Tradeweb Markets Inc.TW
Tradeweb Markets Inc. Fair Value Disclosure
Fair Value of Financial Instruments and Other Assets
Financial Instruments and Other Assets Measured at Fair Value
The Company’s financial instruments and other assets measured at fair value on the consolidated statements of financial condition as of December 31, 2025 and 2024 have been categorized based upon the fair value hierarchy as follows:
Quoted Prices in active Markets for Identical Assets (Level 1) | Significant Observable Inputs (Level 2) | Significant Unobservable Inputs (Level 3) | Total | |||||||||||||||||||||||
| As of December 31, 2025 | (dollars in thousands) | |||||||||||||||||||||||||
| Assets | ||||||||||||||||||||||||||
| Cash equivalents – Money market funds and other highly liquid investments | $ | 1,810,560 | $ | — | $ | — | $ | 1,810,560 | ||||||||||||||||||
Investment in available for sale debt securities (1) | — | — | 24,857 | 24,857 | ||||||||||||||||||||||
Digital asset loan receivable (1) | — | 24,411 | — | 24,411 | ||||||||||||||||||||||
Digital assets – Canton Coins (1) | 242,729 | — | — | 242,729 | ||||||||||||||||||||||
| Total assets measured at fair value | $ | 2,053,289 | $ | 24,411 | $ | 24,857 | $ | 2,102,557 | ||||||||||||||||||
| Liabilities | ||||||||||||||||||||||||||
| $ | — | $ | 6,657 | $ | — | $ | 6,657 | |||||||||||||||||||
| Total liabilities measured at fair value | $ | — | $ | 6,657 | $ | — | $ | 6,657 | ||||||||||||||||||
| As of December 31, 2024 | ||||||||||||||||||||||||||
| Assets | ||||||||||||||||||||||||||
Cash equivalents – Money market funds and other highly liquid investments | $ | 1,117,133 | $ | — | $ | — | $ | 1,117,133 | ||||||||||||||||||
Investment in available for sale debt securities (1) | — | — | 10,354 | 10,354 | ||||||||||||||||||||||
Digital Assets – Canton Coins (1) | — | — | 852 | 852 | ||||||||||||||||||||||
| — | 7,844 | — | 7,844 | |||||||||||||||||||||||
| Total assets measured at fair value | $ | 1,117,133 | $ | 7,844 | $ | 11,206 | $ | 1,136,183 | ||||||||||||||||||
(1)Included as a component of digital assets and other investments at fair value on the consolidated statements of financial condition.
Cash Equivalents
The Company’s cash equivalents are classified within Level 1 of the fair value hierarchy because they are valued using quoted market prices in active markets.
Investments in Available-for-Sale Debt Securities
In April 2024, the Company made a strategic investment in a convertible note with a principal amount and original amortized cost basis of $10.0 million. The investment was made as part of the Company’s broader initiative to support the digitization of capital markets through the adoption of blockchain technology. The convertible note accrues interest at a rate of 5% per annum, compounded annually, and matures on the earliest to occur of January 19, 2027, an event of default or a change in control as each term is defined in the convertible note. The note and accrued interest will convert to equity securities of the issuer on January 19, 2027, if not previously repaid or converted upon certain defined financing events. In the fourth quarter of 2025, the issuer announced that it entered into a definitive business combination agreement through which the issuer will become a publicly-listed company (the “Merger Transaction”), subject to issuer shareholder approval, customary closing conditions and regulatory approvals, at a $1.25 billion pre-money equity value, subject to customary valuation adjustments. If completed, the Merger Transaction would trigger the conversion of the convertible note and accrued interest.
The convertible note is accounted for as an available-for-sale debt security and the convertible note and accrued interest is included within digital assets and other investments at fair value on the accompanying consolidated statements of financial condition at a fair value of $24.9 million and $10.4 million as of December 31, 2025 and 2024, respectively. The convertible note, including accrued interest, had an amortized cost basis of $10.9 million and $10.4 million as of December 31, 2025 and 2024, respectively. There were no credit losses recorded on the convertible note during the year ended December 31, 2025. During the year ended December 31, 2025, there were $14.0 million of unrealized gains, recorded as a component of other comprehensive income related to an increase in fair value of the convertible note during the period. There were no fair value adjustments or credit losses recorded on the convertible note during the year ended December 31, 2024. The convertible note is classified within Level 3 of the fair value hierarchy because the valuation requires assumptions that are both significant and unobservable. The primary method used to estimate the fair value of the convertible note was a probability-weighted expected return model which incorporated the credit risk of the issuer and scenarios in which the note would convert into equity, the estimated equity value of the issuer and the conversion terms outlined in the convertible note agreement. Significant unobservable inputs included a discount rate of 12% and management’s assessment of the probability of the issuer obtaining shareholder approval for the Merger Transaction and the corresponding expected realization of value to the Company if the Merger Transaction closes at the expected valuation. Any increase in the discount rate used, any decrease in the probability of shareholder approval, the closing of the merger at a lower valuation and/or any increase in the estimated time to close would result in a lower fair value measurement. Similarly, any decrease in the discount rate used, any increase in the probability of shareholder approval, the closing of the Merger Transaction at a higher valuation and/or any decrease in the estimated time to close would result in a higher fair value measurement.
