Diamond Hill Investment Group Inc. Annual Report 2014

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FY2014 Annual Report · Diamond Hill Investment Group Inc.

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Diamond Hill Investment Group, Inc.

2014 Annual Report

Notice of 2015 Annual Meeting

And Proxy Statement

DIAMOND HILL INVESTMENT GROUP, INC.
ANNUAL LETTER TO SHAREHOLDERS

March 12, 2015

Dear Fellow Shareholders:

Given the challenges that active managers have faced in recent years, I believe it is important to reiterate our commitment
to our fiduciary responsibilities to our clients and shareholders.

The asset management industry is not complex but neither is it easy, especially as an active manager. Our
fiduciary responsibility to our clients is crystal clear. We fulfill that responsibility by providing investment
strategies that we believe will deliver long-term value to our clients’ portfolios and then by communicating
accurately the degree to which we have succeeded in that endeavor.

Similarly, our corporate goal is to provide a return to our owners commensurate with the risk of our enterprise.
This is measured by the capital returned to shareholders and the growth in the intrinsic value per share.

I am pleased that, since inception, we have generally met this dual mission of delivering value to our clients and to our
shareholders. Going forward, while our mission remains clear, it continues to be challenging as we experience
countervailing winds: the benefit of more resources, offset by larger assets under management (AUM). Therefore,
continuous improvement is required in all areas of the firm.

Investment Strategy Results for Clients

2014 was a difficult year for active managers with the S&P 500 Index return exceeding the returns of 80% of U.S. large
cap strategies. For the five years ended December 31, 2014, nearly all of our investment strategies’ returns trailed their
passive alternatives, yet most of them ranked above average in peer comparisons. Passive strategies are frequently tough
competition, which helps to explain their rise in popularity. In addition, the competition among active managers helps to
make markets more efficient and in doing so helps the efficacy of passive management. Despite this competitive
environment, we believe that we will add value above our investment strategies’ passive alternatives over the majority of
long time periods (as we have for most of our strategies since their respective inceptions), the past five years notwithstanding.

Financial Results: Shareholder Value

Revenue was $105 million in 2014 compared with $81 million in 2013 and $44 million in 2009. AUM finished the year
at $15.7 billion, up 29% from 2013 and 149% from 2009 as a result of the strong U.S. equity market coupled with steady
net inflows into our mutual funds. These net inflows likely represent an increase in our market share, which is still probably
below 1% of the total value of comparable mutual fund assets.

Our 45% operating margin was considerably higher than last year’s margin of 38% primarily as a result of a decrease in
total compensation expense as a percentage of total revenues. A significant component of compensation expense is variable
incentive compensation, which can fluctuate greatly from period to period. Incentive compensation expense is determined
by many factors, including investment results in client accounts, individual employee contributions, company performance,
and other factors.

Over the past five years, Diamond Hill’s tangible book value per share has increased from $8.58 at the end of 2009 to
$22.40 at the end of 2014. Additionally, we have paid $33 per share in dividends over the past five years ($53 per share

since our initial dividend payment in 2008). The $33 per share in dividends and the $13.82 increase in tangible book value
per share results in a total of $46.82 per share, which represents one measure of change in shareholder value during the
past five years. While tangible book value is a component of intrinsic value, the percentage of intrinsic value it represents
varies considerably between companies.

This analysis is comparable to another popular measure: total shareholder return (TSR), which takes into account both
cash returned to shareholders and change in stock price. For Diamond Hill, this equates to approximately 26% annualized
over the past five years. While the current stock price represents the market’s estimate of a company’s intrinsic value, a
premise of our investment philosophy is that price and intrinsic value often differ, sometimes substantially. Thus, we
believe the relevant measure of value creation, in addition to cash returned to shareholders, is the change in Diamond
Hill’s intrinsic value.

Executive Leadership

Our succession planning effort for the next generation of Diamond Hill Capital Management, Inc. executive leadership is
now complete with Chris Bingaman serving as President and Lisa Wesolek as Chief Operating Officer. With Jim Laird’s
retirement at year-end, Tom Line was promoted to the role of Chief Financial Officer. Jim continues on the Board of
Directors, and serves as our Corporate Secretary. Gary Young assumed Jim’s role as President of Diamond Hill Funds
and continues as our Chief Compliance Officer.

Our plan is for Chris to succeed me as Chief Executive Officer in January 2016. As I wrote in the Diamond Hill annual
shareholder letter in March 2011, I intend to continue to serve as a portfolio manager. In addition, it is expected that I
will succeed Don Shackelford as Board Chairman this year when his term expires.

The Next Five Years

During the next five years, and always, our top priority is to meet our fiduciary duty to clients. Adding value to our clients’
portfolios is imperative for retaining and growing our client base. Secondly, adding new strategies that fit well with our
existing strategies is something we will consider. Over the past few years, we have expanded our research effort to include
more international companies. A deeper understanding of non-U.S. based companies not only allows us to be better
investors, but also may lead to a global strategy in the future. Our commitment to an intrinsic value-based investment
philosophy, long-term perspective, disciplined approach, and alignment with our clients’ interests remains unchanged, as
it has since our firm’s inception.

Since the low point in March of 2009, the S&P 500 Index has tripled, outpacing economic growth over the same period.
As a result, we believe equity market returns will be modest over the next five years, which certainly impacts our growth
in revenues and profits.

Finally, our Beacon Hill subsidiary reached profitability last year, and we expect continued growth in their business.
Additional tangential business opportunities are possible, but only when we believe that such opportunities would increase
the intrinsic value of our entire firm.

We are a financially strong, well-positioned firm operating in a very competitive industry. While I would not want us to
underestimate the various challenges, I believe that we will continue to build upon our past successes and to reward clients,
shareholders, and associates accordingly. I thank our Board of Directors, and a special thanks to outgoing Board Chairman
Don Shackelford, who like his predecessor David Meuse, provided me excellent counsel and support.

Sincerely,

R. H. Dillon
Chief Executive Officer

Diamond Hill Investment Group, Inc.
325 John H. McConnell Boulevard, Suite 200
Columbus, Ohio 43215

March 12, 2015

Dear Shareholders:

We cordially invite you to attend the 2015 Annual Meeting of Shareholders of Diamond Hill Investment Group, Inc. to be held
at 325 John H. McConnell Blvd., Columbus, Ohio 43215, on Wednesday, April 29, 2015, at 10:00 a.m. Eastern Daylight Saving
Time.

The attached Notice of Annual Meeting and Proxy Statement describe the formal business to be transacted at the meeting. During
the meeting, we will also report on our operations and our directors and officers will be present to respond to any appropriate
questions you may have. On behalf of the Board of Directors, we urge you to sign, date and return the enclosed proxy
card as soon as possible, even if you currently plan to attend the Annual Meeting. This will not prevent you from voting in
person, but will ensure that your vote is counted if you are unable to attend the Annual Meeting. Your vote is important, regardless
of the number of shares you own.

Sincerely,

R. H. Dillon
Chief Executive Officer

Diamond Hill Investment Group, Inc.
325 John H. McConnell Boulevard, Suite 200, Columbus, Ohio 43215

NOTICE OF ANNUAL MEETING OF SHAREHOLDERS
TO BE HELD ON APRIL 29, 2015

Notice is hereby given that the 2015 Annual Meeting of Shareholders (the “Annual Meeting”) of Diamond Hill Investment
Group, Inc. (the “Company”), will be held at 325 John H. McConnell Blvd., Columbus, Ohio 43215, on Wednesday, April 29,
2015, at 10:00 a.m. Eastern Daylight Saving Time to consider and act upon the following matters:

the election of six directors to serve on the Company’s Board of Directors until the Company’s 2016
Annual Meeting of Shareholders and until their successors have been duly elected and qualified;
the ratification of the appointment of KPMG LLP as the Company’s independent registered public
accounting firm for the fiscal year ending December 31, 2015;
a non-binding, advisory resolution to approve the compensation of the Company’s named executive
officers;
such other business as may properly come before the Annual Meeting or any adjournment thereof.

Action may be taken on the foregoing proposals at the Annual Meeting or at any adjournment of the Annual Meeting. The Board
of Directors has fixed the close of business on March 5, 2015, as the record date for determination of the shareholders entitled
to vote at the Annual Meeting and any adjournments thereof. Please complete, sign and date the enclosed form of proxy, which
is solicited by the Company’s Board of Directors, and mail it promptly in the enclosed envelope. Alternatively, you may vote
by phone or electronically over the Internet in accordance with the instructions on the enclosed proxy. Returning the enclosed
proxy card, or transmitting voting instructions electronically through the Internet or by telephone, does not affect your right to
vote in person at the Annual Meeting. If you attend the Annual Meeting, you may revoke your proxy and vote in person if your
shares are registered in your name.

PROMPTLY RETURNING YOUR PROXY WILL SAVE THE COMPANY THE EXPENSE OF MAKING FURTHER
REQUESTS FOR PROXIES IN ORDER TO OBTAIN A QUORUM. WHETHER OR NOT YOU PLAN TO ATTEND
THE ANNUAL MEETING, PLEASE COMPLETE, SIGN, DATE AND RETURN THE ENCLOSED PROXY CARD
IN THE ENCLOSED POSTAGE-PAID ENVELOPE. ALTERNATIVELY, REFER TO THE INSTRUCTIONS ON THE
PROXY CARD TO TRANSMIT YOUR VOTING INSTRUCTIONS VIA THE INTERNET OR BY TELEPHONE.

By order of the Board of Directors,

James F. Laird
Secretary

Columbus, Ohio
March 12, 2015

IMPORTANT NOTICE REGARDING THE AVAILABILITY OF PROXY MATERIALS FOR THE
ANNUAL MEETING OF SHAREHOLDERS TO BE HELD ON APRIL 29, 2015:
The Proxy Statement and the Company’s 2014 Annual Report to Shareholders are available without charge at the
following location:
http://www.diamond-hill.com/proxy

Diamond Hill Investment Group, Inc.
325 John H. McConnell Boulevard, Suite 200
Columbus, Ohio 43215

PROXY STATEMENT
FOR THE ANNUAL MEETING OF SHAREHOLDERS OF
DIAMOND HILL INVESTMENT GROUP, INC.
TO BE HELD ON APRIL 29, 2015

This Proxy Statement is being furnished to the shareholders of Diamond Hill Investment Group, Inc., an Ohio corporation (the
“Company”, “we”, “us” or “our”), in connection with the solicitation of proxies by our Board of Directors (the “Board”) for use
at our 2015 Annual Meeting of Shareholders (the “Annual Meeting”) to be held on April 29, 2015, and any adjournment thereof.
A copy of the Notice of Annual Meeting accompanies this Proxy Statement. This Proxy Statement and the enclosed proxy are
first being mailed to shareholders on or about March 12, 2015. Only our shareholders of record at the close of business on
March 5, 2015, the record date for the Annual Meeting, are entitled to notice of, and to vote at, the Annual Meeting.

The purposes of this Annual Meeting are:

To elect six directors to serve on our Board until our 2016 Annual Meeting of Shareholders and until their
successors have been duly elected and qualified;

To consider and vote upon a proposal to ratify the appointment of KPMG LLP (“KPMG”) as our independent
registered public accounting firm for the fiscal year ending December 31, 2015;

To consider and vote upon a non-binding, advisory resolution to approve the compensation of our named
executive officers; and

To transact such other business that may properly come before the Annual Meeting or any adjournment
thereof.

Those common shares represented by (i) properly signed proxy cards received by us prior to the Annual Meeting or (ii) properly
authenticated voting instructions recorded electronically over the Internet or by telephone prior to 11:59 p.m. Eastern Daylight
Saving Time on April 28, 2015 and, in each case, that are not revoked, will be voted at the Annual Meeting as directed by the
shareholders. If a shareholder submits a valid proxy and does not specify how the common shares should be voted, they
will be voted as recommended by the Board. The proxy holders will use their best judgment regarding any other matters that
may properly come before the Annual Meeting.

TABLE OF CONTENTS

Section
QUESTIONS AND ANSWERS ABOUT THE ANNUAL MEETING AND VOTING
PROCEDURAL MATTERS
SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT
SECTION 16(A) BENEFICIAL OWNERSHIP REPORTING COMPLIANCE
PROPOSAL 1 — ELECTION OF DIRECTORS

DIRECTOR INDEPENDENCE
THE NOMINEES
THE BOARD OF DIRECTORS AND COMMITTEES
COMPENSATION OF DIRECTORS
CORPORATE GOVERNANCE
EXECUTIVE OFFICERS AND COMPENSATION INFORMATION

COMPENSATION DISCUSSION AND ANALYSIS
STOCK OWNERSHIP GUIDELINES
SUMMARY COMPENSATION TABLE
GRANTS OF PLAN BASED AWARDS FOR 2014
OUTSTANDING EQUITY AWARDS AT DECEMBER 31, 2014
OPTION EXERCISES AND STOCK VESTED FOR 2014
PENSION PLANS AND NON-QUALIFIED DEFERRED COMPENSATION
EMPLOYMENT AGREEMENTS
COMPENSATION COMMITTEE REPORT

PROPOSAL 2 — RATIFICATION OF THE APPOINTMENT OF INDEPENDENT

REGISTERED PUBLIC ACCOUNTING FIRM

AUDIT COMMITTEE REPORT

PROPOSAL 3 — ADVISORY VOTE ON THE COMPENSATION OF THE COMPANY’S

NAMED EXECUTIVE OFFICERS

ADDITIONAL INFORMATION

SHAREHOLDER COMMUNICATIONS WITH THE BOARD OF DIRECTORS
SHAREHOLDER PROPOSALS FOR 2016 ANNUAL MEETING
SHAREHOLDERS SHARING THE SAME ADDRESS
OTHER BUSINESS

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QUESTIONS AND ANSWERS ABOUT THE ANNUAL MEETING AND VOTING

When and where will the Annual Meeting take place?

The Annual Meeting will be held at 325 John H. McConnell Blvd., Columbus, Ohio 43215, on Wednesday, April 29, 2015,
at 10:00 a.m. Eastern Daylight Saving Time. You may also listen live to the Annual Meeting via audio conference by calling
1-888-517-2458, and using passcode 8418 969# when prompted.

What may I vote on?

At the Annual Meeting, you will be asked to consider and vote upon: (i) the election of six directors to serve on the Board
until our 2016 Annual Meeting of Shareholders; (ii) the ratification of the appointment of KPMG LLP as our independent
registered public accounting firm for the fiscal year ending December 31, 2015; and (iii) a non-binding, advisory resolution
to approve the compensation of our named executive officers.

What do I need to do now?

After carefully reading this Proxy Statement, indicate on the enclosed proxy card how you want your shares to be voted and
sign and mail the proxy card promptly in the enclosed envelope. Alternatively, you may vote by phone or over the Internet
in accordance with the instructions on your proxy card. The deadline for transmitting voting instructions over the Internet
or telephonically is 11:59 p.m. Eastern Daylight Saving Time on Tuesday, April 28, 2015. If you vote by phone or over the
Internet you do not need to return a proxy card. You should be aware that if you vote over the Internet or by phone, you may
incur costs associated with electronic access, such as usage charges from Internet service providers and telephone companies.

What does it mean if I get more than one proxy card?

If your shares are registered in more than one account, you will receive more than one proxy card. If you intend to vote by
mail, sign, date and return all proxy cards to ensure that all your shares are voted. If you are a record holder and intend to
vote by telephone or over the Internet, you must do so for each individual proxy card you receive.

What is the difference between holding shares as a shareholder of record and as a beneficial owner?

Many shareholders are beneficial owners, meaning they hold their shares in “street name” through a broker, bank or other
nominee. As summarized below, there are some distinctions between shares held of record and those owned beneficially.

Shareholder of Record. For shares registered directly in your name with our transfer agent, you are considered the shareholder
of record and we are sending this Proxy Statement and related materials directly to you. As a shareholder of record, you have
the right to vote in person at the Annual Meeting or you may grant your proxy directly to the Board’s designees by completing,
signing and returning the enclosed proxy card, or transmitting your voting instructions over the Internet or by phone.

Beneficial Owner. For shares held in “street name,” you are considered the beneficial owner and this Proxy Statement and
related materials are being forwarded to you by your broker, bank or other nominee, who is the shareholder of record. As the
beneficial owner, you have the right to direct your broker or other nominee on how to vote your shares. Your broker or nominee
will provide you with information on the procedures you must follow to instruct them how to vote your shares or how to
revoke previously given voting instructions.

If my shares are held in “street name” by my broker, will my broker vote my shares for me?

Your broker will vote your shares in the manner you instruct, and you should follow the voting instructions your broker
provided to you. However, if you do not provide voting instructions to your broker, it may vote your shares in its discretion
on certain “routine” matters. The ratification of the appointment of KPMG as our independent registered public accounting
firm for the 2015 fiscal year is considered routine, and if you do not submit voting instructions, your broker may choose, in
its discretion, to vote or not vote your shares on the ratification. None of the other matters to be voted on at the Annual
Meeting are routine, and your broker may not vote your shares on those matters without your instructions.

May I revoke my proxy or change my vote after I have mailed a proxy card or voted electronically over the Internet
or by telephone?

Yes. You can change your vote at any time before your proxy is voted at the Annual Meeting. If you are the record holder
of the shares, you can do this in three ways:

•

send a written statement to James F. Laird, our Secretary, stating that you would like to revoke your proxy, which must
be received prior to the Annual Meeting;

send a newly signed and later-dated proxy card, which must be received prior to the Annual Meeting, or submit later-
dated electronic voting instructions over the Internet or by telephone no later than 11:59 p.m. Eastern Daylight Saving
Time on April 28, 2015; or

attend the Annual Meeting and revoke your proxy in person prior to the start of voting at the Annual Meeting or vote in
person at the Annual Meeting (attending the Annual Meeting will not, by itself, revoke your proxy or a prior Internet
or telephone vote).

If you are a beneficial owner, you may change your vote by submitting new voting instructions to your broker or nominee,
and you should review the instructions provided by your broker or nominee to determine the procedures you must follow.

Can I vote my shares in person at the Annual Meeting?

You may vote shares held of record in person at the Annual Meeting. If you choose to attend, please bring the enclosed proxy
card and a form of identification. If you are a beneficial owner and you wish to attend the Annual Meeting and vote in person,
you will need a signed proxy from your broker or other nominee giving you the right to vote your shares at the Annual Meeting
and a form of identification. To obtain directions to attend the Annual Meeting and vote in person, please call our office at
(614) 255-3333 or visit the Company’s website, http://www.diamond-hill.com/contact/.

How will my shares be voted if I submit a proxy without voting instructions?

If you submit a proxy and do not indicate how you want your shares voted, your proxy will be voted on the proposals as
recommended by the Board. The Board’s recommendations are set forth in this Proxy Statement.

Who can answer my questions about how I can submit or revoke my proxy or vote by phone or via the Internet?

If you are a record shareholder and have more questions about how to submit your proxy, please call Tom Line, the Company’s
Chief Financial Officer, at (614) 255-3333. If you are a beneficial owner, you should contact your broker or other nominee
to determine the procedures you must follow.

Record Date

PROCEDURAL MATTERS

Only our shareholders of record at the close of business on March 5, 2015, the record date, will be entitled to vote at the Annual Meeting.
As of the record date, there were 3,340,753 of our common shares outstanding and entitled to vote at the Annual Meeting.

Proxy

Your shares will be voted at the Annual Meeting as you direct on your signed proxy card or in your telephonic or Internet voting
instructions. If you submit a proxy card without voting instructions, it will be voted as recommended by the Board. These
recommendations are set forth in this Proxy Statement. The duly appointed proxy holders will vote in their discretion on any other
matters that may properly come before the Annual Meeting.

Voting

Each outstanding share may cast one vote on each separate matter of business properly brought before the Annual Meeting. If you
hold shares in street name, we encourage you to instruct your broker or other nominee as to how to vote your shares.

A shareholder voting in the election of directors may cumulate such shareholder’s votes and give one candidate a number of votes
equal to (i) the number of directors to be elected (six), multiplied by (ii) the number of shares held by the shareholder, or may distribute
such shareholder’s total votes among as many candidates as the shareholder may select. However, no shareholder will be entitled to
cumulate votes unless the candidate’s name has been placed in nomination prior to voting and a shareholder has given us notice at least
48 hours prior to the Annual Meeting of the intention to cumulate votes. The proxies the Board is soliciting include the discretionary
authority to cumulate votes. If cumulative voting occurs at the Annual Meeting, the proxies intend to vote the shares represented by
proxy in a manner to elect as many of the six director nominees as possible. Cumulative voting only applies to the election of directors.

Director elections. The affirmative vote of the holders of a plurality of the shares present at the Annual Meeting, in person or by proxy,
and entitled to vote is required for the election of directors. The six nominees receiving the most votes will be elected.

Ratification of selection of KPMG. The affirmative vote of a majority of the shares present at the Annual Meeting, in person or by
proxy, and entitled to vote on the proposal is required to ratify the selection of KPMG as the Company’s independent registered public
accounting firm for fiscal year 2015.

Advisory approval of named executive officer compensation. The affirmative vote of a majority of the shares present at the Annual
Meeting, in person or by proxy, and entitled to vote on the proposal is required for shareholder advisory approval of the compensation
of the Company’s named executive officers.

Effect of broker non-votes and abstentions. Under the applicable regulations of the Securities and Exchange Commission (the “SEC”)
and the rules of exchanges and other self-regulatory organizations of which the brokers are members, brokers who hold common shares
in street name may sign and submit proxies and may vote our common shares on certain “routine” matters. The ratification of KPMG
is considered routine. Brokers may not vote street name shares on other matters without specific instructions from the customer who
owns the shares. Proxies that are signed and submitted by brokers that have not been voted on certain matters are referred to as “broker
non-votes.”

Under applicable stock exchange rules, brokers are not permitted to vote without instruction in the election of directors. In addition,
SEC regulations prohibit brokers from voting without customer instruction on the approval of named executive officer compensation.
Neither broker non-votes nor abstentions will have any effect on the election of directors. Abstentions will have the same effect as a
vote against the ratification of the appointment of KPMG and the advisory approval of named executive officer compensation; although,
broker non-votes will have no effect on those proposals.

Quorum

Business can be conducted at the Annual Meeting only if a quorum, consisting of at least the holders of a majority of our outstanding
shares entitled to vote, is present, either in person or by proxy. Abstentions and broker non-votes will be counted toward establishing
a quorum. If a quorum is not present at the time the Annual Meeting is convened, a majority of the shares represented in person or by
proxy may adjourn the Annual Meeting to a later date and time, without notice other than announcement at the Annual Meeting. At
any such adjournment of the Annual Meeting at which a quorum is present, any business may be transacted which might have been
transacted at the Annual Meeting as originally called.

Solicitation; Expenses

We will pay all expenses of the Board’s solicitation of the proxies for the Annual Meeting, including the cost of preparing, assembling
and mailing the Notice, form of proxy and Proxy Statement, postage for return envelopes, the handling and expenses for tabulation of
proxies received, and charges of brokerage houses and other institutions, nominees or fiduciaries for forwarding such documents to
beneficial owners. We will not pay any electronic access charges associated with Internet or telephonic voting incurred by a shareholder.
We may solicit proxies in person or by telephone, facsimile or e-mail, and our officers, directors and employees may also assist with
solicitation, but will receive no additional compensation for doing so.

No person is authorized to give any information or to make any representation not contained in this Proxy Statement, and you should
not rely on any such information or representation. This Proxy Statement does not constitute the solicitation of a proxy in any jurisdiction
from any person to whom it is unlawful to make such proxy solicitation in such jurisdiction. The delivery of this Proxy Statement
shall not, under any circumstances, imply that there has not been any change in the information set forth herein since the date of this
Proxy Statement.

Requests for Proxy Statement and Annual Report on Form 10-K; Internet Availability

Our Annual Report on Form 10-K for the year ended December 31, 2014, including audited consolidated financial statements,
accompanies this Proxy Statement but is not a part of the proxy solicitation material. We are delivering a single copy of this Proxy
Statement and the Form 10-K to multiple shareholders sharing an address unless we have received instructions from one or more of
the shareholders to the contrary. We will promptly deliver a separate copy of the Proxy Statement and/or Form 10-K, at no charge,
upon receipt of a written or oral request by a record shareholder at a shared address to which a single copy of the documents was
delivered. Written or oral requests for a separate copy of the documents, or to provide instructions for delivery of documents in the
future, may be directed to James F. Laird, Secretary of the Company, at 325 John H. McConnell Boulevard, Suite 200, Columbus,
Ohio 43215 or by phone at (614) 255-3333. Additionally, this Proxy Statement and our Annual Report on Form 10-K are available
on the internet free of charge at: http://www.diamond-hill.com/proxy.

SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT

The following table sets forth beneficial ownership of our common shares as of the record date, March 5, 2015, by (a) all persons
known by us to own beneficially five percent or more of the Company’s outstanding shares, (b) each director and director
nominee, (c) our Chief Executive Officer, President, Chief Financial Officer, and Chief Operating Officer, and (d) all of our
executive officers, directors, and nominees as a group. Although not required, we have voluntarily disclosed all common shares
beneficially owned by all other employees of the Company, excluding the executive officers. Unless otherwise indicated, the
named persons exercise sole voting and dispositive power over the shares listed. None of the named persons have any outstanding
options, and none of the named persons has pledged any common shares of the Company as security.

Name of Beneficial Owner
Christopher M. Bingaman
R. H. Dillon

Randolph J. Fortener

Thomas E. Line

James F. Laird

Paul A. Reeder III

Donald B. Shackelford

Bradley C. Shoup

Frances A. Skinner

Lisa M. Wesolek

Directors, nominees, and executive officers as a group (10 persons)

All other employees of the Company (110 persons)

5% Beneficial Owners
Royce & Associates, LLC(4)
BlackRock, Inc.(5)

Amount and Nature
of Beneficial
Ownership

Percent of
Class(1)

25,101 (2)
300,419 (2)
6,000
1,933 (2)
83,342 (2)
—

11,705

6,000

6,935
29,630 (2)
471,065
529,590 (3)

229,596

186,574

9.0%

2.5%

14.1%

15.9%

6.2%

5.7%

(2)

(1) Beneficial ownership of less than one percent is represented by an asterisk (*). The percent of class is based upon (a) the
number of shares beneficially owned by the named person, divided by (b) the total number of shares that are issued and
outstanding as of March 5, 2015 (3,340,753 shares).
Includes 2,680 shares, 3,149 shares, 3,530 shares, 170 shares, and 887 shares for Mr. Bingaman, Mr. Dillon, Mr. Laird, Mr.
Line, and Ms. Wesolek, respectively, that are held in the Company’s 401(k) plan, over which the Trustee of the 401(k) Plan
possess the voting power and which are subject to restrictions on the power to dispose of these shares.
Includes all employees of Diamond Hill Investment Group, Inc. and its subsidiaries as of March 5, 2015, excluding executive
officers and agent employees. Each employee has sole voting power. Certain shares are subject to restrictions on the power
to dispose of the shares. The employees do not constitute a Group as defined by Rule 13d-1 of the Exchange Act. Includes
63,710 shares held in the Company’s 401(k) plan, over which the Trustees of the 401(k) Plan possess the voting power and
which are subject to restrictions on the power to dispose of these shares.

(3)

(4)

The address for Royce & Associates, LLC is 745 Fifth Avenue, New York, NY 10151. Based on information contained in
a Schedule 13G/A filed with the SEC on January 8, 2015, by Royce & Associates, Inc. In this Schedule 13G/A, Royce &
Associates, Inc. reported sole voting power and sole dispositive power over 229,596 shares on its own behalf.

