Exhibit 99.1
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Forge Global Holdings, Inc. Reports Second Quarter Fiscal Year 2025 Results

1H25 Total Revenues Less Transaction-Based Expenses increased 28% year-over-year to $52.7 million on strength of second consecutive quarter of record revenue as a public company.

2Q25 Total Revenues Less Transaction-Based Expenses increased 10% quarter-over-quarter to $27.6 million from $25.1 million.

1H25 Net Loss declined 1% year-over-year to $32.8 million and increased 2% quarter-over-quarter in 2Q25 to $16.6 million.

1H25 Adjusted EBITDA loss improved 33% year-over-year from $21.4 million to $14.3 million.

2Q25 Adjusted EBITDA loss of $5.4 million, lowest as a public company.

1H25 Trading Volume increased to $1.4 billion up 110% year-over-year, exceeding full year 2024 trading volume.


SAN FRANCISCO – July 30, 2025 – Forge Global Holdings, Inc. (“Forge”) (NYSE: FRGE), a leading provider of marketplace infrastructure, data services, and technology and investment solutions for the private market, today announced its financial results for the quarter ended June 30, 2025.

“Q2 marked a milestone quarter for Forge as we launched our new marketplace experience on our Next Generation Platform and achieved our second consecutive record quarter in terms of revenue, and our narrowest quarterly EBITDA loss since going public,” said Kelly Rodriques, CEO of Forge. “Across four key verticals — trading, data, custody, and wealth — we see accelerating demand for the modern private market infrastructure that Forge is delivering. Forge is strategically positioned at the intersection of these trends — and our Next Generation Strategy is designed to address this opportunity.”
“We expect second half year-over-year organic revenue and Adjusted EBITDA growth rates to continue inline with the year-over-year growth rates we have seen in the first half,” said James Nevin, CFO of Forge. “Revenues in Q3 are generally lower than Q2 and Q4 driven by seasonality.”

Financial Highlights for the Second Quarter of 2025

Revenue: Total revenues less transaction-based expenses were $27.6 million compared to $25.1 million, a 10% increase quarter-over-quarter, and Forge’s second consecutive highest revenue quarter as a public company.

Operating Loss: Total operating loss improved to $12.8 million from $16.5 million in the prior quarter.

Net Loss: Net loss was $16.6 million compared to $16.2 million in the prior quarter.

Adjusted EBITDA: Total Adjusted EBITDA loss improved to $5.4 million from $8.9 million in the prior quarter, Forge’s lowest Adjusted EBITDA loss as a public company.

Earnings Per Share (EPS): Second quarter EPS attributable to Forge was $(1.34) and Adjusted EPS was $(0.99).

Cash Flow from Operating Activities: Net cash used in operating activities was $7.8 million compared to $12.8 million in the prior quarter.
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Available Liquidity: Cash and cash equivalents and investments as of June 30, 2025 were $81.8 million.

Share Count: Basic weighted-average number of shares used to compute net loss per share attributable to common stockholders, after adjusting for the Reverse Stock Split, for the quarter ended June 30, 2025, was 12,474,069 shares and fully diluted outstanding share count as of June 30, 2025 was 13,080,129 shares.

Forge estimates for the quarter ending September 30, 2025 that it will have 12,478,622 weighted average basic shares outstanding, which will be used to calculate earnings per share in a loss position.

Fully diluted outstanding share count includes all common shares outstanding plus shares that would be issued in respect to outstanding restricted stock units, options and warrants, net of shares to be withheld in respect to exercise price of the respective instruments. Instruments that are out of the money are excluded from the fully diluted outstanding share count.

*Percentages may not be replicated based on the rounded figures presented.

KPIs for the Second Quarter 2025

Trading Volume increased from $692.4 million to $756.1 million, up 9% quarter-over-quarter and 77% over the prior year quarter.

Net Take Rate increased from 2.3% to 2.4% quarter-over-quarter.

Total Marketplace revenues, less transaction-based expenses, increased from $15.8 million to $18.5 million, up 17% quarter-over-quarter.

Total Custodial Accounts increased from 2.5 million to 2.6 million, up 4% quarter-over-quarter.

Total Assets Under Custody increased from $17.6 billion to $18.1 billion, up 3% quarter-over-quarter.

