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Miami International Holdings Inc

Miami International Holdings Reports First Quarter 2026 Results

  • Q1 Net revenue of $128.6 million (+40% YoY)
  • Q1 GAAP diluted EPS of $1.56; Adjusted diluted EPS of $0.42
  • Q1 Adjusted EBITDA of $66.1 million (+66% YoY); Adjusted EBITDA margin of 51% (+800 bps YoY)
  • Reaffirms full-year 2026 adjusted operating expense guidance

PRINCETON, N.J. and MIAMI, May 6, 2026 /PRNewswire/ -- Miami International Holdings, Inc. (MIAX) (NYSE: MIAX), a technology-driven leader in building and operating regulated financial markets across multiple asset classes, today announced financial results for the first quarter of 2026.

MIAX achieved record quarterly revenue and strong financial performance in Q1 2026. Total net revenue grew 40% year-over-year to $128.6 million, adjusted EBITDA increased 66% to $66.1 million, and adjusted EBITDA margin expanded 800 basis points to 51%. Adjusted diluted earnings per share was $0.42. The company also capitalized on elevated market volatility in Q1, increasing market share in multi-listed options to 17.3% in Q1 2026 from 16.0% in the prior year period, representing average daily volume of 10.9 million contracts and a 27% year-over-year increase.

"We came out of the gate strong in Q1, delivering record quarterly revenue and continued margin expansion while executing well across all of our business segments," said Thomas P. Gallagher, Chairman and Chief Executive Officer of MIAX. "Our strong results reflect the scalability of our technology platform, the resilience of our business model, and the momentum we carry into what we expect will be another exciting year of growth and product innovation."

Mr. Gallagher added: "MIAX continues to invest in technology and people, collaborating closely with our member firms and customers to drive growth across our exchanges. As we expand into new asset classes, launch new products, and deepen our relationships, we remain focused on leveraging these advantages to deliver sustained growth and long-term shareholder value."

First Quarter 2026 Highlights

All figures are compared to the first quarter of 2025 unless otherwise stated.

  • Net revenue, defined as revenues less cost of revenues, grew 40%, or $36.7 million, to $128.6 million, compared to $91.9 million in the prior-year period. The increase was primarily driven by strong options business performance, including increased industry volumes and market share, as well as higher non-transaction revenue.
  • Total operating expenses were $82.6 million, compared to $69.6 million in the prior-year period. The increase was primarily due to planned investments in headcount and technology to support our growth initiatives, timing of employer-related payroll taxes, and increased legal expenses, partially offset by lower regulatory costs.
  • Operating income more than doubled to $46.0 million, compared to $22.3 million in the prior-year period.
  • Non-operating income of $54.1 million includes a $50.5 million gain on the sale of MIAXdx.
  • We had an income tax benefit of $70.2 million, primarily resulting from the release of our deferred tax asset valuation allowance.
  • GAAP net income was $170.2 million, compared to a net loss of $21.4 million in the prior-year period.
  • Adjusted earnings increased 51% to $45.3 million, compared to $30.0 million in the prior-year period.
  • Adjusted EBITDA increased 66% to $66.1 million, compared to $39.9 million in the prior-year period, driven primarily by strong growth in net revenues.
  • Adjusted EBITDA margin expanded to 51% from 43% in the prior-year period.

First Quarter 2026 Business Updates

  • MIAX options exchanges reached average daily volume of 10.9 million contracts in the first quarter of 2026, a 26.6% year-over-year (YoY) increase.
  • MIAX options exchanges achieved market share of 17.3% in the first quarter of 2026, compared to 16.0% in the prior year period.
  • Listed new Monday and Wednesday short-term option expirations for nine actively traded names in January 2026, expanding the short-dated options program and creating additional volume opportunity across our four options exchanges.
  • Completed the sale of 90% of the issued and outstanding equity in MIAXdx in January 2026 to a joint venture established by Robinhood Markets, Inc. in partnership with Susquehanna International Group. MIAX retained 10% of the issued and outstanding equity of MIAXdx, now known as Rothera Exchange and Clearing LLC.

