive effect of the Class A Share issuance is wholly offset. 186,136 Class A Shares have been issued (representing approximately 0.01% of BAM’s issued and outstanding Class A Shares as at December 31, 2025) and 110,038 Class A Shares have been cancelled under the Escrowed Stock Plan. As at December 31, 2025, 10,923,902 Class A Shares are available for future issuance, representing approximately 0.67% of BAM’s issued and outstanding Class A Shares as at December 31, 2025.

Eligibility for participation in the Escrowed Stock Plan is restricted to designated executives of BAM and its affiliates or any other persons designated by the Board. The number of Escrowed Shares to be granted to each participant is determined at the discretion of the Board, on the recommendation of the GNCC. The GNCC recommends the award of Escrowed Shares for the CEO. All other awards of Escrowed Shares are recommended by the CEO to the GNCC. The number of Class A Shares issuable to insiders at any time, or issued in any one year to insiders, under any of BAM’s security-based compensation arrangements cannot exceed in either case 10% of the issued and outstanding shares of this class; and no more than 5% of the issued and outstanding shares may be issued under these arrangements to any one person. Aside from transfers to BAM (in the case of termination of employment, described in the table under “Termination and Change of Control Provisions” on page 156 of this report or for personal tax planning purposes, transfers of Escrowed Shares are not permitted. No incremental entitlements are triggered by a change in control of BAM under the Escrowed Stock Plan.

The number of Escrowed Shares granted under the Escrowed Stock Plan annually, expressed as a percentage of the weighted average number of Class A Shares outstanding in the year, was 0.15% in 2023, 0.29% in 2024, and 0% in 2025. See also “Dilution of Class A Shares” on page 165 of this report for information on the rate of Class A Share issuances under the Escrowed Stock Plan.

The Escrowed Stock Plan also provides that each person that is an officer, employee or consultant of BN or any of its affiliates shall, for so long as such person remains an officer, employee or consultant of BN or any of its affiliates, be permitted to hold and exchange his or her Escrowed Shares in accordance with their terms as though such person was an officer, employee or consultant, as applicable, of BAM or any of its affiliates.

Procedure for Amending Escrowed Stock Plan

The Escrowed Stock Plan contains an amending provision setting out the types of amendments which can be approved by the Board without shareholder approval and those which require shareholder approval. Shareholder approval is required for any amendment that increases the number of Class A Shares issuable under the Escrowed Stock Plan, expands insider participation, expands participation to include non-employee directors of BAM, any amendment to the amendment provisions or other amendments required by law to be approved by shareholders. Shareholder approval is not required for any amendment to the Escrowed Stock Plan that is of a housekeeping or administrative nature, that is necessary to comply with applicable laws or to qualify for favorable tax treatment, that is to vesting provisions, that is to the termination or early termination provisions (provided that the amendment does not entail an extension beyond the tenth anniversary of the award date for any particular Escrowed Company), and to suspend or terminate the Escrowed Stock Plan.

Dilution of Class A Shares


Options Outstanding under the 2022 Plan and Class A Shares Issued under the 2022 Non-Qualified Plan and the Escrowed Stock Plan as a Percentage of Issued and Outstanding Class A Shares
	2025	2024	2023
2022 Plan	0.5%	2.0%	2.7%
2022 Non-Qualified Plan(a)	0.1%	0.8	—
Escrowed Stock Plan(b)	0.3%	1.9	—

(a)Reflects the number of Class A Shares to be issued upon exchange of the in-the-money Options under the 2022 Non-Qualified Plan during the applicable year.

(b)Reflects the number of Class A Shares to be issued upon exchange of the in-the-money Escrowed Shares, less the number of Class A Shares cancelled under the Escrowed Stock Plan during the applicable year. Although the number of Class A Shares outstanding may increase over time as a result of issuances of Class A Shares pursuant to the Escrowed Stock Plan, the Escrowed Stock Plan continues to be non-dilutive as BAM will cancel Class A Shares held by Escrowed Companies that are wound up or merged.

Grants Issued as a Percentage of Shares Outstanding

The following table shows the number of Class A Shares issuable under awards granted under each of the Option Plans and the Escrowed Stock Plan as a percentage of the average Class A Shares outstanding (the “rate of grants issued”) in the applicable year.

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The rate of grants issued is defined as the number of Class A Shares issuable under awards granted in a fiscal year, divided by the basic weighted average number of Class A Shares outstanding in that year.


	2025	2024	2023
Grants under the 2022 Plan(a)	1,019,300	354,248	1,706,775
Rate of Grants Issued	0.1%	0.1%	0.4%
Grants under the 2022 Non Qualified Plan(a)	—	1,465,020	74,185,200
Rate of Grants Issued	—	0.34%	—
Grants under the Escrowed Stock Plan(b)	—	1,261,666	60,062,800
Rate of Grants Issued	—	0.29%	—

(a)Includes Class A Shares issuable on exercise of the options as of each fiscal year end. Holders of options under the 2022 Non-Qualified Plan are only entitled to receive a number of Class A Shares equal to the in-the-money value of the options at the time of exercise.

(b)Includes Class A Shares issuable on exchange as of each fiscal year end for information purposes. Although the number of Class A Shares outstanding may increase over time as a result of issuances of Class A Shares pursuant to the Escrowed Stock Plan, the Escrowed Stock Plan continues to be non-dilutive as BAM will cancel Class A Shares held by Escrowed Companies that are wound up or merged.

Securities Authorized for Issue Under Incentive Plans

The following table sets out information on BAM’s Option Plans and Escrowed Stock Plan as at December 31, 2025.


Plan Category	Number of securities to be issued upon exercise of outstanding options, warrants and rights	Weighted-average exercise price of outstanding options, warrants and rights(a)	Number of securities remaining available for future issuance under equity compensation plans
Equity compensation plans approved by security holders
2022 Plan	8,599,987	$32.22	3,520,804
2022 Non-Qualified Plan(b)	960,561	$37.01	11,440,343
Escrowed Stock Plan(c)	4,189,648	—	10,923,902
Total	13,750,196		25,885,049

(a)Converted into U.S. dollars using the average Bloomberg mid-market exchange rate for 2025 of C$1.00 = US$0.7159.