Total Custodial Client Cash went from $460 million to $440 million, declining 4% quarter-over-quarter.

Total Custodial Administration Fee revenues, less transaction-based expenses, decreased from $9.3 million to $9.1 million, down 2% quarter-over-quarter.

Please refer to the section titled “Use of Non-GAAP Financial Information” and the tables within this press release which contain explanations and reconciliations of the Company’s non-GAAP financial measures. 

Business Highlights

Forge Global Launches Next Generation Marketplace, Delivering a Smarter Way to Trade Private Stock: On June 26, 2025, Forge introduced its Next Generation Marketplace—the first major release on Forge’s new API-first Next Generation Platform. The marketplace delivers a smarter way to discover, evaluate, and execute private market trades, transforming what historically has been a manual, opaque process into an intuitive, data-rich and more automated experience.

Forge Global Partners with Fortune to Launch Private Market Lists and Rankings: On June 26, 2025, Forge announced it will partner with Fortune Media to launch a new series of lists and rankings dedicated to the private market, powered by proprietary private market data from Forge. By combining Forge’s robust dataset — built on thousands of private company transactions, hundreds of thousands of investor signals and Forge’s proprietary pricing methodologies — with Fortune’s respected editorial expertise, these rankings will surface powerful trends and untold stories shaping the future of global business.
Forge Global Expands Investment Management and Wealth Capability with Completion of Accuidity Acquisition: Two days after the close of Q2, Forge announced that it had completed its previously announced acquisition of Accuidity, LLC (“Accuidity”), a specialized asset management firm focused on private market investing,
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in a simultaneous sign and close transaction. Forge believes that this acquisition marks a significant step forward in Forge’s long-term strategic vision to deliver private market access more broadly and to serve as a valuable contributor to the capital ecosystem of high-growth private companies.

Webcast/Conference Call Details

Forge will host a webcast conference call today, July 30, 2025, at 8:00 a.m. Eastern Time / 5:00 a.m Pacific Time to discuss these financial results and business highlights. The listen-only webcast is available at https://ir.forgeglobal.com. Investors and participants can access the conference call over the phone by dialing 1 (800) 715-9871 from the United States, or +1 (646) 307-1963 internationally. The conference ID is 6194475. 

Following the conference call, an on-demand replay of the webcast, as well as the slides shown during the call, will be made available on the Investor Relations page of Forge’s website at https://ir.forgeglobal.com. 

Use of Non-GAAP Financial Information

In addition to Forge’s financial results determined in accordance with generally accepted accounting principles in the United States of America ("GAAP"), Forge presents Adjusted EBITDA and Adjusted EPS, non-GAAP financial measures. Forge uses these non-GAAP financial measures to evaluate its ongoing operations and for internal planning and forecasting purposes. Forge believes these non-GAAP financial measures, when taken together with the corresponding GAAP financial measures, provide meaningful supplemental information regarding its performance by excluding specific financial items that have less bearing on its core operating performance. Forge considers Adjusted EBITDA and Adjusted EPS to be important measures because they help illustrate underlying trends in its business and historical operating performance on a more consistent basis.

However, non-GAAP financial information is presented for supplemental informational purposes only, has limitations as an analytical tool, and should not be considered in isolation or as a substitute for financial information presented in accordance with GAAP. In addition, other companies, including companies in Forge’s industry, may calculate similarly titled non-GAAP financial measures differently or may use other measures to evaluate their performance, all of which could reduce the usefulness as a tool for comparison. A reconciliation is provided below for Adjusted EBITDA to net loss attributable to common stockholders, the most directly comparable financial measure stated in accordance with GAAP and Adjusted EPS to EPS. Investors are encouraged to review Adjusted EBITDA and Adjusted EPS and the respective reconciliations and not to rely on any single financial measure to evaluate Forge’s business.

Forge defines Adjusted EBITDA as net loss attributable to Forge Global Holdings, Inc., adjusted to exclude: (i) net loss attributable to noncontrolling interest, (ii) provision for income taxes, (iii) depreciation and amortization, (iv) share-based compensation expense, (v) interest income, (vi) change in fair value of warrant liabilities, and (vii) other significant gains, losses, and expenses such as impairments, acquisition-related transaction and reorganization costs that Forge believes are not indicative of its ongoing results.

