SEI Investments
Annual Report 2020

Plain-text annual report

20 20 Annual Report Alfred P. West, Jr. Chairman and Chief Executive Officer TO OUR SHAREHOLDERS: Reflecting on last year, many words come to mind, but there is one in particular that I keep gravitating toward: fortitude. The last year was marked by change, challenges and loss for so many, but it was also defined by the sheer perseverance of our healthcare and frontline workers, communities and families. As the world continues to live with the pandemic’s effects, I am proud of our company’s adaptability and progress in 2020. I am thankful for our dedicated and flexible workforce, who readily pivoted to a remote environment and continued to deliver on the commitments we made to our clients and communities. Despite 2020’s challenging environment, we achieved solid financial results and made important strides in positioning your company for future growth. SEI’s solutions, backed by our talented workforce, are what uniquely position us to capture growth opportunities that will lead to increased shareholder value. We are unwavering in our focus on executing our long-term strategy to be the provider of choice in the wealth and investment management markets. 1 2 Rooted in Resilience Our approach to preparedness, which includes annual business continuity and disaster recovery exercises, enabled us to seamlessly transition our workforce and operations into a fully remote environment essentially overnight. We navigated a challenging year while maintaining operational integrity and robustness of our offerings for clients. The flexibility of our global workforce was critical, as some employees shifted their roles to support our clients’ needs and each other. For more than a half-century, resilience has been a defining characteristic of SEI. We have effectively managed through turbulent times and changing markets, and we will continue to adapt and adopt new ways of thinking and operating. Though sometimes a difficult landscape to navigate, working in a remote environment has provided some meaningful benefits. We found new ways to sustain employee and client engagement and communication, maintain our philanthropic efforts, and take advantage of a larger talent pool unrestricted by geography. Flexibility is a defining characteristic among our workforce. In the early days of the pandemic, a number of employees pivoted to previous roles to help meet our clients’ needs in a remote world. In just over 10 weeks, we repatriated some of our roles and brought 75 new hires onboard, including two employees from our Neurodiversity@Work Program. Our facilities team went above and beyond in 2020. From upgrading our air conditioning and ventilation systems to reconfiguring our work spaces, the facilities team transformed our environment to meet safety protocols and further protect our onsite employees. They even cared for our abandoned plants. Energized by Momentum The pandemic has reinforced that outsourcing is not a trend; it is a necessity. And while there were instances when we had to reimagine how we operated or conducted business, we never lost momentum and focus on delivering solutions to clients and achieving business growth for SEI. We also maintained our investments in research and development and made progress on our One SEISM strategy, which leverages all of our capabilities across all of our platforms and makes them accessible to all types of clients in all adjacent markets. We continued to modularize our platforms and developed new solutions, such as our Enhanced CIO offering. We also took on new initiatives, including building out digital marketing programs that allow us to more meaningfully connect with clients. Through new business events, client expansion, successful remote implementations, and our growth strategy, we further cemented SEI as a leading provider of global wealth and investment management solutions. Our success in adding new clients and building a backlog of new revenue also positions us well for the future. 3 The last year reminded us how important community is. To build more meaningful connections, we launched online communities and initiated a series of virtual forums to encourage idea-sharing and help our clients communicate with us—and their peers. Maximizing Opportunity Our proven business model, shaped by more than 50 years of experience, provides the bedrock of our ability to weather uncertainties and emerge stronger. The very conditions that create uncertainty for our markets also present prospects for SEI’s growth—and we are well positioned to capture the opportunities inherent in significant change. The past year reinforced that our industry matters, and we will continue to help our clients solve their complex business challenges. SEI’s financial strength and strong cash flow enable us to sustain significant investments in research and development, which are vital to delivering the solutions and services that help us and our clients achieve long-term success. We also continued to return capital to shareholders through stock repurchases and paying dividends. For a more detailed review of SEI’s financial and business results, please refer to the 2020 Annual Report on Form 10-K, which accompanies this letter. 4 5 Looking Ahead The opportunities ahead are immense, and we have demonstrated the fortitude to collectively capitalize on them. In 2021, we commemorate SEI’s 40th anniversary as a public company—a key milestone in our growth story. Just like in 1981, I am excited today about the opportunities to provide clients with solutions that drive success, while staying focused on increasing shareholder value. As the pandemic persists, our global leadership teams have created a multi-phased, return-to-office plan, and the safety of our workforce is paramount in this planning. We remain focused on keeping our workforce healthy and productive, investing in our best-in-class technology, innovating, and delivering world-class service and solutions to our clients. We will also be relentless with executing our strategic vision and sustaining the growth-generating initiatives we believe will be at the heart of our future successes. I am grateful to our employees and strategic business partners for their unrelenting commitment and remarkable achievements during a challenging year. I thank shareholders for their support and belief in our company. And as always, I appreciate our clients’ loyalty and trust. We are committed to delivering for you. Alfred P. West, Jr. Chairman and Chief Executive Officer 2020 Financial Summary In thousands, except per-share data Revenues $1,684,058 Change from 2019: 2% Net Income $447,286 Change from 2019: (11%) Diluted EPS $3.00 Change from 2019: (7%) SEI is a leading provider of technology-driven wealth and investment management solutions, delivering platform-based services and financial technologies—across front, middle and back offices— that help our clients achieve lasting success. 2020 Business Segment Highlights Investment Managers Enjoyed another strong year of sales momentum and new business growth as a leading platform provider of technology-enabled investment operations solutions for investment management firms globally. We also continued to expand services, focus on new markets and execute on longer-term growth strategies. Private Banks Increased sales momentum of the SEI Wealth Platform SM, our market-leading wealth management technology and operational service platform. We successfully on-boarded clients and enhanced remote training and implementation capabilities. Investment Advisors Continued to gain traction through our market strategy that focuses on enabling advisors’ success, using our comprehensive solution that integrates industry-leading technology, investment solutions and advice. Institutional Investors Despite slowing activity in the corporate defined-benefit market, we continued to add new OCIO clients. We remain focused on providing value-added advice to clients, while pursuing relevant market opportunities with longer-term growth potential. Investments in New Businesses Grew the Private Wealth Management business and made progress with the rollout of SEI IT Services. We also achieved steady progress with our One SEI strategy, which modularizes our technology platforms into standalone components, creating flexible solutions to deliver our capabilities across all of our markets. Principal Officers Alfred P. West, Jr. Chairman and Chief Executive Officer Kevin P. Barr Executive Vice President Head of Investment Management Unit and Asset Management Distribution Albert J. Chiaradonna Senior Vice President SEI Wealth Platform, North America Private Banking Sandra F. Ewing Senior Vice President TRUST 3000® Ryan P. Hicke Executive Vice President Chief Information Officer Paul F. Klauder Executive Vice President Head of the Institutional Group Philip N. McCabe Senior Vice President Head of Investment Manager Services Dennis J. McGonigle Executive Vice President Chief Financial Officer Stephen G. Meyer Executive Vice President Head of Global Wealth Management Services Michael N. Peterson Executive Vice President General Counsel Wayne M. Withrow Executive Vice President Head of Independent Advisor Solutions by SEI 6 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, 2020 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from_________to ________ Commission File Number: 0-10200 ________________________________________ ________________________________________ SEI INVESTMENTS COMPANY (Exact name of Registrant as Specified in Its Charter) y Pennsylvania State or Other Jurisdiction of Incorporation or Organization 23-1707341 I.R.S. Employer Identification No. 1 Freedom Valley Drive Oaks, PA 19456 (Address of Principal Executive Offices and Zip Code) 610-676-1000 (Registrant’s Telephone Number, Including Area Code) Securities registered pursuant to Section 12(b) of the Act: Title of each class Common Stock, par value $.01 per share Trading Symbol SEIC Name of each exchange on which registered The NASDAQ Stock Market LLC (The NASDAQ Global Select Market®) Securities registered pursuant to Section 12(g) of the Act: None (Title of class) Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes ☒ No ☐ Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or 15(d) of the Act. Yes ☐ No ☒ 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 ☒ No ☐ Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted 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 such files). Yes ☒ No ☐ Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act. Large accelerated filer Non-accelerated filer Emerging growth company ☒ ☐ ☐ Accelerated filer Smaller reporting company ☐ ☐ If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐ Indicate by check mark whether the registrant has filed a report on and attestation to its management’s assessment of the effectiveness of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firm that prepared or issued its audit report. ☒ Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act). Yes ☐ No ☒ The aggregate market value of the voting common stock held by non-affiliates of the registrant was approximately $6.3 billion based on the closing price reported by NASDAQ on June 30, 2020 (the last business day of the registrant’s most recently completed second fiscal quarter). For purposes of making this calculation only, the registrant has defined affiliates as including all executive officers, directors and beneficial owners of more than 10% of the common stock of the registrant. The number of shares outstanding of the registrant's common stock, as of the close of business on January 29, 2021: Common Stock, $.01 par value 143,516,670 Portions of the following documents are incorporated by reference herein: DOCUMENTS INCORPORATED BY REFERENCE 1. The definitive proxy statement relating to the registrant’s 2021 Annual Meeting of Shareholders, to be filed within 120 days after the end of the fiscal year covered by this annual report, is incorporated by reference in Part III hereof. SEI INVESTMENTS COMPANY Fiscal Year Ended December 31, 2020 TABLE OF CONTENTS PART I Item 1. Item 1A. Item 1B. Item 2. Item 3. Item 4. PART II Item 5. Item 6. Item 7. Item 7A. Item 8. Item 9. Item 9A. Item 9B. PART III Item 10. Item 11. Item 12. Business. Risk Factors. Unresolved Staff Comments. Properties. Legal Proceedings. Mine Safety Disclosures. Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities. Selected Financial Data. Management’s Discussion and Analysis of Financial Condition and Results of Operations. Quantitative and Qualitative Disclosures About Market Risk. Financial Statements and Supplementary Data. Changes in and Disagreements With Accountants on Accounting and Financial Disclosure. Controls and Procedures. Other Information. Directors, Executive Officers and Corporate Governance. Executive Compensation. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters. Item 13. Item 14. Certain Relationships and Related Transactions, and Director Independence. Principal Accounting Fees and Services. PART IV Item 15. Item 16. Exhibits, Financial Statement Schedules. Form 10-K Summary. Page 2 14 22 22 23 23 24 25 26 41 42 79 79 79 80 80 80 83 83 84 84 1 PART I Forward Looking Statements This Annual Report on Form 10-K contains certain “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. These forward-looking statements involve certain known and unknown risks, uncertainties and other factors, many of which are beyond our control, and are not limited to those discussed in Item 1A, “Risk Factors.” All statements that do not relate to historical or current facts are forward- looking statements. These statements may include words such as “anticipate,” “estimate,” “expect,” “project,” “intend,” “plan,” “believe,” "will," and other words and terms of similar meaning in connection with any discussion of future operating or financial performance. In particular, these include statements relating to present or anticipated strategies, products and markets, future revenues, capital expenditures and uses, expansion plans, future financing and liquidity, personnel, and other statements regarding matters that are not historical facts or statements of current condition. Any or all forward-looking statements contained within this Annual Report on Form 10-K may turn out to be wrong. They can be affected by inaccurate assumptions we might make, or by known or unknown risks and uncertainties. Many factors mentioned in the discussion below will be important in determining future results. Consequently, we cannot guarantee any forward-looking statements. Actual future results may vary materially. Further information about factors that could materially affect its results of operations and financial condition include, but are not limited to, the discussion contained in Item 1A, Risk Factors, in this Annual Report on Form 10-K. We undertake no obligation to publicly update any forward-looking statements, whether as a result of new information, future events or otherwise, except as required by law. You are advised, however, to consult any further disclosures we make on related subjects in our filings with the U.S. Securities and Exchange Commission (SEC). Item 1. Business. Overview SEI is a leading global provider of technology-driven wealth and investment management solutions. We deliver comprehensive platforms, services and infrastructure—encompassing technology, operational, and investment management services—to help wealth managers, financial advisors, investment managers, family offices, institutional and private investors create and manage wealth. SEI’s four core business segments provide wealth and investment management services to banks, investment advisors, investment managers and institutional investors. We serve a broad range of client types of all sizes and complexity, including 10 of the top 20 U.S. banks and 49 of the top 100 investment managers worldwide. A fifth segment, Investments in New Businesses, is a research and development segment for new business initiatives. Our principal business platforms provide investment processing, investment operations and investment management capabilities. We incorporate one or more platforms or their capabilities into outsourcing solutions tailored to the needs of each market we serve. Investment processing platforms provide technologies and business process outsourcing services for wealth managers and investment advisors. These solutions include investment advisory, client