Executive Summary

Q3 delivered strong top-line momentum: total revenue $754.6M (+24.8% YoY) on 15.0% organic growth; Adjusted EBITDAC $235.5M (+23.8% YoY) with 31.2% margin; Adjusted EPS $0.47 (+14.6% YoY) .
Versus S&P Global consensus, RYAN posted a modest beat on EPS ($0.47 vs $0.4677) and a slight beat on revenue (net commissions & fees: $739.6M vs $733.5M); company-reported Adjusted EBITDAC $235.5M differs in definition from S&P “EBITDA” consensus (est. $232.8M vs S&P actual $208.3M)*.
Guidance reframed: FY25 organic growth now “double-digit” (floor 10%) vs prior 9–11% range; FY25 Adjusted EBITDAC margin guided to flat-to-modestly down vs FY24; 35% margin target timeline (previously 2027) deferred to prioritize talent/tech investments .
Catalysts: continued double-digit organic growth narrative into 2026; reinsurance initiatives (Nationwide/Markel renewal rights) and launch of RAC Re sidecar; robust M&A (SSRU in Canada) .

What Went Well and What Went Wrong

What Went Well

Broad-based growth and out-execution: total revenue +24.8% YoY to $754.6M; organic growth 15.0%; Adjusted EPS +14.6% YoY to $0.47 .
Casualty strength across all specialties; property returned to growth despite pricing headwinds; underwriting management up 65.6% YoY with meaningful M&A contributions (30+ pts) .
Strategic investments and innovation: launched Ryan Alternative Capital Re sidecar to add diversified capacity; onboarding talent across Ryan Re and Alternative Risk solutions (positioned for 1/1 renewals) .

“Leveraging AI and machine learning…we are committed to staying ahead of the curve…these are the most accretive investments we can make” .

What Went Wrong

Margin pressure from proactive hiring and tech spend: FY25 Adjusted EBITDAC margin guided flat to modestly down; margin accretion from recent hiring cohort typically 2–3 years out .
Property pricing deterioration expected to continue into Q4 (20–30% rate reductions) with heightened year-end competition; transactional liability lumpy with macro uncertainty .
35% adjusted EBITDA(C) margin target timeline deferred past 2027, reflecting shift toward growth investments over near-term margin expansion .

Financial Results

Core P&L and Margins (YoY and Sequential context)

Metric	Q3 2024	Q2 2025	Q3 2025
Total Revenue ($M)	$604.7	$855.2	$754.6
Net Commissions & Fees ($M)	$588.1	$840.9	$739.6
GAAP Net Income ($M)	$28.6	$124.7	$62.6
Diluted EPS (GAAP)	$0.09	$0.38	$0.20
Adjusted EBITDAC ($M)	$190.3	$308.4	$235.5
Adjusted EBITDAC Margin (%)	31.5%	36.1%	31.2%
Adjusted Diluted EPS	$0.41	$0.66	$0.47
Organic Revenue Growth (%)	11.8%	7.1%	15.0%
Compensation & Benefits Ratio (%)	65.0%	56.7%	58.4%
G&A Ratio (%)	14.7%	12.5%	15.6%

Notes: Company reports “Adjusted EBITDAC”; definition and reconciliations provided in filings/press releases .

Quarterly Trend (FY25)

Metric	Q1 2025	Q2 2025	Q3 2025
Total Revenue ($M)	$690.2	$855.2	$754.6
Adjusted EBITDAC ($M)	$200.5	$308.4	$235.5
Adjusted EBITDAC Margin (%)	29.1%	36.1%	31.2%
Adjusted Diluted EPS	$0.39	$0.66	$0.47
Organic Revenue Growth (%)	12.9%	7.1%	15.0%

Segment Breakdown (Q3 2025 Net Commissions & Fees)

Specialty	Q3 2024 ($M)	Q3 2025 ($M)	YoY Change
Wholesale Brokerage	$346.7	$376.8	+8.7%
Binding Authority	$76.5	$89.6	+17.2%
Underwriting Management	$165.0	$273.1	+65.6%
Total Net Commissions & Fees	$588.1	$739.6	+25.7%

KPIs and Balance Sheet

Effective tax rate (adjusted) ~26% in Q3; management expects similar in Q4 .
Net leverage 3.4x (credit basis) at quarter-end .
Cash & cash equivalents $153.5M; debt principal $3.4B .
Quarterly dividend declared $0.12 per share (payable Nov 25, 2025) .