Forge defines Adjusted EPS as net loss attributable to Forge Global Holdings, Inc., adjusted to exclude: (i) net change in fair value of warrant liabilities and (ii) the tax effect of the adjustment at Forge’s effective tax rate from continuing operations divided by the weighted average shares outstanding for the respective periods.

Forward-Looking Statements

This press release contains “forward-looking statements,” which generally are accompanied by words such as “believe,” “may,” “could,” “will,” “estimate,” “continue,” “anticipate,” “intend,” “target,” “goal,” “expect,” “should,” “would,” “plan,” “predict,” “project,” “forecast,” “potential,” “seem,” “seek,” “future,” “outlook,” and similar expressions that predict, indicate, or relate to future events or trends or Forge’s future financial or operating performance, or that are not statements of historical matters. These forward-looking statements include, but are not limited to, statements regarding Forge’s beliefs regarding its financial position and operating performance, as well as future opportunities for Forge to expand its business. Forward-looking statements are predictions, projections, and other statements about future events that are based on current expectations and assumptions and, as a result, while considered reasonable by Forge and its management, are subject to risks and uncertainties that may cause actual results to differ materially from current expectations. You should carefully consider the risks and uncertainties described in Forge’s documents filed, or to be filed, with the SEC. There may be additional risks that Forge presently does not know of or that it currently believes are immaterial that could also cause actual results to differ materially from those contained in the forward-
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looking statements. In addition, forward-looking statements reflect Forge’s expectations, plans, or forecasts of future events and views as of the date of this press release. Forge anticipates that subsequent events and developments will cause its assessments to change. However, while Forge may elect to update these forward-looking statements at some point in the future, Forge specifically disclaims any obligation to do so. These forward-looking statements should not be relied upon as representing Forge’s assessments as of any date subsequent to the date of this press release. Accordingly, undue reliance should not be placed upon the forward-looking statements.

About Forge

Forge (NYSE: FRGE) is a leading provider of marketplace infrastructure, data services and technology and investment solutions for the private market. Forge Securities LLC is a registered broker-dealer and a member of FINRA that operates an alternative trading system.

Contacts

Investor Relations Contact:
Idalia Rodriguez, Arbor Advisory Group
ir@forgeglobal.com

Media Contact:
Lindsay Riddell
press@forgeglobal.com 

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FORGE GLOBAL HOLDINGS, INC.
Consolidated Balance Sheets
(In thousands of U.S. dollars, except share and per share data)
June 30, 2025December 31, 2024
Assets
Current assets:
Cash and cash equivalents$54,310 $105,140 
Restricted cash1,138 1,116 
Accounts receivable, net8,119 4,706 
Prepaid expenses and other current assets10,020 8,205 
Investments26,393 — 
Total current assets$99,980 $119,167 
Internal-use software, property and equipment, net1,557 2,920 
Goodwill and other intangible assets, net126,055 126,456 
Operating lease right-of-use assets3,985 5,107 
Payment-dependent notes receivable9,604 7,412 
Other assets, noncurrent1,664 2,444 
Total assets$242,845 $263,506 
Liabilities and stockholders’ equity
Current liabilities:
Accounts payable2,744 1,941 
Accrued compensation and benefits13,600 13,430 
Accrued expenses and other current liabilities6,765 6,310 
Operating lease liabilities, current2,032 3,463 
Total current liabilities$25,141 $25,144 
Payment-dependent notes payable9,604 7,412 
Operating lease liabilities, noncurrent3,231 3,694 
Warrant liabilities4,436 192 
Other liabilities, noncurrent329 322 
Total liabilities$42,741 $36,764 
Commitments and contingencies
Stockholders' equity (1):
Common stock, $0.0001 par value; 133,333 shares authorized; 12,411 and 12,427 shares issued and outstanding as of June 30, 2025 and December 31, 2024, respectively
Treasury stock, at cost; 10 shares as of both June 30, 2025 and December 31, 2024, respectively
(625)(625)
Additional paid-in capital575,676 570,606 
Accumulated other comprehensive income1,193 572 
Accumulated deficit(379,864)(346,972)
Total Forge Global Holdings, Inc. stockholders’ equity$196,381 $223,582 
Noncontrolling Interest3,723 3,160 
Total stockholders’ equity$200,104 $226,742 
Total liabilities and stockholders’ equity$242,845 $263,506 
(1) Amounts have been adjusted to reflect the Reverse Stock Split.
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FORGE GLOBAL HOLDINGS, INC.
Consolidated Statements of Operations
(In thousands of U.S. dollars, except share and per share data)