(5) The address for BlackRock, Inc. is 40 East 52nd Street, New York, NY 10022. Based on information contained in a Schedule
13G/A filed with the SEC on February 2, 2015, by BlackRock, Inc. In this Schedule 13G/A, BlackRock, Inc. reported sole
voting power over 181,945 shares and sole dispositive power over 186,574 shares on behalf of the following subsidiaries:
BlackRock Institutional Trust Company, N.A., BlackRock Fund Advisors, BlackRock Asset Management Canada Limited,
BlackRock Advisors, LLC, and BlackRock Investment Management, LLC.

SECTION 16(A) BENEFICIAL OWNERSHIP REPORTING COMPLIANCE

Section 16(a) of the Exchange Act requires executive officers and directors, and persons who beneficially own more than ten
percent of the Company’s shares (the "Reporting Persons"), to file with the SEC initial reports of ownership on Form 3 and
reports of changes in ownership on Form 4 and Form 5. Reporting Persons are required by SEC regulations to furnish to the
Company copies of all Section 16(a) reports they file with the SEC. Based solely upon a review of the Forms 3, 4 and 5
furnished to the Company and statements made by Reporting Persons that no other Section 16(a) reports were required to be
filed by them, we believe that the Reporting Persons complied with all filing requirements applicable to them with respect to
transactions during the fiscal year ended December 31, 2014, except that each of Ms. Wesolek, and Messrs. Bingaman and
Laird filed one Form 4 late.

PROPOSAL 1 — ELECTION OF DIRECTORS

The Board guides the strategic direction of the Company and oversees its management. All of our directors are elected annually.
Donald B. Shackelford, who has served as a director of the Company since 2005 and is the Chairman of the Board, is retiring
from the Board at the Annual Meeting and, therefore, has not been renominated. The Board would like to thank Mr. Shackelford
for his dedicated service to the Company. Upon recommendation of the Nominating and Governance Committee, the Board has
nominated Paul A. Reeder, III for election as a new director of the Company. Mr. Reeder was recommended for nomination by
Mr. Dillon, the CEO, who has known Mr. Reeder for more than 20 years.

Pursuant to the recommendation of the Nominating and Governance Committee, the Board has nominated the six nominees
listed below for election, all of whom, with the exception of Mr. Reeder, are incumbents, to hold office until the next annual
meeting of shareholders and until their respective successors are elected and qualified. If any nominee becomes unable or
unwilling to serve between the date of this proxy statement and the Meeting, proxies will be voted FOR the election of a
replacement recommended by the Nominating and Governance Committee and approved by the Board.

Director Independence

The Board has determined that, with the exception of Mr. Dillon and Mr. Laird, all of our current and nominees are independent
under the rules and independence standards of The NASDAQ Stock Market (“NASDAQ”), as well as applicable SEC
requirements. There are no family relationships among our directors and executive officers.

The Nominees

The Board has determined that all of our director nominees are qualified to serve as directors of the Company. In addition to
the specific business experience listed below, each of our director nominees has the tangible and intangible skills and attributes
that we believe are required to be an effective director of the Company, including experience at senior levels in areas of expertise
helpful to the Company, a willingness and commitment to assume the responsibilities required of a director, and the character
and integrity we expect of our directors. The specific qualifications of each individual nominee are set forth under his or her
name below.

R. H. Dillon, CFA, age 58, has been a director of the Company since 2001, and the CEO of the Company since 2000. Prior to
joining the firm in 2000, Mr. Dillon had been employed as a portfolio manager by Loomis, Sayles & Company since 1997. Mr.
Dillon has over 30 years of experience in the investment management industry.

Mr. Dillon received his BS and MA from The Ohio State University and his MBA from University of Dayton. Mr. Dillon also
holds the Chartered Financial Analyst designation.

The Board believes that Mr. Dillon’s qualifications to serve on the Board include his 14 years of experience as CEO and a
Portfolio Manager of the Company, his in depth knowledge and involvement in our operations and his more than 30 years of
experience as an investment professional.

Randolph J. Fortener, age 61, has been an independent director of the Company since 2013, is the chair of the Audit Committee,
and serves on the Nominating and Governance Committee and the Compensation Committee. Mr. Fortener is currently the
CEO of Cozzins Road Capital, a private investment firm, since 2014. As CEO of Cozzins Road Capital, Mr. Fortner directs all
investment and acquisition activity for the company. Prior to that Mr. Fortener worked at the Crane Group, a private holding
and management company, based in Columbus, Ohio, from 1990 to 2014 and served as the president of Crane Investment

Company, from 2007 to 2014. Prior to joining the Crane Group, Mr. Fortener was a partner at Deloitte & Touche LLP, a big
four accounting firm, providing services to investment banking firms. Mr. Fortener also specialized in estate and tax planning
for privately held businesses while with Deloitte. Mr. Fortener has over 35 years of business experience, with an emphasis on
corporate acquisitions and investments.

Mr. Fortener has served on numerous boards and has served as chairman of many. Currently, Mr. Fortener is an appointed board
member of the Columbus Metropolitan Library and serves on the board of The Breathing Association.

Mr. Fortener received a BS in accounting from The University of Findlay and an MBA in finance from the University of Dayton
and is a Certified Public Accountant (inactive).

Mr. Fortener’s qualifications to serve on the Board include his substantial experience in accounting and financial matters,
including his significant experience as a certified public accountant and his experience on other corporate boards.

James F. Laird, CPA, age 58, has been a director of the Company since 2011 and the Secretary since 2001 and served as the
Chief Financial Officer and Treasurer of the Company and President of Diamond Hill Funds from 2001 to 2014. Mr. Laird
retired from Diamond Hill (and his positions of Chief Financial Officer and Treasurer) effective December 31, 2014. Prior to
joining the firm in 2001, Mr. Laird was employed as a Senior Vice President for Villanova Capital since 1999 and Vice President
and General Manager for Nationwide Advisory Services, Inc. from 1995 to 1999. Mr. Laird has over 25 years of experience in
the investment management industry.

Mr. Laird received his BS in Accounting from The Ohio State University, is a Certified Public Accountant, and previously held
the Series 7, 24, 26, 27 and 63 securities licenses with the Financial Industry Regulatory Authority.

Mr. Laird’s qualifications to serve on the Board include his 13 years of experience as CFO of the Company, his in depth knowledge
and involvement in our operations and his more than 25 years of experience in the financial, operational, administrative, and
distribution aspects of the investment management industry.

Paul A. Reeder, III, age 53, is up for election as a new director of the Company. Mr. Reeder has been the President of PAR
Capital Management, a private investment management firm, since 1990.

Mr. Reeder received his BA from Oberlin College and his Master’s degree from the Sloan School of Management at MIT.

Mr. Reeder’s qualifications to serve on the Board include his substantial experience of over 30 years in the investment management
industry as an analyst, portfolio manager, and a principal executive of a private investment partnership.

Bradley C. Shoup, age 56, has been an independent director of the Company since 2012, is the chair of the Nominating and
Governance Committee, and serves on the Audit and Compensation Committees. Mr. Shoup has been Partner at Falcon Fund
Management Ltd., since 2013. From 2011 to 2013, Mr. Shoup was Managing Director of Cox Partners, Inc. From 2007 to 2011,
Mr. Shoup was Chief Investment Officer of Armstrong Equity Partners LP.

Mr. Shoup received his BS in Civil Engineering with Distinction from the University of Kansas and his Master’s degree from
the Sloan School of Management at MIT.

Mr. Shoup’s qualifications to serve on the Board include over 20 years of experience in the investment management industry.

Frances A. Skinner, CFA, CPA, age 50, has been an independent director of the Company since 2010, is the chair of the
Compensation Committee, and serves on the Audit Committee and the Nominating and Governance Committee. Ms. Skinner
has been a partner with AUM Partners, LLC, a management consulting firm specializing in the investment management industry,
since 2009. Prior to joining AUM Partners, she was a principal with Focus Consulting Group, Inc. from 2003 to 2009. Ms.
Skinner also spent 16 years at Allstate Investments, LLC, where she worked on developing compensation and incentive programs
for investment professionals. Ms. Skinner has over 25 years of experience in the areas of investment management, finance and
consulting. She is a co-author of the book High Performing Investment Teams (Wiley, 2006).

Ms. Skinner received her BA from St. Xavier University and her MBA from the University of Illinois – Chicago. Ms. Skinner
also holds the Chartered Financial Analyst designation and is a Certified Public Accountant.

Ms. Skinner’s qualifications to serve on the Board include her significant experience in the global investment management
industry and experience in developing and consulting on matters of leadership, teamwork, performance evaluation, and
compensation practices.

THE BOARD UNANIMOUSLY RECOMMENDS THAT YOU VOTE FOR THE ELECTION OF R. H. DILLON,
RANDY J. FORTENER, JAMES F. LAIRD, PAUL A. REEDER, III, BRADLEY C. SHOUP, AND FRANCES A.
SKINNER AS DIRECTORS OF THE COMPANY.

THE BOARD OF DIRECTORS AND COMMITTEES

The Board held a total of four meetings during the year ended December 31, 2014. Each director attended all of the combined
total number of meetings of the Board and its committees of which he or she was a member. Consistent with our Corporate
Governance Guidelines, the independent directors met in executive session at all of the regularly scheduled Board meetings in
2014. Our Corporate Governance Guidelines provide that all directors are expected to attend each annual meeting of shareholders.
All of our then incumbent directors attended our 2014 Annual Meeting of Shareholders.

Corporate Governance

The Board has three standing committees: the Audit Committee, the Compensation Committee, and the Nominating and
Governance Committee. The Board has adopted a written charter for each Committee. Current copies of each committee charter
and our Corporate Governance Guidelines are available at our website, ir.diamond-hill.com, under the heading “Corporate
Governance” on the right hand side of the site.

Pursuant to rules promulgated under the Sarbanes-Oxley Act of 2002, the Board has adopted a Code of Ethics for Principal
Executive and Senior Financial Officers. This code is intended to deter wrongdoing and promote honest and ethical conduct,
full, timely and accurate reporting, compliance with laws, and accountability for adherence to the code, including internal
reporting of code violations.

We also have a Code of Business Conduct and Ethics that is applicable to all of our employees and directors, a copy of which
was filed as an exhibit to our Annual Report on Form 10-K filed with the SEC on March 13, 2009. It is our policy to require
all employees to participate annually in continuing education and training relating to the Code of Business Conduct and Code
of Ethics.

We also have established a policy prohibiting our officers, directors, and employees from purchasing or selling shares of the
Company while in possession of material, nonpublic information, or otherwise using such information for their personal benefit
or in any manner that would violate applicable laws and regulations. The policy also prohibits all employees and directors from
purchasing or selling any derivative arrangement related to securities of the Company or engaging in any speculative, short
selling, or hedging activities related to securities of the Company that may have a similar economic effect.

Audit Committee

Mr. Fortener, Mr. Shoup, and Ms. Skinner serve on the Audit Committee, which met four times during 2014. Mr. Fortener serves
as the Chair of the Audit Committee. The Board has determined that each of these committee members meets the independence
and financial literacy rules and standards of the SEC and NASDAQ. The Board also has concluded that each of Mr. Fortener,
Mr. Shoup, and Ms. Skinner meets the criteria for an audit committee financial expert as established by the SEC.

The primary purpose of the Audit Committee is to assist the Board in fulfilling its oversight responsibilities with respect to (1)
the retention of our independent registered public accounting firm, including appointing and overseeing the terms of its
engagement and its performance, qualifications and independence, and (2) the integrity of our financial statements, other financial
information provided to shareholders, and our internal control structure. The Audit Committee also reviews all related person
transactions for potential conflicts of interest on an ongoing basis and all such transactions must be approved by the Audit
Committee. Additional information on the approval of related person transactions is available under the heading “Certain
Relationships and Related Person Transactions” below. The report of the Audit Committee appears below the heading “AUDIT
COMMITTEE REPORT.”

Compensation Committee

Mr. Fortener, Mr. Shoup, and Ms. Skinner serve on the Compensation Committee, which met twice during 2014. Ms. Skinner
serves as the Chair of the Compensation Committee. The Board has determined that each of these committee members meets
the independence criteria of the SEC and NASDAQ.

The primary purpose of the Compensation Committee is to review and approve the Company’s executive compensation policies,
evaluate the performance of our executive officers in light of corporate goals and objectives approved by the Compensation
Committee, approve the annual salary, bonus, stock grants and other benefits, direct and indirect, of our executive officers and
other senior employees, make recommendations to the full Board with respect to incentive-compensation plans and equity-based
plans and determine director and committee member/chair compensation for non-employee directors. The Compensation
Committee also administers our equity and other incentive plans. The Compensation Committee has delegated to management
the ability to make stock grants to our associates within specific parameters to align the interests of our shareholders and the
associate, to promote employee retention, and long-term employee ownership. A description of the Company’s processes and
procedures for the consideration and determination of executive officer compensation are discussed under the heading
“Compensation Discussion and Analysis” below.

Nominating and Governance Committee

Mr. Fortener, Mr. Shoup, and Ms. Skinner serve on the Nominating and Governance Committee, which met twice during 2014.
Mr. Shoup serves as the Chair of the Nominating and Governance Committee. The Board has determined that each of these
committee members meets the independence criteria of NASDAQ.

The primary purpose of the Nominating and Governance Committee is to maintain and cultivate the effectiveness of the Board
and oversee the Company’s governance policies. Among the committee’s responsibilities are Board and committee composition,
director qualifications, orientation and education, and Board evaluations. Members identify, evaluate, and nominate Board
candidates; review compliance with director stock ownership guidelines; and oversee procedures regarding shareholder
nominations and other communications to the Board. The Nominating and Governance Committee is also responsible for
monitoring compliance with and recommending any changes to the company’s Corporate Governance Guidelines. Additional
information regarding the committee’s activities can be found under the heading “Corporate Governance.”

Board Committee Membership

The following table summarizes the membership of the Board and each of its committees, and the number of times each met
during 2014. If Mr. Reeder is elected as a director it is expected that he will become a member of each of the below committees.

Director
R. H. Dillon
Randolph J. Fortener(1)
James F. Laird
Bradley C. Shoup(2)
Frances A. Skinner(3)
Number of Meetings in 2014

_________________________________

Audit

Compensation

Nominating and
Governance

Chair

Member

Chair

Member

(1) Mr. Fortener was appointed to the Compensation Committee in February 2014.
(2) Mr. Shoup was appointed Chair of the Nominating and Governance Committee in February 2014.
(3) Ms. Skinner was appointed to the Nominating and Governance Committee in February 2014.

Compensation of Directors

The Compensation Committee is responsible for periodically reviewing and recommending to the Board the compensation of
non-employee directors. At the discretion of the Board, directors are eligible to receive stock-based awards under the Diamond
Hill Investment Group, Inc. 2014 Equity and Cash Incentive Plan (the “2014 Plan”). The Compensation Committee has

determined that the use of long-term cliff vesting restricted stock awards as the sole compensation for our non-employee directors
is the most appropriate way to further align the interests of our directors with the long-term interests of our shareholders. These
restricted stock grants are intended to compensate the directors for a long-term period of time and are intended to fully compensate
directors for their services as directors and as members of committees of the Board. After the restricted stock grants vest, our
Corporate Governance Guidelines prohibit the shares from being sold while the director remains on the Board, except that shares
may be sold within the year the grants vest to pay taxes due as a result of the vesting.

The following table sets forth information regarding the compensation earned by, or paid to, directors who served on our Board
in 2014. Mr. Dillon and Mr. Laird, who are, or were, executive officers of the Company during 2014, do not receive separate
compensation for the director service and have been omitted from this table. As discussed above, existing directors received
no compensation during 2014.

Outstanding Stock Grants to Directors

The below table shows the amount of unvested restricted stock grants outstanding to existing directors as of December 31, 2014
and the service period covered by the grant.

Name

Randolph J. Fortener
Donald B. Shackelford(a)
Frances A. Skinner

Bradley C. Shoup

6,000
4,200

6,000

Shares
Granted

Service Period
Covered

Grant-Date
Fair Value

4/24/13 – 4/30/18
1/1/12 – 4/30/15
1/1/12 – 12/31/16

$452,940
$323,442
$462,060

Grant
Date
4/30/13
2/22/12
2/22/12

Vesting
Date
4/30/18
4/30/15
1/1/17

4/25/12 – 4/30/17

$454,140

4/25/12

4/30/17

_________________________________

(a) Intended to represent service from January 1, 2012 until his scheduled retirement.

Ownership and Retention Guidelines

Our Corporate Governance Guidelines generally prohibit shares granted to our directors as compensation from being sold while
the director remains on the Board. Therefore, we expect each non-employee director to hold for his or her entire term of service
on the Board all of our shares granted to the director as compensation, except for sales of shares to pay taxes as discussed above.

CORPORATE GOVERNANCE

The Nominating and Governance Committee has general oversight responsibility for assessment and recruitment of new director
candidates, as well as evaluation of director and board performance and oversight of our governance matters. The Committee
originally adopted Corporate Governance Guidelines on February 25, 2010 and reviews them annually. The most current version
of the Guidelines is available on our website, ir.diamond-hill.com, under “Corporate Governance” on the right hand side of the
site.

Board Leadership and Composition

We believe separating the roles of Chairman and CEO provides for a strong governance and oversight structure, and these roles
have been separate since 2000. Mr. Shackelford has served as independent non-executive chairman since 2011 and Mr. Dillon
has served as CEO since joining the Company in 2000. The Chairman approves Board agendas and schedules, chairs all executive
sessions of the independent directors, acts as the liaison between the independent directors and management, oversees the
information distributed in advance of Board meetings, is available to the Secretary to discuss and, as necessary, respond to
shareholder communications to the Board, and calls meetings of the directors. Mr. Dillon assumed the role of Vice Chairman
in 2014 and is expected to succeed Mr. Shackelford as Chairman of the Board when Mr. Shackelford retires coincident with the
2015 Annual Shareholder Meeting. As previously announced, Mr. Dillon expects to step down as CEO at the end of 2015. As
a result, the expected dual role of Chairman and CEO by Mr. Dillon would be temporary and related specifically to succession
transition.

Currently, four of our six directors, as well as the new nominee for election, are independent under NASDAQ standards. In
addition, the Nominating and Governance Committee, the Audit Committee, and the Compensation Committee are all currently
comprised entirely of independent directors, and following the Annual Meeting, will be reconstructed to remain so. Overall,
we believe that our Board structure is designed to foster critical oversight, good governance practices, and the interests of the
Company and its shareholders.

Among other things, the Corporate Governance Guidelines address term limits of each director. Although we have a 10 year
service limit for non-employee directors, the Guidelines authorize the Board to make exceptions to this limitation and permit
directors to serve for an additional year, and the Board has made such exceptions in the past.

Board’s Role in Risk Oversight

The Board’s role in our risk oversight process includes receiving regular reports from members of senior management on areas
of material risk to the Company, including client investment results, and operational, financial, legal, regulatory and strategic
risks. The Audit Committee is responsible for overseeing risks relating to our accounting matters, financial reporting and legal
and regulatory compliance. To satisfy these oversight responsibilities, the Audit Committee meets regularly with management
and the Company’s independent registered public accounting firm. The Compensation Committee is responsible for overseeing
risks relating to employment policies and our compensation and benefits programs. To satisfy these oversight responsibilities,
the Compensation Committee meets regularly with management to understand the implications of compensation decisions,
particularly the risks that our compensation policies pose to our finances and our relationship with employees.

Executive Leadership Team

During 2014, Mr. Christopher M. Bingaman was named President and Ms. Lisa Wesolek was named Chief Operating Officer.
As President, Mr. Bingaman is expected to succeed Mr. Dillon as Chief Executive Officer in January 2016. Effective January
1, 2015, Mr. Thomas Line was named Chief Financial Officer.

During 2014, the Company established an Executive Leadership Team and three divisional leadership teams. The members of
the Executive Leadership Team include Mr. Dillon, Mr. Bingaman, Mr. Line, and Ms. Wesolek. Members of the Executive
Leadership Team lead the three divisional leadership teams as indicated below:

Mr. Bingaman – Investment Leadership Team
Mr. Line – Administration Leadership Team
Ms. Wesolek – Distribution Leadership Team

The Company believes that the Executive Leadership Team and three divisional leadership teams is an appropriate and effective
organizational structure for the Company.

Director Orientation and Continuing Education and Development

When a new independent director joins the Board, the Company provides a formal orientation program for the purpose of
providing the new director with an understanding of our operations and financial condition. In addition, each director is expected
to maintain the necessary level of expertise to perform his or her responsibilities as a director. To assist the directors in maintaining
such level of expertise, we may, from time to time, offer continuing education programs in addition to briefings during Board
meetings relating to the competitive and industry environment and the Company’s goals and strategies.

Director Qualifications and the Nominations Process

The Nominating and Governance Committee believes that the nominees presented in this proxy statement would constitute a
Board with an appropriate level and diversity of experience, education, skills, and independence. The Nominating and
Governance Committee routinely considers the current composition of the Board, and whether changes should be made or
additional directors should be added to the Board.

The Nominating and Governance Committee supervises the nomination process for directors. It considers the performance,
independence, diversity, and other characteristics of our incumbent directors, including their willingness to serve, and any change
in their employment or other circumstances in considering their nomination each year. The Nominating and Governance
Committee also considers diversity of background and experience, as well as gender and other forms of diversity. We do not,

however, have any formal policy regarding diversity in identifying nominees for a directorship, but rather we consider it among
the various factors relevant to any particular nominee and the overall needs of the Board. In the event that a vacancy exists or
the Company decides to increase the size of the Board, the Nominating and Corporate Governance Committee will identify,
interview, examine, and make recommendations to the Board regarding appropriate candidates.

The Nominating and Governance Committee identifies potential candidates principally through suggestions from our directors
and senior management. The committee may also seek candidates through informal discussions with third parties. We have not
historically retained search firms to help identify director candidates and did not do so in identifying this year’s nominees.

In evaluating potential candidates, the Nominating and Governance Committee considers, among other factors, independence
from management, experience, expertise, commitment, diversity, number of other public company board and related committee
seats held, potential conflicts of interest, and the composition of the Board at the time of the assessment. All candidates for
nomination must:

•
•
•

•

demonstrate strong character and integrity;
have sufficient time to carry out their duties;
have experience at senior levels in areas of expertise helpful to the Company and consistent with the objective
of having a diverse and well-rounded Board; and
have the willingness and commitment to assume the responsibilities required of a director of the Company.

In addition, candidates expected to serve on the Audit Committee must meet independence and financial literacy qualifications
required by NASDAQ, the SEC, and other applicable laws and regulations. Candidates expected to serve on the Nominating
and Governance Committee and on the Compensation Committee must meet independence qualifications set out by NASDAQ.
The evaluation process of potential candidates also includes personal interviews and discussions with appropriate references.
Once the Nominating and Governance Committee has selected a candidate, it recommends the candidate to the full Board for
election if a vacancy occurs or is created by an increase in the size of the Board during the course of the year, or for nomination
if the director is to be first elected by our shareholders. All directors serve for one-year terms and must stand for reelection
annually.

The Nominating and Governance Committee does not currently have any specific policies regarding the consideration of director
candidates recommended by shareholders due to a historical absence of shareholder recommendations. The Nominating and
Governance Committee will consider shareholder recommendations for directors using the process and criteria set forth above.
In the future, the Nominating and Governance Committee may in its discretion adopt policies regarding the consideration of
director candidates recommended by shareholders. Shareholder recommendations for Board candidates must be directed in
writing to the Company at 325 John H. McConnell Boulevard, Suite 200, Columbus, Ohio 43215, Attention: Secretary, and
must include the candidate’s name, home and business contact information, detailed biographical data and qualifications,
information regarding any relationships between the candidate and us within the last three years, and evidence of the
recommending person’s ownership of our common shares.

Certain Relationships and Related Person Transactions

The Board recognizes that related person transactions present a heightened risk of conflicts of interest. We currently have no
related person transactions reportable pursuant to Item 404(a) of SEC Regulation S-K and have not had any such transactions
in the recent past. As such, we do not believe it is necessary to have a written policy specifically dealing with related person
transactions. The Audit Committee will review any potential related person transactions as they arise and are reported to the
Board or the Audit Committee, regardless of whether the transactions are reportable pursuant to Item 404. No such transactions
arose or were reviewed by the Audit Committee in 2014. For any related person transaction to be consummated or to continue,
the Audit Committee must approve or ratify the transaction.

Compensation Committee Interlocks and Insider Participation

The members of the Compensation Committee during 2014 were Mr. Fortener, Mr. Shoup and Ms. Skinner. No director who
served on the Compensation Committee during 2014 currently is, or during 2014 was, an officer, employee or former officer of
the Company or had any relationship during 2014 requiring disclosure by us under Item 404 of SEC Regulation S-K. During
2014, none of our executive officers served as a member of the board of directors or compensation committee of any other
company that has an executive officer serving as a member of our Board or Compensation Committee.

Executive Officers and Compensation Information

During 2014, R. H. Dillon, James F. Laird, Chris Bingaman and Lisa Wesolek were the Company’s only named executive
officers. Mr. Dillon and Mr. Laird’s experience is described above under the heading “PROPOSAL 1 – ELECTION OF
DIRECTORS.” Mr. Bingaman and Ms. Wesolek’s experience is described below. The Company had no executive officers other
than our named executive officers during 2014. Each named executive officer devotes his or her full time and effort to the affairs
of the Company.

Christopher M. Bingaman, age 49, has been the President of the Company since 2014 and also serves as a Portfolio Manager.
Mr. Bingaman joined Diamond Hill in 2001. From 1997 to March 2001, Mr. Bingaman was a Senior Equity Analyst for
Nationwide Insurance. In 1997, Mr. Bingaman was an Equity Analyst for Dillon Capital Management. From 1990 to 1997,
Mr. Bingaman held various positions at Fifth Third Bank, First Chicago NBD and NBD Bank. Mr. Bingaman has over 25 years
of experience in the investment management industry.

Mr. Bingaman received his BA in Finance from Hillsdale College (cum laude), and his Master of Business Administration from
the University of Notre Dame. Mr. Bingaman holds the Chartered Financial Analyst designation.

Lisa M. Wesolek, age 51, has been the Chief Operating Officer of the Company since 2014. Ms. Wesolek joined Diamond Hill
in 2012. From 2008 to 2010, Ms. Wesolek was Senior Vice President, National Sales Manager for the Asset Management Group
at Wells Fargo Funds Management. From 2005 to 2008, Ms. Wesolek was Managing Director and Head- Institutional Asset
Management at Evergreen Investments Management. From 2004 to 2005, Ms. Wesolek was Managing Director, West Region
Head for JP Morgan Asset Management. From 1994 to 2004, Ms. Wesolek was Managing Director for Banc One Investment
Advisors Corporation. Ms. Wesolek has over 20 years of experience in the investment management industry.

Ms. Wesolek received her BS in Finance from Franklin University and holds the Series 7, 24 and 63 securities licenses with the
Financial Industry Regulatory Authority.

Compensation Discussion and Analysis

In our Compensation Discussion and Analysis, we:

•

describe our compensation program objectives and how compensation for our named executive officers is
determined; and
explain the tables and disclosures that follow.

This Compensation Discussion and Analysis presents compensation information for the following individuals:

• R. H. Dillon, who served as Chief Executive Officer in 2014;
• Christopher M. Bingaman, who served as President in 2014;
•
• Lisa M. Wesolek, who served as Chief Operating Officer in 2014.