Summary of Selected Unaudited Condensed Consolidated Financial Results

($000, except per share amounts and percentages)


Consolidated First Quarter Results

1Q26

March 31, 2026

1Q25

March 31, 2025

Change

Total revenues less cost of revenues ("Net revenue")

$           128,593

$            91,884

40 %

Operating income

$             45,968

$            22,293

106 %

Net income (loss) attributable to MIH stockholders

$           170,224

$           (21,420)

**

Diluted EPS

$                 1.56

$               (0.34)

**

Adjusted earnings*

$             45,342

$            30,026

51 %

Adjusted diluted EPS*

$                 0.42

$                0.38

11 %

EBITDA

$           103,794

$           (11,905)

**

Adjusted EBITDA*

$             66,062

$            39,859

66 %

Adjusted EBITDA margin %*

51 %

43 %

18 %

* Reconciliation of non-GAAP results is included in the tables below. See "Non-GAAP Financial Information" below.

** Not meaningful

 

Segment Results

($000) 


Net Revenue by Business Segment

1Q26

March 31, 2026

1Q25

March 31, 2025

Change

Options

$           111,267

$            81,224

37 %

Equities

6,664

3,659

82 %

Futures

4,630

5,889

(21) %

International

5,644

826

583 %

Corporate/Other

388

286

36 %

Total

$           128,593

$            91,884

40 %

Options

  • Net revenue grew 37% to $111.3 million, compared to $81.2 million in the prior-year period. Growth was primarily driven by higher net transaction fees tied to increased industry volume, higher market share, and higher revenue per contract (RPC). Higher non-transaction fees were primarily driven by increased  member connections, 2026 fee increases, the expiration of certain MIAX Sapphire related fee waivers, and new market data products.
  • Operating income increased 44% to $72.8 million, compared to $50.6 million in the prior-year period. Growth was primarily due to higher net revenues.
  • Adjusted EBITDA grew 43% to $83.3 million, compared to $58.2 million in the prior-year period.

Equities

  • Net revenue grew 82% to $6.7 million, compared to $3.7 million in the prior-year period. The increase was primarily due to higher net transaction fees from improved pricing as Equities capture was positive for the quarter as compared to historically inverted.
  • Operating loss of $1.1 million in the first quarter, compared to an operating loss of $4.0 million in the prior-year period. Growth was primarily due to higher net revenues.
  • Adjusted EBITDA of $0.9 million, compared to ($1.7) million in the prior-year period.

Futures

  • Net revenue was $4.6 million, compared to $5.9 million in the prior-year period. The decline was primarily due to a decline in transaction fees and lower volumes caused by timing of participant migrations to MIAX Futures Onyx, reduced commodity market volatility, and lower RPC, partially offset by the elimination of expenses related to CME Globex. Also contributing to the decrease were lower listings fees and interest income.
  • Operating loss was $12.4 million, compared to an operating loss of $11.3 million in the prior-year period primarily due to lower revenue.
  • Adjusted EBITDA of ($8.6) million, compared to ($7.2) million in the prior-year period.

International

  • Net revenue was $5.6 million, compared to $0.8 million in the prior-year period. The increase was primarily due to the acquisition of The International Stock Exchange Group Limited (TISE) in June 2025.
  • Operating income was $1.3 million, compared to an operating loss of $1.5 million in the prior-year period. The increase was primarily due to the impact of the TISE acquisition.
  • Adjusted EBITDA of $2.0 million, compared to ($1.0) million in the prior-year period.

Capital and Liquidity

  • As of March 31, 2026, MIAX had cash and cash equivalents of $550.8 million and total debt of $1.5 million.

FY 2026 Guidance

The company reaffirms its full year 2026 expense guidance and expects:

  • Adjusted operating expenses, which exclude share-based compensation, depreciation and amortization, and litigation expenses, in a range between $265 million and $275 million;
  • Share-based compensation expense in a range between $27 million and $30 million;
  • Capital expenditures, including capitalization of internally developed software, in a range between $40 million and $45 million;
  • Depreciation and amortization expense in a range between $33 million and $38 million;
  • Adjusted effective tax rate post valuation allowance release in a range between 27% and 29%.

Webcast and Conference Call

MIAX will host a webcast and conference call to review its first quarter financial results today, May 6, 2026 at 5:00 p.m. ET. Participants can access the call at 866-652-5200 (international dial-in 412-317-6060) or access the webcast on the Investor Relations section of MIAX's website at ir.miaxglobal.com. A webcast recording and corresponding presentation will be archived under Events & Presentations at the above link following the event.