relationship, and other technology-enabled capabilities for the front office; administrative and investment services for the middle office; and accounting and processing services for the back office. Investment operations platforms provide business process outsourcing services for investment managers and asset owners. These platforms support a broad range of traditional and alternative investments and provide technology-enabled information analytics and investor capabilities for the front office; administrative and investment services for the middle office; and fund administration and accounting services for the back office. Investment management platforms provide comprehensive solutions for managing personal and institutional wealth. These platforms include goals- based investment strategies; SEI-sponsored investment products, including mutual funds, collective investment products, alternative investment portfolios and separately managed accounts (SMA); and other market-specific advice, technology and operational components. These platforms are offered to wealth managers as part of a complete goals-based investment program for their end-investors. For institutional investors, we provide Outsourced Chief Investment Officer (OCIO) solutions that include investment management programs, as well as advisory and administrative services. We manage, advise or administer $1.2 trillion in hedge, private equity, mutual fund and pooled or separately managed assets, including $368.7 billion in assets under management and $786.7 billion in client assets under administration, including our subsidiaries and partnerships in which we have a significant interest. For more than 50 years, we have been delivering outsourced, platform-based solutions and financial technologies designed to help clients meet the challenges of managing personal and institutional wealth. Innovation has been our hallmark since 1972, when we developed the industry’s first modern technology platform for trust and estate accounting. Combining both technology and operational services, we have also created new categories of solutions to serve the increasingly complex needs of wealth managers and asset owners. Our groundbreaking research on asset allocation also helped to transform the investment management industry, from SEI’s outsourced investment management capabilities to the introduction of goals-based investing. As the world responds to the outbreak of a novel strain of the coronavirus (COVID-19), we are working to do our part by being mindful of the safety of our employees and striving to protect the health and well-being of the communities in which we operate. 2 We are headquartered in Oaks, PA, and support worldwide clients from service centers located in the United States, Canada, Ireland, South Africa and the United Kingdom, as well as in continental Europe and East Asia. We were founded in 1968 and became a public company in 1981. Mission and Strategy SEI’s mission is to deliver wealth and investment management solutions to help clients achieve lasting success, while delivering earnings growth and increased shareholder value. Key strategies include: • • • • • Create broader solutions for wealth and investment managers. Wealth managers, financial advisors, investment managers and asset owners face increasing competitive and market pressures, ever-growing regulations, and the need to replace aging legacy technologies. They also seek to expand services, offer differentiated solutions, improve efficiencies, reduce risk and better manage their businesses. Our comprehensive platforms, including financial technologies, outsourced investment processing and operations services, and investment management services, help wealth management firms better serve their clients and create opportunities to enable their success. Help institutional investors manage retirement plans and operating capital. Retirement plan sponsors, endowments, not-for-profit organizations and healthcare systems strive to meet their fiduciary obligations and financial objectives while reducing business risk. Our OCIO platform delivers integrated solutions to help clients address objectives, reduce business risk, provide ongoing due diligence and increase operational efficiencies. Support affluent individual investors in the management of their life and wealth goals. Investors demand a holistic wealth management experience that focuses on their unique life goals and provides them with an integrated array of financial services beyond traditional wealth management offerings. Our proprietary goal discovery process, comprehensive wealth advisory services and wealth management dashboard empower clients to confidently make more effective, impactful decisions and interact with their wealth. Continue expanding our global footprint. Global markets present significant growth opportunities. We have evolved platforms and business models for the global wealth management marketplace, focusing on the needs of institutional investors, wealth management organizations, independent wealth advisers, investment managers, investment advisors and affluent individual investors. Focus SEI’s business strategies on addressing converging markets and clients’ needs. Increasingly, the needs of wealth managers, investment managers, financial advisors, family offices and investors are converging, particularly among larger firms and investors. With our One SEI strategy, we are modularizing larger wealth management and investment processing platforms into standalone components, enabling an unbundled approach to delivery. We believe this allows us to create flexible, client-responsive solutions, address the complex needs of larger firms, and expand the size of our addressable markets. Business Model Our growth strategies are anchored in our proven business model. We pursue growth by focusing on four critical elements: leading with innovation, driving organic growth, engaging with clients, and leveraging our financial strength. • • • • Innovation. We have over 50 years of experience with developing new categories of solutions that anticipate and address complex business challenges. We foster an open, collaborative culture and strive to nurture a talented and engaged workforce. We believe our commitment to driving growth through product innovation is a competitive advantage. We balance our investments over the short, medium and long term to serve existing clients, develop new capabilities, expand markets, and keep an eye toward the future to deliver new sources of growth. Organic growth. We seek to grow organically by delivering enterprise-wide platforms to the markets we serve. We are growing the business through new-name sales, cross-sales and new platform delivery. We are also entering adjacent markets by delivering existing and new platforms. To expand capabilities or enable organic growth, we may also make strategic acquisitions or strategic investments in other firms. Client engagement. We strive to forge intimate and enduring client relationships, be a thought leader in the markets we serve, and craft “win- win” pricing models. We believe SEI’s long-lasting client relationships – some of which span decades – are fundamental to enhancing SEI’s financial strength. Enhanced financial strength. We focus on achieving long-term, sustainable revenue and earnings growth. We favor scalable businesses that generate recurring revenues and predictable cash flows. SEI’s revenue is highly recurring; we generate strong cash flow and we have a long history of profitability. We return capital to shareholders through stock purchases and paid dividends. Other Competitive Advantages With over a half-century of experience in wealth and investment management, our market leadership position, industry expertise, and proven business model serve as competitive advantages. Other key sources of advantage include: • We are uniquely positioned in the wealth and investment management industry. We provide three critical capabilities: technology, operational and investment management services, delivered standalone, or combined into even more comprehensive solutions. These capabilities and our multi-industry expertise uniquely position the Company to address the emerging and increasingly converging needs of wealth managers, asset owners and investors. • We leverage our assets across the company. We invest in business opportunities derived from our core competencies. Our One SEI approach is centered on making our assets, particularly technology, available as components for all of our markets. We are also a provider and a user of many of our services. This dual role helps to drive service quality and product innovation. As an example, we provide fund 3 • • accounting capabilities for the investment products we manage, as well as for those we administer for clients. We also leverage our principal business platforms and assets across multiple market segments, further enhancing the potential for operating leverage. Our dynamic workforce is key to our success and is the foundation of our culture. Each of our employees brings a distinct set of skills, strengths, experiences and backgrounds, which contribute to our individual and collective growth. We also believe our business should be conducted in a manner that achieves sustainable growth and demonstrates a commitment to corporate social responsibility (CSR). We expect all employees to act responsibly, ethically and with integrity in our dealings with each other, our clients and the community. In 2020, business continuity planning and disaster recovery exercises reinforced our preparedness. Our products and services are enabled by SEI’s information technology infrastructure and supported by onsite employees. We also maintain and regularly exercise enterprise-wide business continuity tests. During the pandemic-driven shutdown of onsite operations, we were able to maintain operational integrity for clients and seamlessly transition to a remote work environment for our global workforce. This flexibility also enabled us to adapt sales and client-onboarding processes for virtual engagement, delivery and operations. Business Platforms Sitting at the intersection of technology and investments, we have incorporated one or more of three core capabilities: technology services, investment operations and investment management into platforms that are the foundational components for modularization and unbundling as part of our One SEI strategy. Technology Services We provide technology services to wealth managers worldwide, including banks, wealth managers, trust companies, independent wealth advisers, investment advisors, financial planners and other financial services firms. We primarily deliver these services through two proprietary technology platforms: the SEI Wealth PlatformSM (SWP) and TRUST 3000®. Through our wholly-owned subsidiaries, we use these technologies to deliver business process outsourcing services, including custodial and sub-custodial services and back-office accounting services. SEI Wealth Platform – The SEI Wealth Platform provides a global, unified and scalable platform for operating a wealth management business. This platform includes investment processing capabilities, infrastructure services and advanced financial technologies to support wealth advisory, asset management and wealth administration functions. SWP also provides global wealth management capabilities, including a 24/7 operating model, global securities processing, and multi-currency accounting and reporting. Built around a client-centric relationship model, SWP has an open architecture and supports workflow management and straight-through processing. SWP was introduced in 2007 and is offered in Software as a Service (SaaS) or as Platform as a Service (PaaS) delivery modes. SWP serves clients of the Private Banks segment, including banks and wealth managers in the United States, as well as global private banks and independent wealth advisers in the United Kingdom. Clients of the Investment Advisors segment also operate on the platform in PaaS mode. TRUST 3000 – TRUST 3000 is a comprehensive trust and investment accounting system that provides securities processing and investment accounting for all types of domestic and global securities and support for multiple account types, including personal trust, corporate trust, institutional trust and non-trust investment accounts. Clients of the Private Banks segment operate on this platform in SaaS or PaaS modes. Revenues for investment processing services include application software services, business-process-outsourcing services, professional services and transaction-based services. These revenues are recognized in information processing and software servicing fees on the accompanying Consolidated Statements of Operations. Application and business process outsourcing revenues are earned from monthly fees for contracted SaaS and PaaS services. Revenues are based upon the type and number of investor accounts serviced or as a percentage of the market value of the clients’ assets processed. Professional services revenues are earned from contracted, project-oriented services, including client implementations. Transaction- based revenues are earned primarily from commissions earned on securities trades executed on behalf of clients through one of our investment processing platforms. Investment Operations We provide investment operations outsourcing platforms to investment managers and asset owners, including traditional and alternative investment managers, fund companies, banks and other asset-owners worldwide. These platforms include technology- and operationally-enabled investment service capabilities for a broad range of traditional and alternative investments, delivered as unbundled product components for front, middle and back offices. Capabilities include fund and investment accounting, administration, reconciliation, global regulatory and compliance services (GRC), investor servicing and client reporting. We also offer investment operations services to the family office market in the United States. Our family office platform delivers technology and outsourced services that support the accounting, investment management and reporting functions of family offices, private banks, private wealth advisors and alternative asset managers in the United States. Revenues for these services are earned primarily as a percentage of net assets under administration and are recognized in Asset management, administration and distribution fees on the accompanying Consolidated Statements of Operations. Revenues for the processing of institutional separate accounts and separately managed accounts are generally based on the number of investor accounts serviced. Assets associated with this separate account processing are not included in reported assets under administration. 