Three Months EndedSix Months Ended
June 30, 2025March 31, 2025June 30, 2024June 30, 2025June 30, 2024
Revenues:
Marketplace revenue$18,597 $15,997 $11,679 $34,594 $20,199 
Custodial administration fees
9,142 9,299 10,603 18,441 21,325 
  Total revenues
$27,739 $25,296 $22,282 $53,035 $41,524 
Transaction-based expenses:
Transaction-based expenses(155)(192)(256)(347)(285)
Total revenues, less transaction-based expenses
$27,584 $25,104 $22,026 $52,688 $41,239 
Operating expenses:
Compensation and benefits
27,193 29,491 28,784 56,684 58,627 
Technology and communications
4,667 4,349 2,649 9,016 5,709 
Professional services
1,204 2,332 1,605 3,536 3,822 
General and administrative
2,144 2,254 2,508 4,398 7,570 
Advertising and market development
1,528 1,215 1,243 2,743 2,333 
Acquisition-related transaction costs
1,988 — — 1,988 — 
Depreciation and amortization
909 986 1,781 1,895 3,597 
Rent and occupancy
786 946 1,107 1,732 2,242 
Total operating expenses
$40,419 $41,573 $39,677 $81,992 $83,900 
Operating loss
$(12,835)$(16,469)$(17,651)$(29,304)$(42,661)
Interest and other income:
Interest income
803 1,042 1,495 1,845 3,204 
Change in fair value of warrant liabilities
(4,434)191 2,280 (4,243)6,727 
Other income, net
76 54 94 130 170 
Total interest and other (expense) income$(3,555)$1,287 $3,869 $(2,268)$10,101 
Loss before provision for income taxes
$(16,390)$(15,182)$(13,782)$(31,572)$(32,560)
Provision for income taxes
189 1,016 258 1,205 474 
Net loss
$(16,579)$(16,198)$(14,040)$(32,777)$(33,034)
Net income (loss) attributable to noncontrolling interest$141 $(26)$(316)$115 $(686)
Net loss attributable to Forge Global Holdings, Inc.
$(16,720)$(16,172)$(13,724)$(32,892)$(32,348)
Net loss per share attributable to Forge Global Holdings, Inc. common stockholders:
Basic$(1.34)$(1.29)$(1.13)$(2.63)$(2.67)
Diluted$(1.34)$(1.29)$(1.13)$(2.63)$(2.67)
Weighted-average shares used in computing net loss per share attributable to Forge Global Holdings, Inc. common stockholders:
Basic12,474 12,534 12,179 12,503 12,112 
Diluted12,474 12,534 12,179 12,503 12,112 