Non-GAAP Financial Information

Adjusted earnings, a non-GAAP financial measure, is defined as net income (loss) attributable to MIH adjusted for share-based compensation, investment gain/loss, litigation costs, acquisition-related costs, change in fair value of puttable warrants issued with debt, change in fair value of puttable common stock, gain on sale of business, unrealized gain/loss on derivative assets, and non-GAAP tax adjustments.

Adjusted EBITDA, a non-GAAP financial measure, is defined as net income (loss) attributable to MIH adjusted for interest expense and amortization of debt discount costs, interest income, income tax provision and depreciation and amortization, share-based compensation, investment gain/loss, litigation costs, acquisition-related costs, change in fair value of puttable warrants issued with debt, change in fair value of puttable common stock, gain on sale of business, and unrealized gain/loss on derivative assets.

Adjusted EBITDA margin, a non-GAAP financial measure, is defined as adjusted EBITDA divided by revenues less cost of revenues.

Adjusted EPS, a non-GAAP financial measure, is defined as adjusted earnings divided by diluted weighted average shares outstanding used for adjusted diluted earnings per share (which includes the impact of anti-dilutive securities on a GAAP basis).

Certain components of the guidance given in this presentation with respect to our financial performance for the full year of 2026 are provided on a non-GAAP basis only without providing the most comparable guidance on a GAAP basis or a quantitative reconciliation to guidance provided on a GAAP basis. Information is presented in this manner because the preparation of such guidance on a GAAP basis and such reconciliation could not be accomplished without unreasonable efforts. The Company does not have access to certain information that would be necessary to provide such guidance on a GAAP basis or such reconciliation, including non-recurring items that are not indicative of the Company's ongoing operations. The Company does not believe that this information is likely to be significant to an assessment of the Company's ongoing operations.

For a reconciliation of our non-GAAP results to our GAAP results, see the tables below.

About MIAX

Miami International Holdings, Inc. (NYSE: MIAX) is a technology-driven leader in building and operating regulated financial markets across multiple asset classes and geographies. MIAX® operates eight exchanges across options, futures, equities and international markets including MIAX® Options, MIAX Pearl®, MIAX Emerald®, MIAX Sapphire®, MIAX Pearl Equities™, MIAX Futures™, The Bermuda Stock Exchange (BSX) and The International Stock Exchange (TISE). MIAX also owns Dorman Trading, a full-service Futures Commission Merchant. To learn more about MIAX please visit www.miaxglobal.com.

Disclaimer and Cautionary Note Regarding Forward-Looking Statements

This press release contains forward-looking statements, including forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements describe future expectations, plans, results, or strategies and are generally preceded by words such as "may," "future," "plan" or "planned," "will" or "should," "expect," "anticipates," "eventually" or "projected." You are cautioned that such statements are based on management's current expectations and are subject to a multitude of risks and uncertainties that could cause future circumstances, events, or results to differ materially from those projected in the forward-looking statements, including the risks that actual results may differ materially from those projected in the forward-looking statements. Additional risks and uncertainties that may cause actual results to differ materially include the risks and uncertainties listed in Miami International Holdings, Inc.'s (together with its subsidiaries, the Company) public filings with the Securities and Exchange Commission. In providing forward-looking statements, the Company is not undertaking any duty or obligation to update these statements publicly as a result of new information, future events or otherwise.

All third-party trademarks (including logos and icons) referenced by the Company remain the property of their respective owners. Unless specifically identified as such, the Company's use of third-party trademarks does not indicate any relationship, sponsorship, or endorsement between the owners of these trademarks and the Company. Any references by the Company to third-party trademarks is to identify the corresponding third-party goods and/or services and shall be considered nominative fair use under the trademark law.