4 Investment Management Our investment management platform provides comprehensive solutions for managing personal and institutional wealth. These solutions include investment strategies, customized asset management programs, SEI-sponsored investment management products, as well as other consultative, operational and technology components. We offer these solutions to wealth managers, investment advisors and other financial intermediaries as part of a comprehensive asset management program for their investors, and directly to institutional investors and ultra-high-net worth investors. Investment management programs include strategies customized to support an investor’s organizational or personal objectives, risk tolerances and other considerations, such as tax or ESG preferences. A typical long-term personal investor may have a series of goals, each with a specific investment strategy, appropriately diversified both globally and by asset class. Investment strategies are typically implemented with SEI-sponsored investment products, including mutual funds, collective investment products, alternative investment portfolios and separately-managed accounts. Through our wholly owned subsidiaries, we serve as sponsor, administrator, transfer agent, investment advisor, distributor and shareholder servicer for many of these products. Investment management capabilities are integrated into the solutions delivered through SEI’s business segments: • • • In the Investment Advisors and Private Banks segments, we provide wealth managers with asset management programs for their end- investors. These programs may include customized investment strategies, SEI-sponsored investment products, combined with other technology, administrative and advice services. In the Institutional Investors segment, our OCIO solution provides client-specific fiduciary management outsourcing services, including investment management programs as well as outsourced advisory and administrative services to retirement plan sponsors, healthcare systems, higher education and other non-profit organizations worldwide. In the Investments in New Businesses segment, we offer investment management capabilities as part of a complete life and wealth program for ultra-high-net-worth investors. As of December 31, 2020, we managed $275.0 billion in assets including: • • • $189.3 billion invested in fixed-income and equity funds and separately managed account programs; $75.3 billion invested in collective trust fund programs; and $10.3 billion invested in liquidity or money market funds. An additional $93.7 billion in assets is managed by our unconsolidated affiliate LSV Asset Management (LSV), a registered investment advisor that specializes in value equity management for its clients. Investment management revenues are earned primarily as a percentage of net assets under management. These revenues are recognized in Asset management, administration and distribution fees on the accompanying Consolidated Statements of Operations. Our interest in the earnings of LSV is recognized in Equity in earnings of unconsolidated affiliates on the accompanying Consolidated Statements of Operations. Business Segments Business segments are generally organized around our target markets. Financial information about each business segment is contained in Note 12 to the Consolidated Financial Statements. Our business segments are: Private Banks – Provides outsourced investment processing and investment management platforms to banks and trust institutions, independent wealth advisers and financial advisors worldwide; Investment Advisors – Provides investment management and investment processing platforms to affluent investors through a network of independent registered investment advisors, financial planners and other investment professionals in the United States; Institutional Investors – Provides OCIO solutions, including investment management and administrative outsourcing platforms to retirement plan sponsors, healthcare systems, higher education and other not-for-profit organizations worldwide; Investment Managers – Provides investment operations outsourcing platforms to fund companies, banking institutions, traditional and non- traditional investment managers worldwide and family offices in the United States; and Investments in New Businesses – Focuses on providing investment management solutions to ultra-high-net-worth families residing in the United States; developing network and data protection services; modularizing larger technology platforms into stand-alone components; entering new markets; and conducting other research and development activities. 5 The percentage of consolidated revenues generated by our business segments for the last three years was: Private Banks Investment Advisors Institutional Investors Investment Managers Investments in New Businesses Private Banks 2020 2019 2018 27 % 24 % 19 % 29 % 1 % 100 % 28 % 24 % 20 % 27 % 1 % 100 % 30 % 25 % 20 % 24 % 1 % 100 % We are a leading provider of investment processing platforms to wealth managers worldwide, including institutional and private-client wealth managers, including banks, trust companies, independent wealth advisers, investment advisors, financial planners and other financial services firms. Leveraging more than 50 years of industry experience, we provide wealth management organizations with the infrastructure, technologies, operations and administrative services that enable them to manage the growing complexity of their operations, replace legacy platforms, comply with complex regulations and deploy capital more effectively. Clients include 10 of the top 20 U.S. banks and include financial institutions whose relationship with SEI spans four decades. Operating as part of SEI’s Global Wealth Management Services business, this segment offers wealth managers a range of investment processing services enabled by the SEI Wealth Platform (SWP) and its predecessor, TRUST 3000. These platforms are offered as single-platform solutions, or in conjunction with standalone components of other SEI platforms and services, to create tailored solutions for clients’ needs. SWP offers advanced transformational capabilities across the entire range of wealth management processes, spanning front, middle and back offices, including investment management capabilities; administrative services; workflow automation; straight-through investment processing designed to support a diverse mix of asset types and end-clients globally; and platform infrastructure services. In keeping with our One SEI strategy, we are bringing all of SEI’s assets and platforms to wealth managers in flexible and customizable ways, enabling them to access the collective power of SEI’s capabilities to solve their unique challenges and complex business opportunities. We offer investment processing platforms in SaaS or PaaS delivery modes. SaaS clients outsource investment processing software services and information processing to SEI but retain responsibility for back-office investment operations. PaaS clients also outsource back-office operations, including accounting and custodial services. Contracts for TRUST 3000 and SWP services generally range from five to seven years. As of December 31, 2020, we had significant relationships with 109 clients, including TRUST-3000 relationships with 55 bank and trust institutions in the United States, and SWP relationships with 54 signed banks, independent wealth advisers and other wealth managers located in the United Kingdom and the United States. This segment operates in large, global markets. We compete with various other providers depending on the wealth manager’s domicile, business type, size and complexity, including in-house information technology organizations. Principal commercial competitors may include Fidelity National Information Services, Inc. (FIS), Fi-Tek, SS&C Innovest in the United States, and FNZ UK Ltd. and Avaloq in the United Kingdom. This segment also provides investment management programs to wealth managers and financial services intermediaries in North America, Europe and Asia. These programs leverage more than four decades of experience with manager research and advice, asset allocation advice and portfolio construction advice. We can provide flexible and better solutions at a lower cost of ownership and quicker speed to market through outsourcing. We deliver active, factor-based and passively-managed solutions to give firms the ability to focus on their clients while implementing and maintaining consistent and efficient processes that help them grow their business and manage risk. In this segment, we have asset management distribution relationships with banks, wealth managers and other financial services firms as of December 31, 2020, including 93 clients who had at least $5.0 million each in customer assets invested in our programs. This business operates in large, global markets and serves clients and their investors, primarily in United States, Canada, United Kingdom, continental Europe, Hong Kong and Singapore. We compete with various other providers depending on the prospective client’s domicile and business requirements. At larger prospective clients, we may compete with in-house investment teams and global asset management firms, such as Russell Investment Group and BlackRock. Investment Advisors We are a leading provider of wealth management solutions for financial advisors, integrating investment processing and investment management. We serve financial advisors throughout the United States, including independent investment advisors, financial planners and life insurance agents, many of whom are registered with independent broker-dealers. We offer advisors a flexible operating platform for business operations, including technology and administrative services, outsourced investment strategies, and practice management expertise. This integrated solution helps investment advisors reduce risk; improve quality; and gain operational efficiencies that enable them to devote more of their resources to acquiring new clients and achieving better outcomes for their existing clients. Advisors are responsible for the investor relationship, including financial plan creation, investment strategy implementation, and customer education and servicing. Advisors may customize portfolios to include SEI-sponsored mutual funds, separate account managers provided through our programs, 6 and curated portfolios constructed with third-party mutual funds and exchange traded funds (ETFs). Our wealth and investment programs are designed to be attractive to affluent or high-net-worth individual investors and small to medium-sized institutional retirement plans. We offer clients an integrated, end-to-end outsourcing solution with capabilities that span the front, middle and back office, including: • • • Technology and Administrative Services. Enabled by the SEI Wealth Platform, these services include front-office investment management and investor relationship capabilities, middle-office administrative outsourcing, and back-office processing and custody services. Customized Investment Management Programs. We provide advisors with an array of investment programs for their personal or institutional investors. These programs include goals-based strategies, SEI-sponsored mutual fund models, separately-managed account (SMA) programs and curated third-party investment products, including ETFs. We also offer specialized investment strategies focused on an investor’s needs across their life and wealth cycle, such as tax management strategies for high-income investors and distribution-focused strategies for retired investors. Practice Management Expertise. We also help advisors manage and grow their businesses by offering practice management services, including access to our business transition services, case management expertise, thought leadership, and marketing and growth programs. We continually evaluate and enhance our offering to meet the emerging needs of our advisors and their end-clients. The enhanced service offerings enabled through SWP provide a more diverse range of back-office, front-office and client-facing investment processing and investment management capabilities. We completed the transition of advisor clients onto SWP in 2019. We have business relationships with approximately 7,500 financial advisors at December 31, 2020. This business is primarily based on approximately 2,400 investment advisors who each have a minimum of $5.0 million in customer assets invested in our programs. Revenues are primarily earned as a percentage of average monthly assets under management. Revenues for non-managed assets are earned as a percentage of average monthly assets processed. We compete with money managers, passive investment management sponsors, mutual fund companies, turnkey asset management platform providers and broker-dealers with affiliated advisor networks. Principal competitors include mutual fund companies, diversified firms such as Charles Schwab & Co., Inc. and Fidelity Investments, as well investment advisory platform providers, such as AssetMark Financial Holdings, Brinker Capital Investments and Envestnet. Institutional Investors We are a leading provider of Outsourced Chief Investment Officer (OCIO) solutions for retirement plan sponsors, healthcare systems, higher education and other not-for-profit organizations globally. These solutions leverage over 25 years of experience in investment management outsourcing and provide institutional investors with flexibility, control and economies of scale they could not otherwise achieve on their own. We have specific expertise in defined benefit plans, defined contribution plans, endowments, foundations, balance sheet assets and other institutional asset pools. We primarily serve markets in the United States, United Kingdom and South Africa, as well as in continental Europe and East Asia. Institutional investors may elect to outsource some or all investment management functions depending on their delegation preferences, business needs, financial objectives and risk tolerances. Clients seamlessly integrate our capabilities into their best practices, an approach designed to address the investor’s specific risk-return requirements, reduce business risk, provide ongoing due diligence and increase operational efficiency. Clients benefit from solutions that combine the breadth of SEI’s investment management, advisory, and administration services: • • • SEI’s open-architecture investment management approach provides access to manager research, manager selection and monitoring, portfolio construction and discretionary management. Portfolio strategies are flexible and customized for each client, and may incorporate both active and passive components with adherence to client-specified ESG criteria. Product implementations can include SMA accounts or collective investment vehicles through either SEI-sponsored or third-party investment products; Advisory services include scenario modeling and customization of an asset allocation plan designed to meet long-term objectives; and Plan administration services include trustee, custodial, and benefit payment services. In late 2020, we introduced our Enhanced Chief Investment officer (ECIO) solution for larger institutional investors, designed to help in-house investment teams spend less time on operations and more time on investment management. ECIO leverages our One SEI approach and combines existing SEI technologies, operational services, and non-fiduciary investment expertise to create a new solution that expands our addressable markets in this segment. Longer term, we remain focused on providing our clients with value-added advice and discretionary services and continuing efforts to build a globally diversified institutional client base. Fees are primarily earned as a percentage of average assets under management calculated using the average of the four-month ending balances preceding the billing date. At December 31, 2020, we had relationships with 464 institutional clients. Approximately 230 of our global clients have had relationships with SEI for more than 10 years. This segment operates in large, global markets. We compete with various other providers depending on the prospective client’s national jurisdiction, business type, size, complexity and unique requirements. At larger institutional investors, principal competitors may include the organization’s in- house investment team, global advisory firms offering fiduciary management services such as Aon Hewitt and Willis Towers Watson, as well as with asset management firms like Mercer and Russell Investments. We also compete with numerous investment-management firms, including regional or boutique firms with an industry specialization. 