(b)This value represents the number of Class A Shares at December 31, 2025 which could be issued under this plan. Up to December 31, 2025, 99,096 Class A Shares have been issued in connection with this plan.

(c)This value represents the number of Class A Shares at December 31, 2025 which could be issued under this plan. Up to December 31, 2025, 186,136 Class A Shares have been issued and 110,038 Class A Shares have been cancelled in connection with this plan.

Pension and Retirement Benefits

BAM’s Named Executive Officers and its other senior executives do not participate in a registered defined benefit plan or any other post-retirement supplementary compensation plans. The Named Executive Officers do not have any entitlement to future pension benefits or other post-employment benefits from BAM. BAM has not entered into contractual termination, post-termination or change of control arrangements, employment contracts or golden parachutes with any of its Named Executive Officers.

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Director Compensation

Compensation Elements

The compensation program of the Board for the 2025 fiscal year was as follows:


Compensation Elements	Amount	Comments
Director Retainer	$250,000
Lead Independent Director Retainer	—	No additional compensation is received by the director serving in the capacity of Lead Independent Director.
Audit Committee Chair Retainer	$35,000
GNCC Chair Retainer	$15,000
Audit Committee Member Retainer (Non-Chair)	$10,000
Travel stipend – for non-residents of the New York City area	$15,000	This payment recognizes the time it takes these directors to travel long distances to attend all regularly scheduled meetings, and is in addition to reimbursement for travel and other out-of-pocket expenses.

Members of management who serve as directors of BAM do not receive any compensation in their capacity as directors.

The GNCC annually reviews the compensation paid to the non-management directors, taking into account the complexity of BAM’s operations, the risks and responsibilities involved in being a director of BAM, the requirement to participate in regularly scheduled and special Board meetings, expected participation on Committees and the compensation paid to directors of comparable companies.

In 2025, the directors, excluding Messrs. Flatt, Kingston, Madon, Blattman and Powell, collectively received annual director compensation having a total value of $1,885,104, excluding all other compensation unrelated to Board membership. Directors’ compensation was comprised of cash and other compensation of $597,731 and DSUs of BAM valued at $1,287,373, which represented approximately 32% and 68%, respectively, of total compensation paid to these directors during 2025.

Other than cash and DSU compensation set forth in the prior paragraph, no other compensation was paid to non-management directors in relation to their Board membership.

2025 Director Compensation

The following table sets out compensation received during 2025 by BAM’s directors(a):


Name	Board Position	Fees Earned in Cash ($)	Share-Based Award (DSUs) ($)(b)	Option-Based Award /Escrowed Shares ($)		All Other Compensation ($)		Compensation Total ($)(c)
Angela F. Braly		—	217,708		—		—		217,708
Marcel R. Coutu	Lead Independent Director and Audit Committee Chair	—	300,000		—		—		300,000
Scott Cutler		99,375	104,896		—		—		204,271
Olivia (Liv) Garfield	Chair of the GNCC	—	280,000		—		—		280,000
Nili Gilbert		130,000	130,000		—		—		260,000
Keith Johnson		—	265,000		—		—		265,000
Allison Kirkby(d)		45,856	22,894		—		190,000		258,750
Diana Noble		132,500	132,500		—		—		265,000
Satish Rai		—	52,083		—		—		52,083
Total		407,731	1,287,373		—		190,000		1,885,104

(a)Messrs. Flatt, Kingston, Madon, Blattman and Powell did not receive any compensation in their capacity as directors of BAM. For Messrs. Flatt, Kingston and Madon’s compensation as Named Executive Officers (as defined in this report), see page 159 of this report. Messrs. Powell and Blattman received compensation in their capacity as employees of BAM. In total, the amounts paid to these two employees was $1,485,000 in base salaries, $750,000 in cash bonuses and $77,735 in annual retirement savings contributions and participation in the executive medical program in 2025. Messrs. Powell and Blattman also received a total of $3,413,228 in Restricted Shares or Escrowed Shares in 2025.

(b)The value of each DSU is equal to the closing price of a Class A Share on the NYSE on the grant date of the DSU.

(c)Includes annual travel stipend to eligible directors of $15,000.

(d)“All Other Compensation” includes amounts paid to Ms. Kirkby in her capacity as Senior Advisor to Brookfield’s Infrastructure business.

Directors are also reimbursed for travel and other out-of-pocket expenses incurred to attend Board or Committee meetings. During 2025, the directors, excluding Messrs. Flatt, Kingston, Madon, Blattman and Powell, received an aggregate of $355,923 for reimbursement of such expenses.

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The following tables set out information relating to options and other share-based awards granted to directors, excluding Messrs. Flatt, Kingston and Madon, whose awards relate to their roles as employees of BAM and is disclosed under “Compensation of Named Executive Officers” beginning on page 159 of this report.

Outstanding Share-Based Awards as at December 31, 2025 (Named Executive Officer directors excluded)

The following table shows the number and market value of vested DSUs awarded to and held by the BAM directors at December 31, 2025.


	Share-Based Awards Deferred Share Units (DSUs)
Name	Number of Vested DSUs (#)	Market Value of Vested DSUs ($)(a)
Angela Braly	18,652	977,203
Marcel R. Coutu	52,442	2,747,459
Scott Cutler	1,944	101,863
Olivia (Liv) Garfield	21,470	1,124,809
Nili Gilbert	9,985	523,117
Keith Johnson	20,811	1,090,273
Diana Noble	8,643	452,811
William Powell	13,647	714,954

(a)The market value is based on the closing price of a Class A Share on the TSX on December 31, 2025 of $52.39 (C$71.90 converted into U.S. dollars at the Bloomberg mid-market exchange rate on that date of C$1.00 = US$0.7286) and $52.39 on the NYSE as applicable.