Contacts:

Investors
 John T. Williams
investor.relations@miaxglobal.com

Media
 Andy Nybo
media@miaxglobal.com

Miami International Holdings, Inc. and Subsidiaries
Condensed Consolidated Statements of Operations (Unaudited)
Three Months Ended March 31, 2026 and 2025

($000, except share and per share amounts)



Three Months Ended March 31,



2026


2025


Revenues:





Transaction and clearing fees

$   315,410


$   289,304


Access fees

33,357


24,083


Market data fees

12,955


9,642


Other revenue

7,968


4,048


Total revenues

369,690


327,077


Cost of revenues:





Liquidity payments

223,526


194,046


Brokerage, clearing, and exchange fees

16,277


16,454


Section 31 fees

—


23,410


Other cost of revenues

1,294


1,283


Total cost of revenues

241,097


235,193


Revenues less cost of revenues

128,593


91,884


Operating expenses:





Compensation and benefits

44,390


37,771


Information technology and communication costs

9,483


7,548


Depreciation and amortization

8,088


6,170


Occupancy costs

3,243


2,448


Professional fees and outside services

11,407


9,257


Marketing and business development

984


763


Acquisition-related costs

—


654


General, administrative, and other

5,030


4,980


Total operating expenses

82,625


69,591


Operating income

45,968


22,293


Non-operating (expense) income:





Change in fair value of puttable common stock

—


(203)


Change in fair value of puttable warrants issued with debt

—


569


Interest income

4,386


1,295


Interest expense and amortization of debt issuance costs

(45)


(4,430)


Unrealized loss on derivative assets

(2,541)


(42,413)


Gain on sale of business

50,547


—


Other, net

1,732


1,679


Income (loss) before income tax provision

100,047


(21,210)


Income tax benefit (expense)

70,177


(210)


Net income (loss) attributable to Miami International Holdings, Inc

$   170,224


$     (21,420)







Weighted-average shares of common stock outstanding





Basic

91,793,374


63,549,403


Diluted

109,154,227


63,549,403


Net income (loss) per share attributable to common stock





Basic

$   1.85


$     (0.34)


Diluted

$   1.56


$     (0.34)




Miami International Holdings, Inc. and Subsidiaries

Condensed Consolidated Statements of Operations (Unaudited)
Three Months Ended March 31, 2026 and 2025

($000, except share and per share amounts)



March 31, 2026


December 31, 2025

Assets




Current assets:




Cash and cash equivalents

$     550,786


$     433,648

Cash and securities segregated under federal and other regulations

26,794


27,618

Accounts receivable, net

106,850


98,107

Restricted cash

14,419


6,005

Clearing house performance bonds and guarantee funds

78,699


70,078

Receivables from broker-dealers, futures commission merchants, and clearing
organizations

149,303


133,533

Current portion of derivative assets

4,709


6,017

Other current assets

39,811


39,232

Assets held for sale

—


40,976

Total current assets

971,371


855,214

Investments

29,180


19,180

Fixed assets, net

53,464


46,854

Internally developed software, net

36,518


36,333

Goodwill

61,912


62,211

Other intangible assets, net

169,210


170,774

Deferred tax asset, net

59,673


—

Derivative assets, net of current portion

3,881


5,114

Other assets, net

58,971


63,745

Total assets

$     1,444,180


$     1,259,425

Liabilities and Stockholders' Equity




Current liabilities:




Accounts payable and other liabilities

$     84,029


$     69,780

Accrued compensation payable

19,638


39,412

Current portion of long-term debt

1,511


1,508

Deferred transaction revenues

10,397


9,572

Clearing house performance bonds and guarantee funds

78,199


69,578

Payables to customers

153,056


144,641

Payables to clearing organizations

4,068


11

Liabilities held for sale

—


2,758

Total current liabilities

350,898


337,260

Deferred income taxes

10,866


22,386

Other non-current liabilities

16,860


18,762

Total liabilities

378,624


378,408

Commitments and contingencies

—


—

Stockholders' equity:




Common stock - voting and nonvoting, par value $0.001 (600,000,000 authorized
(400,000,000 voting, 200,000,000 nonvoting); 94,722,622  issued and 94,211,531
outstanding common stock at March 31, 2026 and 85,890,086 issued and 85,536,287
common stock at December 31, 2025

95


86

Common stock in treasury, at cost, 511,091 shares at March 31, 2026 and 353,799
shares at December 31, 2025

(14,545)


(8,232)

Additional paid-in capital

1,544,484


1,522,143

Accumulated deficit

(462,115)


(632,339)

Accumulated other comprehensive loss, net

(2,363)


(641)

Total stockholders' equity

1,065,556


881,017

Total liabilities and stockholders' equity

$     1,444,180


$     1,259,425

Reconciliation of Net Income (Loss) to EBITDA and Adjusted EBITDA

The following table is a reconciliation of net income (loss) allocated to common stockholders to EBITDA and adjusted EBITDA by segment ($000):