7 Investment Managers We are a leading global provider of investment operations outsourcing platforms to fund companies, banking institutions, sovereign wealth funds, family offices and investment managers, both traditional and alternative, worldwide. We provide investment organizations and asset owners with the advanced operating infrastructure that is critical to succeed in this highly competitive industry while also providing solutions to efficiently navigate a host of ever changing and increasingly complex business and regulatory challenges. Our comprehensive global operating platform and technological infrastructure provides clients with customized and integrated capabilities in the areas of: • • • • • • • data and information management/analytics; investment operations; regulatory and compliance support; fund administration; fund accounting; investor reporting; and distribution support. The Investment Managers segment serves a diverse and sophisticated group of alternative, traditional, and hybrid asset managers, including 49 of the top 100 managers worldwide. We believe clients choose our full-service offering because of its flexibility, quality and ability to support their diverse and often bespoke business needs across multiple product types and structures, investment strategies and asset classes. Clients manage assets in a variety of packaging types, including hedge funds, private equity, private debt and real estate funds, open-ended mutual funds, separate accounts, ETFs, UCITS and closed-end funds. For clients focused on the $33 trillion U.S. retirement market that manage assets within a collective investment trust, we offer trustee and investment management services, as well as administration services. Our platform also enables the delivery of outsourcing services to a full spectrum of investment managers, accommodating the special needs of emerging and start-up managers all the way through to the most complex, multi-asset hybrid managers globally. Our operational platform enables managers to view their business in a comprehensive and integrated way, providing more insight and control over their business risks and results. We also offer a regulatory compliance platform that assists managers in adhering to the changing and increasingly demanding global regulatory environment. This segment also offers a comprehensive suite of technology- and operationally-enabled services for ultra-high-net-worth families, their trusted advisors and the institutions that service the family office market. Enabled by the Archway PlatformSM, we handle complex partnership, portfolio and corporate accounting alongside bill payment, investment management and multi-asset class data aggregation. These services are designed to help family offices and advisors to wealthy families better serve their ultra-high-net-worth clients. Over the past few years, investors have faced multiple market disruptions and rising volatility, albeit in generally upward-trending broader markets. There has been an increased level of regulatory pressure focused on investor and data protection globally. Investment managers have responded with a range of innovative products designed to better align interests between managers and investors, manage market volatility and downside risk, and many now offer alternatives to the pure long-only active investing strategies historically used in traditional markets. Our processing and technology solutions fully support a myriad of alternative fund structures, either through standalone private or public fund vehicles or using our SEC- registered U.S. mutual fund and ETF series trust platform. We also believe that competitiveness will increasingly be based on capabilities other than just portfolio investment expertise, we offer managers solutions that help them gain scale and efficiency, run their businesses more intelligently through data analytics and intuitive online dashboards, and be more responsive to regulatory, investor and intermediary needs. We will continue our efforts to add new asset managers, asset owners, family offices and private wealth advisors as clientele; grow our existing client relationships; and expand into new markets. With our One SEI strategy, we are also modularizing platform capabilities into standalone components, enabling an unbundled approach to product delivery into the markets served by SEI. Contracts for fund administration outsourcing services generally have terms ranging from three to five years. Fees are primarily earned as a percentage of assets under management and administration. A portion of the revenues for this segment is earned as account servicing fees. As of December 31, 2020, we had relationships with 526 investment management companies, alternative investment managers, family offices and private wealth advisors. Our competitors vary according to the asset class or solutions provided and the domiciles in which they operate and include: State Street, BNY Mellon, Northern Trust, SS&C Technologies and Citco. Investments in New Businesses The Investments in New Businesses segment represents other business ventures or research and development activities intended to expand our solutions to new or existing markets, including ultra-high-net-worth families who reside in the United States. This segment also includes costs associated with other business and research initiatives, including network and data protection services and the modularization of larger technology platforms into stand-alone components for the wealth management and investment processing markets. 8 The family wealth management solution offers flexible family-office type services through a highly personalized solution while utilizing a goals-based investment process. The principal competitors for the family wealth solution are diversified financial services providers focused on the ultra-high-net-worth market. Research and Development We continue to devote significant resources to research and development, including expenditures for new technology platforms, enhancements to existing technology platforms and new investment products and services. Our research and development expenditures for the last three years were: (all dollar amounts in thousands) Research and development expenditures Capitalization of costs incurred in developing computer software 2020 175,456 24,119 $ $ 2019 163,008 34,074 $ $ 2018 159,084 44,221 $ $ Research and development expenditures as a percentage of revenues 10.4 % 9.9 % 9.8 % The majority of our research and development spending is related to adding capabilities to the SEI Wealth Platform (SWP). SWP is the technology infrastructure for the business solutions now being marketed and delivered to clients in the United States and the United Kingdom served by the Private Banks segment. SWP also is the technology infrastructure for the business solutions now being marketed and delivered to clients in the United States served by the Investment Advisors segment. We believe the advanced capabilities of SWP will enable us to significantly extend and enhance the services we offer to clients and expand SEI’s addressable markets. Research and development expenditures are included in Compensation, benefits and other personnel and Consulting, outsourcing and professional fees on the accompanying Consolidated Statements of Operations. Marketing and Sales Our business platforms are directly marketed to potential clients in our target markets. At January 29, 2021, we employed approximately 101 sales representatives who operate from offices located throughout the United States, Canada, the United Kingdom, continental Europe, South Africa, Asia and other locations. Customers In 2020, no single customer accounted for more than 10% of revenues in any business segment. Regulatory Considerations We conduct our operations through several regulated wholly-owned subsidiaries. These subsidiaries include: • • • • • • • • • • SEI Investments Distribution Co., or SIDCO, a broker-dealer registered with the SEC under the Securities Exchange Act of 1934 and a member of the Financial Industry Regulatory Authority, Inc., or FINRA; SEI Investments Management Corporation, or SIMC, an investment advisor registered with the SEC under the Investment Advisers Act of 1940 and with the Commodity Futures Trading Commission, or CFTC, under the Commodity Exchange Act; SEI Private Trust Company, or SPTC, a limited purpose federal thrift chartered and regulated by the Office of the Comptroller of the Currency; SEI Trust Company, or STC, a Pennsylvania trust company, regulated by the Pennsylvania Department of Banking and Securities; SEI Institutional Transfer Agent, Inc., or SITA, a transfer agent registered with the SEC under the Securities Exchange Act of 1934. SEI Investments (Europe) Limited, or SIEL, an investment manager and financial institution subject to regulation by the Financial Conduct Authority of the United Kingdom; SEI Investments Canada Company, or SEI Canada, an investment fund manager that has various other capacities that is regulated by the Ontario Securities Commission and various provincial authorities; SEI Investments Global, Limited, or SIGL, a management company for Undertakings for Collective Investment in Transferable Securities, or UCITS, and for Alternative Investment Funds, or AIFs, that is regulated primarily by the Central Bank of Ireland, or CBI; SEI Investments - Global Fund Services, Ltd., or GFSL, an authorized provider of administration services for Irish and non-Irish collective investment schemes that is regulated by the CBI; and SEI Investments - Depositary and Custodial Services (Ireland) Limited, or D&C, an authorized provider of depositary and custodial services that is regulated by the CBI. In addition to the regulatory authorities listed above, our subsidiaries are subject to the jurisdiction of regulatory authorities in other foreign countries. In addition to our wholly-owned subsidiaries, we also own a minority interest of approximately 38.8% in LSV, which is also an investment advisor registered with the SEC. 9 The Company, its regulated subsidiaries, their regulated services and solutions and their customers are all subject to extensive legislation, regulation and supervision that recently has been subject to, and continues to experience, significant change and increased regulatory activity. These changes and regulatory activities could have a material adverse effect on us and our clients. The various governmental agencies and self-regulatory authorities that regulate or supervise the Company and its subsidiaries have broad administrative powers. In the event of a failure to comply with laws, regulations and requirements of these agencies and authorities, the possible business process changes required or sanctions that may be imposed include the suspension of individual employees, limitations on our ability to engage in business for specified periods of time, the revocation of applicable registration as a broker-dealer, investment advisor or other regulated entity, and, as the case may be, censures and fines. Additionally, certain securities and banking laws applicable to us and our subsidiaries provide for certain private rights of action that could give rise to civil litigation. Any litigation could have significant financial and non-financial consequences including monetary judgments and the requirement to take action or limit activities that could ultimately affect our business. Governmental scrutiny from regulators, legislative bodies and law enforcement agencies with respect to matters relating to our regulated subsidiaries and their activities, services and solutions, our business practices, our past actions and other matters has increased dramatically in the past several years. Responding to these examinations, investigations, actions and lawsuits, regardless of the ultimate outcome of the proceeding, is time consuming and expensive and can divert the time and effort of our senior management from our business. Penalties, fines and changes to business processes sought by regulatory authorities have increased substantially over the last several years, and certain regulators have been more likely in recent years to commence enforcement actions or to advance or support legislation targeted at the financial services industry. We continue to be subject to inquiries from examinations and investigations by supervisory and enforcement divisions of regulatory authorities and expect this to continue in the future. We believe this is also the case with many of our regulated clients. Governmental scrutiny and legal and enforcement proceedings can also have a negative impact on our reputation, our relationship with clients and prospective clients, and on the morale and performance of our employees, which could adversely affect our businesses and results of operations. We are subject to U.S. and foreign anti-money laundering and financial transparency laws that require implementation of regulations applicable to financial services companies, including standards for verifying client identification and monitoring client transactions and detecting and reporting suspicious activities. We offer investment and banking solutions that also are subject to regulation by the federal and state securities and banking authorities, as well as foreign regulatory authorities, where applicable. Existing or future regulations that affect these solutions could lead to a reduction in sales of these solutions or require modifications of these solutions. We must comply with economic sanctions and embargo programs administered by the Office of Foreign Assets Control (OFAC) and similar national and multinational bodies and governmental agencies outside the United States, as well as anti-corruption and anti-money laundering laws and regulations throughout the world. We can incur higher costs and face greater compliance risks in structuring and operating our businesses to comply with these requirements. Furthermore, a violation of a sanction or embargo program or anti-corruption or anti-money laundering laws and regulations could subject us and our subsidiaries, and individual employees, to regulatory enforcement actions as well as significant civil and criminal penalties. Our businesses are also subject to privacy and data protection information security legal requirements concerning the use and protection of certain personal information. These include those adopted pursuant to the Gramm-Leach-Bliley Act and the Fair and Accurate Credit Transactions Act of 2003 in the United States, the General Data Protection Regulation (GDPR) in the EU, Canada’s Personal Information Protection and Electronic Documents Act, the Cayman Islands' Data Protection Law, and various other laws. Privacy and data security legislation is a priority issue in many states and localities in the United States, as well as foreign jurisdictions outside of the EU. For example, California enacted the California Consumer Privacy Act (CCPA) which broadly regulates the sale of the consumer information of California residents and grants California residents certain rights to, among other things, access and delete data about them in certain circumstances. Other states are considering similar proposals. Such attempts by the states to regulate have the potential to create a patchwork of differing and/or conflicting state regulations. Ensuring compliance under ever evolving privacy legislation, such as GDPR and CCPA, is an ongoing commitment which involves substantial costs. Compliance with existing and future regulations and responding to and complying with recent increased regulatory activity affecting broker-dealers, investment advisors, investment companies, financial institutions and their service providers could have a significant impact on us. We periodically undergo regulatory examinations and respond to regulatory inquiries and document requests. In addition, recent and continuing legislative activity in the United States and in other jurisdictions (including the European Union and the United Kingdom) have made and continue to make extensive changes to the laws regulating financial services firms. As a result of these examinations, inquiries and requests, as a result of increased civil litigation activity, and as a result of these new laws and regulations, we engage legal counsel and other subject matter experts, review our compliance procedures, solution and service offerings, and business operations, and make changes as we deem necessary or as may be required by the applicable authority. These additional activities and required changes may result in increased expense or may reduce revenues. Our bank clients are subject to supervision by federal, state and foreign banking and financial services authorities concerning the manner in which such clients purchase and receive our products and services. Our plan sponsor clients and our subsidiaries providing services to those clients are subject to supervision by the Department of Labor and compliance with employee benefit regulations. Investment advisor and broker-dealer clients are regulated by the SEC, state securities authorities, or FINRA. Existing or future regulations applicable to our clients may affect our clients’ purchase of our products and services. In addition, see the discussion of governmental regulations in Item 1A “Risk Factors” for a description of the risks that the current regulatory regimes and proposed regulatory changes may present for our business. 