Canton Coins and Digital Asset Loan Receivable
The Canton Network’s Global Synchronizer includes a utility token, which is a digital asset called the Canton Coin. Beginning in the third quarter of 2024, the Company began earning and continues to earn Canton Coins for its function as a Super Validator and Validator on the Global Synchronizer, and then generally holds the Canton Coins on its balance sheet for investment purposes and may use Canton Coins to pay fees associated with its own Canton Network activity. During the years ended December 31, 2025 and 2024, the Company recognized $10.9 million and $0.7 million, respectively, in other revenue relating to Canton Coins earned in exchange for providing services as a Super Validator and Validator on the Canton Network.
The following table presents the Company’s Canton Coin holdings as of December 31, 2025 and 2024:
| December 31, 2025 | December 31, 2024 | |||||||||||||||||||||||||||||||||||||
| Quantity of Coins | Cost Basis | Fair Value | Quantity of Coins | Cost Basis | Fair Value | |||||||||||||||||||||||||||||||||
| (dollars in thousands) | ||||||||||||||||||||||||||||||||||||||
Canton coins | 1.6 billion | $ | 11,461 | $ | 242,729 | 1.2 billion | $ | 666 | $ | 852 | ||||||||||||||||||||||||||||
During the year ended December 31, 2024, the Company’s Canton Coin holdings were classified within Level 3 of the fair value hierarchy because the valuation required assumptions that were both significant and unobservable. The Company utilized the assistance of a third-party valuation specialist to determine the fair value of its Canton Coins as of December 31, 2024. Because of the lack of a public market during 2024, the fair value of the Canton Coins was determined using a combination of a development cost approach and a market approach and then applying a discount for lack of marketability determined using a Black-Scholes option-pricing model. In November 2025, the Canton Coin began spot trading across several global digital asset exchanges and therefore its valuation was transferred from Level 3 to Level 1 of the fair value hierarchy as a result of the increase in observable pricing available from active markets during the year ended December 31, 2025. As of December 31, 2025, the Company’s Canton Coin holdings were measured at fair value using quoted prices from the Company’s principal market for the sale of Canton Coins at the time of measurement.
During the year ended December 31, 2025, the Company sold a portion of its Canton Coin holdings for cash proceeds totaling $15.0 million and recognized a realized gain on the sale totaling $14.9 million, included as a component of other income (loss), net on the accompanying consolidated statements of income.
In November 2025, the Company exchanged approximately 161 million Canton Coins for approximately 8 million pre-funded warrants (“PFWs”), which upon exercise, entitle the Company the right to receive an equivalent number of shares of common stock of Tharimmune, Inc. (“THAR”). The exercisability of the PFWs is contingent on the approval of THAR’s shareholders and if shareholder approval is not obtained by May 13, 2026, the PFWs will be terminated and the Company will be entitled to the receipt of the 161 million Canton Coins originally pre-funded. On the date of the exchange, both the 161 million Canton Coins and the 8 million PFWs were valued at approximately $25.0 million. The PFWs are not able to be sold or transferred by the Company and the ultimate sale of any shares of common stock acquired through any exercise of the PFWs are also subject to lock-up restrictions through May 5, 2026.
Until the approval of THAR’s shareholders is obtained, the PFWs will be accounted for as a digital asset loan receivable. On the November 2025 date of exchange, the Company derecognized the 161 million Canton Coins, recognized a $24.9 million realized gain on the transfer of the Canton Coins and recorded a $25.0 million digital asset loan receivable, included as a component of digital assets and other investments at fair value on the consolidated statements of financial condition. The digital asset loan receivable is remeasured to the fair market value of the Canton Coins at the end of each reporting period through an adjustment to unrealized gain/(loss), included as a component of other income (loss), net on the consolidated statements of income. During the year ended December 31, 2025, the Company recognized an unrealized loss totaling $0.4 million and credit loss expense totaling $0.2 million on its digital asset loan receivable.