Outstanding Escrowed Shares as at December 31, 2025 (Named Executive Officer directors excluded)

The following table shows the number and market value of Escrowed Shares awarded to and held by BAM directors at December 31, 2025:


	Escrowed Shares
Name	Number of Vested Escrowed Shares (#)(a)	Market Value as at December 31, 2025 ($)(b)
Barry Blattman	313,179	7,123,914

(a)Mr. Blattman has 10,567 unvested Escrowed Shares outstanding.

(b)The value of the Escrowed Shares is equal to the value of the Class A Shares held by the Escrowed Company less the net liabilities and preferred share obligations of the Escrowed Company.

Outstanding Options as at December 31, 2025 (Named Executive Officer directors excluded)

The following table shows the number and market value of unexercised options awarded to and held by the BAM directors at December 31, 2025.


	Options
Name	Number of Securities Underlying Unexercised Option (#)	Option Exercise Price ($)	Option Expiration Date	Market Value of Unexercised Options at December 31, 2025(b) ($)
William Powell(a)	31,125	32.75	February 24, 2030	611,248
	29,043	31.46	February 21, 2031	607,946
	19,850	41.24	February 17, 2032	221,316
	174,400	35.13	February 15, 2033	3,010,406
Total	254,418			4,450,916

(a)Mr. Powell’s options were granted in his capacity as an employee of BAM.

(b)The market value of the options is the amount by which the closing price of the Class A Shares on December 31, 2025 exceeded the exercise price of the options. All values are calculated using the closing price of the Class A Shares on December 31, 2025 on the TSX and NYSE, as applicable. The closing price of the Class A Shares on the TSX on December 31, 2025 was $52.39 (C$71.90 converted into U.S. dollars at the Bloomberg mid-market exchange rate on that date of C$1.00 = US$0.7286) and on the NYSE was $52.39.

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Equity Ownership of Directors

Director Share and DSU Ownership Requirements

The Board believes that its directors can better represent BAM’s shareholders if they have an alignment of economic interest. Accordingly, directors are required to hold Class A Shares, DSUs and/or Restricted Shares of BAM having a value of at least two times their aggregate annual retainer (the “Director Share Ownership Guidelines”). This minimum ownership requirement is currently $500,000 for non-management directors. A director must achieve this minimum ownership requirement within six years of joining the Board.

All independent directors are required to receive at least 33.3% of their Annual Retainer in DSUs (see “Long-Term Share Ownership Plans” on pages 152 to 154 of this report). Subject to these requirements, all non-management directors have the option to receive their Annual Retainer in DSUs or cash.

Anti-Hedging Policy

In order to maintain the alignment of interests between BAM and its directors, BAM generally prohibits all directors, including management and affiliated directors, from using derivatives or other financial instruments to retain legal ownership of their shares or share units in BAM while reducing their exposure to changes in BAM’s share price. Moreover, a director may not hold a short position in any security of BAM or its affiliates, either by way of a short sale or by utilizing derivatives. This allows shareholders to determine a director’s true economic exposure to BAM’s equity. Under limited circumstances, a director may be permitted to enter into a transaction that has the effect of hedging the economic value of any direct or indirect interests held by the such director, but only to the extent that the transaction (i) is executed and disclosed in full compliance with all applicable rules and regulations; (ii) has been approved by the CEO, President or the CFO and, if appropriate, the GNCC; and (iii) is in respect of interests directly or indirectly held by such director in excess of the interests that such director is required to hold under the Director Share Ownership Guidelines. To date, no director has hedged the economic value of their direct or indirect interests in BAM.

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ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDERS

All of the Class B Shares are held by the BAM Partnership.

The table below sets forth information regarding the beneficial ownership of our Class A Shares as at February 23, 2026 by:

•each person known to us to beneficially own 5% of Class A Shares based on our review of filings with the SEC;

•each of our directors and named executive officers; and

•all of our directors and executive officers as a group.

The percentage of beneficial ownership is based on 1,638,147,590 Class A Shares issued and outstanding as at February 23, 2026. The amounts and percentage of Class A Shares beneficially owned are reported on the basis of SEC regulations governing the determination of beneficial ownership of securities. Under the rules of the SEC, a person is deemed to be a “beneficial owner” of a security if that person has or shares “voting power”, which includes the power to vote or to direct the voting of such security, or “investment power”, which includes the power to dispose of or to direct the disposition of such security. Under these rules, more than one person may be deemed a beneficial owner of the same securities and a person may be deemed a beneficial owner of securities as to which he has no economic interest.

Shares of Common Stock Beneficially Owned

Name of Beneficial Owner(a)

Number(b)

% of Class

5% Stockholders

Brookfield Corporation(c)

1,193,021,145

Directors and Named Executive Officers

Barry Blattman(d)

1,040,525

Angela F. Braly

—

Marcel R. Coutu

36,777

Scott Cutler

—

Bruce Flatt(e)

15,107,676

Olivia (Liv) Garfield

—

Nili Gilbert

—

Keith Johnson

—

Bruce Karsh

—

Brian W. Kingston(f)

3,025,584

Cyrus Madon(g)

4,975,685

Diana Noble

—

Connor Teskey(h)

3,196,284

Hadley Peer Marshall

512,550

David Levi

164,705

Current directors and named executive officers as a group

28,059,786

1.8

* Less than one percent.

(a)The address of Brookfield Corporation is Brookfield Place, 181 Bay Street, Suite 100, Toronto, Ontario, M5J 2T3. The address of Messrs. Blattman, Coutu, Cutler, Flatt, Johnson, Karsh, Kingston and Madon and Mses. Braly, Gilbert and Peer Marshall is Brookfield, 225 Liberty Street, 8th Floor, New York, NY, 10281-1048. The address of Mr. Teskey and Mses. Garfield and Noble is One Canada Square, Level 25, Canary Wharf, London, E14 5AA, United Kingdom.