10 Human Capital At January 29, 2021, we had 3,963 full-time and 25 part-time employees. • • • • • • 3,087 of these employees work in our Oaks, Pennsylvania facility; 58 of these employees work in our Manhattan office in New York, New York; 27 of these employees work in our office in Toronto, Canada; 244 of these employees work in our office in Dublin, Ireland; 283 of these employees work in our office in London, United Kingdom; and the balance of our employees work in our other offices located in additional cities in the United States, South Africa, China and India. Employee unions do not represent any of our employees. Diversity and Inclusion SEI is committed to creating and maintaining an inclusive workforce and culture. We believe it is imperative to have diversity of thought and talent in order to address the needs of our diverse client base. We value the contributions that come from individuals with whom we work, including their diverse backgrounds, experiences and ideas. In keeping with that belief, we are proud to be an equal opportunity employer. We seek to develop relationships with historically diverse colleges to further our goal of diversity in the workplace. Beyond posting positions on diversity job boards, we support and attend industry and professional conferences, seeking candidates of all backgrounds, including the National Association of Black Accountants (NABA), ASCEND, Money Managers Institute (MMI), Pennsylvania Diversity Leadership Council, and the Professional Diversity Network. SEI launched the Neurodiversity@Work program in 2017 and serves as part of the Northeastern collective of companies focused on neurodiversity. The Neurodiversity@Work program focuses on connecting career opportunities to those individuals who are on the autism spectrum. By year end 2020, our Neurodiversity@Work program has provided over 22 neurodiverse students career support as they seek opportunities within financial services and technology. The program continues to expand as we partner with local, national and international partners for continued learning, career placement and program success. We are a Department of Defense Skillbridge company, hosting transitioning service members for internship and long-term, skill-building and observation opportunities in preparation for a career post-service. As part of our commitment to our military communities, we look to continue to scale the Skillbridge program and welcome more transitioning service members in 2021 and beyond. SEI is also a member of the Chester County Economic Development Council, which works specifically with the Hire One Task Force. We are committed to connecting job seekers to hiring employers. Through this effort, our retiree-focused program continues to employ workers who are eligible for retirement but are seeking part-time or on-call work. Training and Development The Workforce Development team provides multiple tools to our employees to support their growth and professional development. The commitment to employee education continued in 2020 with the introduction of new programs, learning content, and a new tool to provide employees access to learning that suits their needs. In keeping with a global focus, our Learning and Development team aimed to extend and expand the access of professional development and technology courses to employees around the globe. We invested in partnerships with LinkedIn Learning to remove the physical barriers of in-person training and provided employees with access to over 5,000 new courses. We recognize that as our business needs evolve, our employees’ learning and development needs evolve as well. In an effort to enhance how employees receive and interact with new educational content, we partnered with Docebo, an online learning platform with a focus on curated content based on an employee’s role, interests and focus. Through this collaboration, we increased training flexibility and provided easier access to content and education tools while still delivering necessary professional and compliance-related content. In 2019, we launched our first Design Thinking Cohort, a program that aims to foster employee creativity and innovation. The program provides an in- depth immersion into the core methodology of design thinking, as well as the opportunity to immediately apply the mindset and tools and take this learning to everyday practices. By year end 2020, 50 employees participated in two sessions. We also continued to invest in our employees through the Gallup Strengths program, which helps employees understand and build on their unique strengths and develop as leaders. In 2020, we trained 705 employees through facilitated team trainings and open courses. In total, over 1,400 employees have been educated on Gallup Strengths. Leadership Development We launched the “5-15 Leadership Program” for continued growth of leaders. Each cohort year, we bring together 15 emerging and experienced leaders from across SEI’s business. Throughout the three-month program, they are given the opportunity to learn from each other, grow together, connect across organizational functions, gain exposure to executive management and develop a leadership mindset. Six members, 40% of the initial class, moved into expanded or more senior roles upon completion of the program in January 2020. 11 For our emerging leaders coming from universities across the globe, our Associates and Internship programs equip recent and soon-to-be graduates with the tools, exposure and development opportunities necessary to launch their SEI careers and provide on-going support for long-term success at SEI. Both programs proved successful again in 2020 (with 12 and 29 participants, respectively), and we continued our strategy to develop SEI’s newest wave of talent. The programs include education centered on business knowledge, leadership development and strengths-based self-discovery. The Associates and Internship programs have a hallmark event, featuring a case study competition and an innovation pitch to share knowledge and ideas to improve our campus communities. Employee Affinity Groups We believe it is important to endeavor to make a meaningful, positive impact on the communities we work in and serve. We strive to be stewards of advocacy, which may be best represented in our diversity initiatives and the grassroots efforts that define our employee-led volunteer groups. Each cause-based group is led by an elected board of directors, and the members follow a specified mission to accomplish their goals. Our affinity groups are self-created, self-run and self-sustained with the support of global colleagues and communities. SEI Cares: SEI Cares is a global, philanthropic organization that sponsors volunteer opportunities and awareness events. Established in 2001, the SEI Cares Fund, an employee contribution fund, provides grants to local partner organizations that support animal welfare, community development, environmental protection, and health services. SEI Diversity: SEI Diversity supports our efforts to attract, develop and retain employees from diverse backgrounds. SEI Diversity focuses on employee education, building an inclusive culture and promoting success for all our stakeholders. SEI Green Team: The SEI Green Team seeks to foster a sustainable future through providing environmental education and awareness for our employees, developing solutions to reduce SEI’s environmental footprint, and supporting environmentally friendly purchasing and consumption. SEI Salutes: SEI is committed to providing a safe, engaging and stimulating environment that encourages the recruitment and retention of veterans and military personnel. SEI Salutes strives to support veterans and their families in the transition from military service to civilian life, enhance SEI’s diversity, and celebrate the contributions of our colleagues with military backgrounds. SEI Women’s Network: Founded in 2007, the group seeks to inspire and support the professional growth of women. A board of 14 women and men, who average 14 years of work experience, leads the global organization. The SEI Women’s Network provides educational forums, hosts networking opportunities, and encourages success through personal and professional growth. The Women’s Network profiles women across the globe through our HERstory campaign and culminates their activities in a one-day annual leadership summit. SEI Wellness Team: The Wellness Team globally promotes employees’ physical, financial and social well-being by creating forums to discuss healthy lifestyles, encouraging physical fitness, sharing caregiving information and advice, helping employees navigate workplace wellness challenges, and offering group sessions on a wide range of physical, emotional and financial well-being topics. Workplace Health and Safety The health and safety of our people working around the globe is a top priority for us. The COVID-19 pandemic is having widespread, rapidly evolving, and unpredictable impacts on global society, economies, financial markets, and business practices. Federal and state governments have implemented measures in an effort to contain the virus, including social distancing, travel restrictions, border closures, limitations on public gatherings, work from home, and closure of non-essential businesses. To protect the health and well-being of our employees, suppliers, and customers, we have made substantial modifications to employee travel policies, implemented office closures as employees are advised to work from home, and cancelled or shifted our conferences and other marketing events to virtual-only. Approximately 99% of our employees have been working from home since March 2020 and continue to work remotely, as we evolve our preparedness strategy for office re-openings to integrate key learnings, safety measures and employee feedback to rethink the future of work. We have formed an enterprise-wide committee of employees from diverse geographies and business units that meets weekly to discuss health, safety and remote working logistics. We have introduced expanded health and wellness benefits to help our employees cope with the health impacts of COVID-19, including: • A microsite that aggregates all COVID-19 related information for our employees to understand our resources and planning as well as those of the local communities in which we have operations; 12 • • • A new Supplemental Child Care Reimbursement Policy to assist employees with the unexpected expense of child care during the pandemic that is intended to help cover gaps in care under our traditional policies; An expanded paid time off policy that allows for the flexibility to self-quarantine; and Providing additional resources for employees to manage potential mental health issues. In addition, see the discussion of pandemics in Item 1A “Risk Factors” for a description of the risks associated with pandemics generally, and COVID-19 specifically. Available Information We maintain a website at seic.com and make available free of charge through the Investor Relations section of this website our Annual Reports on Form 10-K, Quarterly Reports on Form 10-Q, Current Reports on Form 8-K and all amendments to those reports filed or furnished pursuant to Section 13(a) or 15(d) of the Exchange Act as soon as reasonably practicable after we electronically file such material with, or furnish it to, the SEC. We include our website in this Annual Report on Form 10-K only as an inactive textual reference and do not intend it to be an active link to our website. The material on our website is not part of this Annual Report on Form 10-K. 13 Item 1A. Risk Factors. We believe that the risks and uncertainties described below are those that impose the greatest threat to the sustainability of our business. However, there are other risks and uncertainties that exist that may be unknown to us or, in the present opinion of our management, do not currently pose a material risk of harm to us. The risk and uncertainties facing our business, including those described below, could materially adversely affect our business, results of operations, financial condition, capital position, liquidity, competitive position or reputation, including by materially increasing expenses or decreasing revenues, which could result in material losses or a decrease in earnings. Risks Related to Our Business Model Our revenues and earnings are affected by changes in capital markets and significant changes in the value of financial instruments. A majority of our revenues are earned based on the value of assets invested in investment products that we manage or administer. A decrease in the value of these assets, whether due to general market movements or as a consequence of various products’ unique investment performance, would cause a decline in our assets under administration or management, and a corresponding decline in our revenue and earnings. Significant fluctuations in securities prices may also influence an investor’s decision to invest in and maintain an investment in a mutual fund or other investment products. Geopolitical events, market volatility, illiquid market conditions and other disruptions in the financial markets may make it extremely difficult to value certain financial instruments, particularly during periods of market displacement. Subsequent valuations of financial instruments in future periods, in light of factors then prevailing, may result in significant changes in the value of these instruments. As a result, our revenues and earnings derived from assets under management and administration could be adversely affected. We are exposed to product development risk. We continually strive to increase revenues and meet our customers' needs by introducing new products and services as well as maintaining and improving our existing products and services. As a result, we are subject to product development risk, which may result in loss if we are unable to develop and deliver products to our target markets that address our clients' needs, that are developed on a timely basis, or that reflect an attractive value proposition. We are also subject to the risk that new products and solutions we develop may not function as expected or may be prone to error or disruption, which may result in material losses or harm to our reputation and ability to market such solutions. The majority of our technology product development risk pertains to the evolution of the SEI Wealth Platform and our other technology platforms and our work related to our One SEI strategy to modularize some of our technology assets. The development and introduction of new products and services in our asset management operations requires continued innovative efforts on our part and may require significant time and resources as well as ongoing support and investment. Substantial risk and uncertainties are associated with the introduction of new products and services, including the implementation of new and appropriate operational controls and procedures, shifting client and market preferences, the introduction of competing products or services and compliance with regulatory requirements. Indeed, product development in the asset management arena has had significant growth in newer areas where investment criteria and performance metrics have not yet been fully defined or developed, such as Environmental, Social and Governance, or “ESG” products, Sustainable Investing products, and Tax Harvesting programs. New products often must be in the market place for three or more years in order to generate track records required to attract significant asset inflows. A failure to continue to innovate, to introduce successful new products and services, or to manage effectively the risks associated with such products and services, may impact our market share and may cause our revenues and earnings derived from assets under management and administration to decline. We may not achieve significant revenue from new products or services for years, if at all. New products and services may not be profitable, and even if they are profitable, operating margins for some new products and services may not be as high as the margins we have experienced historically. If we fail to develop new or enhanced products or services at an acceptable cost or on a timely basis, or if our development strategies as a result of our One SEI strategy are not accepted by our clients, we may recognize significant financial losses. Further, if we fail to deliver products and services which are of sound economic value to our clients and our target markets, or are unable to support the product in a cost-effective and compliant manner, we may face reputational damage and incur significant financial losses. Pricing pressure from increased competition and disruptive technology may affect our revenues and earnings. The investment management industry is highly competitive and has relatively