James F. Laird, who served as Chief Financial Officer, Secretary and Treasurer in 2014; and

Background

We are in the investment management industry. Human capital is the most important resource of companies in our industry.
Attracting and retaining employees can be more difficult in our industry than in others because of how heavily our industry
depends on the contributions of talented individuals. We have been able to attract and retain high-quality employees due to:

•
•
•
•

our investment-centric culture;
employee ownership in our business;
our central Ohio location; and
the nationally-competitive compensation we offer to our employees.

Compensation, which is a critical element in a business dependent on talented employees, has a particularly significant impact
on profitability in industries like ours that are not capital intensive. This requires a balancing of the economics between our
operating profit margin and rewarding the employees who generate our profits and produce investment results for our clients.
As of March 5, 2015, our employees and directors owned approximately 31% of the Company. In contrast, many competitor

firms are owned entirely by their employees and many publicly-traded asset managers are far less employee owned. Despite
our unique ownership structure given our industry, we believe that industry norms are helpful benchmarks for evaluating the
balancing effort.

At our 2014 Annual Meeting of Shareholders, we asked our shareholders to vote upon an advisory resolution to approve the
compensation of our executive officers. The compensation of our named executive officers was approved by 98% of the votes
cast on the matter. The Compensation Committee of the Board (the “Committee”) believes that the results of the advisory vote
on executive compensation are supportive of our previous compensation practices and of its overall judgment related to the
compensation practices of the Company and considered that endorsement in establishing the compensation awarded to our
executive officers for 2014.

Compensation Program Objectives

We seek to attract and retain people with integrity, intelligence and energy. All employees are paid a competitive base salary,
provided with competitive benefits and participate in an annual cash and equity incentive compensation program. The amount
of individual incentive awards is based on an assessment of individual performance, while the amount of the overall available
incentive pool is based on (i) investment results in client portfolios, (ii), overall firm operating results, (iii) market compensation
data, and (iv) the profitability of the firm compared to other investment management firms.

In addition to annual incentive compensation, upon commencing employment with the Company, most employees are awarded
equity grants as an incentive to their continued employment. Generally, these awards cliff vest after five years of employment
to promote employee retention and long-term employee ownership. The Company also seeks to increase employee ownership
because it believes such ownership encourages employees to act and think like owners. While compensation amounts differ
depending upon position, responsibilities, performance and competitive data, the Company seeks to reward all employees with
similar compensation components based on these objectives.

Rewards Based on Performance

Our primary business objective is to meet our fiduciary duty to clients. Specifically, our focus is on long-term, five-year
investment returns, with goals defined as rolling five-year periods in which client returns are sufficiently above relevant passive
benchmarks, rank in the top quartile of similar investment strategies, and exceed a sufficient absolute return for the risk associated
with the asset class. As it relates to our investment professionals, their compensation program is designed to reward performance
that supports these objectives. For those employees who are not a part of our investment team the compensation program varies,
but is based on rewarding individual performance that helps us meet our fiduciary duty to clients and shareholders. We seek to
fulfill our fiduciary duty to shareholders by managing the firm and its assets to increase shareholder value over time. Over the
past five years, our annualized total shareholder return was 26.0% compared to a 15.6% return for the Russell 2000 Index.

Compensation Setting Process

Role of the Compensation Committee. The Committee has the overall responsibility for evaluating and approving the structure,
operation and effectiveness of our compensation plans, policies and programs for all employees. The Committee consists of
Mr. Fortener, Mr. Shoup and Ms. Skinner. Ms. Skinner serves as the Chair. Each member of the Committee is an “outside
director” for purposes of Section 162(m) of the Internal Revenue Code (the “Code”), is a “non-employee director” for purposes
of Section 16(b) of the Securities Exchange Act of 1934, and meets NASDAQ independence requirements. The Committee is
specifically charged to:

•

review and approve the corporate goals and objectives relevant to the compensation of the CEO, to evaluate the
CEO’s performance in light of these goals and objectives, and, based on this evaluation, make recommendations
to the Board for the independent directors to approve the CEO’s compensation level (including any long-term
incentive or other compensation under any incentive-based or equity-based compensation plan);
review management’s recommendations and make recommendations to the Board with respect to director and
other non-CEO executive officer compensation; provided, however, that the Committee has full decision-making
authority with respect to compensation intended to be performance-based compensation within the meaning of
Section 162(m) of the Internal Revenue Code;
retain compensation consultants as it deems necessary to assist in its evaluation of director, CEO or other senior
executive compensation programs or arrangements. The Committee also has the authority to obtain advice and
assistance from internal or external legal, accounting or other advisors;

•

review management’s recommendations and make recommendations to the Board with respect to incentive-based
compensation and equity-based compensation plans and programs that are subject to Board approval, and that may
be applicable to all or any portion of the employees of the Company and/or its subsidiaries; and
exercise all power and authority of the Board in the administration of equity-based incentive compensation plans.

The Committee considers the sum of all pay elements when reviewing annual compensation recommendations for the named
executive officers. Although the framework for compensation decision-making is tied to the Company’s overall financial
performance and the creation of long-term shareholder value, the Committee retains the discretion to make recommendations
to the Board for the independent directors to approve individual compensation based on other performance factors, such as
demonstrated management and leadership capabilities and the achievement of certain investment results for client accounts and
other strategic operating results.

Role of Management. The Company’s CEO evaluates the President, CFO and COO as part of our annual review process and
makes recommendations to the Committee regarding all elements of executive compensation paid to them. Changes in executive
compensation proposed by the CEO are based on the individual’s performance, the compensation of individuals with comparable
responsibilities in competing or similar organizations, and the profitability of the Company. At the Committee’s request,
management attends Committee meetings to provide general employee compensation and other information to the Committee,
including information regarding the design, implementation and administration of our compensation plans. The Committee also
meets in executive sessions without the presence of any executive officer whose compensation the Committee is scheduled to
discuss.

Use of Compensation Consultants and Surveys in Determining Executive Compensation. The Committee’s written charter gives
it the authority to retain an independent outside executive compensation consulting firm to assist in evaluating policies and
practices regarding executive compensation and provide objective advice regarding the competitive landscape. Historically,
however, the Committee has not engaged compensation consultants, and did not do so in 2014.

Each year the Committee obtains and summarizes an asset management industry pay analysis prepared by McLagan Partners,
a compensation specialist focusing on the asset management industry. The companies in the McLagan Partners’ analysis include
approximately 150 public and private asset management companies with which we compete. This analysis provides the
Committee with a general overview of compensation trends in the asset management industry. The Committee does not define
a specific peer group, but rather takes a broad view of the analysis. The Committee does not set any compensation elements or
levels based on targeting a certain percentile from the survey, but rather sets compensation that it believes to be both competitive
and based on the executive’s value to the Company. The survey is just one of many factors that the Committee considers when
determining executive compensation. Management and the Committee believe this broad view of the analysis is appropriate
because we compete with both public and private asset management firms regardless of their size and scope of operations.

Elements of Compensation

Base Salary. Base salaries for the named executive officers are intended to provide a fixed level of cash compensation that is
appropriate given the executive’s role in the organization. Generally, base salaries are determined by (i) scope of responsibility
and complexity of position, (ii) performance history, (iii) tenure of service, (iv) internal equity within the Company’s salary
structure, and (v) relative salaries of persons holding similar positions at other companies within the investment management
industry. Base salaries are designed to compensate knowledge and experience. In February 2014, the Committee made the
determination not to increase the base salaries of the named executive officers for fiscal year 2014. Consistent with our desire
to have the majority of total compensation paid to named executive officers at risk in the form of incentive compensation, a
significant majority of total compensation of our executive officers was paid in the form of either cash bonuses and/or long-
term equity grants awarded in the current year or prior years.

Annual Cash Bonuses. In March 2011, we entered into an amendment and restatement of our employment agreement with Mr.
Dillon. We agreed to amend and restate Mr. Dillon’s employment agreement to reflect the mutual desire of the Company and
Mr. Dillon that he remain CEO for the next five years. The amended and restated agreement entitles Mr. Dillon to, among other
things, an annual cash bonus equal to at least 5% of the Company’s operating income, subject to an annual cap of $640,000.
Mr. Dillon earned a $640,000 cash bonus for 2014 because 5% of the Company’s operating income for fiscal year 2014 exceeded
$640,000. The Committee believes this formula to determine a cash bonus is appropriate for our CEO, whose effectiveness
and responsibility is most closely tied to the amount of our operating income, capping the award at an amount that Mr. Dillon
and the Committee believe is appropriate given broad market compensation data and the additional value of the separate restricted
stock award to Mr. Dillon in 2011 (which is described in the following section).

The Committee awarded a discretionary cash bonus to Mr. Laird, to reward him for his strong performance and overall
contributions to the Company in fiscal year 2014. The Committee believes that structuring Mr. Laird’s annual cash bonus as
a discretionary cash bonus provides the Committee with the flexibility to consider all aspects of Mr. Laird’s performance and
contributions to the Company which, for a CFO, may not be as directly tied to our operating income. In determining the amount
of Mr. Laird’s cash bonus, the Committee considered the Company’s overall operating results for 2014, contributions by Mr.
Laird that were not reflected in our operating results, and broad market compensation data.

The Committee awarded a discretionary cash bonus to Mr. Bingaman, to reward him for his strong performance and overall
contributions to the Company in fiscal year 2014. The Committee believes that structuring Mr. Bingaman’s annual cash bonus
as a discretionary cash bonus provides the Committee with the flexibility to consider all aspects of Mr. Bingaman’s performance
and contributions to the Company as President, Co-Chief Investment Officer, and Portfolio Manager. In determining the amount
of Mr. Bingaman’s cash bonus, the Committee considered the Company’s overall operating results for 2014, the investment
results in client portfolios, client service, overall contributions to the investment team, and broad market compensation data.

Restricted Stock Award to Mr. Dillon. In May 2011, the Committee awarded 100,000 shares of performance-based restricted
stock to Mr. Dillon pursuant to the Company’s 2011 Plan. All of the shares will vest on January 1, 2016, if the Company’s
cumulative operating profit (defined as the Company’s total revenue during the period beginning on January 1, 2011 and ending
on December 31, 2015, excluding any investment income and gains and the revenue of the Company’s subsidiaries Beacon Hill
Fund Services, Inc. and BHIL Distributors, Inc. (collectively, “Beacon Hill”), less the Company’s total operating expenses during
such period, excluding Beacon Hill expenses, any investment losses and all taxes) equals or exceeds $75,000,000. The results
of Beacon Hill are excluded from the cumulative operating profit because it is a separate subsidiary of the Company and is not
yet material to the overall financial results of the Company. If the Company’s cumulative operating profit during such period is
less than $75,000,000, a number of shares of restricted stock equal to 100,000 multiplied by a fraction, the numerator of which
will be the Company’s actual cumulative operating profit during such performance period and the denominator of which will
be $75,000,000, will vest on January 1, 2016. Any shares of restricted stock that do not vest will be forfeited on such date. All
shares of restricted stock that vest on January 1, 2016 will remain subject to restrictions on sale or transfer following the vesting
date. The restrictions on sale or transfer will lapse with respect to 20% of the vested shares of restricted stock on each anniversary
of the vesting date. If Mr. Dillon dies or is disabled prior to December 31, 2015, a number of shares of restricted stock equal to
100,000 multiplied by a fraction, the numerator of which will be the number of whole months of service elapsed between January
1, 2011 and the date of death or disability and the denominator of which will be 60, will vest and become immediately transferable
without restriction. If Mr. Dillon’s employment is terminated prior to January 1, 2016 without Cause or for Good Reason (each
as defined in Mr. Dillon’s amended and restated employment agreement), a number of shares of restricted stock equal to 100,000
multiplied by the lesser of (i) a fraction, the numerator of which will be the Company’s actual cumulative operating profit during
the period beginning on January 1, 2011 and ending on the date of termination of employment and the denominator of which
will be $75,000,000, and (ii) a fraction, the numerator of which will be the number of whole months of service elapsed between
January 1, 2011 and the date of termination of employment and the denominator of which will be 60, will vest and become
immediately transferable without restriction. In the event of a Change in Control (as defined in Mr. Dillon’s amended and
restated employment agreement), all 100,000 shares of restricted stock will immediately vest and become transferable without
restriction.

This restricted stock award is intended to comprise all of Mr. Dillon’s equity-based compensation for the 2011 fiscal year through
the 2015 fiscal year, and no additional equity awards to Mr. Dillon during that period are contemplated. The Committee believes
this compensation structure strongly aligns the long-term interests of Mr. Dillon with those of the Company and its shareholders
and better advances the objectives of our compensation program than the annual compensation structure used in prior years.

In December 2012, we amended Mr. Dillon’s award agreement made under the 2011 Plan to clarify restrictions on dividends
paid on the 100,000 share performance-based restricted stock grant described above. The amendment caused dividends paid in
2012, 2013, and 2014 on the 100,000 share performance-based restricted stock grant to be placed in escrow and to be subject
to the same vesting requirements as the stock grant. When shares subject to the award vest, the related dividends held in escrow
will be transferred to Mr. Dillon.

Restricted Stock Unit Award to Mr. Bingaman. In February 2014, the Committee awarded 14,000 shares of performance-based
restricted stock units (“RSUs”) to Mr. Bingaman pursuant to the Company’s 2011 Plan covering the performance period of
January 1, 2014 through December 31, 2015. 7,000 RSUs will vest on each of January 1, 2015 and January 1, 2016, respectively,
if the Company’s annual operating profit for each calendar year period (defined as the Company’s total revenue during each
calendar year period excluding any investment income and gains, less the Company’s total operating expenses during such

period and any investment losses and all taxes) equals or exceeds $25,000,000. If the Company’s annual operating profit during
in either calendar year period is less than $25,000,000, a reduced number of RSUs will vest on January 1 of 2015 or 2016,
respectively, according to a schedule that scales down from 7,000 RSUs at $25,000,000 in operating profit to zero RSUs at or
below $0 in operating profit. Any RSUs that do not vest will be forfeited on such date. All RSUs that vest will convert to shares
of the Company’s common stock and will be subject to restrictions on sale or transfer for five years following the vesting date.
This RSU award is intended to comprise all of Mr. Bingaman’s equity-based compensation for the 2014 and 2015 compensation
years.

Discretionary Stock Award to Mr. Laird. The Committee awarded a discretionary stock award to Mr. Laird to reward him for
his strong performance and overall contributions to the Company in fiscal year 2014. The Committee believes that paying a
discretionary stock bonus to Mr. Laird provides the Committee with the flexibility to consider all aspects of Mr. Laird’s
performance and contributions to the Company as well as properly compensate him for the value he provided to the Company
in fiscal year 2014. In addition, this stock award, while immediately vested, is restricted from sale or transfer for five years.
While Mr. Laird retired as CFO at the end of 2014, the Committee believes that executive officers should continue to hold stock
awards for five years following their retirement to align them with the long-term interests of the Company and its shareholder
despite their short-term employment outlook. In determining the amount of the stock award, the Committee considered the
contributions Mr. Laird made to the Company in 2014, specifically his leadership in our day-to-day management, oversight of
financial matters, compliance, and internal controls, all of which contribute to our overall operating results, which continued to
be strong in 2014. In summary, the Committee considered contributions made by Mr. Laird in 2014 along with a review of
broad market compensation data for executives in similar roles and determined that this discretionary award was reflective of
his performance in 2014.

Restricted Stock Award to Ms. Wesolek. At the time of her hiring in July 2012, management granted Ms. Wesolek 40,000 shares
of restricted stock as both an incentive to employment and as long-term incentive compensation. These shares vest at various
times over the five-year period from grant date through July 2017. Upon vesting, the shares will be subject to further restrictions
on sale or transfer for an additional five years from each respective vesting date. Ms. Wesolek was hired to lead the sales,
marketing, client service and distribution efforts of the Company and was named Chief Operating Officer in 2014. Management
believes this compensation structure strongly aligns the long-term interests of Ms. Wesolek with those of the Company and its
shareholders. This restricted stock award is intended to comprise all of Ms. Wesolek’s incentive compensation for the five-year
period of July 2012 through June 2017, and no additional cash or equity awards to Ms. Wesolek during that period are
contemplated.

Retirement Plan Benefits. We provide retirement benefits through the Diamond Hill Investment Group 401(k) Plan and Trust.
Each named executive officer is entitled to participate in this plan on the same terms and conditions as all other employees. The
401(k) Plan does not involve any guaranteed minimum or above-market returns, as plan returns depend on actual investment
results.

Deferred Compensation Plans. We have two Deferred Compensation Plans: the Diamond Hill Fixed Term Deferred
Compensation Plan (the “Fixed Term Plan”) and the Diamond Hill Variable Term Deferred Compensation Plan (the “Variable
Term Plan”), (individually, the "Plan," and collectively the “Deferred Compensation Plans”). Each named executive officer is
eligible to participate in one of the Plans, along with certain other persons employed by the Company or any of its affiliates.
The terms and conditions of the Plans are described in more detail under the heading “Pension Plans and Non-Qualified Deferred
Compensation” below.

Other Benefits and Perquisites. We do not provide supplemental retirement plan benefits to our named executive officers. As
a general rule, we do not provide any perquisites or other personal benefits to our named executive officers that are not offered
on an equal basis to all employees. Our named executive officers are entitled to participate in benefit programs that entitle them
to medical, dental, and short-term and long-term disability insurance coverage that are available to all employees.

Post-Employment Payments. Only Mr. Dillon, has an employment contract which provides for payments upon termination of
employment. More information on Mr. Dillon’s employment agreement and termination payments under the agreement is set
forth under the heading “Employment Agreements and Change in Control Benefits.”

Stock Ownership Guidelines

In February 2010, the Board adopted stock ownership guidelines for our named executive officers to further align their interests
with those of our shareholders. The below table provides the target ownership level reflected in the guidelines and actual shares
owned as of December 31, 2014. Each named executive officer hold shares well in excess of the amounts required under the
guidelines.

Name
R. H. Dillon

Title

CEO

Christopher M. Bingaman

President

James F. Laird

Chief Financial Officer

Lisa M. Wesolek
________________________________________________

Chief Operating Officer

Target
Ownership
Level
5x Salary

5x Salary

3x Salary

2x Salary

Target
Number of
Shares(a)

Number of
Shares
Owned (b)

Ownership
Guideline Met

13,040

9,055

4,347

2,898

300,380

35,107

74,582

29,600

Yes

(a) Based on a per share price of $138.04 which was the closing price of our common shares on December 31, 2014, and the

respective base salaries of our named executive officers as of that date.
Includes any unvested restricted stock, restricted stock units, and shares held in the Diamond Hill 401k Plan.

(b)

Risks Related to Compensation Policies and Practices

As part of its oversight of our executive and non-executive compensation programs, the Compensation Committee considers
how our current compensation programs, including the incentives created by compensation awards, affect the Company’s risk
profile. In addition, the Committee reviews our compensation policies, particularly the incentives that they create, to determine
whether they encourage an appropriate level of risk-taking and do not present a significant risk to the Company. The Compensation
Committee also considered the following risk mitigating factors:

•

•
•

•

current compensation programs reward portfolio managers and research analysts on trailing five-year investment
performance in client accounts;
a majority of incentive compensation is in the form of long-term equity-based awards;
sale restriction periods for equity-based compensation awards encourage executives and other employees to focus
on the long-term performance of the Company;
the Committee has discretionary authority to adjust annual incentive awards;
the Company has internal controls over financial reporting and other financial, operational and compliance policies
and practices; and
base salaries are consistent with executives’ responsibilities so that they are not motivated to take excessive risks
to achieve a reasonable level of financial security.

Based on this review, the Committee has concluded that our compensation policies and procedures are not reasonably likely to
have a material adverse effect on the Company.

Compensation Recoupment and Restitution Policy

Upon the recommendation of the Compensation Committee, our Board of Directors has adopted a compensation recoupment
and restitution policy that applies to all incentive compensation received by all employees, including our named executive
officers. Under the policy, we may recover all or a portion of incentive compensation (or pay out additional incentive
compensation) related to awards made after the adoption of the policy, in three general situations:

•

if, due to error or malfeasance the previously determined incentive pool, or an individual award, is either too large
(or too small), then any overpayment made to an employee may be returned to Company or an additional payment
may be made to an associate;
if an employee violates an important Company policy or acts in an unlawful manner, then we may recoup the
employee’s incentive compensation; and
if an employee, who is part of the financial statement preparation process, commits wrongdoing, then we may
recoup the employee’s incentive compensation.

The policy is intended to provide enhanced safeguards against certain types of misconduct and provide enhanced protection to
and alignment with shareholders. These provisions are in addition to any policies or recovery rights that are provided under
applicable laws, including the Sarbanes-Oxley Act of 2002 and the Dodd-Frank Wall Street Reform and Consumer Protection
Act. Beginning in 2013, all awards are subject to this policy.

Summary Compensation Table

The following table sets forth the total compensation paid to or earned by our named executive officers for services rendered in
the years indicated. Additional information on the elements of compensation included in the table below is available under the
“Compensation Discussion and Analysis” section.

Name
and Principal
Position

R. H. Dillon

CEO

Christopher M. Bingaman

President

James F. Laird

Secretary, Treasurer and

Chief Financial Officer

Lisa M. Wesolek

Chief Operating Officer

Year

2014

2013

2012

2014

2013

2012

2014

Salary

Bonus(1)

Stock Awards

360,000

250,000

200,000

640,000

400,000

550,000

250,000

—

1,521,669 (2)

250,000 (3)
250,000 (3)
500,000 (3)

— $

—

All Other
Compensation(4)

Total

35,400

$ 1,035,400

34,800

$ 1,034,800

35,064

$ 1,035,064

36,300

$ 2,207,969

26,800

$ 1,026,800

26,800

$ 1,026,800

26,532

29,600

976,532

229,600

___________________________________

(1) Mr. Dillon was granted a bonus award in accordance with the terms of his employment contract. Mr. Bingaman and Mr.
Laird were granted a discretionary bonus award from the Company’s bonus pool, which was not based upon any pre-
established performance goals. Mr. Laird’s amount for 2013 and 2014 includes a $300,000 cash bonus and $250,000
originally made as a stock award with respect to which Mr. Laird elected to defer 50% in cash to the Fixed Term Plan. See
the “Compensation Discussion and Analysis” section above for a further description of Mr. Dillon’s, Mr. Bingaman’s, and
Mr. Laird’s cash bonus awards for fiscal year 2014.

(2) This award represents 14,000 restricted stock units (“RSUs”) awarded to Mr. Bingaman on February 24, 2014 as part of a
long-term performance-based incentive program under the 2011 Plan and constitutes the stock portion of Mr. Bingaman’s
incentive compensation for the years 2014 and 2015. 7,000 RSUs vested on January 1, 2015 and the other 7,000 RSUs are
scheduled to vest on January 1, 2016, both subject to the achievement of performance goals established by the Compensation
Committee and described above in the “Compensation Discussion and Analysis” section. The value shown represents the
full grant date fair value which was determined by reducing the grant-date price of the shares by the present value of the
dividends expected to be paid on the underlying shares during the requisite service period, discounted at the appropriate
risk-free interest rate. Any RSUs that vest will convert into an equivalent number of shares of the Company and will be
subject to further restrictions from transfer or sale for a five-year period following the respective vesting date.

(3) Represents the full grant date fair value computed by multiplying the total number of shares granted by the closing price
of the shares on the grant date. These shares were awarded to Mr. Laird under the Company’s 2011 or 2014 Plan as
discretionary partial payment for amounts earned under our 2014, 2013, and 2012 annual incentive plans. All shares were
fully vested on the grant date but were restricted from sale for five years. The below table shows the details of the specific
number of shares granted for each annual incentive plan year:

Name
James F. Laird

Incentive Plan Year
2014

2013

2012

Shares Granted

Grant Date

February 27, 2015

February 28, 2014

February 20, 2013

1,777

2,130

6,405

Sale Restriction Period
Five Years

Five Years

(4) The following types of compensation are included in the “all other compensation” column:

Name
R. H. Dillon

Year
2014

2013

2012
Christopher M. Bingaman 2014
James F. Laird
2014

Lisa M. Wesolek

2013

2012

2014

Contributions to
Company 401k Plan(a)
31,200
$

30,600

30,000

24,000

Contributions to Health
Savings Account(a)

Total

4,200

5,064

6,300

2,800

2,532

5,600

35,400

34,800

35,064

36,300

26,800

26,532

29,600

___________________________________
(a) The Company contributions to the Company 401k Plan and employee Health Savings Accounts are offered to all

employees of the Company and its affiliates.

Grants of Plan Based Awards for 2014

The following table sets forth information regarding annual incentive plan awards to each of the named executive officers for
the year ended December 31, 2014.

Name
R.H. Dillon

Christopher M. Bingaman

James F. Laird

Lisa M. Wesolek

Grant
Date

—

2/24/14

2/27/15

—

Compensation
Committee
Action Date(1)
—

2/24/14

2/23/15

—

Estimated Possible Payouts
Under Equity Incentive
Plan Awards(2)

Threshold #

—

Target # Maximum #
—

—

Grant
Date Fair
Value of
Stock and
Options

Awards $

—

— 14,000

— 1,777

—

— $ 1,521,669

— $

250,000

—

(1) The Compensation Committee Action Date represents the date on which the Committee authorized the equity-based award.

(2) The amounts in these columns represents shares of restricted stock or restricted stock units awarded pursuant to the 2011

or 2014 Plan, which are described in detail above under the heading “Compensation Discussion and Analysis.”

Outstanding Equity Awards at December 31, 2014

The following table summarizes all outstanding equity awards held by our named executive officers as of December 31,
2014. Mr. Laird had no outstanding equity awards at December 31, 2014.

Name
R. H. Dillon

Christopher M. Bingaman

James F. Laird

Lisa M. Wesolek

Stock Awards

Equity Incentive Plan Awards:
Number of Unearned Shares
That have Not Vested(1)

Equity Incentive Plan Awards:
Market or Payout Value of
Unearned Shares That Have
Not Vested(5)

100,000 (2) $
14,000 (3) $
$
—
15,000 (4) $

13,804,000

1,932,560

—

2,070,600

(1) The amount in this column represents shares of restricted stock or restricted stock units awarded pursuant to either the 2011
Plan and 2014 Plan, which are described in detail above under the heading “Compensation Discussion and Analysis.”

(2) These shares will vest on January 1, 2016, subject to the achievement of performance goals established by the Compensation

Committee and Mr. Dillon’s continued employment with the Company on that date.

(3) 7,000 of these shares vested on January 1, 2015 and the other 7,000 are scheduled to vest on January 1, 2016, subject to
the achievement of performance goals established by the Compensation Committee and Mr. Bingaman’s continued
employment with the Company on that date.

(4) These shares are scheduled to vest in the amount of 5,000 shares each in December 1, 2015, December 1, 2016, and July
1, 2017, respectively, subject to Ms. Wesolek’s continued employment with the Company on those respective dates.

(5) The amount in this column represents the value of the shares shown multiplied by $138.04, the closing market price of our

common shares as of December 31, 2014.

Option Exercises and Stock Vested for 2014

None of the named executive officers exercised any options during 2014. The following table sets forth information with
respect to the only stock awards vested in 2014.