Three Months Ended March 31, 2026


Options


Equities


Futures


International


Corporate /
Other


Total

Net income (loss) allocated to common shareholders

$     72,910


$     (1,054)


$     (11,003)


$     (1,186)


$     110,557


$     170,224

Interest expense and amortization of debt issuance costs

—


—


—


—


45


45

Interest income

(110)


—


(114)


(159)


(4,003)


(4,386)

Income tax (benefit) expense

—


—


—


67


(70,244)


(70,177)

Depreciation and amortization

4,326


1,056


1,563


435


708


8,088

EBITDA

77,126


2


(9,554)


(843)


37,063


103,794

Share-based compensation(1)

4,079


897


1,910


306


1,684


8,876

Investment gain(2)

—


—


(980)


—


(390)


(1,370)

Litigation costs(3)

2,076


—


—


—


692


2,768

Unrealized loss on derivative assets(4)

—


—


—


2,541


—


2,541

Gain on sale of business(5)

—


—


—


—


(50,547)


(50,547)

Adjusted EBITDA

$     83,281


$     899


$     (8,624)


$     2,004


$     (11,498)


$     66,062

(1)

Share-based compensation represents expenses associated with stock options of $4.6 million, restricted stock awards of $4.3 million, and warrants of less than $0.1 million that have been granted to employees, directors and service providers. The 2026 expense of $8.9 million is made up of $8.2 million to employees within compensation and benefits, $0.4 million to service providers within professional fees and outside services, and $0.2 million to directors within general, administrative, and other.

(2)

Investment gain of $1.4 million represents an unrealized gain on marketable equity securities.

(3)

Litigation costs are associated with ongoing litigation related to the Nasdaq matter.

(4)

Reflects the unrealized loss resulting from the mark-to-market valuation of the 250 million Pyth tokens that remain locked by the Pyth Network as of March 31, 2026.

(5)

Represents the gain on the sale of MIAXdx in January 2026.

 

Three Months Ended March 31, 2025


Options


Equities


Futures


International


Corporate /
Other


Total

Net income (loss) allocated to common shareholders

$     51,012


$     (4,003)


$     (9,485)


$     (43,868)


$     (15,076)


$     (21,420)

Interest expense and amortization of debt issuance costs

—


—


35


—


4,395


4,430

Interest income

(430)


—


(196)


—


(669)


(1,295)

Income tax expense

—


—


—


—


210


210

Depreciation and amortization

3,062


1,487


979


157


485


6,170

EBITDA

53,644


(2,516)


(8,667)


(43,711)


(10,655)


(11,905)

Share-based compensation(1)

3,803


791


2,882


316


1,693


9,485

Investment gain(2)

—


—


(1,455)


—


—


(1,455)

Acquisition-related costs(3)

—


—


—


—


654


654

Litigation costs(4)

775


—


—


—


258


1,033

Change in fair value of puttable warrants issued with debt(5)

—


—


—


—


(569)


(569)

Change in fair value of puttable common stock(6)

—


—


—


—


203


203

Unrealized loss on derivative assets(7)

—


—


—


42,413


—


42,413

Adjusted EBITDA

$     58,222


$     (1,725)


$     (7,240)


$     (982)


$     (8,416)


$     39,859

(1)

Share-based compensation represents expenses associated with stock options of $2.6 million, restricted stock awards of $6.5 million and warrants of $0.4 million that have been granted to employees, directors and service providers. The 2025 expense of $9.5 million is made up of $8.6 million to employees within compensation and benefits, $0.6 million to service providers within professional fees and outside services, and $0.2 million to directors within general, administrative, and other.

(2)

Investment gain of $1.5 million represents an unrealized gain on available for sale marketable securities.

(3)

Relates to the TISE acquisition.

(4)

Litigation costs are associated with ongoing litigation related to the Nasdaq matter.

(5)

The change in fair value of warrants issued with debt represents the change in fair value of outstanding puttable warrants issued in connection with the issuance of the 2029 Senior Secured Term Loan.  The right to put warrants terminated upon completion of the IPO in August 2025.

(6)

The change in fair value of puttable common stock represents the change in fair value of outstanding puttable common stock issued in connection with the Company's ERPs I and II that had an associated put right which required the Company to repurchase a certain percentage of the fair market value of the award upon exercise. The right to put shares terminated upon completion of the IPO in August 2025.