low barriers to entry. In recent years, we have experienced, and continue to experience, pricing pressures from the introduction of new, lower-priced investment products and services and the growth of passive investing, as well as from competitor firms offering automated portfolio management and other services based on technological innovations. These new investment products and technological innovations available to both institutional and retail investors have led to a general trend towards lower fees in some segments of the investment management industry. We believe price competition and pricing pressures in these and other areas will continue as investors continue to reduce the amounts they are willing to pay and financial services firms seek to obtain market share by reducing fees or margins. Over time, certain sectors of the financial services industry have become more concentrated, as institutions involved in a broad range of financial services have left businesses, been acquired by or merged into other firms, or have declared bankruptcy. Such changes could result in our remaining competitors gaining greater capital and other resources, such as the ability to offer a broader range of products and services and geographic diversity, or new competitors may emerge. Our investment management platforms include investment management programs and back-office investment processing outsourcing services and are generally offered on a bundled basis. The breadth of our business solutions allows us to compete on a number of factors including: • • the performance of our investment products; the level of fees charged; 14 • • • • the quality of our investment processing services; our reputation and position in the industry; our ability to adapt to disruptive technology developments or unforeseen market entrants; and our ability to address the complex and changing needs of our clients. Increased competition on the basis of any of these factors could have an adverse impact on our competitive position resulting in a decrease in our revenues and earnings. Our earnings and cash flows are affected by the performance of LSV. We maintain a minority ownership interest in LSV which is a significant contributor to our earnings. We also receive partnership distribution payments from LSV on a quarterly basis which contribute to our operating cash flows. LSV is a registered investment advisor that provides investment advisory services to institutions, including pension plans and investment companies. LSV is a value-oriented, contrarian money manager offering a deep-value investment alternative utilizing a proprietary equity investment model to identify securities generally considered to be out of favor by the market. Volatility in the capital markets or poor investment performance on the part of LSV, on a relative basis or an absolute basis, could result in a significant reduction in their assets under management and revenues and a reduction in performance fees. Consequently, LSV's contribution to our earnings through our minority ownership, as well as to our operating cash flows through LSV's partnership distribution payments, could be adversely affected. Consolidation within our target markets may affect our business. Merger and acquisition activity within the markets we serve could reduce the number of existing and prospective clients or reduce the amount of revenue and earnings we receive from retained clients. Consolidation activities may also cause larger institutions to internalize some or all of our services. These factors may negatively impact our ability to generate future growth in revenues and earnings. External factors affecting the fiduciary management market could adversely affect us. The utilization of defined benefit plans by employers in the United States has been steadily declining. A number of our clients have frozen or curtailed their defined benefit plans resulting in decreased revenues and earnings related to this market segment. We have also experienced increasing fee sensitivity and competition for certain fiduciary management services due to investor preferences toward lower-priced investment products including passive management approaches. The current growth strategies of our Institutional Investors segment include entering new global markets and placing greater emphasis on defined contribution and not- for-profit organizations fiduciary management sales opportunities. These strategies may not be successful in mitigating the impact of lower revenues and earnings caused by these external factors which could adversely affect our revenues and earnings. Risks Related to Our Technology We are exposed to data and cyber security risks. Like other global financial service providers, we experience millions of cyber-attacks on our computer systems, software, networks and other technology assets on a daily basis. Cyber security and information risks for financial institutions have significantly increased in recent years in part because of the proliferation of new technologies, the use of the internet and mobile telecommunications technologies to conduct financial transactions, and the increased sophistication and activities of organized crime, hackers, terrorists and other external extremist parties, including foreign state actors, in some circumstances as a means to promote political ends. In addition to the growing sophistication of certain parties, the commoditization of cyber tools which are able to be weaponized by less sophisticated actors has led to an increase in the exploitation of technological vulnerabilities. Any of these parties may also attempt to fraudulently induce employees, customers, clients, vendors or other third parties or users of our systems to disclose sensitive information in order to gain access to our data or that of our employees or clients. Cyber security and information security risks may also derive from: • • • • human error, fraud, or malfeasance on the part of our employees or third parties, accidental technological failure, or our failure to introduce security patches provided by vendors in a timely manner. In addition, third parties with whom we do business, their service providers, as well as other third parties with whom our customers do business, are sources of cyber security risks, particularly where activities of customers are beyond our security and control systems. We have established and continually evaluate including, but not limited to, firewalls, intrusion detection systems, computer forensics, vulnerability scanning, server hardening, penetration testing, anti-virus software, data leak prevention, encryption and centralized event correlation monitoring. There is no guarantee that the strategies we have deployed that are designed to protect against threats and vulnerabilities will be effective or provide recoverability of our systems or our data or that of our clients given the techniques used in cyber-attacks are complex and frequently change. A successful penetration or circumvention of the security of our systems or the systems of a vendor, governmental body or another market participant could cause serious negative consequences, including: • • • significant disruption of our operations and those of our clients, customers and counterparties, including losing access to operational systems; misappropriation of our confidential information or that of our clients, counterparties, vendors, employees or regulators; damage to our technology infrastructure or systems and those of our clients, vendors and counterparties; 15 • • • • • • • inability to fully recover and restore data that has been stolen, manipulated or destroyed, or to prevent systems from processing fraudulent transactions; violations by us of applicable privacy and other laws; financial loss to us or to our clients, vendors, counterparties or employees; loss of confidence in our cyber security measures; dissatisfaction among our clients or counterparties; significant exposure to litigation and regulatory fines, penalties or other sanctions; and harm to our reputation. Any of the foregoing factors could expose us to liability for damages which may not be covered by insurance; but may result in the loss of customer business, damage to our reputation, regulatory scrutiny or civil litigation. The failure to upgrade or maintain our computer systems, software and networks could also make us susceptible to breaches and unauthorized access and misuse. We may be required to expend significant additional resources to modify, investigate or remediate vulnerabilities or other exposures arising from data and cyber security risks. Furthermore, even if not directed at us specifically, attacks on other financial institutions could disrupt the overall functioning of the financial system. As a result of the importance of communications and information systems to our business and our reliance on the services provided to us by third parties, we could also be adversely affected if attacks affecting our third-party service providers impair our ability to process transactions and communicate with clients and counterparties. Given our global footprint and the high volume of transactions we process, the large number of clients, partners, vendors and counterparties with which we do business, and the increasing sophistication of cyber-attacks, a cyber-attack or information security breach could occur and persist for an extended period of time without detection. We expect that any investigation of a cyber-attack would be inherently unpredictable and that it would take time before the completion of any investigation and before there is availability of full and reliable information. During such time we would not necessarily know the extent of the harm or how best to remediate it, and certain errors or actions could be repeated or compounded before they are discovered and remediated, all or any of which would further increase the costs and consequences of a cyber-attack. While many of our agreements with partners and third-party vendors include indemnification provisions, we may not be able to recover sufficiently, or at all, under such provisions to adequately offset any losses. In addition, although we maintain insurance coverage that may, subject to policy terms and conditions, cover certain aspects of cyber and information security risks, such insurance coverage may be insufficient to cover all losses. The cost of managing cyber and information security risks and attacks along with complying with new and increasingly expansive regulatory requirements could adversely affect our business. We are exposed to risk of the disclosure and misuse of personal data. We store and process large amounts of personally identifiable information of our customers. It is possible our security controls over personal data, our training of employees on data security, our vendor due diligence and oversight processes, and other practices we follow may not prevent the improper disclosure or misuse of personal data that we or our vendors store and/or manage. Improper disclosure or misuse of personal data could harm our reputation, lead to legal exposure, or subject us to liability under laws that protect personal data, resulting in increased costs or loss of revenue. Perceptions that the collection, use, and retention of personal information is not satisfactorily protected could inhibit sales of our products or services. Additional security measures we may take to address customer concerns may cause higher operating expenses or hinder growth of our products and services. We are exposed to risk of outages, data losses, and disruptions of services. We maintain and process data for our clients that is critical to their business operations. The products and services used to process that data is increasingly complex, and maintaining, securing, and expanding this infrastructure is expensive. It requires that we maintain an Internet connectivity infrastructure and storage and compute capacity that is robust and reliable within competitive and regulatory constraints that continue to evolve. Inefficiencies or operational failures, including temporary or permanent loss of customer data, damaged software codes, or delayed or inaccurate processing of transactions, insufficient Internet connectivity, or inadequate storage and compute capacity, could diminish the quality of our products, services, and user experience resulting in contractual liability, claims by customers and other third parties, regulatory actions, damage to our reputation, and loss of current and potential users, each of which may adversely impact our consolidated financial statements. The costs necessary to rectify these problems may be substantial and may adversely impact our business. We are exposed to intellectual property risks. Our continued success also depends in part on our ability to protect our proprietary technology and solutions and to defend against infringement claims of others. We primarily rely upon trade secret law, software security measures, copyrights and confidentiality restrictions in contracts with employees, vendors and customers. Our industry is characterized by the existence of a large number of trade secrets, copyrights and the rapid issuance of patents, as well as frequent litigation based on allegations of infringement or other violations of intellectual property rights of others. A successful assertion by others of infringement claims or a failure to maintain the confidentiality and exclusivity of our intellectual property may have a material adverse effect on our business and financial results. We are dependent upon third-party service providers in our operations. In connection with our ongoing operations, we utilize the services of third- party suppliers, which we anticipate will continue and may increase in the future. These services include, for example, outsourced development, processing and support functions, and other professional services. 16 Our broader third-party relationships include: financial counterparties; financial intermediaries such as clearing agents, exchanges and clearing houses; vendors; regulators; and providers of critical infrastructure. Third parties are sources of cyber security risk to us, particularly when their activities and systems are beyond our own security and control systems. A cyber-attack, information breach or loss, or technology failure of a third party could adversely affect our ability to effect transactions, service our clients, manage our exposure to risk, expand our businesses, or significantly harm our reputation. Third-party financial entities and technology systems upon which we rely are becoming more interdependent and complex. For example, in recent years, there has been significant consolidation among clearing agents, exchanges and clearing houses and increased interconnectivity of multiple financial institutions with central agents, exchanges and clearing houses. This consolidation and interconnectivity increases the risk of operational failure, on both an individual and industry-wide basis, as disparate complex systems need to be integrated, often on an accelerated basis. A failure by a third-party product or service provider may impair our ability to provide contractual services to our clients on a timely basis, to process transactions for our clients accurately, or to meet our regulatory obligations. If a third-party service provider is unable to provide services, we may incur significant costs to either internalize some of these services, find a suitable alternative, or to compensate our clients for any losses that may be sustained as a consequence of the actions or inactions of our third-party services providers. In the event of a breakdown or improper operation of a direct or indirect third-party’s systems or processes, or improper or unauthorized action by third parties, including consultants and subcontractors, we could suffer financial loss, a disruption of our businesses, regulatory sanctions or damage to our reputation. Risks Related to Our Investment Products and Solutions Our investment management business may be affected by the poor investment performance of our investment products or a client preference for products other than those which we offer or for products that generate lower fees. Poor investment returns in our investment management business, due to either general market conditions or underperformance (relative to our competitors or to benchmarks) by funds or accounts that we manage or investment