Name
R. H. Dillon

Christopher M. Bingaman

James F. Laird

Lisa M. Wesolek

Stock Awards

Number of Shares
Acquired on Vesting

Value Realized
on Vesting

— $

—

6,391

2,130

5,000

750,000

250,000

665,550

Pension Plans and Non-Qualified Deferred Compensation

We do not maintain any pension plans for named executive officers or other employees. We offer to our named executive
officers and certain other employees the opportunity to participate in two Non-Qualified Deferred Compensation Plans: the
Fixed Term Plan and the Variable Term Plan (the “Deferred Compensation Plans”).

Deferrals of Incentive Compensation.

Pursuant to the Deferred Compensation Plans, participants may elect to defer up to 50% of the stock portion of their annual
bonus and up to 100% of the cash portion of their annual bonus for a plan year (the calendar year). Generally, the participant
must submit a deferral election by December 31 of the year before the services are to be performed. After the applicable deadline,
a deferral election is irrevocable for that plan year except under circumstances set forth in the Deferred Compensation Plan.

Earnings

The deferred incentive compensation, if any, is credited to an account for that plan year. The participant is 100% vested in the
account, although the account is subject to the terms and conditions of the Company's Compensation Recoupment and Restitution
Policy, described above. The account will be credited with earnings and losses based on the performance of the investment
selections in the participant's account, which only include Diamond Hill Funds.

Plan Funding

The Deferred Compensation Plans are unfunded, unsecured promises by the Company to pay the account balances under the
Deferred Compensation Plans at a later date. Participants have only the rights of general unsecured creditors of the Company
and do not have any interest in or right to any specific asset of the Company.

Distributions

Under the Fixed Term Plan, the account for each Plan Year will be distributed in (i) a single lump sum payment within 90 days
following the fifth anniversary of the date the Incentive Compensation was deferred or (ii) in up to five substantially equal annual
installments beginning on the January 1 following the fifth anniversary of the date such Incentive Compensation was deferred
and on each January 1 thereafter, except in the event of death, Disability or a Change in Control.

Under the Variable Term Plan, the participant must elect when they wish to receive distributions. Generally, the participant may
elect to receive the account (i) in a single lump sum payment within 90 days following either the termination of employment,
or a specified date which is at least five years after the annual bonus was deferred; or (ii) in substantially equal annual installments
for up to fifteen years beginning on the January 1 following either (A) the termination of employment and on each January 1
thereafter, or (B) on a specified date which is at least five years after the annual bonus was deferred and on each January 1
thereafter.

In the event of death or Disability (as defined in the Deferred Compensation Plans), the participant’s account will be distributed
to the participant or the participant’s beneficiary, as applicable, in a lump sum within 90 days after the event. In the event that
the Company undergoes a Change in Control (as defined in the Plans), the account will be distributed in a lump sum within 30
days after the Change in Control.

During fiscal year 2014, Mr. Laird contributed to the Fixed Term Deferred Compensation Plan. None of the other named
executive officers contributed to the Deferred Compensation Plans, and none had a balance under such plans as of December
31, 2014. The following table sets for certain information with respect to Mr. Laird's account under the Fixed Term Deferred
Compensation Plan.

Non-Qualified Deferred Compensation

Name
James F. Laird

Executive
Contributions in
Last Fiscal Year
250,000

Registrant
Contributions in
Last Fiscal Year
—

Aggregate
Earnings in Last
Fiscal Year
14,050

Aggregate
Withdrawals/
Distributions
—

Aggregate Balance
at Last Fiscal Year
Ending
264,050

Employment Agreements and Change in Control Benefits

We currently have an employment agreement with Mr. Dillon. A description of the agreement is set forth below. We are not a
party to an employment agreement with any other employee and are not obligated to provide change in control benefits to any
employee other than Mr. Dillon.

In March 2011, we entered into an amended and restated employment agreement with Mr. Dillon. The agreement has a current
expiration date of January 1, 2016. The agreement provides for an annual salary of $360,000, which may be increased (but not
reduced) by the Board annually, plus an annual cash bonus of at least 5% of the Company’s operating income, with a maximum
annual cash bonus of $640,000. Mr. Dillon also received a restricted stock award of 100,000 shares that vests on January 1,
2016 if performance criteria established by the Compensation Committee are satisfied and Mr. Dillon remains employed with
the Company on that date. The performance criteria and vesting provisions of Mr. Dillon’s restricted stock award are discussed
more thoroughly in the “Compensation Discussion and Analysis” section above. Mr. Dillon’s employment agreement also
entitles him to receive health insurance and six weeks paid vacation annually and to participate in other benefit programs offered
to employees. The agreement also restricts Mr. Dillon from competing with the Company during the term of the agreement and
for one year following termination of his employment and provides that he will at all times maintain the confidentiality of
Company information.

If we terminate Mr. Dillon’s employment without Cause (as defined in Mr. Dillon’s amended and restated employment agreement),
he would be entitled to the following payments, which are quantified to reflect the amounts he would have received had his
employment been terminated at December 31, 2014:

1. his accrued but unpaid base salary and vacation and unreimbursed business expenses as of the date of termination ($0

at December 31, 2014);

2. payments, if any, under other benefit plans and programs in effect at the time ($0 at December 31, 2014; we have no

benefit plans that would result in payments upon termination);

3. a single lump sum payment equal to six months of his base salary at his annual salary rate in effect at the date of

termination ($180,000 at December 31, 2014);

4. beginning in the seventh month after the date of termination, six monthly payments of his monthly base salary (an

aggregate of $180,000 at December 31, 2014);

5. any portion of the restricted stock award of 100,000 shares as provided in the award agreement (60,000 shares at

December 31, 2014);

6. a lump sum payment equal to the amount, if any, he received as an annual cash bonus for the preceding year ($640,000

at December 31. 2014);

7. his accrued but unpaid annual cash bonus from the year prior to the date of termination ($0 at December 31, 2014);

and

8. a pro rata portion of the annual cash bonus ($640,000 at December 31, 2014).

Mr. Dillon may terminate his employment for “Good Reason” (as defined in Mr. Dillon’s amended and restated employment
agreement), which generally includes reduction of his annual base salary or annual cash bonus, permanent or consistent
assignment to him of duties inconsistent with his position and authority, a requirement that he no longer report directly to the
Board, or a breach by the Company of his employment agreement. If he terminates his employment for Good Reason, Mr.
Dillon is entitled to all of the payments to which he would be entitled in the event he is terminated without Cause, except for
the payment set forth in number 7 above.

If Mr. Dillon’s employment terminates due to his death or disability, if the employment agreement terminates in accordance
with its terms or if we terminate Mr. Dillon for “Cause” (as defined in Mr. Dillon’s amended and restated employment agreement),
he will be entitled to receive the payments set forth in numbers 1 and 2 above. In the event of his death, he will also receive the
payments described in numbers 1, 2, 5, and 8 above. In the event of disability, he will also receive the payments described in
numbers 1, 2, 5, 7, and 8 above. Under the employment agreement, “Cause” generally includes material violations of our
employment policies, conviction of crime involving moral turpitude, violations of securities or investment adviser laws, causing
us to violate a law which may result in penalties exceeding $250,000, materially breaching the employment agreement, or fraud,
willful misconduct, or gross negligence in carrying out his duties.

In the event of a “Change in Control” (as defined in Mr. Dillon’s amended and restated employment agreement), all 100,000
shares of restricted stock would immediately vest and become transferable without restriction in accordance with the terms of
the award agreement applicable to the restricted stock award. Additionally, if within 24 months after the occurrence of a “Change
in Control,” Mr. Dillon’s employment is terminated by the Company for any reason other than death, disability or for Cause, or
Mr. Dillon terminates his employment for “Good Reason,” he will be entitled to the following payments from us or our successor,
in addition to the applicable payments set forth in numbers 1 through 8 above:

•

a single lump sum payment equal to his annual base salary and annual cash bonus payable to him for the most
recently completed fiscal year ($1,000,000 at December 31, 2014); and
a single lump sum payment equal to 12 months of premium payments for coverage for Mr. Dillon and his family
under our group health plan ($6,050 at December 31, 2014).

If any payments to Mr. Dillon in connection with a “Change in Control” would constitute excess parachute payments under
applicable tax laws, Mr. Dillon will receive gross-up payments in an amount that covers any taxes, interest, penalties, additional
taxes or costs incurred and leaves Mr. Dillon with the amount he would have retained if the payments he received upon the
“Change in Control” had not constituted excess parachute payments.

Compensation Committee Report

The Board’s Compensation Committee has submitted the following report for inclusion in this Proxy Statement:

We have reviewed and discussed the Compensation Discussion and Analysis contained in this Proxy Statement with
management. Based on that review and discussion, we recommended to the Board that the Compensation Discussion and
Analysis be included in this Proxy Statement and the Company’s Annual Report on Form 10-K for the year ended December
31, 2014.

Submitted by the Compensation Committee of the Board of Directors:

Frances A. Skinner, Chair
Randolph J. Fortener
Bradley C. Shoup

PROPOSAL 2 — RATIFICATION OF THE APPOINTMENT OF INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM

The Audit Committee is directly responsible for the appointment, compensation, retention, and oversight of the independent
registered public accounting firm retained to audit the Company’s consolidated financial statements. To execute this responsibility,
the Committee engages in an evaluation of the independent auditor's qualifications, performance, and independence and
periodically considers whether the independent registered public accounting firm should be rotated and the advisability and
potential impact of selecting a different independent registered public accounting firm.

The Audit Committee has reappointed KPMG LLP to serve as our independent registered public accounting firm for 2015.
KPMG was first appointed to serve as our independent registered public accounting firm on October 24, 2012.

The Audit Committee and the Board of Directors believe that the continued retention of KPMG as our independent registered
public accounting firm is in the best interest of the Company and our shareholders, and we are asking our shareholders to ratify
the selection of KPMG as our independent registered public accounting firm for 2015.

Representatives of KPMG are expected to be present at the Annual Meeting and will have the opportunity to make a statement,
if they so desire, and respond to appropriate questions from shareholders.

THE BOARD UNANIMOUSLY RECOMMENDS THAT YOU VOTE “FOR” THE RATIFICATION OF THE
APPOINTMENT OF KPMG AS OUR INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR 2015.

If Proposal 2 is not approved, the Audit Committee will reconsider the appointment of KPMG as our independent registered
public accounting firm for 2015.

Disclosure of Fees Charged by the Independent Registered Public Accounting Firm

The following table summarizes the fees billed by KPMG for services rendered to the Company and its subsidiaries during 2013
and 2014.

Audit Fees(1)
Audit-Related Fees

Tax Fees
All Other Fees(2)
Total Fees

Year Ended

12/31/2014

12/31/2013

122,700

—

74,700

3,000

200,400

118,200

—

52,350

3,000

173,550

____________________

(1) Audit fees include professional services rendered for the audit of annual financial statements, reviews of quarterly financial

statements, issuance of consents, and assistance with review of other documents filed with the SEC.

(2) All Other Fees included services related to the review of a consolidation analysis in 2013 and a consent related to a registration

statement on Form S-8 filed by the Company with the SEC in 2014.

Preapproval by Audit Committee

The Audit Committee has adopted policies and procedures which set forth the manner in which the committee will review
and approve all audit and non-audit services to be provided by the independent registered public accounting firm (the
“Services”) to ensure that the provision of the Services does not impair the firm’s independence. The pre-approval policies
and procedures are as follows:

• The Audit Committee has established a pre-approval fee cap of $25,000, under which any Services in excess of the
$25,000 fee cap must be submitted to the Audit Committee for review and pre-approval, and any Services less than
the $25,000 fee cap must be approved by the Chief Financial Officer and then reported to the Audit Committee at
their next regularly scheduled meeting.
Pre-approval actions taken during Audit Committee meetings are recorded in the minutes of the meetings.

•

Audit Committee Report

The Audit Committee is comprised of three independent directors operating under a written charter adopted by the Board.
Annually, the Audit Committee engages the Company’s independent registered public accounting firm. KPMG served as the
Company’s independent registered public accounting firm for the fiscal year ended December 31, 2014.

Management is responsible for preparation of the Company’s financial statements and for designing and maintaining the
Company’s systems of internal controls and financial reporting processes. The Company’s independent registered public
accounting firm is responsible for performing an audit of the Company’s consolidated financial statements in accordance with
standards of the Public Company Accounting Oversight Board (“PCAOB”) and issuing reports on the Company’s financial
statements and the effectiveness of the Company’s internal controls over financial reporting. The Audit Committee’s
responsibility is to provide independent, objective oversight of these processes.

Pursuant to this responsibility, the Audit Committee met and held discussions with management and KPMG regarding the audited
consolidated financial statements of the Company for the fiscal year ended December 31, 2014. The Audit Committee reviewed
the audit plan and scope with KPMG and discussed with KPMG the matters required by the Public Company Accounting
Oversight Board (“PCAOB”) Auditing Standard 16 – Communications with the Audit Committee. The Audit Committee also
met with KPMG without management present to discuss the results of their audit work, their evaluation of the Company’s system
of internal controls and the quality of the Company’s financial reporting.

The Committee also discussed with KPMG its independence from management and the Company, and received its written
disclosures and the letter from KPMG required by applicable requirements of the PCAOB regarding the independent accountant’s
communications with the audit committee concerning independence.

Management has represented to the Audit Committee that the Company’s consolidated financial statements for the year ended
December 31, 2014, were prepared in accordance with United States generally accepted accounting principles, and the Audit
Committee reviewed and discussed the audited consolidated financial statements with management and KPMG. Based on the
Audit Committee’s discussions with management and KPMG and review of KPMG’s report to the Audit Committee, the Audit
Committee recommended to the Board of Directors (and the Board has approved) that the audited consolidated financial
statements be included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2014, filed with the
SEC.

Submitted by the Audit Committee of the Board of Directors:

Randolph J. Fortener, Chairman
Bradley C. Shoup
Frances A. Skinner

PROPOSAL 3 — ADVISORY VOTE ON THE COMPENSATION OF THE COMPANY’S NAMED EXECUTIVE
OFFICERS

The Dodd-Frank Wall Street Reform and Consumer Protection Act, enacted in July 2010, requires that we provide our shareholders
with the opportunity to vote to approve, on a non-binding, advisory basis, the compensation of our executive officers identified
in the Summary Compensation Table of this Proxy Statement (the “named executive officers”) as disclosed in this Proxy Statement
in accordance with the SEC’s rules.

As described in detail in the section entitled, “EXECUTIVE OFFICERS AND COMPENSATION INFORMATION,” we believe
that executive compensation should be linked with the Company’s performance and significantly aligned with the interests of
the Company’s shareholders. In addition, our executive compensation program is designed to allow us to retain, and recognize
the contributions of, employees who play a significant role in our current and future success. We urge you to read the Compensation
Discussion and Analysis, the Summary Compensation Table and the other related tables and disclosure for a detailed description
of the fiscal year 2014 compensation of our named executive officers.

The vote on this resolution is not intended to address any specific element of compensation; rather, the advisory vote relates to
the overall compensation of our named executive officers. This vote is advisory and therefore not binding on the Company.
However, the Board and the Compensation Committee will review the voting results and will take into account the outcome of
the vote when determining future compensation for the Company’s named executive officers.

Accordingly, we ask our shareholders to vote on the following resolution:

“RESOLVED, that the Company’s shareholders approve, on an advisory basis, the compensation of the named
executive officers, as disclosed in the Company’s Proxy Statement for the 2015 Annual Meeting of Shareholders
pursuant to the compensation disclosure rules of the Securities and Exchange Commission, including the
Compensation Discussion and Analysis, the Summary Compensation Table and the other related tables and
disclosure.”

THE BOARD UNANIMOUSLY RECOMMENDS THAT YOU VOTE “FOR” THE APPROVAL OF THE
COMPENSATION OF OUR NAMED EXECUTIVE OFFICERS AS DISCLOSED IN THIS PROXY STATEMENT
PURSUANT TO THE COMPENSATION DISCLOSURE RULES OF THE SEC.

ADDITIONAL INFORMATION

SHAREHOLDER COMMUNICATIONS WITH THE BOARD OF DIRECTORS

Given the Company’s relatively small size, the relatively small number of record shareholders, and the Board’s consistent practice
of being open to receiving direct communications from shareholders, the Board believes that it is not necessary to implement,
and we do not have, a formal process for shareholders to send communications to the Board. Our practice is to forward any
communication addressed to the full Board to the Chairman; to a group of directors, to a member of the group; or to an individual
director, to that person.

SHAREHOLDER PROPOSALS FOR 2016 ANNUAL MEETING

Shareholders are entitled to submit proposals on matters appropriate for shareholder action consistent with SEC rules and our
Code of Regulations. Should a shareholder wish to have a proposal appear in the Proxy Statement for next year’s annual meeting,
under applicable SEC rules, the proposal must be received by the Company’s Secretary on or before November 11, 2015, and
must otherwise comply with the requirements of Rule 14a-8 of the Exchange Act. If a shareholder intends to present a proposal
at next year’s annual meeting but does not intend to seek the inclusion of such proposal in our Proxy Statement, such proposal
must be received by the Company prior to January 25, 2016, or management proxies will be entitled to use discretionary voting
authority should such proposal be raised without any discussion of the matter in the Proxy Statement. The Company’s address
is 325 John H. McConnell Boulevard, Suite 200, Columbus, Ohio 43215.

SHAREHOLDERS SHARING THE SAME ADDRESS

The SEC has implemented rules regarding the delivery of proxy materials (i.e., annual reports, proxy statements, proxy statements
combined with a prospectus or any information statements provided to shareholders) to households. This method of delivery,
often referred to as “householding,” would generally permit the Company to send a single annual report and a single proxy
statement to any household at which two or more different shareholders reside if the Company believes such shareholders are
members of the same family, unless the shareholder(s) have opted out of the householding process. Each shareholder would
continue to receive a separate notice of any meeting of shareholders and proxy card. The householding procedure reduces the
volume of duplicate information you receive and reduces expenses. The Company has instituted householding. If (i) you wish
to receive separate annual reports or proxy statements, either this year or in the future, or (ii) members of your household receive
multiple copies of the annual report and proxy statement and you wish to request householding, you may contact the Company’s
transfer agent, Continental Stock Transfer & Trust Company at 17 Battery Place, New York, New York 10004, or by phone at
(212) 509-4000, or write to Mr. James Laird at 325 John H. McConnell Boulevard, Suite 200, Columbus, Ohio 43215, or by
calling (614) 255-3333.

In addition, many brokerage firms and other holders of record have instituted householding. If your family has one or more
“street name” accounts under which our shares are beneficially owned, you may have received householding information from
your broker, financial institution or other nominee in the past. Please contact the holder of record directly if you have questions,
require additional copies of this Proxy Statement or Annual Report on Form 10-K or wish to revoke your decision to household
and thereby receive multiple copies. You should also contact the holder of record if you wish to institute householding. These
options are available to you at any time.

OTHER BUSINESS

The Board knows of no other business to be acted upon at the Annual Meeting. However, if any other business properly comes
before the Annual Meeting, it is the intention of the persons named in the enclosed Proxy to vote on such matters in accordance
with their best judgment.

The prompt completion, execution, and delivery of your proxy card or your submission of voting instructions electronically
over the Internet or by telephone will be appreciated. Whether or not you expect to attend the Annual Meeting, please complete
and sign the Proxy and return it in the enclosed envelope, or vote your proxy electronically via the Internet or telephonically.

By Order of the Board of Directors

James F. Laird
Secretary

United States
Securities and Exchange Commission
Washington, D.C. 20549

Form 10-K

ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934

For the fiscal year ended December 31, 2014

Commission file number 000-24498

DIAMOND HILL INVESTMENT GROUP, INC.

(Exact name of registrant as specified in its charter)

Ohio

(State of
incorporation)

325 John H. McConnell Blvd., Suite 200,
Columbus, Ohio 43215
(Address of principal executive offices)

65-0190407

(I.R.S. Employer
Identification No.)

43215

(Zip Code)

Registrants's telephone number, including area code: (614) 255-3333
Securities registered pursuant to Section 12(b) of the Act:

Title of each class
Common shares, no par value

Name of each exchange on which registered
The NASDAQ Stock Market LLC

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

Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities
Act. Yes

Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the
Act. Yes

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the
Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to
file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every
Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter)
during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such
files). Yes

Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K is not contained herein, and
will not be contained, to the best of registrant’s knowledge, in definitive proxy or information statements incorporated by
reference in Part III of this Form 10-K or any amendment to this Form 10-K

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

Large accelerated filer

Non-accelerated filer

Accelerated filer

Smaller reporting company

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange
Act). Yes

Aggregate market value of the registrant’s common shares (the only common equity of the registrant) held by non-affiliates of
the registrant, based on the closing price of $127.72 on June 30, 2014 on the NASDAQ Global Select Market was
$318,644,669. Calculation of holdings by non-affiliates is based upon the assumption, for these purposes only, that the
registrant’s executive officers and directors and persons holding five percent or more of the registrant’s common shares are
affiliates.

The number of shares outstanding of the issuer's common stock, as of February 26, 2015, is 3,305,561 shares.

Documents incorporated by Reference

Portions of the registrant’s definitive proxy statement for the 2015 Annual Meeting of Shareholders to be filed pursuant to
Regulation 14A under the Securities Exchange Act of 1934, as amended, are incorporated by reference into Part III of this
report.

Diamond Hill Investment Group, Inc.
Form 10-K
For the Fiscal Year Ended December 31, 2014
Index

Required Information
Part I

Item 1. Business

Item 1A. Risk Factors

Item 1B. Unresolved Staff Comments

Item 2. Properties

Item 3. Legal Proceedings

Item 4. Mine Safety Disclosures

Part II

Item 5. Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity
Securities

Item 6. Selected Financial Data
Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations

Item 7A. Quantitative and Qualitative Disclosures About Market Risk

Item 8. Financial Statements and Supplementary Data

Item 9. Changes In and Disagreements With Accountants on Accounting and Financial Disclosures

Item 9A. Controls and Procedures

Item 9B. Other Information

Part III

Item 10. Directors, Executive Officers and Corporate Governance

Item 11. Executive Compensation

Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters

Item 13. Certain Relationships and Related Transactions, and Director Independence

Item 14. Principal Accounting Fees and Services

Part IV

Item 15. Exhibits, Financial Statement Schedules

Signatures

Page
3

Item 1.

Business

Forward-Looking Statements

PART I

Throughout this Annual Report on Form 10-K, Diamond Hill Investment Group, Inc. (the "Company," "we," "us" and "our")
may make forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and
Section 21E of the Securities Exchange Act of 1934, as amended, relating to such matters as anticipated operating results,
prospects and levels of assets under management, technological developments, economic trends (including interest rates and
market volatility), expected transactions and similar matters. The words “believe,” “expect,” “anticipate,” “estimate,” “should,”
“hope,” “seek,” “plan,” “intend” and similar expressions identify forward-looking statements that speak only as of the date
thereof. While we believe that the assumptions underlying our forward-looking statements are reasonable, investors are
cautioned that any of the assumptions could prove to be inaccurate and, accordingly, our actual results and experiences could
differ materially from the anticipated results or other expectations expressed in our forward-looking statements. Factors that
could cause such actual results or experiences to differ from results discussed in the forward-looking statements include, but are
not limited to: the adverse effect from a decline in the securities markets; a decline in the performance of our products; changes
in interest rates; changes in national and local economic and political conditions, including the effects of implementation of the
Budget Control Act of 2011, the American Taxpayer Relief Act of 2012, the Jumpstart Our Business Startups Act of 2012 and
the continuing economic uncertainty in various parts of the world; changes in government policy and regulation, including
monetary policy; changes in our ability to attract or retain key employees; unforeseen costs and other effects related to legal
proceedings or investigations of governmental and self-regulatory organizations; and other risks identified from time-to-time in
other public documents on file with the U. S. Securities and Exchange Commission (“SEC”), including those discussed below
in Item 1A. Throughout this Annual Report on Form 10-K, when we use the terms the “Company,” “management,” “we,” “us,”
and “our,” we mean Diamond Hill Investment Group, Inc. and its subsidiaries.

Overview

The Company, an Ohio corporation organized in April 1990, derives its consolidated revenue and net income from investment
advisory and fund administration services provided by its subsidiaries Diamond Hill Capital Management, Inc. (“DHCM”),
Beacon Hill Fund Services, Inc. (“BHFS”), and BHIL Distributors, Inc. (“BHIL”). BHFS and BHIL collectively operate as
"Beacon Hill". DHCM is a registered investment adviser under the Investment Advisers Act of 1940. DHCM sponsors,
distributes, and provides investment advisory and related services to U.S. and foreign clients through Diamond Hill Funds (the
"Funds"), institutional accounts, and private investment funds (generally known as “hedge funds”). Beacon Hill provides fund
administration and statutory underwriting services to U.S. and foreign clients, including the Funds.

The Company’s primary objective is to fulfill our fiduciary duty to clients. Our secondary objective is to grow the intrinsic
value of the Company in order to achieve an adequate long-term return for shareholders.

Investment Advisory Activities

Clients

The Company provides investment advisory services to a broad range of clients, including corporations, mutual funds,
retirement plans, public pension funds, endowments, foundations, financial institutions and high net worth individuals. We
strive to expand our client base by attracting new clients and earning additional business from existing clients.

Investment Philosophy

We believe that a company’s intrinsic value is independent of its stock price. We also believe competitive long-term returns
can be achieved by buying (shorting) companies when the current market price is at a discount (premium) to our estimate of
intrinsic value, based upon a discounted cash flow methodology.

The following are the guiding principles for our philosophy:

• Treat every investment as a partial ownership interest in that company.

Investing is most intelligent when it is viewed through the lens of an owner.

• Always invest with a margin of safety.

Our discipline is to purchase (short) securities at a sufficient discount (premium) to our estimate of intrinsic value. We
estimate the intrinsic value of the business independent of the current stock market price then compare our estimate to
the price to determine if an opportunity exists. When we successfully identify securities trading below (above) our
estimate of intrinsic value, it increases the potential reward and serves as the most effective risk control.

• Possess a long-term investment temperament.

In the short term, emotion as much as economic fundamentals drives market prices. Over time, the economic
performance of the business and the price paid, versus the market, will determine investment return.

• Recognize that market price and intrinsic value tend to converge over a reasonable period of time.

Investment opportunity lies in the ability to buy (or short), when the current market price does not reflect a company’s
intrinsic value, and to sell (or cover) when price and value converge.

Investment Process

DHCM’s investment process begins with fundamental research focusing on estimating a company’s intrinsic value independent
of its current stock price. Bottom-up analysis, which takes into consideration earnings, revenue growth, operating margins and
other economic factors, is of primary importance in estimating the intrinsic value of an individual company. A five-year
discounted cash flow analysis is the primary methodology to determine whether there is a discrepancy between the current
market price and DHCM’s estimate of intrinsic value. In order to forecast the amount and timing of cash flows, the research
analysts concentrate on the fundamental economic drivers of the business, including competitive positioning, quality of
management, and balance sheet strength. Research analysts also evaluate each company within the context of sector and
industry secular trends. Key factors in analyzing sectors and industries include relative pricing power, ability to earn excess
returns, long-term capital flow, and other fundamental factors. DHCM also applies an intrinsic value philosophy to the analysis
of fixed income securities.

Only securities selling at a discount (premium) to intrinsic value will be purchased (sold short). A portfolio manager assigns the
highest weights to the highest conviction names. A strategy will often not have any exposure to certain industries in which we
are unable to find attractive opportunities. A stock will be sold (or covered) if its price reaches DHCM’s estimate of intrinsic
value, if fundamentals deteriorate, if a more attractive opportunity is identified, or if the holding reaches the stated limit as a
percent of the portfolio.