(b)The figures in this column include (i) the individual’s Class A Shares, held directly and indirectly, including under the Restricted Stock Plan; (ii) the individual’s pro rata interests in Class A Shares held by Partners Value Investments L.P. (on a consolidated basis); and (iii) the individual’s Escrowed Shares, which also represent an indirect pro rata interest in Class A Shares. The value of these indirect pro rata interests is impacted by a number of factors, including the terms of their ownership, the capital structure of each company, the value of the Class A Shares held by each company and their net liabilities and preferred share obligations.

(c)Brookfield Corporation owns or controls approximately 73% of BAM, which includes approximately 4% held by subsidiaries of BWS.

(d)Mr. Blattman holds 681,792 Class A Shares directly and indirectly as of the date of this report, which excludes his pro rata interests held in Class A Shares referenced above in clause (ii) of (b).

(e)Mr. Flatt holds 1,706,843 Class A Shares directly and indirectly as of the date of this report, which excludes his pro rata interests held in Class A Shares referenced above in clause (ii) and (iii) of (b).

(f)Mr. Kingston holds 273,812 Class A Shares directly and indirectly as of the date of this report, which excludes his pro rata interests held in Class A Shares referenced above in clause (ii) and (iii) of (b).

(g)Mr. Madon holds 1,396,948 Class A Shares directly and indirectly as of the date of this report, which excludes his pro rata interests held in Class A Shares referenced above in clause (ii) and (iii) of (b).

(h)Mr. Teskey holds 178,816 Class A Shares directly and indirectly as of the date of this report, which excludes his pro rata interests held in Class A Shares referenced above in clause (ii) and (iii) of (b).

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Securities Authorized for Issuance Under Equity Compensation Plans

Please refer to the table set out under “Part III—Item 11. Executive Compensation—Compensation of Named Executive Officers—Securities Authorized for Issue Under Incentive Plans”. For descriptions of these plans, see “Part III—Item 11. Executive Compensation—Long-Term Shares Ownership Awards”, above.

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ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE

The following description is a summary of the material terms of the agreements described below, and does not contain all of the information that you may be relevant to you. For additional information, you should read the copies of such agreements, all of which have been previously filed with the SEC or incorporated by reference as exhibits to this report.

Relationship Agreement

BN, BAM and the Asset Management Company entered into an agreement to govern aspects of their relationship following the 2022 Arrangement (the “Relationship Agreement”). Under the Relationship Agreement, BN, directly or through its subsidiaries (excluding our asset management business) or BWS, has the right (but not the obligation) to participate up to 25% in each new sponsored fund or other entity of our asset management business. Any commitment of our asset management business to such sponsored fund is separate from the up to 25% allocation of BN. For the BN’s perpetual affiliates, existing fee arrangements continue to apply. For any capital committed by BN or a subsidiary (other than a perpetual affiliate) or BWS, a fee may be paid as agreed between the relevant party and our asset management business; in other cases, particularly where such capital is of strategic value to supporting our asset management business’ activities, no fee may apply.

BN has no obligation to provide backstops or other guarantees relating to new investments or acquisitions, or to commit capital on a transitional basis while other investors are being sourced, but any arrangements or understandings existing at the time of completion of the 2022 Arrangement have been continued. Moreover, if BN (i) makes transitory investments, it is generally entitled to receive the same cost of carry for such investment as the relevant fund of our asset management business is entitled to under its fund documents (typically 8%) or (ii) provides backstops or guarantees, it is entitled to receive stand-by / commitment fees at market rates, in each case, unless otherwise agreed to by the parties. In connection with other arrangements, BN is entitled to receive such other compensation as otherwise may be mutually agreed between the parties.

BAM and the Asset Management Company provide services to BN's perpetual affiliates – BEP, BIP, BBU and BPY. Our asset management business includes the service providers to the perpetual affiliates (collectively with their affiliates, the “Service Providers”) and, in the case of BEP and BIP, has acquired the subsidiary of BN that is entitled to receive incentive distributions. Our asset management business, the other Service Providers and their respective affiliates remain and are bound by the terms of the agreements relating to the governance and management of the perpetual affiliates, being relationship agreements (the “Affiliate Relationship Agreements”) and the master services agreements (“Master Services Agreements”).

BN retains all of the ownership interests in the perpetual affiliates. The Asset Management Company is entitled to receive the incentive distributions (if any) paid. In addition, BAM and the Asset Management Company agree with BN that they perform (or cause the Service Providers to perform) all obligations that the Service Providers have under the applicable Master Services Agreements and Affiliate Relationship Agreements. The base management fee is earned by the Service Providers and the parties agree that these agreements cannot be terminated without BN's consent.

In addition to other senior management personnel of BAM or the Asset Management Company, the CEO of BAM and BAM's business group CEOs, who are currently Messrs. Baron, Ranjan, Pollock and Teskey, serve on the investment committees suitable to their business group. Additionally, BN's CEO and another senior management nominee from BN serve on the investment committees for each of our strategies.

BN is entitled to receive 33.3% of the carried interest on new sponsored funds of our asset management business (which includes more recently raised funds such as BIF V, BGTF I, BGTF II, BCP VI, BSREP IV and BSREP V) and similar distributions in open-end funds (such as Brookfield Super-Core Infrastructure Partners and Brookfield Premier Real Estate Partners) and retains 100% of the carried interest earned on mature funds (including, for example, BSREP I and BSREP II). BN and the Asset Management Company are responsible for clawback obligations in relation to carried interest or similar distributions in the same proportion as their entitlements.

The Asset Management Company has a pre-emptive right over acquisition opportunities presented to BN that relate to businesses whose revenues are predominantly derived from asset management activities, but BN is not otherwise subject to restrictions in its pursuit of any other types of acquisitions or transactions.

Our asset management business continues to be supported by Brookfield’s operating capabilities, including its approximately 250,000 operating employees, on commercial terms that are in accordance with agreed rates (wherever in place) or otherwise on terms consistent with protocols and past practice. In addition, the parties implement secondment and other initiatives among them, their subsidiaries and their portfolio companies that are designed to develop employees and allocate resources effectively, all on terms consistent with protocols and past practice.

Customary office sharing arrangements have been entered into among BN, BAM and other affiliates with our asset management business to share physical office space, in line with BN's existing affiliate transaction protocols and subject to agreement on corporate

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cost allocation.