The digital asset loan receivable is classified within Level 2 of the fair value hierarchy. Its fair value is determined based on the fair value of the Canton Coin and as adjusted for an allowance for credit loss. As of December 31, 2025, the fair value of the Canton Coin is an observable valuation input.
THAR’s shareholders approved the PFWs in January 2026.
There were no material realized gains or realized losses recorded on the disposition of digital assets during the year ended December 31, 2024.
The following table presents a summary of the changes in the Company’s Canton Coin holdings during the years ended December 31, 2025 and 2024:
| Year Ended | ||||||||||||||
| December 31, | ||||||||||||||
| 2025 | 2024 | |||||||||||||
| (dollars in thousands) | ||||||||||||||
| Beginning balance | $ | 852 | $ | — | ||||||||||
Additions – Validator Revenue | 10,947 | 666 | ||||||||||||
| Dispositions | (15,000) | — | ||||||||||||
| Origination of digital asset loan receivable | (24,999) | — | ||||||||||||
| 270,929 | 186 | |||||||||||||
| Ending balance | $ | 242,729 | 852 | |||||||||||
(1)Includes realized gains totaling $39.8 million during the year ended December 31, 2025 and unrealized gains totaling $231.1 million and $0.2 million during the years ended December 31, 2025 and 2024, respectively.
Level 3 Roll forward
The following table presents a summary of the changes in fair value for Level 3 assets during the years ended December 31, 2025 and 2024:
| Year Ended | ||||||||||||||
| December 31, | ||||||||||||||
| 2025 | 2024 | |||||||||||||
| (dollars in thousands) | ||||||||||||||
| Investments in Available for Sale Debt Securities | ||||||||||||||
| Beginning balance | $ | 10,354 | $ | — | ||||||||||
| Additions | 518 | 10,354 | ||||||||||||
| Dispositions | — | — | ||||||||||||
| Total realized and unrealized gains included in other comprehensive income (loss) | 13,985 | — | ||||||||||||
| Ending balance | $ | 24,857 | $ | 10,354 | ||||||||||
| Digital Assets – Canton Coins | ||||||||||||||
| Beginning balance | $ | 852 | $ | — | ||||||||||
Transfer out of Level 3 (1) | (852) | — | ||||||||||||
| Additions | — | 666 | ||||||||||||
| Dispositions | — | — | ||||||||||||
| Total realized and unrealized gains included in other income (loss), net | — | 186 | ||||||||||||
| Ending balance | $ | — | $ | 852 | ||||||||||
(1)Transfers between levels of the fair value hierarchy occur when there are changes in the observability of significant valuation inputs and/or the significance of valuation inputs and are reported at the beginning of the reporting period in which they occur.
During the year ended December 31, 2025, the Company recognized unrealized gains totaling $14.0 million relating to Level 3 assets held at December 31, 2025, included as a component of other comprehensive income on the accompanying consolidated statements of comprehensive income. During the year ended December 31, 2024, there were no unrealized gains or losses included as a component of other comprehensive income.
During the year ended December 31, 2024, the Company recognized unrealized gains totaling $0.2 million relating to Canton Coins classified as Level 3 assets and held at December 31, 2024, included as a component of other income (loss), net on the accompanying consolidated statements of income.
Foreign Exchange Derivative Contracts
The Company enters into foreign currency forward contracts to mitigate its U.S. dollar and British pound sterling versus euro exposure, generally with a duration of less than 12 months. The valuations for the Company’s foreign currency forward contracts are primarily based on the difference between the exchange rate associated with the contract and the exchange rate at the current period end for the tenor of the contract. Foreign currency forward contracts are categorized as Level 2 in the fair value hierarchy. As of December 31, 2025 and 2024, the counterparty on each of these foreign exchange derivative contracts was an affiliate of LSEG and therefore the corresponding assets or liabilities on such contracts were included in receivable and due from related parties or payable and due to related parties, respectively, on the accompanying consolidated statements of financial condition.