DHCM believes that many investors’ short-term focus hinders their long-term results, which creates market inefficiencies and
therefore opportunities. In addition, not all investors are valuation sensitive. We believe that we can exploit these market
anomalies/inefficiencies by possessing a long-term investment temperament and practicing a consistent and repeatable business
appraisal approach to investing. Furthermore, DHCM believes that investing in securities whose market prices are significantly
below DHCM’s estimate of intrinsic value (or selling short securities whose market prices are above DHCM’s estimate of
intrinsic value) is a reliable method to achieve above average relative returns as well as mitigate risk.

Investment Advisory Fees

The Company’s principal source of revenue is investment advisory fee income earned from managing client accounts under
investment advisory and sub-advisory agreements. The fees earned depend on the type of investment strategy, account size and
servicing requirements. Revenues depend on the total value and composition of assets under management (“AUM”).
Accordingly, net cash flows from clients, market fluctuations in client portfolios, and the composition of AUM impact our
revenues and results of operations. We also have certain agreements which allow us to earn variable fees in the event that
investment returns exceed targeted amounts during a measurement period.

Investment Strategies

The Company offers several traditional and alternative investment strategies, which are all based on the same intrinsic value
philosophy. As of December 31, 2014, we offered the following representative investment strategies to our clients:

Small Cap - Pursues long-term capital appreciation by investment in a portfolio of 50-80 small-capitalization U.S.
equity securities.

Small-Mid Cap - Pursues long-term capital appreciation by investing in a portfolio of 50-70 small- and mid-
capitalization U.S. equity securities.

Mid Cap - Pursues long-term capital appreciation by investing in a portfolio of 40-60 mid-capitalization U.S. equity
securities

Large Cap - Pursues long-term capital appreciation by investing in a portfolio of 40-60 large-capitalization U.S.
equity securities.

Select - Pursues long-term capital appreciation by investing in a portfolio of 30-40 U.S. companies across a broad
range of market capitalizations.

Long-Short - Pursues long-term capital appreciation by investing both long and selling short U.S. companies across
a broad range of market capitalizations.

Research Opportunities - Pursues long-term capital appreciation by investing both long and selling short U.S.
companies across a broad range of market capitalizations, as well as by investing up to 20% in international equities
and up to 20% in fixed income investments.

Financial Long-Short - Pursues long-term capital appreciation by investing both long and selling short U.S.
financial services companies across a broad range of market capitalizations.

Strategic Income - Pursues high current income, preservation of capital, and total return by investing in corporate
bonds across the credit spectrum.

Investment Results

The Company believes that one of the most important characteristics exhibited by the best investment firms is excellent
investment returns for their clients over a long period of time. We are pleased that, during our history as an investment advisory
firm, we have delivered what we believe are strong long-term investment returns for our clients. Investment returns have been a
key driver in the long-term success we have achieved in growing assets under management ("AUM"). Driven by an expanding
economy, growing corporate profits, and persistently low interest rates, the broad U.S. equity market posted its sixth
consecutive annual gain in 2014. Our investment strategies posted positive absolute returns in 2014; however, on a relative
basis, most strategies trailed their respective benchmark returns.

2014 was a difficult year for active managers in large part due to lower volatility and lower dispersion. Volatility provides
opportunities for active managers to identify mispricings in the market and take advantage of those mispricings. When
volatility is low, there are fewer opportunities. Similarly, when dispersion is low, the spread between winners and losers is
narrow, making it more difficult to stand out from the crowd. More importantly, as of December 31, 2014, the since inception
returns for nearly all of our strategies with at least five years of results exceeded their respective benchmark returns. The
exception was the Diamond Hill Research Opportunities Fund, which completed its first five-year period of existence at March
31, 2014. While pleased with the absolute return of the Research Opportunities Fund, the relative return since inception is
disappointing. However, we continue to believe the Fund’s disciplined approach to capital allocation will deliver satisfactory
absolute and relative returns over most rolling five-year periods and over full market cycles. The following is a summary of the
investment returns for each or our representative strategies with at least five years of results as of December 31, 2014, relative
to its respective passive benchmark.

Inception
12/29/2000

12/30/2005

6/29/2001

12/30/2005

6/30/2000

3/31/2009

8/1/1997

9/30/2002

As of December 31, 2014

1 Year

3 Year

5 Year

10 Year

4.86% 18.46% 13.81%

4.89 %
19.21 % 15.55 %
7.36% 20.74% 15.87%

7.07 %

19.97 % 16.36 %
10.74% 19.43% 13.91%

13.24 %
20.62 % 15.64 %
11.57% 21.56% 14.32%

12.56 %
7.55% 12.95%

20.51 % 15.63 %
8.29%

9.39 %
12.08 %
7.86 %
7.21% 16.83% 12.62%

12.56 %
20.51 % 15.63 %
8.42% 23.64% 13.98%

14.06 %
2.38%

6.43 %

24.75 % 14.00 %
7.29%

5.80%

5.95 %

7.07 %

8.00%

7.77 %
N/A

N/A
8.99%

7.96 %
N/A

N/A
7.19%

5.61 %
N/A

N/A
2.62%

2.10 %
5.78%

5.96 %

Since
Inception

11.89%

8.16 %
9.56%

8.78 %
8.52%

6.35 %
8.71%

8.15 %
7.35%

3.85 %
17.73%

20.87 %
7.68%

4.99 %
7.33%

6.73 %

Diamond Hill Small Cap Fund

Russell 2000
Diamond Hill Small-Mid Cap Fund

Russell 2500
Diamond Hill Large Cap Fund

Russell 1000
Diamond Hill Select Fund

Russell 3000
Diamond Hill Long-Short Fund

60% Russell 1000 / 40% BofA ML US 0-3
Month T-Bill
Diamond Hill Research Opportunities Fund

Russell 3000
Diamond Hill Financial Long-Short Fund

Russell 3000 Financials
Diamond Hill Strategic Income Fund

BofA ML US Corporate & High Yield

________________________

Fund returns are Class I shares net of fees

Index returns do not reflect any fees

Assets Under Management

The following tables show AUM by product and investment objective as well as net client cash flows for the past five years
ended December 31, 2014:

(in millions)

Proprietary funds

Sub-advised funds

Institutional accounts
Total AUM

(in millions)

Small Cap

Small-Mid Cap

Large Cap

Select (All Cap)

Long-Short

Strategic Income

Total AUM

Assets Under Management by Product
As of December 31,

2014

2013

2012

2011

2010

9,863

7,600

5,251

4,405

665

5,128
15,656

444

4,142
12,186

947

3,231
9,429

972

3,294
8,671

Assets Under Management
by Investment Objective
As of December 31,

2014

2013

2012

2011

1,575

1,402

1,295

7,926

432

4,179

249

780

6,254

327

3,213

210

939

364

5,211

258

2,455

202

932

277

4,885

321

2,082

174

15,656

12,186

9,429

8,671

4,409

930

3,284
8,623

2010

948

196

4,631

422

2,251

175

8,623

(in millions)

AUM at beginning of the year

Net cash inflows (outflows)

proprietary funds

sub-advised funds

institutional accounts

Net market appreciation and income

Increase during the year

AUM at end of the year

Capacity

Change in Assets Under Management
For the Year Ended December 31,

2014

2013

2012

2011

2010

12,186

9,429

8,671

8,623

6,283

1,618

166

478

2,262

1,208

3,470

713
(758)
(263)
(308)

3,065

2,757

429
(149)
(499)
(219)

977

758

21
(74)
3

15,656

12,186

9,429

8,671

452

714

532

1,698

642

2,340

8,623

The Company’s primary goal is to fulfill our fiduciary duty to clients. We understand that our ability to retain and grow assets
as a firm has been, and will be, driven primarily by delivering attractive long-term investment results to our clients. Once we
determine that the size of any of our strategies hinders our ability to add value over a passive alternative, we have closed, and
will continue to close, those strategies to new clients, which will impact our ability to grow AUM. We have prioritized, and will
continue to prioritize, investment results over asset accumulation. Currently, all of our investment strategies are open to new
investors. We estimate our AUM capacity to be approximately $25-$35 billion, with AUM of $15.7 billion as of December 31,
2014.

Distribution Channels

The Company’s investment advisory services are distributed through multiple channels. Our institutional sales efforts include
building relationships with institutional consultants and also establishing direct relationships with institutional clients. Our sales
efforts for the Funds include wholesaling to third-party financial intermediaries, including independent registered investment
advisers, brokers, financial planners, and wealth advisers, who utilize the Funds in investment programs they construct for their
clients.

AUM by Channel

Below is a summary of our AUM by distribution channel for the past five years ended December 31, 2014:

(in millions)

Proprietary funds:

Assets by Distribution Channel
As of December 31,

2014

2013

2012

2011

2010

Registered investment advisers

2,363

1,678

1,258

1,049

1,080

Independent broker/dealers

Wirehouse broker/dealers

Banks

Defined contribution

Other

Total proprietary funds

Sub-advised funds

Institutional accounts:

Institutional consultant

Financial intermediary

Direct

Total institutional accounts

Total AUM

1,862

1,760

2,176

1,232

470

9,863

665

2,681

1,573

874

5,128

1,400

1,261

1,668

1,226

367

7,600

444

1,965

1,488

689

4,142

917

758

1,407

739

172

5,251

947

1,857

1,164

210

3,231

665

674

927

737

353

4,405

972

1,836

1,237

221

3,294

15,656

12,186

9,429

8,671

815

775

797

493

449

4,409

930

1,602

1,246

436

3,284

8,623

Growth Strategy

The Company’s growth strategy will remain focused on achieving excellent investment results in all our strategies and
providing the highest level of client service. We will continue to focus on the development of distribution channels to enable us
to offer our various investment strategies to a broad array of clients. We seek to continue to grow AUM through our proprietary
funds and institutional accounts. We have a targeted strategic business plan to further penetrate our existing distribution
channels. Our business development efforts are focused on expanding the institutional consultant channel and plan sponsor
network on the separate account side, as well as our intermediary network on the fund side.

Fund Administration Activities

Fund Administration Services

The Company provides fund administration services to the Diamond Hill Funds and other third party mutual fund companies
and investment advisers. Fund administration services are broadly defined as portfolio and regulatory compliance, treasury and
financial oversight, statutory underwriting, oversight of back-office service providers such as the custodian, fund accountant,
and transfer agent, and general business management and governance of the mutual fund complex. These services are offered
on a stand-alone basis, as well as through a series or "umbrella" trust whereby individual investment advisers can establish a
mutual fund under a fund complex sponsored by the Company.

Fund Administration Fees

The Company earns revenue from performing various fund administration activities described above under individual client
agreements. The fees earned depend on the type of service, fund size, and/or servicing requirements. Certain client agreements
have a fixed fee arrangement while others have a fee derived as a percentage of assets under administration.

Competition

Competition in the area of investment management and fund administration is intense, and our competitors include investment
management firms, broker-dealers, banks and insurance companies, some of whom offer various investment alternatives. Many
competitors are better known than the Company, offer a broader range of investment products and have more offices,
employees and business development representatives. We compete primarily on the basis of philosophy, performance and client
service.

Regulation

The Company and our business are subject to various federal, state and foreign laws and regulations. As a matter of public
policy, regulatory bodies are charged with safeguarding the integrity of the securities and other financial markets and with
protecting the interests of participants in those markets, including investment advisory clients and shareholders of investment
funds. Under these laws and regulations, agencies that regulate investment advisers have broad administrative powers,
including the power to limit, restrict or prohibit an investment adviser from carrying on its business in the event the adviser
fails to comply with such laws and regulations. Possible sanctions that may be imposed include civil and criminal liability, the
suspension of individual employees, limitations on engaging in certain lines of business for specified periods of time,
revocation of investment adviser, broker/dealer, and other registrations, censures and fines.

DHCM is registered with the SEC under the Investment Advisers Act of 1940 (the “Advisers Act”) and operates in a highly
regulated environment. The Advisers Act imposes numerous obligations on registered investment advisers, including fiduciary
duties, recordkeeping requirements, operational requirements and disclosure obligations. All Diamond Hill Funds are registered
with the SEC under the Investment Company Act of 1940 and are required to make notice filings with all states where they are
offered for sale. BHIL is registered with the SEC as a broker/dealer and is a member of the Financial Industry Regulatory
Authority, Inc. (“FINRA”). Virtually all aspects of our investment advisory and fund administration business are subject to
various federal and state laws and regulations.

To the extent that DHCM is a “fiduciary” under the Employee Retirement Income Security Act of 1974 (“ERISA”) with respect
to benefit plan clients, it is subject to ERISA regulations. ERISA and applicable provisions of the Internal Revenue Code
impose certain duties on persons who are fiduciaries, prohibit certain transactions involving ERISA plan clients, and provide
monetary penalties for violations of these prohibitions. The U.S. Department of Labor, which administers ERISA, has been
increasingly active in proposing and adopting regulations affecting the asset management industry. Failure to comply with these
requirements could have a material adverse effect on our business.

The Company’s trading activities for client accounts are regulated under the Securities Exchange Act of 1934 (the “Exchange
Act”), as well as as various FINRA rules, including laws governing trading on inside information, market manipulation and a

broad number of trading requirements (e.g., volume limitations, reporting obligations) and market regulation policies in the
United States.

The preceding descriptions of the regulatory and statutory provisions applicable to us are not complete and are qualified in their
entirety by reference to their respective statutory or regulatory provisions.

Contractual Relationships with the Diamond Hill Funds

The Company is very dependent on our contractual relationships with the Funds. In the event our advisory or administration
agreements with the Funds are terminated, not renewed, or amended to reduce fees, we would be materially and adversely
affected. We generated approximately 73%, 71% and 65% of our 2014, 2013 and 2012 revenues, respectively, from our
advisory and administrative contracts with the Funds. We consider our relationship with the Funds and their board of trustees to
be good, and have no reason to believe that these advisory or administration contracts will not be renewed in the future;
however, there is no assurance that the Funds will choose to continue their relationships with the Company. Please see Item 1A
for risk factors regarding this relationship.

Employees

As of December 31, 2014, the Company and its subsidiaries employed 107 full-time equivalent employees. As of December 31,
2013, the comparable number was 98. We believe that our relationship with our employees is good and do not anticipate any
material change in the number of employees.

SEC Filings

The Company maintains an Internet website at www.diamond-hill.com. Annual Reports on Form 10-K, Quarterly Reports on
Form 10-Q, XBRL instance documents, Current Reports on Form 8-K and amendments to those reports, filed or furnished
pursuant to Section 13(a) or 15(d) of the Exchange Act, are made available free of charge, on or through our website, as soon as
reasonably practicable after such material is electronically filed with, or furnished to, the SEC. The contents of our website are
not incorporated into, or otherwise made a part of, this Annual Report on Form 10-K. Our filings with the Commission may be
read and copied at the Commission's Public Reference Room at 100F Street, NE, Washington, DC 20549. These filings are
also available on the Commission's web-site at http://www.sec.gov free of charge as soon as reasonably practicable after we
have filed the above referenced reports.

ITEM 1A. Risk Factors

The Company’s future results of operations, financial condition, liquidity, and the market price of our common shares are
subject to various risks, including those mentioned below and those that are discussed from time-to-time in our other periodic
filings with the SEC. Investors should carefully consider these risks, along with the other information contained in this report,
before making an investment decision regarding our common shares. There may be additional risks of which we are currently
unaware, or which we currently consider immaterial. The occurrence of any of these risks could have a material adverse effect
on our financial condition, results of operations, liquidity, and value of our common shares. Please see “Forward Looking
Statements” within Item 1 of Part I of this Form 10-K.

Poor investment results of our products could affect our ability to attract new clients or reduce the amount of assets under
management, potentially negatively impacting revenue and net income.

If we fail to deliver acceptable investment results for our clients, both in the short and long term, we will likely experience
diminished investor interest and potentially a diminished level of AUM.

Adverse opinions of the funds we administer or advise published by third parties, including rating agencies and industry
analysts, could decrease our AUM and our revenues.

Investment funds are assessed and rated by independent third parties, including rating agencies, industry analysts and
publications. Investors can be influenced by such ratings. If any of the funds we administer or advise receives an adverse
report, it could negatively influence the amount of money invested into the fund and increase withdrawals from the fund
reducing our AUM and our revenue.

The Company’s success depends on our key personnel, and our financial performance could be negatively affected by the loss
of their services.

Our success depends on highly skilled personnel, including portfolio managers, research analysts, and management, many of
whom have specialized expertise and extensive experience in the investment management industry. Financial services
professionals are in high demand, and we face significant competition for qualified employees. With the exception of our Chief
Executive Officer, key employees do not have employment contracts and generally can terminate their employment at any time.
The Company cannot assure that we will be able to retain or replace key personnel. In order to retain or replace our key
personnel, we may be required to increase compensation, which would decrease net income. The loss of key personnel could
damage our reputation and make it more difficult to retain and attract new employees and clients. A loss of client assets
resulting from the departure of key personnel may materially decrease our revenues and net income.

The Company's AUM, which impacts revenue, is subject to significant fluctuations.

A large majority of our revenue is calculated as a percentage of AUM or is related to the general performance of the equity
securities market. A decline in securities prices (such as that experienced during the last half of 2008 and first quarter of 2009)
or in the sale of investment products, or an increase in fund redemptions, generally would reduce fee income. Financial market
declines would generally negatively impact the level of our AUM and consequently our revenue and net income. A recession or
other economic or political events, both in the United States as well as globally, could also adversely impact our revenue, if
such events led to a decreased demand for products, a higher redemption rate, or a decline in securities prices.

The investment results and/or the growth in our AUM may be constrained if appropriate investment opportunities are not
available or if we close certain of our portfolios.

The Company’s ability to deliver strong investment results depends in large part on our ability to identify appropriate
investment opportunities in which to invest client assets. If we are unable to identify sufficient investment opportunities for
existing and new client assets on a timely basis, our investment results could be adversely affected. The risk that appropriate
investment opportunities may be unavailable is influenced by a number of factors, including general market conditions, and is
likely to increase if our AUM increases rapidly. In addition, if we determine that sufficient investment opportunities are not
available for a portfolio strategy, or we believe that in order to continue to produce attractive returns from a portfolio, we will
consider closing the portfolio to new investors. If we misjudge the point at which it would be optimal to close a portfolio, the
investment results of the portfolio could be negatively impacted.

The Company is subject to substantial competition in all aspects of our business.

Our investment products compete against a number of investment products and services from:

•

asset management firms;

• mutual fund companies;

•

commercial banks and thrift institutions;

insurance companies;

exchange traded funds;

hedge funds; and

brokerage and investment banking firms.

Many of these financial institutions have substantially greater resources than the Company and may operate in more markets or
offer a broader range of products, including passively managed or “index” products. Some of these institutions operate in a
different regulatory environment, which may give them certain competitive advantages in the investment products and portfolio
structures that they offer. We compete with other providers of investment services primarily based upon our philosophy,
performance and client service. Some institutions have a broad array of products and distribution channels that make it more
difficult for us to compete with them. If current or potential customers decide to use one of our competitors, we could face a
significant decline in market share, AUM, revenues, and net income. If we are required to lower our fees in order to remain
competitive, our net income could be significantly reduced because some of our expenses are fixed, especially over shorter
periods of time, and other expenses may not decrease in proportion to the decrease in revenues.

The loss of access to or increased fees required by third party distribution sources to market our portfolios and access our client
base could adversely affect our results of operations.

The Company’s ability to attract additional assets to manage is dependent on our access to third-party intermediaries. We gain
access to mutual fund investors and some retail and institutional clients through third parties, including mutual fund platforms
and financial intermediaries. We compensate intermediaries for access to investors and for various services provided. These
distribution sources and client bases may not continue to be accessible to us for reasonable terms, or at all. Limiting or the total
absence of such access could have an adverse effect on our results of operations. The recent economic downturn and
consolidation in the broker-dealer industry may lead to reduced distribution access and increases in fees the Company is
required to pay to intermediaries. If such increased fees should be required, refusal to pay them could restrict our access to
those client bases while paying them could adversely affect our profitability.

A significant portion of the Company’s revenues are based on contracts with the Funds that are subject to termination without
cause and on short notice.

The Company is very dependent on our contractual relationships with the Funds. In the event our advisory or administration
agreements with the Funds are terminated, not renewed, or amended to reduce fees, we would be materially and adversely
affected. Generally, these agreements are terminable by either party upon 60 days written notice without penalty. The
agreements are subject to annual approval by either (i) the board of trustees of the Funds or (ii) a vote of the majority of the
outstanding voting securities of each Fund. The agreements automatically terminate in the event of their assignment by either
the Company or the Fund. We generated approximately 73%, 71%, and 65% of our 2014, 2013 and 2012 revenues,
respectively, from our advisory and administrative contracts with the Funds, including 30%, 15%, and 10% from the advisory
contracts with the Diamond Hill Long-Short Fund, Large Cap Fund, and Small Cap Fund, respectively, during 2014. The loss
of the Long-Short Fund, Large Cap Fund, or Small Cap Fund contracts would have a material adverse effect on the Company.
We consider our relationship with the Funds and their board of trustees to be good, and we have no reason to believe that these
advisory or administration contracts will not be renewed in the future; however, there is no assurance that the Funds will choose
to continue their relationships with us.

Operational risks may disrupt our business, result in losses or limit our growth.

The Company is dependent on the capacity and reliability of the communications, information and technology systems
supporting our operations, whether developed, owned and operated by the Company or by third parties. Operational risks such
as trading or operational errors, interruption of our financial, accounting, trading, compliance and other data processing
systems, the loss of data contained in the systems, or compromised systems due to cyber-attack, could result in a disruption of
our business, liability to clients, regulatory intervention or reputational damage, and thus adversely affect our business.

The Company’s business is subject to substantial governmental regulation.

Our business is subject to a variety of federal securities laws, including the Investment Advisers Act of 1940, the Investment
Company Act of 1940, the Securities Exchange Act of 1934, the Sarbanes-Oxley Act of 2002, and the U.S. PATRIOT Act of
2001. In addition, we are subject to significant regulation and oversight by the SEC and FINRA. Changes in legal, regulatory,
accounting, tax and compliance requirements could have a significant effect on our operations and results, including but not
limited to increased expenses and reduced investor interest in certain funds and other investment products we offer. We
continually monitors legislative, tax, regulatory, accounting, and compliance developments that could impact our business. We
and our directors, officers and employees could be subject to lawsuits or regulatory proceedings for violations of such laws and
regulations, which could result in the payment of fines or penalties and cause reputational harm to the Company. Such harm
could negatively affect our financial condition and results of operations, as well as divert management's attention from
operations.

We continue to seek to understand, evaluate and, when possible, manage and control these and other business risks.

Trading in our common shares is limited, which may adversely affect the time and the price at which you can sell your shares
of the Company.

Although our common shares are listed on the NASDAQ Global Select Market, the shares are held by a relatively small
number of shareholders, and trading in our common shares is not active. The spread between the bid and the asked prices is
often wide. As a result, you may not be able to sell your shares on short notice, and the sale of a large number of shares at one
time could temporarily depress the market price. In addition, certain shareholders, including certain directors and officers of
the Company, own a significant number of shares. The sale of a large number of shares by any such individual could
temporarily depress the market price.

ITEM 1B. Unresolved Staff Comments

None.

ITEM 2.

Properties

The Company leases office space at two locations in Columbus, Ohio and one location in Berwyn, Pennsylvania.

The Company does not own any real estate or interests in real estate.

ITEM 3.

Legal Proceedings

From time to time, the Company is party to ordinary routine litigation that is incidental to its business. There are currently no
material legal proceedings.

ITEM 4.

Mine Safety Disclosures

Not applicable.

PART II

ITEM 5.

Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity
Securities

The following performance graph compares the total shareholder return of an investment in our common shares to that of the
Russell Microcap® Index, and to a peer group index of publicly traded asset management firms for the five-year period ending
on December 31, 2014. The graph assumes that the value of the investment in our common shares and each index was $100 on
December 31, 2009. Total return includes reinvestment of all dividends. The Russell Microcap® Index makes up less than 3%
of the U.S. equity market and is a market-value-weighted index of the smallest 1,000 securities in the small-cap Russell 2000®
Index plus the next 1,000 smallest securities. Peer Group returns are weighted by the market capitalization of each firm at the
beginning of the measurement period. The historical information set forth below is not necessarily indicative of future
performance. We do not make or endorse any predictions as to future stock performance.

12/31/2009

12/31/2010

12/31/2011

12/31/2012

12/31/2013

12/31/2014

Diamond Hill Investment Group, Inc.

Russell Microcap® Index

Peer Group*

$100

$133

$129

$102

$145

$117

$75

$149

$140

$98

$266

$204

$151

$319

$211

$150

Cumulative
5 Year Total
Return

219%

111%

50%

* The Peer Group is based upon all asset managers with market cap of less than $5 billion excluding firms whose primary
business is hedge fund or private equity, and firms with multiple lines of business. The following companies are included in the
Peer Group: Alliance Bernstein Holding L.P.; Calamos Asset Management, Inc.; Cohen & Steers, Inc.; Eaton Vance Corp.;
Federated Investors, Inc.; GAMCO Investors, Inc.; Hennessy Advisors, Inc.; Janus Capital Group, Inc.; Pzena Investment
Management, Inc.; Teton Advisors, Inc.; U.S. Global Investors, Inc.; Virtus Investment Partners, Inc.; Waddell & Reed
Financial, Inc.; Wisdomtree Investments, Inc.; and Westwood Holdings Group, Inc.

The Company’s common shares trade on the NASDAQ Global Select Market under the symbol DHIL. The following table sets
forth the high and low sales prices during each quarter of 2014 and 2013:

Quarter ended:

March 31

June 30

September 30

December 31

High
Price

2014

Low
Price

Dividend
Per Share

High
Price

2013

Low
Price

Dividend
Per Share

130.57

133.50

133.62

143.06

112.83

115.86

122.89

114.57

— $

79.30

85.59

113.16

4.00

124.25

67.34

72.50

86.21

104.86

—

3.00

Due to the relatively low volume of traded shares, bid/ask spreads can be fairly wide at times and therefore, quoted prices may
not be indicative of the price a shareholder may receive in an actual transaction. During the years ended December 31, 2014
and 2013, approximately 1,553,212 and 2,663,334, respectively, of our common shares were traded. The dividends indicated
above were special dividends. We have not paid regular quarterly dividends in the past, and have no present intention of paying
regular dividends in the future. The approximate number of record holders of our common shares at December 31, 2014 was
264, although we believe that the number of beneficial owners of our common shares is substantially greater.

Purchases of Equity Securities by the Issuer and Affiliated Purchasers

The Company did not purchase any of our common shares during the year ended December 31, 2014. The following table sets
forth information regarding our repurchase program of our common shares during the fourth quarter of fiscal year 2014:

Period

October 1, 2014 through October 31, 2014

November 1, 2014 through November 30, 2014

December 1, 2014 through December 31, 2014

Total Number
of Shares Purchased

Average Price
Paid Per Share

Total Number
of Shares Purchased
as part of Publicly
Announced Plans
or Programs

Maximum Number
of Shares That May
Yet Be Purchased
Under the Plans or
Programs(a)

—

318,433

(a)

The Company’s current share repurchase program was announced on August 9, 2007. The board of directors authorized
management to repurchase up to 350,000 of our common shares in the open market and in private transactions in
accordance with applicable securities laws. Our repurchase program is not subject to an expiration date.

We sold no equity securities of the Company during 2014 that were not registered under the Securities Act of 1933.

ITEM 6.