(7)

Reflects the unrealized loss resulting from the mark-to-market valuation of the 375 million Pyth tokens that remain locked by the Pyth Network as of March 31, 2025.

Segment Operating Results

The following sets forth our results of operations by segment ($000):

Three Months Ended March 31, 2026


Options

Equities

Futures

International

Corporate /
Other

Total

Revenues:







Transaction and clearing fees

$     266,818

$     27,888

$     20,643

$     61

$     —

$     315,410

Access fees

29,118

3,867

390

39

(57)

33,357

Market data fees

9,482

2,157

1,244

80

(8)

12,955

Other revenue

34

53

2,061

5,464

356

7,968

Total revenues

305,452

33,965

24,338

5,644

291

369,690

Cost of revenues:







Liquidity payments

192,986

27,101

3,439

—

—

223,526

Brokerage, clearing, and exchange fees

1,199

200

14,878

—

—

16,277

Other cost of revenues(1)

—

—

1,391

—

(97)

1,294

Total cost of revenues

194,185

27,301

19,708

—

(97)

241,097

Revenues less cost of revenues

111,267

6,664

4,630

5,644

388

128,593

Operating expenses:







Compensation and benefits

21,050

4,165

10,441

2,231

6,503

44,390

Information technology and communication costs

4,303

1,545

2,914

453

268

9,483

Depreciation and amortization

4,326

1,056

1,563

435

708

8,088

Occupancy costs

1,601

214

495

254

679

3,243

Professional fees and outside services

4,858

272

305

462

5,510

11,407

Marketing and business development

171

57

341

222

193

984

General, administrative, and other

2,158

409

1,018

324

1,121

5,030

Total operating expenses

38,467

7,718

17,077

4,381

14,982

82,625

Operating income / (loss)

72,800

(1,054)

(12,447)

1,263

(14,594)

45,968

Non-operating (expense) income:







Interest income

110

—

114

159

4,003

4,386

Interest expense and amortization of debt issuance costs

—

—

—

—

(45)

(45)

Unrealized loss on derivative assets

—

—

—

(2,541)

—

(2,541)

Gain on sale of business

—

—

—

—

50,547

50,547

Other, net

—

—

1,330

—

402

1,732

Income (loss) before income tax provision

72,910

(1,054)

(11,003)

(1,119)

40,313

100,047

Income tax benefit (expense)

—

—

—

(67)

70,244

70,177

Net income (loss) attributable to Miami International Holdings, Inc

$     72,910

$     (1,054)

$     (11,003)

$     (1,186)

$     110,557

$     170,224

(1)

Futures segment other cost of revenues includes $0.4 million related to access fees, $0.3 million related to market data fees, and $0.7 million related to other revenue. Corporate / Other segment incudes $(0.1) million related to other revenue.

 

Three Months Ended March 31, 2025


Options

Equities

Futures

International

Corporate /
Other

Total

Revenues:







Transaction and clearing fees

$     234,512

$     34,307

$     20,449

$     36

$     —

$     289,304

Access fees

20,384

3,480

237

39

(57)

24,083

Market data fees

6,198

2,287

1,085

80

(8)

9,642

Other revenue

—

—

3,026

671

351

4,048

Total revenues

261,094

40,074

24,797

826

286

327,077

Cost of revenues:







Liquidity payments

163,528

27,990

2,528

—

—

194,046

Brokerage, clearing, and exchange fees

1,119

238

15,097

—

—

16,454

Section 31 fees

15,223

8,187

—

—

—

23,410

Other cost of revenues(1)

—

—

1,283

—

—

1,283

Total cost of revenues

179,870

36,415

18,908

—

—

235,193

Revenues less cost of revenues

81,224

3,659

5,889

826

286

91,884

Operating expenses:







Compensation and benefits

16,665

3,426

11,475

1,117

5,088

37,771

Information technology and communication costs

3,346

1,563

1,977

458

204

7,548

Depreciation and amortization

3,062

1,487

979

157

485

6,170

Occupancy costs

1,119

141

443

156

589

2,448

Professional fees and outside services

4,064

530

745

186

3,732

9,257

Marketing and business development

214

90

261

32

166

763

Acquisition-related costs

—

—

—

—

654

654

General, administrative, and other

2,171

425

1,270

175

939

4,980

Total operating expenses

30,641

7,662

17,150

2,281

11,857

69,591

Operating income / (loss)