Each of BN and BAM also has the right to request access to information, in its capacity as a shareholder, including to present to its board of directors or board committees or for the preparation of its financial statements. In addition, BAM’s Governance, Nominating and Compensation Committee is permitted to oversee the review and setting of the compensation policies and practices of our asset management business.

BN is indemnified for any claims, liabilities, losses, damages, costs or expenses (including legal fees) arising in connection with the business and activities in respect of or arising from any of the Affiliate Relationship Agreements or the Master Services Agreements, to the extent that the claims, liabilities, losses, damages, costs or expenses (including legal fees) are determined to have resulted from the bad faith, fraud, willful misconduct or gross negligence of BAM or our asset management business, respectively, or in the case of a criminal matter, action that the person knew to have been unlawful. The maximum amount of the aggregate liability of BAM / the Asset Management Company, or any of their affiliates, or of any director, officer, employee, contractor, agent, advisor, member, partner, shareholder or other representative of BAM / the Asset Management Company, under this indemnity is equal to the amounts previously paid in the two most recent calendar years by the service recipients pursuant to the applicable Master Services Agreement.

The Relationship Agreement continues in perpetuity and is only terminable with the mutual consent of BN and BAM.

Incentive Distributions

Our asset management business is entitled to performance or incentive distributions in respect of some of the perpetual affiliates. The aggregate incentive distributions from the perpetual affiliates for the year ended December 31, 2025 was $561 million. To the extent that a perpetual affiliate or one of its related entities pays to BN (including our asset management business) any comparable performance or incentive distribution, the amount of any future incentive distributions payable by the perpetual affiliate is reduced in an equitable manner to avoid duplication of distributions.

Sharing of Carried Interest and Other Distributions

Our revenues consist of contractual base management fees, transaction and advisory fees, and performance income or carried interest and similar distributions. BAM’s returns are earned from its interest in our asset management business.

For new and more recent funds and open-end funds, our asset management business receives 66.7% of the gross carried interest or similar distributions generated by our managed assets (a portion of which is used by our asset management business to cover management compensation and other costs), with the remainder being received by BN. BN is entitled to receive similar interests in future funds pursuant to the terms of the Relationship Agreement, regardless of participation. BN and our asset management business are responsible for clawback obligations in relation to carried interest or similar distributions in the same proportions noted above. This economic interest does not entitle BN to any governance rights or direct influence over these funds except as described below or as otherwise described in the Relationship Agreement.

For mature funds that have already been largely deployed, BN retains the right to receive 100% of the gross carried interest distributions received by our asset management business in respect of the funds, as well as, for certain funds, any distributions received in respect of BN’s limited partner interest, which are also contributed into our asset management business. BN receives these amounts, as well as its 33.3% share of similar distributions on certain open-end funds, through the payment of dividends, as and when declared by the board of directors of subsidiaries of our asset management business, on minority investments (the “Tracking Shares”) that BN owns in the subsidiaries. These subsidiaries pay dividends to BN on the Tracking Shares in an amount equal to the distributions received from the tracked carried interest (or, in the case of certain open-end funds, 33.3% of the similar distributions received). These Tracking Shares are entitled to vote, together with the common shares owned indirectly by our asset management business, in respect of the applicable subsidiary of our asset management business. On a liquidation or redemption of the applicable subsidiary, the holder of the Tracking Shares is entitled to receive a preferred amount equal to the fair market value of the tracked distributions. To the extent that any employees of BAM or our asset management business are entitled to receive any carried interest from the older funds, BAM either distributes such carried interest directly to these employees or reimburses their employing entities for a matching amount.

Asset Management Services Agreement

BAM provides the services of its employees to our asset management business on a cost recovery basis under a perpetual agreement between BAM and the Asset Management Company (the “Asset Management Services Agreement”). The services provided to our asset management business by these individuals include investment, asset management services, fundraising, investor relations services and other services. The Asset Management Company pays BAM for the services of these individuals on a cost recovery basis such that neither party receives financial gain nor suffers financial loss. BAM’s employees/executives spend all their time discharging their duties as officers and employees of BAM and towards responsibilities related to our asset management business, in accordance

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with the Asset Management Services Agreement.

BAM awards options or other long-term incentive awards to its employees. Further, as may be agreed with the Asset Management Company from time to time, BAM may award options or other long-term incentive awards to employees of our asset management business. Our asset management business compensates BAM for the costs associated with these awards.

Services Agreement

BN, BAM and the Asset Management Company have entered into an agreement (the “Services Agreement”) in which the parties agree to provide certain services to support day-to-day corporate activities (including services relating to finance, treasury, accounting, legal and regulatory, marketing, communications, human resource, internal audit and information technology) and (ii) upon the request of BN, making the services of BAM investment personnel available for purposes of assisting on acquisitions, investments and other transactions (collectively, the “Services”). The Services are provided, at cost, and shall continue until terminated by written agreement by each of BN, BAM and the Asset Management Company.

Trust Agreement

BAM, the BAM Partnership and Computershare Trust Company of Canada entered into the Trust Agreement to provide, among other things, that the BAM Partnership will not sell any Class B Shares, directly or indirectly, pursuant to a takeover bid at a price per share in excess of 115% of the market price of the Class A Shares or as part of a transaction involving purchases made from more than five persons or companies in the aggregate, unless a concurrent offer is made to all holders of Class A Shares. The Trust Agreement also provides that the concurrent offer must be: (i) for the same percentage of Class A Shares as the percentage of Class B Shares offered to be purchased from the BAM Partnership; (ii) at a price per share at least as high as the highest price per share paid pursuant to the takeover bid for the Class B Shares; and (iii) on the same terms in all material respects as the offer for the Class B Shares.

These provisions in the Trust Agreement also apply to any transaction that would be deemed an indirect offer for the Class B Shares under applicable takeover bid legislation in Canada. Additionally, the BAM Partnership agrees to prevent any person or company from carrying out a direct or indirect sale of Class B Shares in contravention of the Trust Agreement.