Selected Financial Data

The following selected financial data should be read in conjunction with our Consolidated Financial Statements and related
notes and Management’s Discussion and Analysis of Financial Condition and Results of Operations contained in this Annual
Report on Form 10-K.

(in thousands, except per share data)

Income Statement Data:

Total revenues

Compensation and related costs

Other expenses

Total expenses

Net operating income

Operating profit margin

Net income

Per Share Information:
Basic earnings

Diluted earnings

Cash dividend declared

Weighted Average Shares Outstanding

Basic

Diluted

Balance Sheet Data (in thousands):

Total assets

Long-term debt

Shareholders equity

Assets Under Management (in millions)

Net Client Flows (in millions)

2014

2013

2012

2011

2010

For the Years Ended December 31,

104,559

43,892

13,206

57,098

47,460

81,432

40,852

9,898

50,750

30,682

66,657

33,868

8,361

42,229

24,428

63,895

32,875

7,959

40,834

23,061

56,795

30,991

7,331

38,322

18,473

45.4%

37.7%

36.6%

36.1%

32.5%

31,581

22,155

16,931

14,353

12,402

9.88

9.67

4.00

3,196

3,266

7.05

6.94

3.00

3,142

3,194

5.44

8.00

3,111

4.86

5.00

2,952

4.48

13.00

2,767

2,768

2014

2013

2012

2011

2010

At December 31,

107,709

75,353

41,236

37,720

28,566

—

74,319

15,656

2,262

—

44,943

12,186
(308)

—

21,736

9,429
(219)

—

18,050

8,671

—

7,498

8,623

1,698

ITEM 7.

Management’s Discussion and Analysis of Financial Condition and Results of Operations

In this section, we discuss and analyze the consolidated results of operations for the past three fiscal years and other factors that
may affect future financial performance. This discussion should be read in conjunction with our Consolidated Financial
Statements, Notes to Consolidated Financial Statements, and Selected Financial Data contained in this Form 10-K.

Business Environment

Driven by an expanding economy, growing corporate profits, and persistently low interest rates, the broad U.S. equity market
posted its sixth consecutive annual gain in 2014. The S&P 500 Index finished the year with a 13.7% total return (including
dividends), and the Federal Reserve signaled its belief in the economy’s ability to grow without assistance by concluding its
bond purchasing program known as Quantitative Easing, or QE, in October 2014. Although investors expect the Fed to raise
interest rates sometime in 2015, its overall monetary policy remains accommodative, encouraging equity investors.

In the U.S., unemployment fell as a result of the best hiring stretch since the late 1990s. The U.S. consumer benefited from a
steep decline in gasoline prices to the lowest levels in five years, adding more buying power beyond modest wage gains. The
sharp decline in the price of oil over the past few months is likely to improve household budgets. Globally, central banks
remained extraordinarily accommodative in an attempt to provide a backdrop for increased economic growth. Europe, which
has been a clear economic laggard over the past few years, was still only showing modest signs of improvement. Meanwhile,
China and India continued to grow at healthy mid-single digit rates, but many other emerging economies around the world are

seeing decelerating growth rates. The U.S. dollar ended the year strong relative to other currencies as investors were confident
that stronger economic growth in the U.S. will lead the Fed to raise rates in 2015 for the first time since before the financial
crisis.

Despite the end of the Federal Reserve’s Quantitative Easing, we continue to believe the Fed is likely to maintain a very
accommodative overall monetary stance well into next year as the domestic economy is lacking signs of robust growth, while
inflation expectations have again turned lower. The recent strength of the U.S. dollar is now playing a key role in these
developments as its relative appreciation has created a new headwind for growth while also pushing down commodity prices.
The modest deleveraging of the U.S. household sector over the past few years continues to be a positive story. These lower
debt levels combined with very low interest rates have allowed consumer debt-service burdens to improve to very low levels by
historical standards. This healthy debt service picture remains very much tied to historically low interest/mortgage rates, and
any sharp, meaningful increase in those rates is likely to present an important headwind for growth.

Although the U.S. economy appears to be healing at a steady pace and set to maintain its 2% - 3% growth heading into 2015,
we continue to expect positive but below average equity market returns over the next five years. Our conclusion is primarily
based on above average price/earnings multiples applied to already very strong levels of corporate profit margins, which in
combination, likely tempers prospective returns. This outlook also seems consistent with the current interest rate environment.
We believe that we can achieve better than market returns over the next five years through active portfolio management and
stock selection independent of benchmark weights.

A large majority of our revenue is calculated as a percentage of AUM and is therefore impacted by the overall business and
economic environment described above. Financial market declines or deterioration in the economic environment would
generally negatively impact the level of our AUM, and consequently our revenue and net income.

Key Financial Performance Indicators

There are a variety of key performance indicators the Company monitors in order to evaluate our business results. The
following table presents the results of certain key performance indicators over the past three fiscal years:

Ending AUM (in millions)

Average AUM (in millions)

Total Revenue (in thousands)

Total Expenses (in thousands)

Average Advisory Fee Rate

Operating Profit Margin

Assets Under Management

For the Years Ended December 31,

2014

15,656

13,847

104,559

57,099

0.65%

45.4%

2013

2012

12,186

10,817

81,432

50,750

0.65%

37.7%

9,429

9,249

66,657

42,229

0.62%

36.6%

Our revenue is derived primarily from investment advisory and administration fees. Investment advisory and administration
fees paid to the Company are generally based on the value of the investment portfolios we manage and fluctuate with changes
in the total value of the AUM. Substantially all of our AUM (98.4%) is valued based on readily available market quotations.
AUM in our fixed income strategies (1.6%) is valued using evaluated prices from an independent third-party provider. Fees are
recognized in the period that the Company manages these assets.

Revenues are highly dependent on both the value and composition of AUM. The following is a summary of our AUM by
product, investment objective, and a roll-forward of the change in AUM for the years ended December 31, 2014, 2013, and
2012:

(in millions)

Proprietary funds

Sub-advised funds

Institutional accounts

Total AUM

(in millions)
Small Cap

Small-Mid Cap

Large Cap

Select (All Cap)

Long-Short
Strategic Income

Total AUM

(in millions)
AUM at beginning of the year

Net cash inflows (outflows)

proprietary funds

sub-advised funds

institutional accounts

Net market appreciation and income

Increase during the year

AUM at end of the year

Consolidated Results of Operations

The following is a discussion of our consolidated results of operations.

(in thousands, except per share data)

Net operating income
Net operating income after tax(a)
Net income

Net operating income after tax per
diluted share(a)
Net income per diluted share

2014

47,460

29,759

31,581

9.11

9.67

2013

30,682

19,077

22,155

5.97

6.94

Operating profit margin

45.4%

37.7%

Assets Under Management by Product
As of December 31,

2014

2013

2012

9,863

7,600

665

5,128

444

4,142

15,656

12,186

5,251

947

3,231

9,429

Assets Under Management
by Investment Objective
As of December 31,

2014

2013

2012

1,575

1,402

1,295

7,926

432

4,179
249

780

6,254

327

3,213
210

15,656

12,186

939

364

5,211

258

2,455
202

9,429

Change in Assets Under Management
For the Year Ended December 31,

2014

2013

2012

12,186

9,429

8,671

1,618

166

478

2,262

1,208

3,470

713
(758)
(263)
(308)
3,065

2,757

429
(149)
(499)
(219)
977

758

15,656

12,186

9,429

% Change

2013

55% $

30,682

56% $

19,077

43% $

22,155

2012

24,428

15,857

16,931

5.10

5.44

% Change

26%

20%

31%

17%

28%

53% $

39% $

5.97

6.94

37.7%

36.6%

(a)

Net operating income after tax is a non-GAAP performance measure. See Use of Supplemental Data as Non-GAAP
Performance Measure section within this report.

Year Ended December 31, 2014 compared with Year Ended December 31, 2013

The Company earned net income of $31.6 million ($9.67 per diluted share) for the year ended December 31, 2014, compared
with net income of $22.2 million ($6.94 per diluted share) for the year ended December 31, 2013. Operating income increased
by $16.8 million from 2013 to 2014 primarily due to an increase in AUM, resulting in a $23.1 million increase in revenue. The
revenue increase was offset by an increase in operating expenses of $6.3 million, primarily related to higher compensation due
to staffing and merit increases and increases in incentive compensation. A positive return on our corporate investments further
contributed to the overall increase in net income. Investment income of $2.9 million in 2014 was due to net portfolio
appreciation. The income tax provision increased $5.3 million from the year ended December 31, 2013 to December 31, 2014
primarily due to an overall increase in book income. Operating profit margin increased to 45.4% for 2014 from 37.7% for 2013.
We expect that our operating margin will fluctuate, sometimes substantially, from year to year based on various factors
including revenues; investment results; employee performance; staffing levels; development of investment strategies, products,
or channels; and industry comparisons.

Year Ended December 31, 2013 compared with Year Ended December 31, 2012

The Company earned net income of $22.2 million ($6.94 per diluted share) for the year ended December 31, 2013, compared
with net income of $16.9 million ($5.44 per diluted share) for the year ended December 31, 2012. Operating income increased
by $6.3 million from 2012 to 2013 primarily due to an increase in AUM, resulting in a $14.8 million increase in revenue. The
revenue increase was offset by an increase in operating expenses of $8.5 million, primarily related to higher compensation due
to staffing and merit increases and increases in incentive compensation and restricted stock expenses. A positive return on our
corporate investments further contributed to the overall increase in net income offset by a change in the effective tax rate from
35.1% in 2012 to 37.8% in 2013. Investment income increased $3.3 million from the year ended December 31, 2012 to
December 31, 2013 due to net portfolio appreciation. Income tax provision increased $4.3 million from the year ended
December 31, 2012 to December 31, 2013 primarily due to an overall increase in book income and an increase in the effective
tax rate as a result of interest expense and additional state and city income tax resulting from the 2013 settled IRS exam.
Operating profit margin increased to 37.7% for 2013 from 36.6% for 2012. We expect that our operating margin will fluctuate
from year to year based on various factors including revenues; investment results; employee performance; staffing levels;
development of investment strategies, products, or channels; and industry comparisons.

Revenue

(in thousands)

Investment advisory

Mutual fund administration, net

Total

2014

2013

% Change

2013

2012

% Change

89,901

14,658

104,559

69,967

11,465

81,432

28% $

69,967

57,783

28%

11,465

81,432

8,874

66,657

21%

29%

22%

Revenue for the Year Ended December 31, 2014 compared with Year Ended December 31, 2013

As a percent of total 2014 revenues, investment advisory fees accounted for 86% and mutual fund administration fees made up
the remaining 14%. This compared to 87% and 13%, respectively, for 2013.

Investment Advisory Fees. Investment advisory fees increased by $19.9 million, or 28%, from the year ended December 31,
2013 to the year ended December 31, 2014. Investment advisory fees are calculated as a percentage of average AUM at various
rates depending on the investment product. The increase in investment advisory fees was driven by an increase of 28% in
average AUM year over year. The average advisory fee rate for both periods was 0.65%.

Mutual Fund Administration Fees. Mutual fund administration fees increased by $3.2 million, or 28%, from the year ended
December 31, 2013 to the year ended December 31, 2014. Mutual fund administration fees include administration fees received
from Diamond Hill Funds, which are calculated as a percentage of average mutual fund AUM, and all Beacon Hill fee revenue.
The increase in the mutual fund administration fee is due to a 36% increase in average Diamond Hill Fund AUM which
increased from $6.3 billion for the year ended December 31, 2013 to $8.6 billion for the year ended December 31, 2014. The
increase was also partially due to an increase in Beacon Hill's administered umbrella trust AUM period over period. The overall
blended net administration fee rate for the Diamond Hill Funds decreased by 1 basis point to 0.14% at the end of 2014.

Revenue for the Year Ended December 31, 2013 compared with Year Ended December 31, 2012

As a percent of total 2013 revenues, investment advisory fees accounted for 86% and mutual fund administration fees made up
the remaining 14%. This compared to 87% and 13%, respectively, for 2012.

Investment Advisory Fees. Investment advisory fees increased by $12.2 million, or 21%, from the year ended December 31,
2012 to the year ended December 31, 2013. Investment advisory fees are calculated as a percentage of average AUM at various
rates depending on the investment product. The increase in investment advisory fees was driven by an increase of 17% in
average AUM year over year and an increase of three basis points in the average advisory fee rate to 0.65% in 2013 from
0.62% for the year ended December 31, 2012. The increase in the average advisory fee rate is primarily due to a shift in the
overall composition of AUM to higher fee rate strategies.

Mutual Fund Administration Fees. Mutual fund administration fees increased by $2.6 million, or 29%, from the year ended
December 31, 2012 to the year ended December 31, 2013. Mutual fund administration fees include administration fees received
from Diamond Hill Funds, which are calculated as a percentage of average mutual fund AUM, and all Beacon Hill fee revenue.
The increase in the mutual fund administration fee is due to a 36% increase in average mutual fund AUM from $4.8 billion for
the year ended December 31, 2012 to $6.3 billion for the year ended December 31, 2013 while the overall blended net
administration fee rate remained flat at 0.15% year over year.

Expenses

(in thousands)
Compensation and related costs
General and administrative
Sales and marketing
Mutual fund administration
Total

2014
43,892
8,099
2,222
2,885
57,098

2013
40,852
6,043
2,099
1,756
50,750

% Change

7% $
34%
6%
64%
13%

2013
40,852
6,043
2,099
1,756
50,750

2012
33,868
4,987
1,817
1,557
42,229

% Change

21%
21%
16%
13%
20%

Expenses for the Year Ended December 31, 2014 compared with Year Ended December 31, 2013

Compensation and Related Costs. Employee compensation and benefits increased by $3.0 million, or 7%, due to an increase
of $2.4 million in salaries and related benefits due to an increase in staffing and merit levels and an increase of $0.6 million in
incentive compensation during fiscal year 2014 due to growth in the business. Incentive compensation expense can fluctuate
significantly period over period as we evaluate incentive compensation by reviewing investment performance, individual
performance, company performance and other factors.

General and Administrative. General and administrative expenses increased by $2.1 million, or 34%, from the year ended
December 31, 2013 to the year ended December 31, 2014. This increase was primarily due to an additional $1.1 million of
charitable contributions in 2014. The remaining increase was due to additional research expenses to support our investment
team, additional rent related to the expansion of our office space and non-income related taxes.

Sales and Marketing. Sales and marketing expenses increased by $0.1 million, or 6%, from the year ended December 31,
2013 to the year ended December 31, 2014. This increase was due to an overall increase in travel and other expenses related to
business development efforts. We expect revenue sharing to financial intermediaries who support the distribution of the Funds
to increase between $0.5 million and $1.0 million in 2015.

Mutual Fund Administration. Mutual fund administration expenses increased by $1.1 million, or 64%, from the year ended
December 31, 2013 to the year ended December 31, 2014. Mutual fund administration expenses consist of both variable and
fixed expenses. The variable expenses are based on mutual fund AUM and the number of shareholder accounts. The increase is
primarily due to a restructuring of certain servicing contracts for the Funds to shift the expense obligation from the Funds to the
Company. This effectively lowered the expense ratio of the Funds by approximately one basis point and increased the mutual
fund administration expense of the Company by an equivalent dollar amount. An increase in the average Funds AUM of 36%
from the year ended December 31, 2013 to December 31, 2014 also contributed to the increase.

Expenses for the Year Ended December 31, 2013 compared with Year Ended December 31, 2012

Compensation and Related Costs. Employee compensation and benefits increased by $7.0 million, or 21%, due to an increase
of $1.7 million in salaries and related benefits due to an increase in staffing and merit levels, an increase of $1.5 million in
restricted stock expense primarily due to accelerated vesting of a restricted stock grant during fiscal year 2013, and an
increaseof $3.8 million in incentive compensation during fiscal year 2013 due to growth in the business.

General and Administrative. General and administrative expenses increased by $1.1 million, or 21%, from the year ended
December 31, 2012 to the year ended December 31, 2013. This increase was primarily due to additional research expenses to

support our investment team, an increase in system infrastructure and information technology expenses, additional rent related
to the expansion of our office space during fourth quarter 2013, and an increase in corporate legal expenses and non-income
related taxes.

Sales and Marketing. Sales and marketing expenses increased by $282 thousand, or 16%, from the year ended December 31,
2012 to the year ended December 31, 2013. This increase was due to an overall increase in travel and other expenses related to
business development and retention efforts and expenses related to a review and update of marketing materials.

Mutual Fund Administration. Mutual fund administration expenses increased by $199 thousand, or 13%, from the year ended
December 31, 2012 to the year ended December 31, 2013. Mutual fund administration expenses consist of both variable and
fixed expenses. The variable expenses are based on mutual fund AUM and the number of shareholder accounts. The increase is
due to an increase in average Funds AUM of 33% from the year ended December 31, 2012 to December 31, 2013, offset by a
reduction in shareholder maintenance expenses during the current fiscal year and a reduction in expenses incurred by Beacon
Hill related to servicing clients.

Liquidity and Capital Resources

Sources of Liquidity

The Company's main source of liquidity is cash flow from operating activities which are generated from investment advisory
and fund administration fees. Our investment portfolio is primarily in readily marketable securities, which provide for cash
liquidity, if needed. Investments in mutual funds are valued at their quoted current net asset value. Investments in private
investment funds are valued independently. Equity securities in private investment funds are based on readily available market
quotations. Debt securities in private investment funds are valued using pricing techniques which take into account factors
such as trading activity, readily available market quotations, yield, quality, coupon rate, maturity, type of issue, trading
characteristics, call features, credit rates and other observable inputs. Inflation is expected to have no material impact on our
performance. Cash and cash equivalents, accounts receivables, and investments represent approximately 91% and 86% of total
assets as of December 31, 2014 and 2013 respectively. We believe these sources of liquidity, as well as our continuing cash
flows from operating activities, will be sufficient to meet our current and future operating needs for at least the next 12 months.

Uses of Liquidity

In line with the Company’s primary objective to fulfill our fiduciary duty to clients and secondary objective to achieve an
adequate long-term return for shareholders, we anticipate our main uses of cash will be operating expenses.

The Board of Directors and management regularly review various factors to determine whether we have capital in excess of
that required for the business and the appropriate use of any excess capital. The factors considered include our investment
opportunities, capital needed for investment strategies, risks, and future dividend and capital gain tax rates. Evaluating
management’s stewardship of capital for shareholders is a central part of our investment discipline that we practice for our
clients. We hold ourselves to the same standard that we look for when evaluating investments for our clients.

While this is the seventh consecutive year that the Company has paid a special dividend, there can be no assurance that we will
pay a dividend in the future. We have paid out special dividends totaling $53.00 per share from 2008 through 2014. These
special dividends reduced shareholders’ equity by $150.1 million over the past seven years. The 2014, 2013 and 2012 special
dividend reduced shareholders' equity by $13.2 million, $9.8 million and $16.9 million, respectively. The 2014 and 2013
special dividend was a qualified dividend for tax purposes and was recorded as a reduction to retained earnings. A portion of
the dividend paid in 2012 was a return of capital for tax purposes and we elected to record the dividend as a reduction to
retained earnings.

Working Capital

As of December 31, 2014, the Company had working capital of approximately $66.2 million compared to $35.9 million at
December 31, 2013. Working capital includes cash, securities owned, current receivables and other current assets, net of current
liabilities. On October 29, 2014, our board of directors declared a $4.00 per share dividend payable on December 15, 2014 to
shareholders of record on December 5, 2014. The payment of the special cash dividend reduced our working capital balance.
The Company has no debt, and believes our available working capital is sufficient to cover current expenses. We expect to have
sufficient working capital to cover anticipated capital expenditures that could range from $0.5 million to $1.0 million in 2015
related to office expansion to support our growth and $20.0 million to $25.0 million for seed capital in new investment
strategies.

Cash Flow Analysis

Cash Flows from Operating Activities

The Company’s cash flows from operating activities are calculated by adjusting net income to reflect other significant operating
sources and uses of cash, certain significant non-cash items such as share-based compensation, and timing differences in the
cash settlement of operating assets and liabilities.

As of December 31, 2014, 2013, and 2012, net cash provided by operating activities totaled $42.6 million, $34.6 million, and
$24.5 million, respectively. The changes in net cash provided by operating activities generally reflects net income plus the
effect of non-cash items and the timing differences in the cash settlement of assets and liabilities.

Cash Flows from Investing Activities

The Company’s cash flows from investing activities consist primarily of capital expenditures and the purchase and redemption
of our investment portfolio.

Cash flows used in investing activities totaled $26.7 million for the year ended December 31, 2014 related to investments in
corporate investments and capital expenditures, partially offset by redemptions of corporate investments in the period. Cash
flows provided by investing activities totaled $1.5 million for the year ended December 31, 2013 related to the net redemptions
in corporate investments offset by capital expenditures during the period. Cash flows used in investing activities totaled $7.4
million for the year ended December 31, 2012 related to net purchases in corporate investments and capital expenditures during
the period.

Cash Flows from Financing Activities

The Company’s cash flows from financing activities consist primarily of the payment of special dividends, the repurchase of
common shares, and shares withheld related to employee tax withholding.

As of December 31, 2014, 2013, and 2012, net cash used by financing activities totaled $13.3 million, $10.9 million, and $24.5
million, respectively. The primary cash flows used in financing activities for the periods were special dividends of $13.2
million, $9.8 million, and $25.2 million, respectively.

Selected Quarterly Information

Our unaudited quarterly results of operations for the years ended December 31, 2014 and 2013 are summarized below:

(in thousands, except per share data)

12/31

09/30

06/30

03/31

12/31

09/30

06/30

03/31

At or For the Quarter Ended

2014

2013

Assets under management
(in millions)

Total revenue

Total operating expenses

Operating income

Investment income (loss)

Net income

Diluted EPS

Diluted weighted shares
outstanding

Contractual Obligations

$ 15,656

$ 14,474

$ 14,204

$ 12,986

$ 12,186

$ 11,040

$ 10,427

$ 10,574

28,471

10,240

18,231

2,073

27,459

16,475

10,984

(1,006)

$ 12,553

3.81

6,351

1.94

25,440

15,766

9,674

1,322

6,928

2.12

23,189

14,617

8,572

517

5,750

1.78

22,324

12,890

9,434

1,482

6,750

2.10

20,819

13,350

7,469

914

5,362

1.67

19,914

12,762

7,152

729

4,712

1.45

18,375

11,748

6,627

1,825

5,331

1.67

3,292

3,281

3,268

3,231

3,222

3,212

3,248

3,197

The following table presents a summary of the Company’s future obligations under the terms of operating leases and lease
commitments, other contractual purchase obligations, and deferred compensation obligations at December 31, 2014. Other
purchase obligations include contractual amounts that will be due for the purchase of services to be used in our operations, such
as mutual fund sub-administration and portfolio accounting software. These obligations may be cancelable at earlier times than
those indicated and, under certain conditions, may involve termination fees. The deferred compensation obligations includes
compensation that will be paid out upon satisfactory completion of certain performance-based and time-based criteria (see Note
2: Deferred Compensation Liability). Because these obligations are of a normal recurring nature, we expect to fund them from

future cash flows from operations. The information presented does not include operating expenses or capital expenditures that
will be committed in the normal course of operations in 2015 and future years:

(in thousands)

Operating lease obligations

Purchase obligations

Deferred compensation obligations

Total

Payments Due by Period

Total

2015

2016-2017

2018-2019

Later

6,282

697

1,392

1,228

5,402

5,679

3,696

1,798

1,706

—

1,436

17,363

6,191

3,098

2,664

2,965

—

2,445

5,410

The total operating lease obligations and purchase obligations include $0.3 million and $0.1 million, respectively, of
obligations resulting from a contractual expense reimbursement agreement ("Expense Agreement") with a third party. Under
the Expense Agreement, these amounts are expected to be reimbursed to the Company by the third party. The obligation of the
third party to reimburse us for these expenses survives the termination of the Expense Agreement. See Note 2: Contractual
Expense Reimbursements.

Use of Supplemental Data as Non-GAAP Performance Measure

Net Operating Income After Tax

As supplemental information, we are providing performance measures that are based on methodologies other than generally
accepted accounting principles (“non-GAAP”) for “Net Operating Income After Tax” that management uses as benchmarks in
evaluating and comparing the period-to-period operating performance of the Company and subsidiaries.

The Company defines “net operating income after tax” as the Company's net operating income less income tax provision,
excluding investment related activity and the tax impact related to the investment related activity. The Company believes that
“net operating income after tax” provides a good representation of the Company's operating performance, as it excludes the
impact of investment related activity on financial results. The amount of the investment portfolio and market fluctuations on the
investments can change significantly from one period to another, which can distort the underlying earnings potential of a
company. We also believe “net operating income after tax” is an important metric in estimating the value of an asset
management business. This non-GAAP measure is provided in addition to net income and net operating income and is not a
substitute for net income or net operating income and may not be comparable to non-GAAP performance measures of other
companies.

(in thousands, except per share data)
Net operating income, GAAP basis
Non-GAAP adjustments:

Tax provision excluding impact of investment income

Net operating income after tax, non-GAAP basis
Net operating income after tax per diluted share, non-GAAP basis
Diluted weighted average shares outstanding, GAAP basis

Year Ended December 31,

2014

2013

2012

47,460

30,682

24,428

(17,701)
29,759
9.11
3,266

$
$

(11,605)
19,077
5.97
3,194

$
$

(8,571)
15,857
5.10
3,111

$
$

The tax provision excluding impact of investment related activity is calculated by applying the tax rate from the actual tax
provision to net operating income.

Off-Balance Sheet Arrangements

The Company has no off-balance sheet arrangements. We do not have any obligation under a guarantee contract, or a retained
or contingent interest in assets or similar arrangement that serves as credit, liquidity or market risk support for such assets, or
any other obligation, including a contingent obligation, under a contract that would be accounted for as a derivative instrument
or arising out of a variable interest.

Critical Accounting Policies and Estimates

Provisions for Income Taxes. The objectives of accounting for income taxes are to recognize the amount of taxes payable or
refundable for the current year and deferred tax liabilities and assets for the future tax consequences of events that have been
recognized in an entity’s financial statements or tax returns. Judgment is required in assessing the future tax consequences of
events that have been recognized in our financial statements or tax returns.

Revenue Recognition on Incentive-Based Advisory Contracts. We have certain investment advisory contracts in which a portion
of the fees are based on investment performance achieved in the respective client portfolio in excess of a specified hurdle rate.
These fees are calculated based on client investment results over rolling five year periods. The Company records variable
incentive fees at the end of the contract measurement period.

Revenue Recognition when Acting as an Agent vs. Principal. The Funds have selected and contractually engaged certain
vendors to fulfill various services to benefit the Funds’ shareholders or to satisfy regulatory requirements of the Funds. These
services include, among others, required fund shareholder mailings, registration services, and legal and audit services. DHCM,
in fulfilling a portion of its role under the administration agreement with the Funds, acts as agent to pay these obligations of the
Funds. Each vendor is independently responsible for fulfillment of the services it has been engaged to provide and negotiates
fees and terms with the management and board of trustees of the Funds. The fee that the Funds pay to DHCM is reviewed
annually by the Funds’ board of trustees and specifically takes into account the contractual expenses that DHCM pays on behalf
of the Funds. As a result, DHCM is not involved in the delivery or pricing of these services and bears no risk related to these
services. Revenue has been recorded net of these Fund expenses, as it is the appropriate accounting treatment for this agency
relationship.