50,583

(4,003)

(11,261)

(1,455)

(11,571)

22,293

Non-operating (expense) income:







Change in fair value of puttable warrants issued with debt

—

—

—

—

569

569

Change in fair value of puttable common stock

—

—

—

—

(203)

(203)

Interest income

430

—

196

—

669

1,295

Interest expense and amortization of debt issuance costs

—

—

(35)

—

(4,395)

(4,430)

Unrealized loss on derivative assets

—

—

—

(42,413)

—

(42,413)

Other, net

(1)

—

1,615

—

65

1,679

Income (loss) before income tax provision

51,012

(4,003)

(9,485)

(43,868)

(14,866)

(21,210)

Income tax expense

—

—

—

—

(210)

(210)

Net income (loss) attributable to Miami International Holdings, Inc

$     51,012

$     (4,003)

$     (9,485)

$     (43,868)

$     (15,076)

$     (21,420)

(1)

Futures other cost of revenues includes $0.3 million related to access fees, $0.3 million related to market data fees, and $0.7 million related to other revenue.

 

The following summarizes revenues less cost of revenues, operating expenses, operating income (loss), adjusted EBITDA and adjusted EBITDA margin for our business segments ($000, except percentages):

Options


Equities



Three Months Ended




Three Months Ended





March 31,


Percent


March 31,


Percent



2026


2025


Change


2026


2025


Change


Revenues less cost of revenues

$     111,267


$     81,224


37.0 %


$     6,664


$     3,659


82.1 %


Operating expenses

38,467


30,641


25.5 %


7,718


7,662


0.7 %


Operating income (loss)

$     72,800


$     50,583


43.9 %


$     (1,054)


$     (4,003)


*


Adjusted EBITDA(1)

$     83,281


$     58,222


43.0 %


$     899


$     (1,725)


*


Adjusted EBITDA margin(2)

74.8 %


71.7 %




13.5 %


*












































Futures


International



Three Months Ended




Three Months Ended





March 31,


Percent


March 31,


Percent



2026


2025


Change


2026


2025


Change


Revenues less cost of revenues

$     4,630


$     5,889


(21.4) %


$     5,644


$     826


583.3 %


Operating expenses

17,077


17,150


(0.4) %


4,381


2,281


92.1 %


Operating income (loss)

$     (12,447)


$     (11,261)


*


$     1,263


$     (1,455)


*


Adjusted EBITDA(1)

$     (8,624)


$     (7,240)


*


$     2,004


$     (982)


*


Adjusted EBITDA margin(2)

*


*




35.5 %


*



*  Not meaningful

(1)

See Reconciliation of Net income (loss) to EBITDA and Adjusted EBITDA above.

(2)

Adjusted EBITDA margin represents adjusted EBITDA divided by revenues less cost of revenues.

Reconciliations of GAAP Net Income (Loss) to Adjusted Earnings

The following table is a reconciliation of net income (loss) allocated to common stockholders to adjusted earnings ($000):

Three Months Ended




March 31,




2026


2025



Net income (loss) allocated to common shareholders

$  170,224


$     (21,420)



Share-based compensation(1)

8,876


9,485



Investment gain(2)

(1,370)


(1,455)



Litigation costs(3)

2,768


1,033



Acquisition-related costs(4)

—


654



Change in fair value of puttable warrants issued with debt(5)

—


(569)



Change in fair value of puttable common stock(6)

—


203



Unrealized loss on derivative assets(7)

2,541


42,413



Gain on sale of business(8)

(50,547)


—



Total non-GAAP pre-tax adjustments

(37,732)


51,764



Income tax (expense) benefit related to items above(9)

12,538


(318)



One-off discrete tax adjustments(10):






Release of valuation allowance as of January 1, 2026

(109,161)


—



Deferred tax re-measurements

16,133


—



Other(11)

(6,660)


—



Total non-GAAP tax adjustments

(87,150)


(318)



Adjusted earnings

$  45,342


$  30,026


(1)

Share-based compensation represents expenses associated with stock options, restricted stock awards and warrants that have been granted to employees, directors and service providers.

(2)

Represents unrealized gain on marketable equity securities.

(3)

Litigation costs are associated with ongoing litigation related to the Nasdaq matter.