Asset Management Company-BN Credit Facility

The Asset Management Company has a $300 million revolving credit facility established on November 8, 2022, with BN as lender. The facility is available in U.S. and Canadian dollars, where U.S. dollar borrowings are subject to the U.S. Base Rate or SOFR plus a margin of 165 basis points, while Canadian Dollar borrowings are subject to the Canadian Prime Rate or CORRA plus a margin of 165 basis points. This liquidity is readily available for use without any material tax consequences and can be deployed to support our asset management business in funding strategic transactions as well as seeding new investment products. Since this facility was entered into, the largest amount outstanding was $202 million. As at December 31, 2025 the Asset Management Company had fully repaid this credit facility.

External Credit Facility

BAM established a $750 million five-year revolving credit facility on August 29, 2024 through bilateral agreements with a group of lenders. The facility is available in U.S. and Canadian dollars, where U.S. dollar draws are subject to the U.S. Base Rate or SOFR plus a margin of 110 basis points, while Canadian dollar draws are subject to the Canadian Prime Rate or CORRA plus a margin of 110 basis points. In August and September 2025, BAM increased its revolving credit facility by $300 million to $1.05 billion. As at December 31, 2025, the Company had fully repaid this $1.05 billion facility.

Deposit Arrangement

Our asset management business has $1.6 billion of cash available to fund future growth opportunities, of which, as at December 21, 2025, $1.1 billion is on deposit with BN until it is deployed by our asset management business.

Tax Matters Agreement

In connection with the 2022 Arrangement, BN, BAM and the Asset Management Company entered into the tax matters agreement (the “Tax Matters Agreement”) that governs each party’s respective rights, responsibilities and obligations with respect to allocation of tax liabilities, the preparation and filing of tax returns, the payment of taxes, the control of tax contests, and certain other matters regarding taxes.

Covenants

The Tax Matters Agreement contains certain customary covenants with respect to the filing of tax returns, payment of taxes, cooperation, assistance, document retention and certain other administration and procedural matters regarding taxes. In general, the Tax Matters Agreement provides that the party that is responsible for filing and making any tax payments under applicable law generally shall be the party primarily responsible for preparing and filing such tax returns. The Tax Matters Agreement also assigns

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responsibilities for administrative tax matters, such retention of records and the control and conduct of tax audits, examinations or other similar proceedings. The party responsible for preparing and filing a given tax return generally has authority to control tax contests related to any such tax return, subject to certain notice, assistance and cooperation provisions to the extent the resolution of such tax contest has the potential of impacting another party’s tax liability.

The Tax Matters Agreement also contains certain covenants that, for the period ending December 9, 2024, may prohibit, except in specific circumstances, the parties from taking or failing to take certain actions that could cause the preliminary transactions taken to reorganize the business of BN undertaken to facilitate the 2022 Arrangement, the 2022 Arrangement or any transaction contemplated by the arrangement agreement dated September 23, 2022 among BN, BAM, the Asset Management Company and 2451634 Alberta Inc. entered into in connection with the 2022 Arrangement, to be taxed in a manner that is inconsistent with the manner provided for in the U.S. and Canadian tax opinions delivered in connection with the 2022 Arrangement. The foregoing restrictions may limit for a period of time BN’s, BAM’s and the entities conducting the asset management business’ ability to pursue certain strategic transactions or other transactions; however, are designed to preserve the intended U.S. and Canadian federal income tax treatment of the 2022 Arrangement.

Indemnification

Pursuant to the Tax Matters Agreement, the parties each agree to indemnify and hold harmless the other parties and their representatives against any losses suffered or incurred by the others as a result of or in connection with a breach of any covenant made by the indemnifying party under the Tax Matters Agreement.

Trademark Sublicense Agreement

BAM has entered into an agreement with BN pursuant to which BAM has obtained a non-exclusive, royalty-free license to use the name “Brookfield” and the “Brookfield” logo (the “Trademark Sublicense Agreement”). Other than under this limited license, BAM does not have a legal right to the “Brookfield” name or the “Brookfield” logo.

BN may terminate the Trademark Sublicense Agreement upon 30 days’ prior written notice of termination if any of the following occurs:

•the termination of the Relationship Agreement or the Voting Agreement;

•the licensee defaults in the performance of any material term, condition or agreement contained in the agreement and the default continues for a period of 30 days after written notice of the breach is given to the licensee;

•the licensee assigns, sublicenses, pledges, mortgages or otherwise encumbers the intellectual property rights granted to it pursuant to the licensing agreement;

•certain events relating to a bankruptcy or insolvency of the licensee; or

•BN ceases to own at least 25% of the common shares of our asset management business.

Arrangement Agreement

On October 31, 2024, BAM and BN entered into an arrangement agreement (the “Arrangement Agreement”) to provide for the terms of the 2025 Arrangement and certain customary covenants. The 2025 Arrangement was completed on February 4, 2025.

Covenants Regarding the Arrangement

The Arrangement Agreement contains certain customary covenants of the parties that they will, subject to the terms of the Arrangement Agreement, cooperate with and assist each other in dealing with transitional and other matters relating to or arising from the 2025 Arrangement or the Arrangement Agreement.

Director Independence

See “Part III—Item 10. Directors, Executive Officers and Corporate Governance” for information on director independence.

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ITEM 14. PRINCIPAL ACCOUNTANT FEES AND SERVICES

Deloitte LLP is the principal external auditor of BAM. The following table provides information about the aggregate fees billed to BAM and the Asset Management Company for professional services rendered by Deloitte LLP during 2025 and 2024. The Audit Committee pre-approves all audit and non-audit services provided to BAM by Deloitte LLP.


YEARS ENDED DECEMBER 31 (Millions)	2025		2024
Audit Fees	$	4.2	$	3.2
Audit-Related Fees	—		—
Tax Fees	—		—
All Other Fees	—		—
Total	$	4.2	$	3.2

Audit Fees. Audit fees include fees for services that would normally be provided by the external auditor in connection with our audit of BAM, including fees for services necessary to perform an audit or review in accordance with the standards of the Public Company Accounting Oversight Board (United States). This category also includes services that generally only the external auditor reasonably can provide, including comfort letters and consents relating to certain documents filed with securities regulatory authorities.