Beacon Hill has underwriting agreements with certain clients, including registered mutual funds. Part of Beacon Hill’s role as
underwriter is to act as an agent on behalf of its mutual fund clients to receive 12b-1/service fees and commission revenue and
facilitate the payment of those fees and commissions to third parties who provide services to the funds and their shareholders.
The amount of 12b-1/service fees and commissions are determined by each mutual fund client and Beacon Hill bears no
financial risk related to these services. As a result, 12b-1/service fees and commission revenue has been recorded net of the
expense payments to third parties, as it is the appropriate accounting treatment for this agency relationship.

ITEM 7A. Quantitative and Qualitative Disclosures About Market Risk

The Company’s revenues and net income are based primarily on the value of AUM. Accordingly, declines in financial market
values directly and negatively impact our investment advisory revenues and net income.

We invest in Diamond Hill Funds and our private investment funds, which are market risk sensitive financial instruments.
These investments have inherent market risk in the form of price risk; that is, the potential future loss of value that would result
from a decline in their fair value. Market prices fluctuate and the amount realized upon subsequent sale may differ significantly
from the reported market value.

The table below summarizes our market risks as of December 31, 2014, and shows the effects of a hypothetical 10% increase
and decrease in investments.

Equity investments

Fixed Income investments

Total

Fair Value as of
December 31, 2014

Fair Value
Assuming a
Hypothetical
10% Increase

Fair Value
Assuming a
Hypothetical
10% Decrease

35,103,421

10,324,035

45,427,456

38,613,763

11,356,439

49,970,202

31,593,079

9,291,632

40,884,711

ITEM 8.

Financial Statements and Supplementary Data

Report of Independent Registered Public Accounting Firm

The Board of Directors and Shareholders
Diamond Hill Investment Group, Inc.:

We have audited the accompanying consolidated balance sheets of Diamond Hill Investment Group, Inc. and subsidiaries (the
Company) as of December 31, 2014 and 2013, and the related consolidated statements of income, shareholders’ equity, and cash
flows for each of the years in the three-year period ended December 31, 2014. These consolidated financial statements are the
responsibility of the Company’s management. Our responsibility is to express an opinion on these consolidated financial statements
based on our audits.

We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States).
Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements
are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures
in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by
management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable
basis for our opinion.

In our opinion, the consolidated financial statements referred to above present fairly, in all material respects, the financial position
of Diamond Hill Investment Group, Inc. and subsidiaries as of December 31, 2014 and 2013, and the results of their operations
and their cash flows for each of the years in the
period ended December 31, 2014, in conformity with U.S. generally
accepted accounting principles.

We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States), the
Company’s internal control over financial reporting as of December 31, 2014, based on criteria established in Internal Control -
Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO), and
our report dated February 27, 2015 expressed an unqualified opinion on the effectiveness of the Company’s internal control over
financial reporting.

/s/ KPMG LLP

Columbus, Ohio
February 27, 2015

Report of Independent Registered Public Accounting Firm

The Board of Directors and Shareholders
Diamond Hill Investment Group, Inc.:

We have audited Diamond Hill Investment Group Inc.’s (the Company) internal control over financial reporting as of December 31,
2014, based on criteria established in Internal Control - Integrated Framework (2013) issued by the Committee of Sponsoring
Organizations of the Treadway Commission (COSO). The Company’s management is responsible for maintaining effective internal
control over financial reporting and for its assessment of the effectiveness of internal control over financial reporting, included in
the accompanying Management’s Annual Report on Internal Control over Financial Reporting appearing under Item 9A of the
Company’s December 31, 2014 annual report on Form 10-K. Our responsibility is to express an opinion on the Company’s internal
control over financial reporting based on our audit.

We conducted our audit in accordance with the standards of the Public Company Accounting Oversight Board (United States).
Those standards require that we plan and perform the audit to obtain reasonable assurance about whether effective internal control
over financial reporting was maintained in all material respects. Our audit included obtaining an understanding of internal control
over financial reporting, assessing the risk that a material weakness exists, and testing and evaluating the design and operating
effectiveness of internal control based on the assessed risk. Our audit also included performing such other procedures as we
considered necessary in the circumstances. We believe that our audit provides a reasonable basis for our opinion.

A company’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability
of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted
accounting principles. A company’s internal control over financial reporting includes those policies and procedures that (1) pertain
to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets
of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial
statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are
being made only in accordance with authorizations of management and directors of the company; and (3) provide reasonable
assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that
could have a material effect on the financial statements.

Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also,
projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because
of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

In our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of
December 31, 2014, based on criteria established in Internal Control - Integrated Framework (2013) issued by the Committee of
Sponsoring Organizations of the Treadway Commission.

We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States), the
consolidated balance sheets of Diamond Hill Investment Group, Inc. and subsidiaries as of December 31, 2014 and 2013, and the
related consolidated statements of operations, shareholders’ equity, and cash flows for each of the years in the three-year period
ended December 31, 2014, and our report dated February 27, 2015 expressed an unqualified opinion on those consolidated financial
statements.

/s/ KPMG LLP

Columbus, Ohio
February 27, 2015

Diamond Hill Investment Group, Inc.
Consolidated Balance Sheets

ASSETS

Cash and cash equivalents

Investment portfolio

Accounts receivable

Prepaid expenses

Property and equipment, net of depreciation

Deferred taxes

Total assets

LIABILITIES AND SHAREHOLDERS’ EQUITY

Liabilities

Accounts payable and accrued expenses

Accrued incentive compensation

Deferred compensation

Income taxes payable

Total liabilities

Shareholders’ Equity

Common stock, no par value
7,000,000 shares authorized; 3,317,728 issued and outstanding at December 31, 2014
(inclusive of 306,768 unvested shares); 3,257,247 issued and outstanding at December
31, 2013 (inclusive of 312,099 unvested shares)

Preferred stock, undesignated, 1,000,000 shares authorized and unissued

Deferred equity compensation

Accumulated income/(deficit)

Total shareholders’ equity

Total liabilities and shareholders’ equity

Book value per share

December 31,

2014

2013

$ 35,777,140

$ 33,106,972

45,427,456

16,514,146

1,904,945

2,425,949

5,658,992

18,726,070

13,002,295

1,489,713

964,943

8,063,425

$ 107,708,628

$ 75,353,418

6,550,770

4,049,240

19,981,250

19,606,881

5,678,764

1,178,620

1,287,745

5,466,562

33,389,404

30,410,428

84,855,693

72,642,933

—
(12,566,133)
2,029,664

74,319,224

—
(11,397,560)
(16,302,383)
44,942,990

$ 107,708,628

$ 75,353,418

22.40

13.80

The accompanying notes are an integral part of these consolidated financial statements.

Diamond Hill Investment Group, Inc.
Consolidated Statements of Income

REVENUES:

Investment advisory

Mutual fund administration, net

Total revenue
OPERATING EXPENSES:

Compensation and related costs

General and administrative

Sales and marketing

Mutual fund administration

Total operating expenses

NET OPERATING INCOME

Investment income
INCOME BEFORE TAXES

Income tax provision

NET INCOME

Earnings per share

Basic

Diluted

Weighted average shares outstanding

Basic

Diluted

Year Ended December 31,

2014

2013

2012

$ 89,900,834

$ 69,966,377

$ 57,783,131

14,657,931

104,558,765

11,465,327

81,431,704

8,874,177

66,657,308

43,892,336

40,851,722

33,868,225

8,099,410

2,222,382

2,884,495

57,098,623

47,460,142

2,905,794

6,042,781

2,098,915

1,756,366

50,749,784

30,681,920

4,950,245

4,986,559

1,817,124

1,556,909

42,228,817

24,428,491

1,654,124

50,365,936
(18,785,005)
$ 31,580,931

35,632,165
(13,477,337)
$ 22,154,828

26,082,615
(9,151,723)
$ 16,930,892

9.88

9.67

7.05

6.94

5.44

3,196,127

3,266,168

3,142,083

3,194,263

3,111,328

The accompanying notes are an integral part of these consolidated financial statements.

Diamond Hill Investment Group, Inc.
Consolidated Statements of Shareholders’ Equity

Balance at January 1, 2012

2,995,814

49,995,622

(11,539,632) $

(20,405,632) $

18,050,358

Shares
Outstanding

Common
Stock

Deferred Equity
Compensation

Accumulated
Income/(Deficit)

Total

Issuance of restricted stock grants

Amortization of restricted stock grants

Issuance of stock grants

Issuance of common stock related to
401k plan match

Tax benefit from dividend payments
related to restricted stock grants

Net excess tax benefit from vested
restricted stock grants

Shares withheld related to employee tax
withholding

Forfeiture of restricted stock grants

Cash Dividend Paid of $8.00 per share

Net income

107,600

—

71,949

8,139,135

—

5,540,792

14,239

1,057,056

—

1,992,298

34,543

(17,438)

(2,177)

(1,348,262)

(155,371)

—

(8,139,135)

4,693,926

—

155,371

—

4,693,926

5,540,792

1,057,056

1,992,298

34,543

(1,348,262)

—

(25,215,896)

16,930,892

Balance at December 31, 2012

3,169,987

65,255,813

(14,829,470) $

(28,690,636) $

21,735,707

Issuance of restricted stock grants

Amortization of restricted stock grants

Issuance of stock grants

Issuance of common stock related to
401k plan match

Tax benefit from dividend payments
related to restricted stock grants

Net excess tax benefit from vested
restricted stock grants

Shares withheld related to employee tax
withholding

Forfeiture of restricted stock grants

Cash Dividend Paid of $3.00 per share

Net income

32,000

—

59,006

2,740,030

—

4,606,008

12,894

1,158,354

—

357,188

420,620

(16,500)

(1,884,187)

(2,740,030)

6,161,047

—

(10,893)

10,893

(140)

—

6,161,047

4,606,008

1,158,354

357,188

420,620

(1,884,187)

—

(9,766,575)

22,154,828

Balance at December 31, 2013

3,257,247

72,642,933

(11,397,560) $

(16,302,383) $

44,942,990

Issuance of restricted stock grants

Amortization of restricted stock grants

Issuance of stock grants

Issuance of common stock related to
401k plan match

Tax benefit from dividend payments
related to restricted stock grants

Net excess tax benefit from vested
restricted stock grants

Shares withheld related to employee tax
withholding

Forfeiture of restricted stock grants

Cash Dividend Paid of $4.00 per share

Net income

31,613

—

33,745

7,518,895

—

3,984,816

10,999

1,356,035

—

(7,663)

(8,213)

—

296,755

666,889

(976,343)

(634,287)

—

(7,518,895)

5,716,035

—

634,287

—

5,716,035

3,984,816

1,356,035

296,755

666,889

(976,343)

—

(13,248,884)

31,580,931

Balance at December 31, 2014

3,317,728

84,855,693

(12,566,133) $

2,029,664

74,319,224

The accompanying notes are an integral part of these consolidated financial statements.

Diamond Hill Investment Group, Inc.
Consolidated Statements of Cash Flows

CASH FLOWS FROM OPERATING ACTIVITIES:

Net Income

$ 31,580,931

$ 22,154,828

$ 16,930,892

Adjustments to reconcile net income to net cash provided by operating
activities:

Year Ended December 31,

2014

2013

2012

301,936

306,005

305,897

Depreciation

Stock-based compensation

Increase in accounts receivable

Change in current income taxes

Change in deferred income taxes

Net investment gain

Increase in accrued compensation

Excess income tax benefit from stock-based compensation
Income tax benefit from dividends paid on unvested shares

Other changes in assets and liabilities

Net cash provided by operating activities
CASH FLOWS FROM INVESTING ACTIVITIES:

Purchase of property and equipment

Cost of investments purchased and other portfolio activity

Proceeds from sale of investments

Net cash provided by (used in) investing activities

CASH FLOWS FROM FINANCING ACTIVITIES:

Value of shares withheld related to employee tax withholding

Excess income tax benefit from stock-based compensation

Income tax benefit from dividends paid on unvested shares

Payment of dividends

Net cash used in financing activities

CASH AND CASH EQUIVALENTS

Net change during the year

At beginning of year

At end of year

Supplemental cash flow information:

Interest paid

Income taxes paid

Supplemental disclosure of non-cash transactions:

Common stock issued as compensation

5,750,981
(142,875)
(105,166)
(368,572)
(1,135,598)
5,469,062
(34,543)
(1,992,298)
(131,087)
24,546,693

(221,592)
(7,463,796)
304,152
(7,381,236)

7,303,799
(3,511,851)
(3,324,298)
2,404,433
(1,517,662)
8,518,476
(666,889)
(296,755)
1,827,723

7,319,401
(2,563,697)
8,520,834
(5,616,211)
(4,270,928)
8,797,907
(425,380)
(357,188)
715,570

42,619,843

34,581,141

(525,472)
(2,306,947)
4,355,536

1,523,117

(1,504,368)
(25,433,201)
249,477
(26,688,092)

(976,343)
666,889

296,755
(13,248,884)
(13,261,583)

(1,884,187)
425,380

357,188
(9,766,575)
(10,868,194)

(1,348,262)
34,543

1,992,298
(25,215,896)
(24,537,317)

2,670,168

25,236,064

33,106,972

7,870,908

(7,371,860)
15,242,768

$ 35,777,140

$ 33,106,972

7,870,908

— $

—

19,704,817

10,575,000

9,636,000

3,984,816

4,606,008

5,540,792

The accompanying notes are an integral part of these consolidated financial statements.

Diamond Hill Investment Group, Inc.
Notes to Consolidated Financial Statements

Note 1 Business and Organization

Diamond Hill Investment Group, Inc. (the “Company”), an Ohio Corporation, derives its consolidated revenues and net income
from investment advisory and fund administration services. The Company has three operating subsidiaries.

Diamond Hill Capital Management, Inc. (“DHCM”), an Ohio corporation, is a wholly owned subsidiary of the Company and a
registered investment adviser. DHCM is the investment adviser to the Diamond Hill Funds (the “Funds”), a series of open-end
mutual funds, private investment funds (“Private Funds”), and other institutional accounts. In addition, DHCM is administrator
for the Funds.

Beacon Hill Fund Services, Inc. (“BHFS”), an Ohio corporation, is a wholly owned subsidiary of the Company. BHFS provides
certain compliance, treasury, and other fund administration services to investment advisers and mutual funds. BHIL
Distributors, Inc. (“BHIL”), an Ohio corporation, is a wholly owned subsidiary of BHFS. BHIL provides underwriting services
to mutual funds. BHFS and BHIL collectively operate as "Beacon Hill".

Note 2 Significant Accounting Policies

The preparation of financial statements in conformity with accounting principles generally accepted in the United States of
America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities,
disclosure of contingent assets and liabilities, and the reported amounts of revenues and expenses for the periods. Actual results
could differ from those estimates. Certain prior period amounts and disclosures have been reclassified to conform to the current
period financial presentation. Book value per share is computed by dividing total shareholders’ equity by the number of shares
issued and outstanding at the end of the measurement period. The following is a summary of the Company’s significant
accounting policies:

Principles of Consolidation

The accompanying consolidated financial statements include the operations of the Company and its subsidiaries. All inter-
company transactions and balances have been eliminated in consolidation.

Segment Information

Management has determined that the Company operates in one business segment, namely providing investment management
and administration services to mutual funds, institutional accounts, and private investment funds. Therefore, no disclosures
relating to operating segments are required in the annual financial statements.

Cash and Cash Equivalents

Cash and cash equivalents include demand deposits and money market mutual funds.

Accounts Receivable

Accounts receivable are recorded when they are due and are presented on the balance sheet net of any allowance for doubtful
accounts. Accounts receivable are written off when they are determined to be uncollectible. Any allowance for doubtful
accounts is estimated based on the Company’s historical losses, existing conditions in the industry, and the financial stability of
those individuals or entities that owe the receivable. No allowance for doubtful accounts was deemed necessary at
December 31, 2014 or 2013.

Valuation of Investment Portfolio

Investments held by the Company are classified as trading securities and are valued based upon the definition of Level 1 inputs
and Level 2 inputs. Level 1 inputs are defined as fair values which use quoted prices in active markets for identical assets or
liabilities. Level 2 inputs are defined as quoted prices in markets that are not considered to be active for identical assets or
liabilities, quoted prices in active markets for similar assets or liabilities, and inputs other than quoted prices that are directly
observable or that may be corroborated indirectly with observable market data. The following table summarizes the values of
the Company’s investments based upon Level 1 and Level 2 inputs as of December 31, 2014 and 2013:

Level 1 Inputs

Level 2 Inputs

As of December 31,

2014

2013

$ 62,595,546

$ 32,528,367

$ 14,652,589

3,001,461

Level 1 investments are all registered investment companies (mutual funds) and include $31.8 million and $16.8 million,
respectively, of money market mutual funds that the Company classifies as cash equivalents. Level 2 investments are all limited
partnerships who are valued independently. Equity securities in limited partnerships are based on readily available market
quotations. Debt securities in limited partnerships are valued using pricing techniques which take into account factors such as
trading activity, readily available market quotations, yield, quality, coupon rate, maturity, type of issue, trading characteristics,
call features, credit rates and other observable inputs. The Company determines transfers between fair value hierarchy levels at
the end of the reporting period. There were no transfers in or out of the levels.

The changes in fair values on the investments are recorded in the Consolidated Statements of Income as investment income.

Limited Partnership Interests

DHCM is the managing member of Diamond Hill General Partner, LLC (the “General Partner”), the general partner of
Diamond Hill Investment Partners, L.P. (“DHIP”), Diamond Hill Global Fund, L.P. ("DHGF"), formerly Diamond Hill
Research Partners – International, L.P., and Diamond Hill Valuation-Weighted 500, L.P. (“DHVW”) collectively (the
“Partnerships”), each a limited partnership whose underlying assets consist of marketable securities.

DHCM, in its role as managing member of the General Partner, has the power to direct each Partnerships’ economic activities
and the right to receive investment advisory and performance incentive fees that may be significant to the Partnerships. The
Company evaluated these Partnerships to determine whether or not to consolidate the entities in accordance with Financial
Accounting Standards Board Accounting Standards Codification ("FASB ASC") 810, Consolidation. Certain of these
Partnerships are considered to be variable interest entities (“VIEs”) while others are considered to be voting rights entities
(“VREs”), both of which are subject to consolidation consideration. The Company would consolidate VIEs where the Company
is considered the primary beneficiary or VREs where the General Partner is considered to control the Partnership. For the
Partnerships that were considered VIEs, the Company was not deemed to be the primary beneficiary. For the Partnerships that
were considered VREs, it was determined that the DHCM in its role of managing member of the General Partner did not
control the Partnerships. Therefore, the investments are accounted for under the equity method rather than being consolidated in
the accompanying financial statements.

DHCM’s investments in these Partnerships are reported as a component of the Company’s investment portfolio, valued at
DHCM’s proportionate interest in the net asset value of the marketable securities held by the Partnerships. The Partnerships are
not subject to lock up periods and can be redeemed on demand. Gains and losses attributable to changes in the value of
DHCM’s interests in the Partnerships are included in the Company’s reported investment income. The Company’s exposure to
loss as a result of its involvement with the Partnerships is limited to the amount of its investments. DHCM is not obligated to
provide financial or other support to the Partnerships, other than its investments to date and its contractually provided
investment advisory responsibilities, and has not provided such support. The Company has not provided liquidity arrangements,
guarantees or other commitments to support the Partnerships’ operations, and the Partnerships’ creditors and interest holders
have no recourse to the general credit of the Company.

Certain board members, officers and employees of the Company invest in DHIP and are not subject to a management fee or an
incentive fee. These individuals receive no remuneration as a result of their personal investment in DHIP. The capital of the
General Partner is not subject to a management fee or an incentive fee.

Property and Equipment

Property and equipment, consisting of leasehold improvements, computer equipment, furniture and fixtures, are carried at cost
less accumulated depreciation. Depreciation is calculated using the straight-line method over the estimated life of the assets.

Deferred Compensation Liability

Deferred compensation liability represents compensation that will be paid out upon satisfactory completion of certain
performance-based and time-based criteria specified in employee award agreements issued pursuant to the 2014 and 2011
Equity and Cash Incentive Plans. See Note 5.

Revenue Recognition – General

The Company earns substantially all of its revenue from investment advisory and fund administration services. Investment
advisory and administration fees, generally calculated as a percentage of AUM, are recorded as revenue as services are
performed. In addition to fixed fees based on a percentage of AUM, certain client accounts also provide periodic variable
incentive fees.

Revenue Recognition – Variable Incentive Fees

The Company manages certain client accounts that provide for variable incentive fees. These fees are calculated based on client
investment results over rolling five year periods. The Company records variable incentive fees at the end of the contract
measurement period. No variable incentive fees were earned during the twelve months ended December 31, 2014 and 2013.
The table below shows AUM subject to variable incentive fees and the amount of variable incentive fees that would be
recognized if the contracts were terminated as of the twelve months ended December 31, 2014 and 2013:

AUM subject to variable incentive fees

Contractual Period Ends:

Quarter Ended June 30, 2017
Quarter Ended December 31, 2018
Quarter Ended September 30, 2019

Total variable incentive fees that would be recognized if contract terminated

As Of December 31,

2014

2013

$ 562,613,027

$ 470,726,000

For the Year Ended

2014

2013

2,427,031
—
31,049

3,900,649
—
—

2,458,080

3,900,649

The contractual end dates highlight the time remaining until the variable incentive fees are scheduled to be earned. The amount
of variable incentive fees that would be recognized if the contracts were terminated as of December 31, 2014 or 2013 will
increase or decrease based on future client investment results through the contractual period end, and there is no assurance that
the above amounts will ultimately be earned.

Revenue Recognition – Mutual Fund Administration

DHCM has an administrative and transfer agency services agreement with the Funds, under which DHCM performs certain
services for each Fund. These services include mutual fund administration, fund accounting, transfer agency and other related
functions. For performing these services, each fund pays DHCM a fee, which is calculated using an annual rate of 0.25% for
Class A, C, and I shares and 0.10% for Class Y shares, times the average daily net assets of each respective series and share
class.

The Funds have selected and contractually engaged certain vendors to fulfill various services to benefit the Funds’ shareholders
or to satisfy regulatory requirements of the Funds. These services include, among others, required shareholder mailings, federal
and state registrations, and legal and audit services. DHCM, in fulfilling a portion of its role under the administration agreement
with the Funds, acts as agent to pay these obligations of the Funds. Each vendor is independently responsible for fulfillment of
the services it has been engaged to provide and negotiates fees and terms with the management and board of trustees of the
Funds. The fee that each Fund pays to DHCM is reviewed annually by the Funds’ board of trustees and specifically takes into
account the contractual expenses that DHCM pays on behalf of the Funds. As a result, DHCM is not involved in the delivery or
pricing of these services and bears no risk related to these services. Revenue has been recorded net of these Fund related
expenses, in accordance with FASB ASC 605-45, Revenue Recognition – Principal Agent Considerations. In addition, DHCM
finances the upfront commissions which are paid to brokers who sell Class C shares of the Funds. As financer, DHCM advances
the commission amount to be paid to the selling broker at the time of sale. These advances are capitalized and amortized over
12 months to correspond with the repayments DHCM receives from the principal underwriter to recoup this commission
advancement.

Beacon Hill has underwriting and administrative service agreements with certain clients, including registered mutual funds. The
fee arrangements vary from client to client based upon services provided and are recorded as revenue under mutual fund
administration on the Consolidated Statements of Income. Part of Beacon Hill’s role as underwriter is to act as an agent on
behalf of its mutual fund clients to receive 12b-1/service fees and commission revenue and facilitate the payment of those fees
and commissions to third parties who provide services to the funds and their shareholders. The majority of 12b-1/service fees
are paid to independent third parties and the remainder are retained by the Company as a reimbursement of expenses the
Company has incurred. The amount of 12b-1/service fees and commissions are determined by each mutual fund client, and
Beacon Hill bears no financial risk related to these services. As a result, 12b-1/service fees and commission revenue has been
recorded net of the expense payments to third parties, in accordance with the appropriate accounting treatment for this agency
relationship.

Mutual fund administration gross and net revenue are summarized below:

Mutual fund administration:

Administration revenue, gross

12b-1/service fees and commission revenue received from fund clients

12b-1/service fees and commission expense payments to third parties

Fund related expense

Revenue, net of related expenses

DHCM C-Share financing:

Broker commission advance repayments

Broker commission amortization

Financing activity, net

Year Ended December 31,

2014

2013

2012

$ 22,968,369

$ 16,692,093

$ 13,074,707

10,514,242
(9,102,565)
(9,753,359)
14,626,687

8,481,442
(7,404,361)
(6,321,374)
11,447,800

878,105
(846,861)
31,244

365,380
(347,853)
17,527

6,868,974
(5,597,757)
(5,469,023)
8,876,901

217,227
(219,951)
(2,724)
8,874,177

Mutual fund administration revenue, net

$ 14,657,931

$ 11,465,327

Contractual Expense Reimbursements

During the fourth quarter of 2013, BHIL entered into an agreement with an investment adviser that is part of the umbrella trust
sponsored by BHFS to provide staff to support the wholesaling functions and sales support services to distribute shares of the
registered investment companies managed by the investment adviser and distributed by BHIL. Under the agreement, the
investment adviser is obligated to reimburse BHIL for all expenses incurred in association with these efforts. The amount of
expense incurred and reimbursed for the year ended December 31, 2014, 2013, and 2012 was $1,849,786, $375,825, and $0,
respectively. In addition, the third party investment adviser is obligated to reimburse BHIL for any contractual obligations
entered into by BHIL as a result of this arrangement. BHIL is not involved in the delivery or pricing of these services and bears
no risk related to these services. Revenue has been recorded net of these expenses in accordance with FASB ASC 605-45,
Revenue Recognition - Principal Agent Considerations.

Income Taxes

The Company accounts for current and deferred income taxes through an asset and liability approach. Deferred taxes are
recognized for deductible temporary differences and deferred tax liabilities are recognized for taxable temporary differences.
Deferred tax assets are reduced by a valuation allowance when it is more likely than not that some portion or all of the deferred
tax assets will not be realized. Deferred tax assets and liabilities are adjusted for the effects of changes in tax laws and rates on
the date of enactment.

The Company is subject to examination by various federal, state and local jurisdictions for various tax periods. The Company’s
income tax positions are based on research and interpretations of the income tax laws and rulings in each of the jurisdictions in
which the Company does business. Due to the subjectivity of interpretations of laws and rulings in each jurisdiction, the
differences and interplay in tax laws between those jurisdictions, as well as the inherent uncertainty in estimating the final
resolution of complex tax audit matters, the Company’s estimates of income tax liabilities may differ from actual payments or
assessments. The Company regularly assesses its position with regard to tax exposures and records liabilities for these uncertain
tax positions and related interest and penalties, if any, according to the principles of FASB ASC 740, Income Taxes. As of

December 31, 2014, the Company has not recorded any liability for uncertain tax positions. The Company records interest and
penalties, if any, within the income tax provision on the income statement.

Earnings Per Share

Basic earnings per share (“EPS”) excludes dilution and is computed by dividing net income by the weighted average number of
Common Shares outstanding for the period, which includes participating securities. Diluted EPS reflects the potential dilution
of EPS due to unvested restricted stock grants with forfeitable rights to dividends. For the periods presented, the Company has
unvested stock-based payment awards that contain both forfeitable and nonforfeitable rights to dividends. See Note 8.