(4)

Relates to the TISE acquisition.

(5)

The change in fair value of warrants issued with debt represents the change in fair value of outstanding puttable warrants issued in connection with the issuance of the 2029 Senior Secured Term Loan. The right to put warrants terminated upon completion of the IPO in August 2025.

(6)

The change in fair value of puttable common stock represents the change in fair value of outstanding puttable common stock issued in connection with the Company's ERPs I and II that had an associated put right which required the Company to repurchase a certain percentage of the fair market value of the award upon exercise. The right to put shares terminated upon completion of the IPO in August 2025.

(7)

Reflects the unrealized loss resulting from the mark-to-market valuation of Pyth tokens that remain locked by the Pyth Network as of each balance sheet date.

(8)

Represents the gain on the sale of MIAXdx in January 2026.

(9)

Income tax effect is calculated on the pre-tax adjustments to net income, other than share-based compensation which is adjusted as a non-cash expense for which there is a tax deduction, based on the tax laws in the jurisdictions in which we operate.

(10)

Removes from adjusted earnings any one-off discrete tax adjustments that are unrelated to our core operating performance.

(11)

Primarily relates to the removal of the permanent tax benefit for the excess tax deduction on share-based compensation compared to the book expense.

Earnings Per Share

The following table sets forth the computation of diluted income (loss) and adjusted earnings per share ($000, except share and per share data):

Three Months Ended


March 31,


2026


2025

Net income (loss) attributable to MIH

$          170,224


$         (21,420)

Weighted-average common shares outstanding

109,154,227


63,549,403

Diluted net income (loss) per share

$              1.56


$            (0.34)





Adjusted earnings

$           45,342


$          30,026

Diluted weighted average shares outstanding used
for adjusted diluted earnings per share

109,154,227


78,075,760

Adjusted diluted earnings per share

$              0.42


$             0.38

 

Key Business Metrics
Three Months Ended March 31, 2026 and 2025





Three Months Ended
March 31,


Increase/
(Decrease)


Percent
Change



2026


2025




Options:









Number of trading days

61


60


1


1.7 %


Total contracts:









Market contracts – Equity and ETF (in thousands)

3,821,454


3,216,233


605,221


18.8 %


MIH contracts – Equity and ETF (in thousands)

662,739


514,903


147,836


28.7 %


Average daily volume ("ADV")(defined below)(1)









Market ADV – Equity and ETF (in thousands)(1)

62,647


53,604


9,043


16.9 %


MIH ADV – Equity and ETF (in thousands)(1)

10,865


8,582


2,283


26.6 %


MIH market share

17.3 %


16.0 %


1.3 pts


8.1 %


Total Options revenue per contract ("RPC")(2)

$0.110


$0.106


$0.004


3.8 %


U.S. Equities:









Number of trading days

61


60


1


1.7 %


Total shares:









Market shares (in millions)

1,219,057


941,688


277,369


29.5 %


MIH shares (in millions)

10,787


10,557


230


2.2 %


ADV(1):









Market ADV (in millions)(1)

19,985


15,695


4,290


27.3 %


MIH ADV (in millions)(1)

177


176


1


0.6 %


MIH market share

0.9 %


1.1 %


(0.2) pts


(18.2) %


Equities capture (per 100 shares) (defined below)(3)

$0.005


$(0.020)


$0.025


*


Futures:









Number of trading days

61


61


—


— %


Agricultural products total contracts

659,786


1,098,116


(438,330)


(39.9) %


Agricultural products ADV(1)

10,816


18,002


(7,186)


(39.9) %


Agricultural products RPC(2)

$1.982


$2.426


$(0.444)


(18.3) %


International:









Total listed securities (period end)(4)

6,083


1,206


*


*


*  Percentage calculation is not meaningful.


(1)

ADV is calculated as total contracts or shares for the period divided by total trading days for the period.

(2)

RPC represents transaction and clearing fees less liquidity payments, brokerage, clearing and exchange fees and Section 31 fees (Net Transaction Fees), divided by total contracts traded during the period.

(3)

Equities capture per one hundred shares refers to transaction and clearing fees less liquidity payments, brokerage, clearing and exchange fees, and Section 31 fees (Net Transaction Fees), divided by one-hundredth of total shares.

(4)

Q1 2025 does not include TISE which was acquired in June 2025.

 

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SOURCE MIAX