Guidance Changes

Metric	Period	Previous Guidance	Current Guidance	Change
Organic Revenue Growth	FY 2025	9%–11% (Q2 guide)	“Double-digit” (floor 10%)	Raised floor
Adjusted EBITDAC Margin	FY 2025	32.5%–33.0% (Q2 guide)	Flat to modestly down vs FY24	Lowered
35% Adjusted EBITDA(C) Margin Target	LT (was 2027)	Targeted by 2027 (prior framework)	Timeline deferred; focus on growth investments	Deferred
Effective Tax Rate	Q4 2025	—	~26% expected	New disclosure
Interest Expense (GAAP)	FY 2025/Q4	—	~$223M FY25; ~$54M in Q4; ~flat in 2026 at current rates/M&A pace	New disclosure
Dividend	Quarterly	$0.12/share (Q2)	$0.12/share declared (Q3)	Maintained

Earnings Call Themes & Trends

Topic	Previous Mentions (Q1 & Q2)	Current Period (Q3)	Trend
Property market	Q2: rapidly declining property rate environment; modest property decline; resilience via M&A and mix .	Property returned to growth despite rapid price declines; expect further deterioration in Q4 amid benign cat season .	Continued pricing pressure; executing on flow/new business.
Casualty strength	Q1/Q2: growth across majority of casualty lines .	Strong across all specialties; long runway for non-admitted pricing; multiple sub-lines called out (transportation, habitational, healthcare, etc.) .	Sustained driver of organic growth.
Talent & investment	Q1/Q2: ongoing M&A and platform investments .	Elevated recruiting; proactive tech/AI investments; margin headwinds near term; accretive in 2–3 years .	Accelerating hiring and tech spend.
Reinsurance (Ryan Re)	Q2: expanding carrier alliances .	Staffed for 1/1 post Nationwide/Markel renewal rights; RAC Re sidecar launched to add capacity .	Scaling capacity and capabilities.
Guidance philosophy	Q2: numeric ranges (9–11% org; 32.5–33.0% margin) .	Shift to qualitative (double-digit org; margin flat to modestly down); defer 35% 2027 target .	Flexibility prioritized for growth.
London strategy	—	Revisiting London approach amid market shifts, focused on client best interest/conflict sensitivity .	Monitoring; strategic review ongoing.

Management Commentary

“We are currently operating in the early stages of a unique and potentially transformative period within the specialty and E&S environment” .
“We now expect full-year 2025 margins to be roughly flat to modestly down…we are deferring the 2027 timeline for our previously communicated 35% adjusted EBITDA margin target” .
“We are increasingly confident…another year of double-digit organic growth in 2025…sustain a similar level into 2026” .
“We recently launched [RAC Re]…adds meaningful, diversified capacity…to respond swiftly to market opportunities” .
“We expect to see a continued decline in property pricing…with potential for heightened competition during the fourth quarter” .

Q&A Highlights

Organic growth decomposition and outlook: Q3 organic +15% driven by submissions/new business and high retention; Q4 expected lower on property headwinds and seasonality; “double-digit” FY25 implies ~10% floor .
Margins and investment horizon: Hiring tied to Nationwide/Markel renewal rights and alternative risk; many hires accretive in 2–3 years; 2026 still an “investment year” with pressure before resuming modest expansion thereafter .
Construction exposure: Pockets of growth from data center buildouts; broader headwinds include rates, tariffs, input inflation, labor; pipeline strong across property/casualty; binding mid-market solution launched .
London market strategy: Revisiting approach amid disruptions; remain client-first and sensitive to channel conflicts; using best independent brokers where appropriate .
AI/technology integration: Focus on data platforming and AI-enabled workflows (submission intake, clearance, underwriting leverage); MGUs on centralized back office supports data science/actuarial advantages .

Estimates Context

Metric (Q3 2025)	S&P Consensus	Actual/Reported	Surprise
Primary EPS	$0.4668*	$0.47	+$0.003 (beat)*
Revenue (Net Commissions & Fees)	$733.5M*	$739.6M	+$6.1M (beat)*
EBITDA (S&P definition)	$232.8M*	$208.3M*	-$24.5M (miss; non-comparable to company Adj. EBITDAC)*
Adjusted EBITDAC (Company)	—	$235.5M	—

Estimate counts: EPS (14), Revenue (7)*.
Note: Company highlights Adjusted EBITDAC ($235.5M) vs S&P EBITDA definition that excludes certain adjustments; comparisons are not like-for-like.
Values retrieved from S&P Global.*

Key Takeaways for Investors

Organic growth durability remains the central thesis: management reaffirmed double-digit FY25 growth and sees similar into 2026, underpinned by casualty strength, steady E&S flow, and talent additions .
Near-term margin trade-off for long-term share gains: deferral of 35% 2027 target and “flat-to-down” FY25 margin signal continued investment in broking/underwriting hires and AI/tech .
Property is still a headwind into Q4 (20–30% cuts) but execution and flow enabled Q3 growth; watch seasonality/competition into year-end .
Reinsurance engine building: staffing for 1/1 renewals, RAC Re sidecar, and potential new mandates underpin medium-term capacity-led growth .
M&A flywheel intact: Q3 mix included ~10 pts inorganic; Canadian MGU SSRU (~US$13M rev) expands addressable market and underwriting scale .
Tactical positioning: expect modest estimate revisions higher on EPS/revenue given Q3 beats, but margin trajectory hinges on hiring pace and property pricing.
Dividend held at $0.12; leverage at 3.4x within comfort corridor supports ongoing tuck-ins while preserving flexibility .

Additional data and reconciliations sourced from:

Q3 2025 8-K/press release and detailed tables .
Q3 2025 earnings call transcript for commentary, strategy, and Q&A .
Prior quarters press releases for trend and prior guidance .
Acquisition press release (SSRU) .

(*) Values retrieved from S&P Global.

RYAN SPECIALTY HOLDINGS, INC. (RYAN)·Q3 2025 Earnings Summary