Recently Issued Accounting Standards

In May 2014, the FASB issued Accounting Standards Update 2014-09, Revenue from Contracts with Customers, which
supersedes existing accounting standards for revenue recognition and creates a single framework. The new guidance is
effective for fiscal years beginning after December 15, 2016, including interim periods within that reporting period and requires
either a retrospective or a modified retrospective approach to adoption. The Company is currently evaluating the new guidance
and does not expect it to have a material impact on its consolidated financial statements and related disclosures, as well as the
transition methods. Early adoption is prohibited.

Note 3 Investment Portfolio

As of December 31, 2014, the Company held investments (excluding money market funds, included with cash and cash
equivalents) worth $45.4 million and an estimated cost basis of $37.1 million. The following table summarizes the fair value of
these investments as of December 31, 2014 and 2013:

Seed Capital Investments:

Diamond Hill Research Opportunities Fund

Diamond Hill Mid Cap Fund

Diamond Hill Financial Long-Short Fund

Diamond Hill High Yield Fund, L.P.

Diamond Hill Valuation-Weighted 500, L.P.

Diamond Hill Global Fund, L.P.

Diamond Hill Investment Partners, L.P.

Total Seed Capital Investments

Deferred Compensation Investments

Total Investment Portfolio

As of December 31,

2014

2013

$ 13,143,281

$ 13,305,830

10,729,930

1,222,892

9,764,814

3,398,035

1,489,740

—

1,131,034

—

3,000,328

—

1,133

39,748,692

17,438,325

5,678,764

1,287,745

$ 45,427,456

$ 18,726,070

The deferred compensation investments above consists of Diamond Hill Funds and relate to deferred compensation liabilities
from both deferred compensation plans (refer to Note 5) and other deferred compensation arrangements.

DHCM is the managing member of the General Partner, which is the general partner of the Partnerships. The underlying assets
of the Partnerships are cash, marketable equity securities and fixed income securities. Summary financial information,
including the Company’s carrying value and income from the Partnerships, is as follows:

Total partnership assets

Total partnership liabilities

Net partnership assets

DHCM’s portion of net assets

Net partnership income

DHCM’s portion of net income

Note 4 Capital Stock

Common Shares

As of December 31,

2014

2013

2012

$ 128,182,211

$ 122,106,403

$ 105,472,952

21,782,571

25,217,600

17,786,579

$ 106,399,640

$ 96,888,803

$ 87,686,373

$ 14,652,589

3,001,461

3,650,561

For the Year Ended December 31,

2014

2013

2012

8,870,418

$ 24,294,495

$ 15,054,951

491,951

899,958

472,659

The Company has only one class of securities outstanding, Common Shares, no par value per share.

Authorization of Preferred Shares

The Company’s Amended and Restated Articles of Incorporation authorize the issuance of 1,000,000 shares of “blank check”
preferred shares with such designations, rights and preferences as may be determined from time to time by the Company’s
Board of Directors. The Board of Directors is authorized, without shareholder approval, to issue preferred stock with dividend,
liquidation, conversion, voting, or other rights, which could adversely affect the voting or other rights of the holders of the
Common Shares. There were no shares of preferred stock issued or outstanding at December 31, 2014 or 2013.

Note 5 Compensation Plans

Equity Incentive Plans

2014 Equity and Cash Incentive Plan

At the Company’s annual shareholder meeting on April 30, 2014, shareholders approved the 2014 Equity and Cash Incentive
Plan (“2014 Plan”). The 2014 Plan is intended to facilitate the Company’s ability to attract and retain staff, provide additional
incentive to employees and directors, and promote the success of the Company’s business. The 2014 Plan authorizes the
issuance of 600,000 Common Shares of the Company in various forms of equity awards. The 2014 Plan also authorizes cash
incentive awards. As of December 31, 2014, there were 580,050 Common Shares available for awards under the 2014 Plan. The
2014 Plan provides that the Board of Directors, or a committee appointed by the Board, may grant awards and otherwise
administer the 2014 Plan. Restricted stock units and restricted stock grants issued under the 2014 Plan, which vest over time,
are recorded as deferred compensation in the equity section of the balance sheet on the grant date and then recognized as
compensation expense based on the grant date price over the vesting period of the respective grant. Stock grants issued under
the 2014 Plan are recorded as compensation expense based on the grant date price.

2011 Equity and Cash Incentive Plan and 2005 Employee and Director Equity Incentive Plan

There are no longer any Common Shares available for future issuance under either the 2011 or 2005 equity incentive plans,
although outstanding grants under these plans remain issued and outstanding. Restricted stock grants issued under the 2011 and
2005 equity incentive plans, which vest over time, were recorded as deferred compensation in the equity section of the balance
sheet on the grant date and then recognized as compensation expense based on the grant date price over the vesting period of
the respective grant. Stock grants issued under the 2011 and 2005 equity incentive plans were recorded as compensation
expense based on the grant date price.

Restricted Stock Grant Transactions

The Company issues restricted stock units and restricted stock awards (collectively, "Restricted Stock"). Restricted stock units
represent shares which may be issued in the future, whereas restricted stock awards represent shares issued and outstanding
upon grant with vesting restrictions. The following table represents a roll-forward of outstanding Restricted Stock and related
activity during the years ended December 31, 2014 and December 31, 2013:

Outstanding Restricted Stock as of December 31, 2012

Grants issued

Grants vested

Grants forfeited

Outstanding Restricted Stock as of December 31, 2013

Grants issued

Grants vested
Grants forfeited

Outstanding Restricted Stock as of December 31, 2014

Weighted-
Average
Grant Date Price
per Share

319,988

32,000
(39,749)
(140)
312,099

60,613
(28,731)
(8,213)
335,768

74.22

85.63

80.77

77.81

74.17

124.05

63.47
77.23

79.79

Total deferred compensation related to unvested Restricted Stock grants was $12.6 million as of December 31, 2014.
Compensation expense related to the restricted stock grants is calculated based upon the fair market value of the common stock
on grant date adjusted for estimated forfeitures. Compensation expense recognition of deferred compensation over the
remaining vesting periods, adjusted for estimated forfeitures, is as follows:

2015

2016

2017

2018

2019

Total

5,723,105

2,708,516

2,180,245

1,436,301

517,966

12,566,133

Stock Grant Transactions

The following table represents stock grant transactions during the years ended December 31, 2014, 2013, and 2012:

December 31, 2014

December 31, 2013

December 31, 2012

401(k) Plan

Shares Issued

Grant Date Value

33,745

59,006

71,949

3,984,816

4,606,008

5,540,792

The Company sponsors a 401(k) plan in which all employees are eligible to participate. Employees may contribute a portion of
their compensation subject to certain limits based on federal tax laws. The Company makes matching contributions of common
shares of the Company with a value equal to 200 percent of the first six percent of an employee’s compensation contributed to
the plan. Employees become fully vested in the matching contributions after six plan years of employment. The following table
summarizes the Company’s expenses attributable to the plan during the years ended December 31, 2014, 2013 and 2012:

For the year ended December 31,

2014

2013

2012

1,356,035

1,158,354

1,057,056

Deferred Compensation Plans

On April 24, 2013, the Board of Directors approved the Diamond Hill Fixed Term Deferred Compensation Plan and the
Diamond Hill Variable Term Deferred Compensation Plan (collectively the “Plans”). Under the Plans, participants may elect to
voluntarily defer, for a minimum of five years, certain incentive compensation, which the Company then contributes into the
Plans. Each participant is responsible for designating investment options for assets they contribute, and the distribution paid to
each participant reflects any gains or losses on the assets realized while in the Plans. Assets held in the Plans are included in the
Company’s investment portfolio, and the associated obligation to participants is included in deferred compensation liability.
Assets held in the Plans are recorded at fair value. Deferred compensation liability was $5.7 million, $1.3 million and $0 for
December 31, 2014, 2013 and 2012, respectively.

Note 6 Operating Leases

The Company currently leases office space of approximately 36,700 square feet at three locations, which in 2015 will be
expanding to 42,400 square feet of office space. The following table summarizes the total lease and operating expenses for the
years ended December 31, 2014, 2013 and 2012:

For the year ended December 31,

2014
905,061

2013
730,845

2012
686,747

The approximate future minimum lease payments under the operating leases are as follows:

Total
6,282,000

2015

2016

2017

2018

2019

Thereafter

697,000

696,000

632,000

596,000

2,965,000

Future Minimum Lease Payments by Year

The total approximate future minimum lease payments of $6.3 million include $0.3 million of obligations that will be
reimbursed to the Company under an expense reimbursement agreement ("Expense Agreement") with a third party. Under the
Expense Agreement, these amounts are required to be reimbursed to the Company by the third party. The obligation of the third
party to reimburse the Company for these expenses survives the termination of the Expense Agreement.

In addition to the above lease payments, the Company is also responsible for normal operating expenses of the properties. Such
operating expenses were approximately $0.3 million in 2014.

Note 7 Income Taxes

The Company files a consolidated federal income tax return. It is the policy of the Company to allocate the consolidated tax
provision to subsidiaries as if each subsidiary’s tax liability or benefit were determined on a separate company basis. As part of
the consolidated group, subsidiaries transfer to the Company their current federal tax liabilities or assets.

Current city income tax provision

Current state income tax provision

Current federal income tax provision

Deferred federal income tax expense (benefit)

Provision for income taxes

As of December 31,

2014

2013

2012

935,612

952,957

429,147

15,015,813

2,404,433

$ 18,785,005

268,920

17,866,911
(5,611,451)
$ 13,477,337

406,814

122,704

8,990,777
(368,572)
9,151,723

A reconciliation of income tax expense at the statutory federal rate to the Company’s income tax expense is as follows:

Income tax computed at statutory rate

City and state income taxes, net of federal benefit

Other

Income tax expense

2014

2013

2012

$ 17,628,078

$ 12,471,258

9,128,915

887,093

269,834

794,220

211,859

$ 18,785,005

$ 13,477,337

344,187
(321,379)
9,151,723

In addition to the income tax expense listed above for the years ended December 31, 2014, 2013 and 2012, income tax benefit
recorded in shareholders' equity for the same periods was $1.0 million, $0.8 million, and $2.0 million, respectively. Included in
2012 is $2.0 million which relates to tax benefits not previously claimed by the Company.

Deferred tax assets and liabilities consist of the following at December 31, 2014 and 2013:

Stock-based compensation
Accrued incentive compensation

Unrealized gains

Other assets and liabilities

Net deferred tax assets

2014

2013

5,433,419
2,964,688
(2,436,006)
(303,109)
5,658,992

4,433,293
4,075,735
(316,926)
(128,677)
8,063,425

The net temporary differences incurred to date will reverse in future periods as the Company generates taxable earnings. The
Company believes it is more likely than not that the results of future operations will generate sufficient taxable income to
realize the net deferred tax assets recorded. The Company records a valuation allowance when it is more likely than not that
some portion or all of the deferred tax assets will not be realized. As of December 31, 2014, no valuation allowance was
deemed necessary.

FASB ASC 740, Income Taxes, prescribes a recognition threshold and measurement attribute for the financial statement
recognition and measurement of a tax position taken or expected to be taken in a tax return and also provides guidance on
derecognition, classification, interest and penalties, accounting in interim periods, disclosure and transition. The Company did
not record an accrual for tax related uncertainties or unrecognized tax positions as of December 31, 2014. The Company does
not expect a change to the reserve for uncertain tax positions within the next twelve months that would have a material impact
on the consolidated financial statements.

The Company files income tax returns in the federal and all applicable state and local jurisdictions. The Company is subject to
federal, state and local examinations by tax authorities for tax years ended December 31, 2009 through 2014.

Note 8 Earnings Per Share

The Company’s common shares outstanding consist of all shares issued and outstanding, including unvested restricted shares.
Basic and diluted EPS are calculated under the two-class method. Pursuant to the two-class method, the Company’s unvested
restricted stock grants with nonforfeitable rights to dividends are considered participating securities. Dividends are paid on all
common shares outstanding at the same rate. Accordingly, the Company has evaluated the impact of earnings per share of all
participating securities under the two-class method, noting no impact on earnings per share. Restricted stock grants with
forfeitable rights to dividends and restricted stock units are considered dilutive. The following table sets forth the computation
for basic and diluted EPS and reconciliation between basic and diluted shares outstanding:

Net income

Year Ended December 31,

2014

2013

2012

$ 31,580,931

$ 22,154,828

$ 16,930,892

Weighted average number of outstanding shares - Basic

3,196,127

3,142,083

3,111,328

Dilutive impact of restricted stock grants with forfeitable rights to
dividends

Dilutive impact of restricted stock units

67,453

2,588

52,180

—

Weighted average number of outstanding shares - Diluted

3,266,168

3,194,263

3,111,328

Earnings per share

Basic

Diluted

Note 9 Regulatory Requirements

9.88

9.67

7.05

6.94

5.44

BHIL, a wholly owned subsidiary of the Company and principal underwriter for mutual funds, is subject to the SEC uniform
net capital rule, which requires the maintenance of a specified minimum net capital. BHIL’s net capital exceeded its minimum
net capital requirement at December 31, 2014 and 2013. The net capital balances, minimum net capital requirements, and ratio
of aggregate indebtedness to net capital for BHIL are summarized below as of December 31, 2014 and 2013:

Net Capital

Minimum Net Capital Requirement

Ratio of Aggregate Indebtedness to Net Capital

Note 10 Commitments and Contingencies

As of December 31,

2014

2013

370,604

338,568

84,055

3.40 to 1

90,931

4.03 to 1

The Company indemnifies its directors and certain of its officers and employees for certain liabilities that might arise from their
performance of their duties to the Company. Additionally, in the normal course of business, the Company enters into
agreements that contain a variety of representations and warranties and which provide general indemnifications. Certain
agreements do not contain any limits on the Company’s liability and would involve future claims that may be made against the
Company that have not yet occurred. Therefore, it is not possible to estimate the Company’s potential liability under these
indemnities. Further, the Company maintains insurance policies that may provide coverage against certain claims under these
indemnities.

ITEM 9.

Changes In and Disagreements With Accountants on Accounting and Financial Disclosures

None.

ITEM 9A. Controls and Procedures

Management, including the Chief Executive Officer and the Chief Financial Officer, has conducted an evaluation of the
effectiveness of the Company’s disclosure controls and procedures (as defined in Rules 13a-15(e) or 15d-15(e) of the Exchange
Act of 1934) as of the end of the period covered by this report (the “Evaluation Date”). Based on such evaluation, the Chief
Executive Officer and the Chief Financial Officer have concluded that, as of the Evaluation Date, the Company’s disclosure
controls and procedures are effective to ensure that the information required to be disclosed by the Company in the reports that
it files or submits under the Exchange Act, is recorded, processed, summarized and reported within the time periods specified
in the SEC’s rules and forms, and to ensure that the information required to be disclosed by the Company in the reports it files
or submits under the Exchange Act is accumulated and communicated to the Company’s management, including the Chief
Executive Officer and Chief Financial Officer, or persons performing similar functions, as appropriate to allow timely decisions
regarding required disclosure.

There have been no changes in the Company’s internal control over financial reporting during the year ended December 31,
2014 that have materially affected, or are reasonably likely to materially affect, the Company’s internal control over financial
reporting.

Management’s Annual Report on Internal Control Over Financial Reporting

Management of Diamond Hill Investment Group, Inc. (the “Company”) is responsible for establishing and maintaining
adequate internal control over financial reporting, as defined in Rule 13a-15(f) and 15d-15(f) of the Exchange Act. The
Company’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the
reliability of financial reporting and the preparation of its consolidated financial statements for external purposes in accordance
with accounting principles generally accepted in the United States of America.

Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also,
projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate
because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

Under the supervision and with the participation of the Chief Executive Officer and the Chief Financial Officer, management
assessed the effectiveness of the Company’s internal control over financial reporting as of December 31, 2014 based on criteria
established in Internal Control — Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway
Commission (COSO). Based on this assessment, management concluded that the Company’s internal control over financial
reporting was effective as of December 31, 2014.

The Company’s independent registered public accounting firm, KPMG LLP, has audited the Company’s 2014 and 2013
consolidated financial statements included in this Annual Report on Form 10-K and the Company’s internal control over
financial reporting as of December 31, 2014, and has issued its Report of Independent Registered Public Accounting Firm on
Consolidated Financial Statements, which is included in this Annual Report on Form 10-K.

ITEM 9B. Other Information

None.

ITEM 10. Directors, Executive Officers and Corporate Governance

PART III

Information required by this Item 10 is incorporated herein by reference from the Company’s definitive proxy statement for its
2015 annual meeting of shareholders to be filed with the SEC pursuant to Regulation 14A of the Exchange Act (the “2015
Proxy Statement”), under the captions: “Section 16(a) Beneficial Ownership Reporting Compliance”, “Proposal 1 – Election of
Directors”, “Proposal 1 – Election of Directors – The Board of Directors and Committees”, “Proposal 1 – Election of Directors
– Corporate Governance”, and “Proposal 1 – Election of Directors – Executive Officers and Compensation Information”.

ITEM 11.

Executive Compensation

Information required by this Item 11 is incorporated herein by reference from the Company’s 2015 Proxy Statement under the
captions: “Proposal 1 – Election of Directors—The Board of Directors and Committees”, “Proposal 1 – Election of Directors –
Corporate Governance”, “Proposal 1 – Election of Directors – Corporate Governance – Compensation Committee Interlocks
and Insider Participation”, “Proposal 1 – Election of Directors – Executive Officers and Compensation Information”, and
“Proposal 1 – Election of Directors – Compensation Committee Report”.

ITEM 12.

Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters

The following table sets forth certain information concerning our equity compensation plans at December 31, 2014:

Equity Compensation Plan Information

Plan category
Equity compensation plans approved by security holders

(a)

(b)

(c)

Number of securities to
be issued upon the
exercise of outstanding
options, warrants and
rights

Weighted-average
exercise price of
outstanding options,
warrants and rights

Number of securities
remaining available for
future issuance under
equity compensation
plans (excluding
securities reflected in
column (a)

— $

—

580,050 1

This amount relates to common shares that may be issued under our 2014 Equity and Cash Incentive Plan.

The other information required by this Item 12 is incorporated herein by reference from the Company’s 2015 Proxy Statement
under the captions: “Security Ownership of Certain Beneficial Owners and Management” and “Proposal 1 – Election of
Directors – Executive Officers and Compensation Information”.

ITEM 13. Certain Relationships and Related Transactions, and Director Independence

Information required by this Item 13 is incorporated herein by reference from the Company’s 2015 Proxy Statement under the
caption: “Proposal 1 – Election of Directors – Director Independence” and “Proposal 1 – Election of Directors – Corporate
Governance”.

ITEM 14.

Principal Accounting Fees and Services

Information required by this Item 14 is incorporated herein by reference from the Company’s 2015 Proxy Statement under the
caption: “Proposal 2 – Ratification of the Appointment of Independent Registered Public Accounting Firm”.

ITEM 15.

Exhibits, Financial Statement Schedules

PART IV

(a) (1) Financial Statements: See “Part II. Item 8, Financial Statements and Supplementary Data”.

(2) Financial Statement Schedules: All financial statement schedules for which provision is made in the applicable

accounting regulations of the SEC are omitted because they are not required or the required information is included
in the accompanying financial statements or notes thereto.

(3) Exhibits:

3.1

3.2

10.1

10.2

10.3*

10.4*

10.5*

10.6*

10.7*

10.8*

10.9*

10.10*

10.11*

10.12*

10.13*

Amended and Restated Articles of Incorporation of the Company. (Incorporated by reference from Exhibit 3(i)
to the Current Report on Form 8-K filed with the SEC on May 7, 2002; File No. 000-24498.)

Regulations of the Company. (Incorporated by reference from Exhibit 4.2 to the Registration Statement on
Form S-8 filed with the SEC on June 27, 2014; File No. 333-197064.)

Amended and Restated Investment Management Agreement between Diamond Hill Capital Management, Inc.
and the Diamond Hill Funds dated November 17, 2011, as amended November 21, 2013. (Incorporated by
reference from Exhibit 28(d)((i)(ii)) to Post-Effective Amendment Nos. 45 and 46 to Registration Statement on
Form N1-A (File Nos. 333-22075 and 811-08061) filed by Diamond Hill Funds on February 27, 2015)

Amended and Restated Administrative and Transfer Agency Services Agreement dated as of May 31, 2002, as
amended January 1, 2015, between Diamond Hill Capital Management, Inc. and the Diamond Hill Funds.
(Incorporated by reference from Exhibit 28h((i)(ii)(iii)(iv)) to Post-Effective Amendment Nos. 45 and 46 to
Registration Statement on Form N1-A (File Nos. 333-22075 and 811-08061) filed by Diamond Hill Funds on
February 27, 2015)

2014 Equity and Cash Incentive Plan. (Incorporated by reference from Exhibit 10.1 to the Registration
Statement on Form S-8 filed with the SEC on June 27, 2014; File No 333-197064.)

2011 Equity and Cash Incentive Plan and Form of Restricted Stock Award Agreement referenced therein.
(Incorporated by reference from Exhibit 10.2 and 10.3 to the Current Report on Form 8-K filed with the SEC
on April 29, 2011; File No. 000-24498.)

Amended and Restated Employment Agreement between the Company and Roderick H. Dillon, Jr. dated
March 22, 2011. (Incorporated by reference from Exhibit 10.1 to the Current Report on Form 8-K filed with
the SEC on March 24, 2011; File No. 000-24498.)

Amended and Restated 2005 Employee and Director Equity Incentive Plan. (Incorporated by reference from
Exhibit 10.6 to the Annual Report on Form 10-K filed with the SEC on March 14, 2008; File No. 000-24498.)

2005 Employee and Director Equity Incentive Plan First Amendment dated November 2, 2010 and Form of
Restricted Stock Agreement reference therein. (Incorporated by reference from Exhibit 10.4 to the Annual
Report on Form 10-K filed with the SEC on February 25, 2011; File No. 000-24498.)

Diamond Hill Investment Group, Inc. Compensation Recoupment and Restitution Policy. (Incorporated by
reference from Exhibit 99 to the Current Report on Form 8-K filed with the SEC on February 20, 2013; File
No. 000-24498.)

Diamond Hill Investment Group, Inc. Compensation Recoupment and Restitution Policy Acknowledgement
and Agreement. (Incorporated by reference from Exhibit 99.1 to the Current Report on Form 8-K filed with the
SEC on February 20, 2013; File No. 000-24498.)

Diamond Hill Fixed Term Deferred Compensation Plan. (Incorporated by reference from Exhibit 10.1 to the
Current Report on Form 8-K filed with the SEC on April 30, 2013; File No. 000-24498.)

Diamond Hill Variable Term Deferred Compensation Plan. (Incorporated by reference from Exhibit 10.2 to the
Current Report on Form 8-K filed with the SEC on April 30, 2013; File No. 000-24498.)

First Amendment to the Diamond Hill Fixed Term Deferred Compensation Plan. (Incorporated by reference
from Exhibit 10.1 to the Current Report on Form 8-K filed with the SEC on May 28, 2013; File No.
000-24498.)

First Amendment to the Diamond Hill Variable Term Deferred Compensation Plan. (Incorporated by reference
from Exhibit 10.2 to the Current Report on Form 8-K filed with the SEC on May 28, 2013; File No.
000-24498.)

10.14*

10.15*

14.1

21.1

23.1

31.1

31.2

32.1

Loan Agreement by and between Diamond Hill Capital Management, Inc., Diamond Hill Investment Group,
Inc. and The Huntington National Bank dated November 8, 2013. (Incorporated by reference from Exhibit
10.1 to the Current Report on Form 8-K filed with the SEC on November 14, 2013; File No. 000-24498.)

Line of Credit Demand Note with Diamond Hill Capital Management, Inc., Diamond Hill Investment Group,
Inc. and The Huntington National Bank dated November 8, 2013. (Incorporated by reference from Exhibit
10.2 to the Current Report on Form 8-K filed with the SEC on November 14, 2013; File No. 000-24498.)

Amended Code of Business Conduct and Ethics. (Incorporated by reference from Exhibit 14.1 to the Annual
Report on Form 10-K filed with the SEC on March 7, 2014; File No. 000-24498.)

Subsidiaries of the Company. (Filed herewith)

Consent of Independent Registered Public Accounting Firm, KPMG LLP. (Filed herewith)

Certification of Chief Executive Officer required by Rule 13a-14(a) or Rule 15d-14(a). (Filed herewith)

Certification of Chief Financial Officer required by Rule 13a-14(a) or Rule 15d-14(a). (Filed herewith)

Section 1350 Certifications. (Furnished herewith)

101.ins

XBRL Instance Document.

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XBRL Taxonomy Extension Schema Document.

101.cal

XBRL Taxonomy Extension Calculation Linkbase Document.

101.def

XBRL Taxonomy Extension Definition Linkbase Document.

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XBRL Taxonomy Extension Label Linkbase Document.

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XBRL Taxonomy Extension Presentation Linkbase Document.

* Denotes management contract or compensatory plan or arrangement.

(b) Exhibits: Reference is made to Item 15(a)(3) above.
(c) Financial Statement Schedules: None required.

SIGNATURES

Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has caused this report
to be signed on its behalf by the undersigned, thereunto duly authorized:

DIAMOND HILL INVESTMENT GROUP, INC.

By:

/s/ R. H. Dillon

R. H. Dillon, Chief Executive Officer and a Director

February 27, 2015

Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following
persons on behalf of the registrant and in the capacities and on the dates indicated.

Signature

/s/ R. H. Dillon

R. H. Dillon

/s/ Thomas E. Line

Thomas E. Line

/s/ Gary R. Young

Gary R. Young

/s/ James F. Laird

James F. Laird

Randolph J. Fortener*

Randolph J. Fortener

Donald B. Shackelford*

Donald B. Shackelford

Bradley C. Shoup*

Bradley C. Shoup

Frances A. Skinner*

Frances A. Skinner

Title

Chief Executive Officer

and a Director

Chief Financial Officer

Date

February 27, 2015

Controller

February 27, 2015

Director

February 27, 2015

* By

/s/ Gary R. Young
Gary R. Young

Executed by Gary R. Young

on behalf of those indicated pursuant to Powers of Attorney

[THIS PAGE INTENTIONALLY LEFT BLANK]

INVESTOR
INFORMATION

CORPORATE HEADQUARTERS
Diamond Hill Investment Group, Inc.
325 John H. McConnell Blvd., Suite 200
Columbus, OH 43215
614.255.3333
info@diamond-hill.com
www.diamond-hill.com

INDEPENDENT REGISTERED PUBLIC ACCOUNTANTS
KPMG LLP
Columbus, OH

FORM 10-K AND OTHER FINANCIAL REPORTS
The Company’s Annual Report on Form 10-K, as

filed with the U.S. Securities and Exchange Commission,
which includes the complete financial statements of the
company, has been included with the proxy materials mailed
to each shareholder.

Additional copies are available without charge by contact-

ing the Company at:

STOCK LISTING
Diamond Hill Investment Group, Inc. is listed
on the NASDAQ Global Select Market
Ticker Symbol: DHIL

325 John H. McConnell Blvd., Suite 200
Columbus, OH 43215
614.255.3333
info@diamond-hill.com

SHAREHOLDER INFORMATION
The Transfer Agent for Diamond Hill is
Continental Stock Transfer & Trust Company.
Shareholders who wish to transfer their stock or
change the name in which the shares are
registered should contact:

Continental Stock Transfer & Trust Co.
17 Battery Place
New York, NY 10004
212.509.4000

LEGAL COUNSEL
Vorys, Sater, Seymour and Pease LLP
Columbus, OH

www.diamond-hill.com

Diamond Hill Investment Group, Inc.
325 John H. McConnell Blvd., Suite 200
Columbus, OH 43215
614.255.3333