products that we design or sell, affects our ability to retain existing assets and to attract new clients or additional assets from existing clients and could affect the management and incentive fees that we earn on assets under management. To the extent that our clients choose to invest in products that we do not currently offer, we will suffer outflows and a loss of management fees. Further, if, due to changes in investor sentiment or the relative performance of certain asset classes or otherwise, clients invest in products that generate lower fees, our investment management business could be adversely affected. Our investment advisory contracts may be terminated or may not be renewed on favorable terms. We derive a substantial portion of our revenue from providing investment advisory services. The advisory or management contracts we have entered into with clients, including the agreements that govern many of SEI’s investment funds, provide investors or, in some cases, the independent directors of applicable investment funds, with significant latitude to terminate such contracts, withdraw funds or liquidate funds with limited notice or penalty. We also manage U.S. mutual funds under management contracts that must be renewed and approved annually by the funds’ respective boards of trustees, a majority of whom are independent from SEI. Our fee arrangements under any advisory or management contracts may be reduced (including at the behest of a fund’s board of trustees). In addition, if a number of our clients terminate their contracts, liquidate funds or fail to renew management contracts on favorable terms, the fees we earn could be reduced, which may cause our assets under management, revenue and earnings to decline. We rely on the services of third-party sub-advisers. We serve as the investment advisor for many of the products offered through our investment management programs and utilize the services of investment sub-advisers to manage the majority of these assets. A failure in the performance of our due diligence processes and controls related to the supervision and oversight of these firms, as well as errors, fraudulent activity, or noncompliance with relevant securities and other laws and regulations by those firms, could cause us to suffer financial loss, regulatory sanctions or damage to our reputation. We are dependent upon third-party approvals. Many of the investment advisors through which we distribute our investment offerings are affiliated with independent broker-dealers or other networks, which have regulatory responsibility for the advisor’s practice. As part of the regulatory oversight, these broker-dealers or networks must approve the use of our investment products by affiliated advisors within their networks. Failure to receive such approval, or the withdrawal of such approval, could adversely affect the marketing of our investment products. We are dependent on third-party pricing services for the valuation of securities invested in our investment products. The majority of the securities held by our investment products are valued using quoted prices from active markets gathered by external third-party pricing services. Securities for which market prices are not readily available are valued in accordance with procedures applicable to that investment product. These procedures may utilize unobservable inputs that are not gathered from any active markets and involve considerable judgment. If these valuations prove to be inaccurate, our revenues and earnings from assets under management could be adversely affected. Risks Related to Our Legal, Regulatory and Compliance Environment The financial services industry is subject to extensive regulations that impact our business. Legal, regulatory and compliance risk includes the risk of legal or regulatory sanctions, material financial loss including fines, penalties, judgments, damages and/or settlements, or loss to reputation we may suffer as a result of our failure to comply with laws, regulations, rules, related self-regulatory organization standards and codes of conduct applicable to our business activities. This risk also includes contractual and commercial risk, such as the risk that a counterparty’s performance obligations will be unenforceable. It also includes compliance with anti-money laundering, anti-corruption and terrorist financing rules and regulations. Our various business activities are conducted through entities which may be registered with or regulated by the SEC and CFTC as an investment advisor, a broker-dealer, a commodity pool operator, a transfer agent, or an investment company, and with federal or state banking authorities as a 17 trust company. Our broker-dealer is also a member of FINRA and is subject to its rules and oversight. In addition, some of our foreign subsidiaries are registered with, and subject to the oversight of, regulatory authorities primarily in the United Kingdom, the Republic of Ireland, Canada, Republic of South Africa and the Cayman Islands. Many of our clients are subject to substantial regulation by federal and state banking, securities or insurance authorities or the Department of Labor. Compliance with existing and future regulations, responding to and complying with recent regulatory activity affecting broker-dealers, investment advisors, investment companies and their service providers and financial institutions, and examination or other supervisory activities of our regulators or of the regulators of our clients, could have a significant impact on our operations or business or our ability to provide certain products or services. We offer investment and banking products that also are subject to regulation by the federal and state securities and banking authorities, as well as foreign regulatory authorities, where applicable. Existing or future regulations that affect these products could lead to a reduction in sales of these products or an increase in the cost of providing these products. In the United States, the Bank Secrecy Act, as amended by the USA PATRIOT Act of 2001, imposes significant obligations on financial institutions to detect and deter money laundering and terrorist financing activity, including requiring banks, bank holding companies and their subsidiaries, broker- dealers, futures commission merchants, introducing brokers and mutual funds to implement anti-money laundering programs, verify the identity of customers that maintain accounts, and monitor and report suspicious activity to appropriate law enforcement or regulatory authorities. Outside the United States, applicable laws, rules and regulations similarly require designated types of financial institutions to implement anti-money laundering programs. Failure to implement comprehensive anti-money laundering programs across our globally-regulated businesses poses regulatory risk including fines for noncompliance. We must comply with economic sanctions and embargo programs administered by the Office of Foreign Assets Control (OFAC) and similar national and multinational bodies and governmental agencies outside the United States, as well as anti-corruption and anti-money laundering laws and regulations throughout the world. We can incur higher costs and face greater compliance risks in structuring and operating our businesses to comply with these requirements. Furthermore, a violation of a sanction or embargo program or anti-corruption or anti-money laundering laws and regulations could subject us and our subsidiaries, and individual employees, to regulatory enforcement actions as well as significant civil and criminal penalties. Our businesses are also subject to privacy and data protection information security legal requirements concerning the use and protection of certain personal information. These include those adopted pursuant to the Gramm-Leach-Bliley Act and the Fair and Accurate Credit Transactions Act of 2003 in the United States, the General Data Protection Regulation (GDPR) in the EU, Canada’s Personal Information Protection and Electronic Documents Act, the Cayman Islands' Data Protection Law, and various other laws. Privacy and data security legislation is a priority issue in many states and localities in the United States, as well as foreign jurisdictions outside of the EU. For example, California enacted the California Consumer Privacy Act (CCPA) which broadly regulates the sale of the consumer information of California residents and grants California residents certain rights to, among other things, access and delete data about them in certain circumstances. Other states are considering similar proposals. Such attempts by the states to regulate have the potential to create a patchwork of differing and/or conflicting state regulations. Ensuring compliance under ever evolving privacy legislation, such as GDPR and CCPA, is an ongoing commitment which involves substantial costs, and it is possible that despite our efforts, governmental authorities or third parties will assert that our practices fail to comply with relevant regulatory standards. Recent, well-publicized allegations involving the misuse or inappropriate sharing of personal information have led to expanded governmental scrutiny of practices relating to the use or sharing of personal data by companies in the United States and other countries. That scrutiny has in some cases resulted in, and could in the future lead to, the adoption of stricter laws and regulations relating to the use and sharing of personal information. These types of laws and regulations could prohibit or significantly restrict financial services firms from sharing information among affiliates or with third parties such as vendors, and thereby increase compliance costs, or restricting the use of personal data when developing or offering products or services to customers. These restrictions could inhibit our development or marketing of certain products or services, or increase the costs of offering them to customers. The fees and assessments imposed on our regulated subsidiaries by federal, national, state and foreign regulatory authorities could have a significant impact on us. The frequency and scope of regulatory reform in the current regulatory environment may lead to an increase in fees and assessments resulting in increased expense, or an increase or change in regulatory requirements which could affect our operations and business. Our investment management operations may subject us to legal liability for client losses. Our fund and trust management and administration operations are complex activities and include functions such as recordkeeping and accounting, security pricing, corporate actions, compliance with investment restrictions, daily net asset value computations, account reconciliations, and required distributions to fund shareholders. Failure to properly perform operational tasks or the misrepresentation of our services and products could subject us to regulatory sanctions, penalties or litigation and result in reputational damage, liability to clients, and the termination of investment management or administration agreements and the withdrawal of assets under our management. In the management and administration of funds and client accounts, we use models and other tools and resources to support investment decisions and processes, including those related to risk assessment, portfolio management, trading and hedging activities and product valuations. Errors in the design, function, or underlying assumptions used in these models and tools, particularly if we fail to detect the errors over an extended period, could subject us to claims of a breach of fiduciary duty and potentially large liabilities for make-whole payments, litigation, and/or regulatory fines. We are subject to litigation and regulatory examinations and investigations. The financial services industry faces substantial regulatory risks and litigation. Like many firms operating within the financial services industry, we are experiencing a difficult and continuously evolving regulatory 18 environment across our markets. Our current scale and reach as a provider to the financial services industry; the increased regulatory oversight of the financial services industry generally; new laws and regulations affecting the financial services industry and ever-changing regulatory interpretations of existing laws and regulations, have made this an increasingly challenging and costly regulatory environment in which to operate. Examinations or investigations could result in the identification of matters that may require remediation activities or enforcement proceedings by the regulator. The direct and indirect costs of responding to these examinations, or of defending ourselves in any enforcement investigation or litigation could be significant. Additionally, actions brought against us may result in settlements, awards, injunctions, fines and penalties. Litigation or regulatory action could also harm our reputation with clients and prospects, have an adverse effect on our ability to offer some of our products and services, or impede our ability to maintain operations in certain jurisdictions. Risks Related to Our Business Generally If our management fails to develop and execute effective business strategies, and to anticipate changes affecting those strategies, our results could suffer. Our business strategies significantly affect our results of operations. These strategies relate to: • • • • • the products and services we offer; the geographies in which we operate; the types of clients we serve; the counterparties with which we do business; and the manner in which we deploy our capital resources to take advantage of perceived opportunity in the short and long-term. If management makes choices about these strategies and goals that prove to be incorrect, do not accurately assess the competitive landscape, the head winds and tailwinds affecting our business, or fail to address changing regulatory and market environments, then our growth prospects may suffer and our earnings could decline. Our growth and prospects also depend on management’s ability to develop and execute effective business plans to address these strategic priorities, both in the near term and over longer time horizons. Management’s effectiveness in this regard will affect our ability to develop and enhance our resources, control expenses and return capital to shareholders. Each of these objectives could be adversely affected by any failure on the part of management to: • • • • • • • • • devise effective business plans and strategies; effectively implement business decisions; institute controls that appropriately address the risks associated with business activities and any changes in those activities; offer products and services that are appropriately priced, meet the changing expectations of clients and customers and are delivered in ways that enhance client satisfaction; allocate capital in a manner that promotes long-term stability to enable us to build and invest in market-leading technologies and products, even in a highly-stressed environment; adequately respond to regulatory requirements; appropriately address shareholder concerns; react quickly to changes in market conditions or market structures, or develop and enhance the operational, technology, risk, financial and managerial resources necessary to grow and manage our business. Additionally, our Board of Directors plays an important role in exercising appropriate oversight of management’s strategic decisions, and a failure by our Board of Directors to perform this function could also impair our results of operations. We may be unable to fully capture the expected value from acquisitions, divestitures, joint ventures, minority stakes or strategic alliances. In connection with past or future acquisitions, divestitures, joint ventures, minority stakes or strategic alliances, we face numerous risks and uncertainties combining, transferring, separating or integrating the relevant businesses and systems, including the need to combine or separate accounting and data processing systems and management controls and to integrate relationships with clients, trading counterparties and business partners. In the case of joint ventures and minority stakes, we are subject to additional risks and uncertainties because we may be dependent upon, and subject to liability, losses or reputational damage relating to systems, controls and personnel that are not under our control. In addition, conflicts or disagreements