Audit-Related Fees. Audit-related fees are for other statutory audits, assurance and related services, such as due diligence services, that traditionally are performed by the external auditor. More specifically, these services include, among others: statutory audits of our subsidiaries, employee benefit plan audits, accounting consultations and audits in connection with acquisitions, attest services that are not required by statute or regulation, and consultation concerning financial accounting and reporting standards.

Tax Fees. Tax fees are principally for assistance in tax return preparation and tax advisory services.

All Other Fees. All other fees include fees for certain permissible consulting and advisory services.

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PART IV

ITEM 15. EXHIBITS AND FINANCIAL STATEMENT SCHEDULES

(a) and (c) The following documents are filed as part of this annual report.

1. Financial Statements:

See Item 8 above.

2. Financial Statement Schedules:

The (i) audited consolidated financial statements of Brookfield Asset Management Ltd. and its subsidiaries are included in Item 8 of this Annual Report and (ii) audited combined and consolidated financial statements of Oaktree Capital II, L.P., Oaktree Capital Management, L.P., Oaktree AIF Investments, L.P., Oaktree Capital Management (Cayman), L.P., and Oaktree Investment Holdings, L.P., and their consolidated subsidiaries are included in Exhibit 99.1 of this Annual Report, in each case pursuant to Rule 3-09 of Regulation S-X. Other schedules for which provision is made in the applicable accounting regulations of the SEC are not required under the related instructions or are not applicable, and therefore have been omitted.

(b) Exhibits:


Exhibit Number						Exhibit Description
3.1						Articles of Brookfield Asset Management Ltd. (incorporated by reference to Exhibit 3.1 of BAM’s Form 6-K filed with the SEC on February 5, 2025).
4.1						Description of Securities (incorporated by reference to Exhibit 4.1 of BAM’s Form 10-K filed with the SEC on March 17, 2025).
4.2						Indenture dated as of April 24, 2025, among Brookfield Asset Management Ltd., Computershare Trust Company of Canada and Computershare Trust Company, National Association (incorporated by reference to Exhibit 4.1 of BAM’s Form 8-K filed with the SEC on April 24, 2025).
4.3						First Supplemental Indenture dated as of April 24, 2025, among Brookfield Asset Management Ltd., Computershare Trust Company of Canada and Computershare Trust Company, National Association (incorporated by reference to Exhibit 4.2 of BAM’s Form 8-K filed with the SEC on April 24, 2025).
4.4						Second Supplemental Indenture dated as of September 9, 2025, among Brookfield Asset Management Ltd., Computershare Trust Company of Canada and Computershare Trust Company, National Association (incorporated by reference to Exhibit 4.2 of BAM’s Form 8-K filed with the SEC on September 9, 2025).
4.5						Third Supplemental Indenture dated as of November 18, 2025, among Brookfield Asset Management Ltd., Computershare Trust Company of Canada and Computershare Trust Company, National Association (incorporated by reference to Exhibit 4.2 of BAM’s Form 8-K filed with the SEC on November 18, 2025).
4.6						Fourth Supplemental Indenture dated as of November 18, 2025, among Brookfield Asset Management Ltd., Computershare Trust Company of Canada and Computershare Trust Company, National Association (incorporated by reference to Exhibit 4.3 of BAM’s Form 8-K filed with the SEC on November 18, 2025).
10.1						Relationship Agreement dated November 8, 2022 among Brookfield Asset Management Inc., Brookfield Asset Management Ltd. and Brookfield Asset Management ULC (incorporated by reference to Exhibit 10.1 of BAM’s Form F-1/A filed with the SEC on November 9, 2022).
10.2						Amended and Restated Relationship Agreement dated May 5, 2023 by and among Brookfield Renewable Partners L.P., Brookfield Renewable Energy L.P., the Service Providers, Brookfield Corporation, and others (incorporated by reference to Exhibit 99.3 of Brookfield Renewable Partners L.P.’s Form 6-K filed with the SEC on June 2, 2023).
10.3						Amended and Restated Relationship Agreement dated March 28, 2014, by and among Brookfield Corporation, Brookfield Infrastructure Partners L.P., Brookfield Infrastructure L.P., and others (incorporated by reference to Exhibit 4.3 of Brookfield Infrastructure Partners L.P.’s Form 20-F filed with the SEC on March 28, 2014).
10.4						Amended and Restated Relationship Agreement dated January 23, 2024, by and among Brookfield Business Partners L.P., Brookfield Corporation and others (incorporated by reference to Exhibit 4.1 of Brookfield Business Partners L.P.’s Form 20-F filed with the SEC on March 1, 2024).
10.5						Master Services Agreement dated June 1, 2016 among Brookfield Asset Management Inc., Brookfield Business Partners L.P., Brookfield Business L.P., Brookfield BBP Canada Holdings Inc., Brookfield BBP US Holdings LLC, Brookfield BBP Bermuda Holdings Limited, Brookfield Asset Management Private Institutional Capital Adviser (Private Equity), L.P., Brookfield Canadian Business Advisor L.P., Brookfield BBP Canadian GP L.P., Brookfield Asset Management (Barbados) Inc. and Brookfield Global Business Advisor Limited (incorporated by reference to Exhibit 99.3 of Brookfield Business Partners L.P.’s Form 6-K filed with the SEC on June 22, 2016).
10.6						Asset Management Services Agreement dated November 8, 2022 between Brookfield Asset Management Ltd. and Brookfield Asset Management ULC (incorporated by reference to Exhibit 10.3 of BAM’s Form F-1/A filed with the SEC on November 9, 2022).