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FORGE GLOBAL HOLDINGS, INC.
Consolidated Statements of Cash Flows
(In thousands of U.S. dollars)
Three Months EndedSix Months Ended
June 30, 2025March 31, 2025June 30, 2024June 30, 2025June 30, 2024
Cash flows from operating activities:
Net loss$(16,579)$(16,198)$(14,040)(32,777)$(33,034)
Adjustments to reconcile net loss to net cash used in operations:
Share-based compensation3,436 6,519 7,859 9,955 17,326 
Depreciation and amortization746 941 1,781 1,687 3,597 
Amortization of right-of-use assets509 613 662 1,122 1,305 
Loss on impairment of long lived assets— — — — 186 
Allowance for doubtful accounts99 170 107 269 216 
Change in fair value of warrant liabilities4,434 (191)(2,280)4,243 (6,727)
Other(6)— (2)(10)
Changes in operating assets and liabilities:
Accounts receivable(2,365)(1,317)923 (3,682)(673)
Prepaid expenses and other assets(1,523)506 (5,353)(1,017)(4,228)
Accounts payable363 461 (1,004)824 62 
Accrued expenses and other liabilities100 396 (4,636)496 (1,854)
Accrued compensation and benefits4,004 (3,833)2,041 171 (1,926)
Operating lease liabilities(990)(904)(491)(1,894)(1,046)
Net cash used in operating activities$(7,772)$(12,833)$(14,431)$(20,605)$(26,806)
Cash flows from investing activities:
Maturity of investments and term deposits14,673 534 6,559 15,207 6,559 
Purchases of investments and term deposits(19,397)(22,012)— (41,409)— 
Purchases of property and equipment(100)(51)(267)(151)(667)
Net cash provided by (used in) investing activities $(4,824)$(21,529)$6,292 $(26,353)$5,892 
Cash flows from financing activities:
Proceeds from exercise of options47 26 235 73 461 
Taxes withheld and paid related to net share settlement of equity awards(170)(679)(1,135)(849)(3,437)
Share buyback(4,139)— — (4,139)— 
Cash paid for fractional shares related to stock split(4)— — (4)— 
Net cash used in financing activities$(4,266)$(653)$(900)$(4,919)$(2,976)
Effect of changes in currency exchange rates on cash and cash equivalents711 358 (78)1,069 (331)
Net decrease in cash and cash equivalents(16,151)(34,657)(9,117)(50,808)(24,221)
Cash, cash equivalents and restricted cash, beginning of the period71,599 106,256 130,681 106,256 145,785 
Cash, cash equivalents and restricted cash, end of the period$55,448 $71,599 $121,564 $55,448 $121,564 
Reconciliation of cash, cash equivalents and restricted cash to the amounts reported within the consolidated balance sheets
Cash and cash equivalents54,310 70,472 120,475 54,310 120,475 
Restricted cash1,138 1,127 1,089 1,138 1,089 
Total cash, cash equivalents and restricted cash, end of the period$55,448 $71,599 $121,564 $55,448 $121,564 
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FORGE GLOBAL HOLDINGS, INC.
Reconciliation of GAAP to Non-GAAP Results
(In thousands of U.S. dollars) 
Three Months EndedSix Months Ended
June 30, 2025March 31, 2025June 30, 2024June 30, 2025June 30, 2024
Net loss attributable to Forge Global Holdings, Inc.$(16,720)$(16,172)$(13,724)$(32,892)$(32,348)
Add:
Interest expense, net(803)(1,042)(1,495)(1,845)(3,204)
Provision for income taxes189 1,016 258 1,205 474 
Depreciation and amortization909 986 1,781 1,895 3,597 
Net loss attributable to noncontrolling interest141 (26)(316)115 (686)
Loss or impairment on long lived assets— — — — 186 
Share-based compensation expense3,436 6,519 7,859 9,955 17,326 
Change in fair value of warrant liabilities4,434 (191)(2,280)4,243 (6,727)
Acquisition-related transaction costs1,988 — — 1,988 — 
Other993 —  993  
Adjusted EBITDA$(5,433)$(8,910)$(7,917)$(14,343)$(21,382)
Three Months EndedSix Months Ended
June 30, 2025March 31, 2025June 30, 2024June 30, 2025June 30, 2024
Net loss attributable to Forge Global Holdings, Inc.
$(16,720)$(16,172)$(13,724)$(32,892)$(32,348)
Add:
Change in fair value of warrant liabilities4,434 (191)(2,280)4,243 (6,727)
Income tax (expense) benefit of adjustment
(50)13 48 (160)108 
Adjusted net loss attributable to Forge Global Holdings, Inc.
$(12,336)$(16,350)$(15,956)$(28,809)$(38,967)
Weighted average shares - basic and diluted12,474 12,534 12,179 12,503 12,112 
EPS - basic and diluted
$(1.34)$(1.29)$(1.13)$(2.63)$(2.67)
Adjusted EPS - basic and diluted$(0.99)$(1.30)$(1.31)$(2.30)$(3.22)


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SUPPLEMENTAL FINANCIAL INFORMATION
KEY OPERATING METRICS
(In thousands of U.S. dollars)
Key Business Metrics 

Forge monitors the following key business metrics to help evaluate its business, identify trends affecting its business, formulate business plans, and make strategic decisions.