The following table summarizes the aggregate U.S. dollar equivalent notional amount of the Company’s foreign exchange derivative contracts not designated as hedges for accounting purposes:
| December 31, | ||||||||||||||
| 2025 | 2024 | |||||||||||||
| (dollars in thousands) | ||||||||||||||
| Foreign currency forward contracts – Gross notional amount | $ | 339,794 | $ | 238,182 | ||||||||||
The Company’s foreign exchange derivative contracts are not designated as hedges for accounting purposes and changes in the fair value of these contracts during the period are recognized in the consolidated statements of income. The total realized and unrealized gains (losses) on foreign exchange derivative contracts recorded within the consolidated statements of income are as follows:
| Year Ended | ||||||||||||||||||||
| December 31, | ||||||||||||||||||||
| 2025 | 2024 | 2023 | ||||||||||||||||||
| (dollars in thousands) | ||||||||||||||||||||
| Foreign currency forward contracts not designated in accounting hedge relationship – General and administrative (expenses)/income | $ | (21,015) | $ | 14,966 | $ | 792 | ||||||||||||||
Foreign currency call option contract not designated in accounting hedge relationship – Other income/(loss) (1) | $ | — | $ | — | $ | (1,289) | ||||||||||||||
(1)On June 1, 2023, the Company entered into a foreign currency call option on Australian dollars, giving the Company an option to buy A$120.7 million, in order to partially mitigate the Company’s U.S. dollar versus Australian dollar foreign exchange exposure on the then-anticipated payment of the Australian dollar denominated purchase price for the Yieldbroker Acquisition. The counterparty on the foreign currency call option contract was an affiliate of LSEG. On August 25, 2023, the Company unwound the out-of-the-money foreign currency call option and received $1.1 million from an affiliate of LSEG.
Financial Instruments Not Measured at Fair Value
The Company’s financial instruments not measured at fair value on the consolidated statements of financial condition as of December 31, 2025 and 2024 have been categorized based upon the fair value hierarchy as follows:
| Carrying Value | Quoted Prices in active Markets for Identical Assets (Level 1) | Significant Observable Inputs (Level 2) | Significant Unobservable Inputs (Level 3) | Total Fair Value | ||||||||||||||||||||||||||||
| As of December 31, 2025 | (dollars in thousands) | |||||||||||||||||||||||||||||||
| Assets | ||||||||||||||||||||||||||||||||
| Cash and restricted cash | $ | 275,179 | $ | 275,179 | $ | — | $ | — | $ | 275,179 | ||||||||||||||||||||||
| Receivable from brokers and dealers and clearing organizations | 8,630 | — | 8,630 | — | 8,630 | |||||||||||||||||||||||||||
| Deposits with clearing organizations | 58,282 | 58,282 | — | — | 58,282 | |||||||||||||||||||||||||||
| Accounts receivable | 257,845 | — | 257,845 | — | 257,845 | |||||||||||||||||||||||||||
Other assets – Memberships in clearing organizations | 3,127 | — | — | 3,127 | 3,127 | |||||||||||||||||||||||||||
| Total | $ | 603,063 | $ | 333,461 | $ | 266,475 | $ | 3,127 | $ | 603,063 | ||||||||||||||||||||||
| Liabilities | ||||||||||||||||||||||||||||||||
| Payable to brokers and dealers and clearing organizations | $ | 3,363 | $ | — | $ | 3,363 | $ | — | $ | 3,363 | ||||||||||||||||||||||
| Total | $ | 3,363 | $ | — | $ | 3,363 | $ | — | $ | 3,363 | ||||||||||||||||||||||
| As of December 31, 2024 | ||||||||||||||||||||||||||||||||
| Assets | ||||||||||||||||||||||||||||||||
| Cash and restricted cash | $ | 224,169 | $ | 224,169 | $ | — | $ | — | $ | 224,169 | ||||||||||||||||||||||
| Receivable from brokers and dealers and clearing organizations | 67,805 | — | 67,805 | — | 67,805 | |||||||||||||||||||||||||||
| Deposits with clearing organizations | 54,702 | 54,702 | — | — | 54,702 | |||||||||||||||||||||||||||
| Accounts receivable | 222,268 | — | 222,268 | — | 222,268 | |||||||||||||||||||||||||||
Other assets – Memberships in clearing organizations | 2,918 | — | — | 2,918 | 2,918 | |||||||||||||||||||||||||||
| Total | $ | 571,862 | $ | 278,871 | $ | 290,073 | $ | 2,918 | $ | 571,862 | ||||||||||||||||||||||
| Liabilities | ||||||||||||||||||||||||||||||||
| Payable to brokers and dealers and clearing organizations | $ | 67,816 | $ | — | $ | 67,816 | $ | — | $ | 67,816 | ||||||||||||||||||||||
| Total | $ | 67,816 | $ | — | $ | 67,816 | $ | — | $ | 67,816 | ||||||||||||||||||||||
The carrying value of financial instruments not measured at fair value classified within Level 1 or Level 2 of the fair value hierarchy approximates fair value because of the relatively short term nature of the underlying assets or liabilities. The memberships in clearing organizations, which are included in other assets on the consolidated statements of financial condition, are classified within Level 3 of the fair value hierarchy because the valuation requires assumptions that are both significant and unobservable.