176


10.7*						Services Agreement dated December 9, 2025 between Brookfield Corporation, Brookfield Asset Management Ltd. and Brookfield Asset Management ULC.
10.8						2022 Trust Agreement dated December 9, 2022 among Brookfield Asset Management Ltd., BAM Partners Trust and Computershare Trust Company of Canada (incorporated by reference to Exhibit 99.4 of BAM’s Form 6-K filed with the SEC on December 12, 2022).
10.9						Credit Agreement dated November 8, 2022 between Brookfield Asset Management Ltd. and Brookfield Asset Management ULC (incorporated by reference to Exhibit 10.7 of BAM’s Form F-1/A filed with the SEC on November 9, 2022).
10.10						Asset Management Company Credit Facility dated November 8, 2022 between Brookfield Corporation and Brookfield Asset Management ULC (incorporated by reference to Exhibit 10.10 of BAM’s Form 10-K filed with the SEC on March 17, 2025).
10.11						Trademark Sublicense Agreement dated December 9, 2022 between Brookfield Corporation and Brookfield Asset Management Ltd. (incorporated by reference to Exhibit 99.3 of BAM’s Form 6-K filed with the SEC on December 12, 2022).
10.12+						2022 Management Share Option Plan (incorporated by reference to Exhibit 4.2 of BAM's Form S-8 filed with the SEC on December 13, 2022).
10.13+						2022 Non-Qualified Management Share Option Plan (incorporated by reference to Exhibit 4.3 of BAM's Form S-8 filed with the SEC on December 13, 2022).
10.14+						Escrowed Stock Plan (incorporated by reference to Exhibit 10.14 of BAM's Form S-8 filed with the SEC on March 17 , 202 5 ).
10.15*+						Restricted Stock Plan.
10.16*+						Restricted Stock Plan (Canada).
19.1*						Brookfield Asset Management Personal Trading Policy .
21.1*						Subsidiaries of the Registrant
22.1						List of Subsidiary Guarantors (incorporated by reference to Exhibit 22.1 of BAM's Form 10-Q filed with the SEC on November 10, 2025).
23.1*						Consent of Deloitte LLP, relating to the audited consolidated financial statements of Brookfield Asset Management Ltd.
23.2*						Consent of Ernst & Young LLP, relating to the audited combined and consolidated financial statements of Oaktree Capital II, L.P., Oaktree Capital Management, L.P., Oaktree AIF Investments, L.P., Oaktree Capital Management (Cayman) L.P. and Oaktree Investment Holdings, L.P. and their consolidated subsidiaries
31.1*						Certification of the Chief Executive Officer pursuant to Rule 13a-14(a).
31.2*						Certification of the Chief Financial Officer pursuant to Rule 13a-14(a).
32.1**						Certification of the Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
32.2**						Certification of the Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
97.1*						Brookfield Asset Management Ltd. Incentive Compensation Clawback Policy.
99.1*						The audited combined and consolidated financial statements of Oaktree Capital II, L.P., Oaktree Capital Management, L.P., Oaktree AIF Investments, L.P., Oaktree Capital Management (Cayman), L.P., and Oaktree Investment Holdings, L.P., and their consolidated subsidiaries.
101.INS*						Inline XBRL Instance Document.
101.SCH*						Inline XBRL Taxonomy Extension Schema Document.
101.CAL*						Inline XBRL Taxonomy Extension Calculation Linkbase Document.
101.DEF*						Inline XBRL Taxonomy Extension Definition Linkbase Document.
101.LAB*						Inline XBRL Taxonomy Extension Label Linkbase Document.
101.PRE*						Inline XBRL Taxonomy Extension Presentation Linkbase Document.
104*						Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101).

____________________

* Filed herewith.

** Furnished herewith.

+ Management contract or compensatory plan or arrangement in which directors or executive officers are eligible to participate.

The agreements and other documents filed as exhibits to this report are not intended to provide factual information or other disclosures other than with respect to the terms of the agreements or other documents themselves, and you should not rely on them for that purpose. In particular, any representations and warranties made by us in these agreements or other documents were made solely within the specific context of the relevant agreement or document and may not describe the actual state of affairs as of the date they were made or at any other time.

177

ITEM 16. FORM 10-K SUMMARY

None.

178

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.

Date: March 2, 2026


						Brookfield Asset Management Ltd.
									/s/ Hadley Peer Marshall
						Name:			Hadley Peer Marshall
						Title:			Chief Financial Officer
									(Principal Financial Officer and Authorized Signatory)

Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in the capacities indicated on this 2nd day of March, 2026.


/s/ Connor Teskey						/s/ Hadley Peer Marshall
Connor Teskey, Chief Executive Officer						Hadley Peer Marshall, Chief Financial Officer
(Principal Executive Officer)						(Principal Financial Officer)

/s/ Bruce Flatt						/s/ Barry Blattman
Bruce Flatt, Chair of the Board						Barry Blattman, Director

/s/ Angela F. Braly						/s/ Marcel R. Coutu
Angela F. Braly, Director						Marcel R. Coutu, Director

/s/ Scott Cutler						/s/ Bruce Karsh
Scott Cutler, Director						Bruce Karsh, Director

/s/ Olivia (Liv) Garfield						/s/ Nili Gilbert
Olivia (Liv) Garfield, Director						Nili Gilbert, Director

/s/ Keith Johnson						/s/ Brian W. Kingston
Keith Johnson, Director						Brian W. Kingston, Director

/s/ Cyrus Madon						/s/ Diana Noble
Cyrus Madon, Director						Diana Noble, Director

179

Brookfield Asset Management - 10-K annual report 2025

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Report of Independent Registered Public Accounting Firm (Deloitte LLP, Toronto, Canada, PCAOB ID No. 1208)			86
Consolidated Balance Sheets as at December 31, 202 5 and 2024			89
Consolidated Statements of Operations for the Years Ended December 31, 2025, 2024 and 2023			90
Consolidated Statements of Comprehensive Income for the Years Ended December 31, 202 5 , 202 4 and 2023			91
Consolidated Statements of Changes in Equity for the Years Ended December 31, 2025 , 2024 a nd 2023			92
Consolidated Statements of Cash Flows for the Years Ended December 31, 2 025, 2024 and 2023			94
Notes to the Consolidated Financial Statements			96