The tables below reflect period-over-period changes in Forge’s key business metrics, along with the percentage change between such periods. Forge believes the following business metrics are useful in evaluating its business:

Three Months Ended Six Months Ended
Dollars in thousandsJune 30, 2025March 31, 2025June 30, 2024June 30, 2025June 30, 2024
MARKETPLACE SOLUTIONS
Trades927 9638311,8901,436
Volume$756,110 $692,391 $426,318 $1,448,501 $688,856 
Net Take Rate2.4 %2.3 %2.7 %2.4 %2.9 %
Marketplace revenues, less transaction-based expenses$18,490 $15,831 $11,423 $34,321 $19,914 
Average trade size (volume/trades)$816 $719 $513 $766 $480 

Trades are defined as the total number of orders executed by Forge on behalf of private investors and shareholders. Increasing the number of orders is critical to increasing Forge’s revenue and, in turn, to achieving profitability.

Volume is defined as the total sales value for all securities traded through the Forge marketplace, which is the aggregate value of the issuer company’s equity attributed to both the buyer and seller in a trade and as such a $100 trade of equity between buyer and seller would be captured as $200 volume for Forge. Although Forge typically captures a commission on each side of a trade, Forge may not in certain cases due to factors such as the use of a third-party broker by one of the parties or supply factors that would not allow Forge to attract sellers of shares of certain issuers. Volume is influenced by, among other things, the pricing and quality of Forge’s services as well as market conditions that affect private company valuations, such as increases in valuations of comparable companies at IPO.

Net Take Rates are defined as Forge’s marketplace revenues, less markets-related transaction-based expenses, divided by Volume. These represent the percentage of fees earned by the Forge marketplace on any transactions executed from the commission Forge charged on such transactions less transaction-based expenses, which is a determining factor in Forge’s revenue. The Net Take Rate can vary based upon the service or product offering and is also affected by the average order size and transaction frequency.
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As of or for the Three Months Ended
Dollars in thousandsJune 30, 2025March 31, 2025December 31, 2024
CUSTODY SOLUTIONS
Total Custodial Accounts2,598,846 2,508,443 2,376,099 
Assets Under Custody$18,132,637 $17,635,034 $16,897,318 
Custodial Client Cash$440,278 $459,685 $482,946 
Custodial administration fees, less transaction-based expenses$9,094 $9,273 $9,839 

Total Custodial Accounts are defined as Forge clients’ custodial accounts that are established on Forge’s platform and billable. These relate to Forge’s Custodial Administration fees revenue stream and are an important measure of Forge’s business as the number of Total Custodial Accounts is an indicator of Forge’s future revenues from certain account maintenance, transaction and cash administration fees.

Assets Under Custody is the reported value of all client holdings held under Forge’s agreements, including cash submitted to Forge by the responsible party. These assets can be held at various financial institutions, issuers and in Forge’s vault. As the custodian of the accounts, Forge collects all interest and dividends, handles all fees and transactions and any other considerations for the assets concerned. Fees are earned from the overall maintenance activities of all assets and are not charged on the basis of the dollar value of Assets Under Custody, but Forge believes that Assets Under Custody is a useful metric for assessing the relative size and scope of its business.

Custodial Client Cash, previously called Custodial Cash Balance, is a component of Assets Under Custody representing the value of cash held on behalf of clients held under Forge’s agreements. These assets are held at various financial institutions. Fees are earned from the administration activities performed with respect to these balances. The amount of Custodial Client Cash is a determining factor in Forge’s revenue.

Please note that starting in the first quarter of 2025, Forge has added Custodial Client Cash as a key business metric for its custody solution as cash administration fee revenue is highly correlated to this metric. Custodial Client Cash has been provided as a metric in Forge’s quarterly supplemental information furnished with the SEC since the third quarter of 2022 and was previously called Custodial Cash Balance. Forge has not adjusted methodology, assumptions, or otherwise changed any aspects of this metric and it is comparable to prior period presentations of Custodial Cash Balance in Forge’s quarterly supplemental information. Custodial Client Cash represents the value of cash held on behalf of clients held under Forge’s custody solution agreements. Forge believes that disclosing Custodial Client Cash provides investors with valuable insight into custody solution revenue as cash administration fees currently make up the majority of Forge’s custodial administration fee revenue. Cash administration fees are based on prevailing interest rates and custodial client cash balances.
Forge has included Custodial Client Cash balances for all periods presented to facilitate comparability and trend analysis.
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