Non-recurring Fair Value Measurements
The Company measures certain assets and liabilities at fair value on a non-recurring basis, such as assets acquired in a business combination, intangible assets, equity method investments and equity investments without readily determinable fair values for which the measurement alternative has been elected.
Included in other assets on the consolidated statements of financial condition is an equity method investment of $4.5 million and none as of December 31, 2025 and 2024, respectively. As of December 31, 2025, the Company also had $5.0 million in unfunded capital commitments related to its equity method investment. During the years ended December 31, 2025, 2024 and 2023, the Company recognized an equity pickup loss of $0.5 million, none and none, respectively, included in other income (loss) in the consolidated statements of income, relating to its pro rata share of the investment’s operating performance during the year.
Included in other assets on the consolidated statements of financial condition are minority equity investments in various companies without readily determinable fair values of $44.8 million and $17.8 million as of December 31, 2025 and 2024, respectively. The Company’s equity investments are subject to general contractual sale restrictions that prohibit the transfer or sale of the investment without prior consent of the investee and/or other investors.
During the year ended December 31, 2025, and as of November 14, 2025, the Company recorded an unrealized gain totaling $4.3 million on a minority equity investment based on a Level 1 observable price change of a similar investment of the same issuer that occurred on that date. The unrealized gain is included in other income (loss) in the consolidated statements of income.
During the year ended December 31, 2025, the Company recorded impairments totaling $10.8 million on its minority equity investments, as the investments’ carrying amounts exceeded their fair value. The investment impairments are included in other income (loss) in the consolidated statements of income. Of these, impairments of $4.9 million and $5.4 million were recorded based on the respective investment’s fair value as of November 10, 2025 and June 30, 2025, respectively, determined using a discounted cash flow model, utilizing primarily Level 3 inputs. Significant unobservable inputs for these investments included discount rates ranging from 13.5% to 25.0% (weighted average: 17.8%) and perpetual growth rates ranging from 2.0% to 3.0% (weighted average: 2.4%), weighted based on the relative fair value of the investment. In September 2025, the Company also determined one of its investments was not likely recoverable and the investment balance was reduced to zero, resulting in the additional $0.5 million impairment recorded during the year ended December 31, 2025.
During the year ended December 31, 2024, and as of December 31, 2024, the Company recorded an impairment on a minority equity investment totaling $1.3 million, as the investment’s carrying amount exceeded its fair value. The investment impairment is included in other income (loss) in the consolidated statements of income. The investment’s fair value was determined using a discounted cash flow model, using primarily Level 3 inputs. Significant unobservable inputs included a discount rate of 20% and a perpetual growth rate of 3.0%.
During the year ended December 31, 2023, and as of December 31, 2023, the Company recorded an impairment on a minority equity investment totaling $11.1 million, as the investment’s carrying amount exceeded its fair value. The investment impairment is included in other income (loss) in the consolidated statements of income. The investment’s fair value was determined using a discounted cash flow model, using primarily Level 3 inputs. Significant unobservable inputs included a discount rate of 20% and a perpetual growth rate of 3.0%.
Historical Timeline
| Fiscal Year | Filed | |
|---|---|---|
| 2025 | Feb 5, 2026 | Showing above |
| 2024 | Feb 7, 2025 | |
| 2023 | Feb 9, 2024 | |
| 2022 | Feb 24, 2023 | |
| 2021 | Feb 24, 2022 | |
| 2020 | Feb 25, 2021 | |
| 2019 | Feb 21, 2020 | |
About Fair Value Disclosures
Fair value disclosures classify all assets and liabilities measured at fair value into a three-level hierarchy: Level 1 (quoted market prices), Level 2 (observable inputs like yield curves), and Level 3 (unobservable inputs requiring management estimates). The proportion of Level 3 assets directly reflects how much of the balance sheet depends on internal models rather than market evidence.
Key signals: a growing Level 3 balance relative to total fair-value assets increases valuation uncertainty and earnings volatility risk. Watch for transfers between levels — assets moving from Level 2 to Level 3 often signal deteriorating market liquidity. Unrealized gains and losses on Level 3 positions flow through earnings or other comprehensive income, so large swings deserve scrutiny. For financial institutions, examine the sensitivity disclosures that show how Level 3 valuations change under alternative assumptions. Compare the fair value of debt against its carrying amount to gauge hidden leverage.