between us and any of our joint venture, strategic or minority partners may negatively impact the benefits to be achieved by the relevant venture. There is no assurance that any of our acquisitions or divestitures will be successfully integrated or disaggregated or yield all of the positive benefits anticipated. If we are not able to integrate or disaggregate successfully our past and future acquisitions or dispositions, there is a risk that our results of operations, financial condition and cash flows may be materially and adversely affected. Certain of our business initiatives, including expansions of existing businesses, may bring us into contact, directly or indirectly, with individuals and entities that are not within our traditional client and counterparty base and may expose us to new asset classes and new markets. These business activities expose us to new and enhanced risks, greater regulatory scrutiny of these activities, increased credit-related, sovereign and operational risks, and reputational concerns regarding the manner in which these assets are being operated or held. 19 Growth of our business could increase costs and regulatory risks. Providing a platform for new businesses, integrating acquired businesses, and partnering with other firms involve a number of risks and present financial, managerial, and operational challenges. We may incur significant expenses in connection with further expansion of our existing businesses or in connection with strategic acquisitions or investments, if and to the extent they arise from time to time. Our overall profitability would be negatively affected if investments and expenses associated with such growth are not matched or exceeded by the revenues that are derived from such investment or growth. Expansion may also create a need for additional compliance, risk management and internal control procedures, and often involves the hiring of additional personnel to monitor such procedures. To the extent such procedures are not adequate to appropriately monitor any new or expanded business, we could be exposed to a material loss or regulatory sanction. Moreover, to the extent we pursue strategic acquisitions, we may be exposed to a number of risks, including additional demands on our existing employees; additional or new regulatory requirements, operating facilities and technologies; adverse effects in the event acquired goodwill or intangible assets become impaired; and the existence of liabilities or contingencies not disclosed to or otherwise known by us prior to closing a transaction. These risks could result in decreased earnings and harm to our competitive position in the investment management industry. We are exposed to operational risks. We are subject to the risk of loss, or of harm to our reputation, resulting from inadequate or failed processes or systems. We are exposed to operational risk across the full scope of our business activities, including revenue-generating activities (e.g., sales and trading) and support and control groups (e.g., information technology, accounting systems and trade processing). Our businesses are highly dependent on our ability to process and report, on a daily basis, a large number of transactions across numerous and diverse markets and asset classes in many currencies. Operational efficiency is modeled on defined and strict timelines which present inherent risk. In the event of a breakdown or improper operation of systems, human error or improper action by employees or consultants, we could suffer significant financial loss, regulatory sanctions or damage to our reputation. Additionally, we may introduce new products or services or change processes or reporting, including in connection with new regulatory requirements, resulting in new operational risk that we may not fully appreciate or identify. The primary responsibility for the management of operational risk is with the business segments; the business managers maintain processes and controls designed to identify, assess, manage, mitigate and report operational risk. Oversight of operational risk is provided by the Operations Risk Committee, legal entity boards and committees and senior management. This governance structure may not adequately assess or address operational risk, which could lead to significant financial loss and reputational harm. Our businesses may be adversely affected if we are unable to hire and retain qualified employees. Our performance is largely dependent on the talents and efforts of highly-skilled people; therefore, our continued ability to compete effectively in our businesses, to manage our businesses effectively and to expand into new businesses and geographic areas depends on our ability to attract new talented and diverse employees and to retain and motivate our existing employees. Factors that affect our ability to attract and retain such employees include our compensation and benefits, and our reputation as a successful business with a culture of fairly hiring, training and promoting qualified employees. Declines in our profitability, or in the outlook for our future profitability, as well as regulatory limitations on compensation levels and terms, can negatively impact our ability to hire and retain highly-qualified employees. Competition from within the financial services and technology industries and from businesses outside the financial services and technology industries for qualified employees has often been intense. Changes in law or regulation in jurisdictions in which our operations are located that affect taxes on employees’ income, or the amount/composition of compensation, may also adversely impact our ability to hire and retain qualified employees in those jurisdictions. As a global financial services and technology company, we are subject to limitations on compensation practices (which may or may not affect our competitors) by regulators worldwide. These limitations, including any imposed by or as a result of future legislation or regulation, may require us to alter our compensation practices in ways that could adversely affect our ability to attract and retain talented employees. Our operations depend on the competence and integrity of our employees and third parties. Our ability to operate our businesses efficiently and profitably, and to offer products and services that meet the expectations of our clients, is highly dependent on the competence and trustworthiness of our employees and contractors, as well as those of third parties on which our operations rely, including vendors, custodians and financial intermediaries. Our businesses could be materially and adversely affected by a significant operational breakdown or failure, theft, fraud or other unlawful conduct, or other negative outcomes caused by poor judgement, human error or misconduct on the part of one of our employees or contractors or those of a third party on which our operations rely. We are a holding company and, therefore, may not be able to receive dividends or other payments in needed amounts from our subsidiaries. We are organized as a holding company, a legal entity separate and distinct from our operating entities. As a holding company without significant operations of its own, our principal assets are the shares of capital stock of our subsidiaries. We rely on dividends and other payments from these subsidiaries to meet our obligations for paying dividends to shareholders, repurchasing our common stock and paying corporate expenses. Certain of our subsidiaries are subject to regulatory requirements of the jurisdictions in which they operate or other restrictions that may limit the amounts those subsidiaries can pay in dividends or other payments to us. No assurance can be given that there will not be further changes in law, regulatory actions, or other circumstances that could restrict the ability of our subsidiaries to pay dividends or otherwise make payment to us. Furthermore, no assurance can be given that our subsidiaries may be able to make timely payments to us in order for us to meet our obligations. 20 Changes in, or interpretation of, accounting principles could affect our revenues and earnings. We prepare our consolidated financial statements in accordance with generally accepted accounting principles. A change in these principles can have a significant effect on our reported results and may even retrospectively affect previously reported results (See Note 1 to the Consolidated Financial Statements for more information). Changes in, or interpretations of, tax rules and regulations may adversely affect our effective tax rates. Unanticipated changes in our tax rates could affect our future results of operations. Our future effective tax rates could be adversely affected by changes in tax laws or the interpretation of tax laws. We are subject to possible examinations of our income tax returns by the Internal Revenue Service and state and foreign tax authorities. We regularly assess the likelihood of outcomes resulting from these examinations to determine the adequacy of our provision for income taxes; however, there can be no assurance that the final determination of any examination will not have an adverse effect on our operating results or financial position. Currency fluctuations could negatively affect our future revenues and earnings as our business grows globally. We operate and invest globally to expand our business into foreign markets. Our foreign subsidiaries use the local currency as the functional currency. As these businesses evolve, our exposure to changes in currency exchange rates may increase. Adverse movements in currency exchange rates may negatively affect our operating results, liquidity, contract values and financial condition. Changes in interest rates may affect the value of our fixed-income investment securities. We own Government National Mortgage Association (GNMA) mortgage-backed securities for the sole purpose of satisfying applicable regulatory requirements imposed on our wholly-owned limited purpose federal thrift subsidiary, SPTC. The valuations of these securities are impacted by fluctuations in interest rates. Interest rates during the past several years have remained relatively low. The effect of a rising interest rate environment may negatively impact the value of these securities and thereby negatively affect our financial position and earnings. We are subject to financial and non-financial covenants which may restrict our ability to manage liquidity needs. Our $300.0 million five-year senior unsecured revolving credit facility (Credit Facility) contains financial and non-financial covenants. The non-financial covenants include restrictions on indebtedness, mergers and acquisitions, sale of assets and investments. In the event of default, we have restrictions on paying dividends and repurchasing our common stock. We have one financial covenant, the Leverage Ratio, which restricts the level of indebtedness we can incur to a maximum of 1.75 times earnings before interest, taxes, depreciation and amortization (EBITDA). We believe our primary risk is with the financial covenant if we were to incur significant unexpected losses that would impact the EBITDA calculation. This would increase the Leverage Ratio and restrict the amount we could borrow under the Credit Facility. A restriction on our ability to fully utilize our Credit Facility may negatively affect our operating results, liquidity and financial condition. We may become subject to stockholder activism efforts that each could cause material disruption to our business. Certain influential institutional investors and hedge funds have taken steps to involve themselves in the governance and strategic direction of certain companies due to governance or strategic related disagreements between such companies and such stockholders. If we become subject to such stockholder activism efforts, it could result in substantial costs and a diversion of management's attention and resources, which could harm our business and adversely affect the market price of our common stock. We rely on our executive officers and senior management. Most of our executive officers and senior management personnel do not have employment agreements with us. The loss of these individuals may have a material adverse effect on our future operations. The departure of the United Kingdom from the European Union could negatively affect our business, results of operations and operating model. It remains highly uncertain how the departure of the United Kingdom from the European Union (EU), which is commonly referred to as “Brexit,” will affect financial services firms that conduct substantial operations in the EU from legal entities that are organized in or operating from the United Kingdom. The United Kingdom exited the EU on January 31, 2020, and a transitional period expired on December 31, 2020 without any extension being agreed. In addition, Brexit has created an uncertain political and economic environment in the United Kingdom, and may create such environments in other EU member states. Political and economic uncertainty has in the past led to, and the outcome of Brexit could lead to, declines in market liquidity and activity levels, volatile market conditions, a contraction of available credit, changes in interest rates or exchange rates, weaker economic growth and reduced business confidence all of which could adversely impact our business. Given the potential negative disruption to regional and global financial markets, and depending on the extent to which we may be required to make material changes to our EU operations beyond those currently planned, our results of operations and business prospects could be negatively affected. We may incur losses if our risk management and business continuity strategies, models and processes are not fully effective in mitigating our risk exposures in all market environments or against all types of risk. We seek to monitor and control our risk exposure through a risk and control framework encompassing a variety of separate but complementary financial, credit, operational, compliance and legal reporting systems, internal controls, management review processes and other mechanisms. Our risk management process seeks to balance our ability to profit from our business activities, with our exposure to potential losses and liabilities. While we employ a broad and diversified set of risk monitoring and risk mitigation techniques, those techniques and the judgments that accompany their application cannot anticipate every economic and financial outcome or the specifics and timing of such outcomes. As our businesses change and grow, and the markets in which we operate evolve, our risk management strategies, models and processes may not always adapt with those changes. Some of our methods of managing risk are based upon our use of observed historical market behavior and management’s judgment. As a result, these methods may not predict future risk exposures, which could be significantly greater than the historical measures indicate. In addition, the use of models in connection with risk management and numerous other critical activities presents risks that such models may be ineffective, either because of poor design or ineffective testing, improper or flawed inputs, as well as unpermitted access to such models resulting in unapproved or malicious changes to the model or its inputs. Market conditions in 21 recent years have involved unprecedented dislocations and highlight the limitations inherent in using historical data to manage risk. Thus, we may, in the course of our activities, incur losses. Despite the business contingency, disaster recovery and security response plans we have in place, there can be no assurance that such plans will fully mitigate all potential risks to us. Our ability to conduct business may be adversely affected by a disruption in the infrastructure that supports our business and the communities where we are located, which are concentrated in the Philadelphia metropolitan area, London and Dublin. This may include a disruption involving physical site access, cyber or information security incidents, terrorist activities, disease pandemics, catastrophic events, natural disasters, severe weather events, electrical outage, environmental hazard, computer servers, communications or other services used by us or third parties with whom we conduct business. Although we employ backup systems for our data, those backup systems may be unavailable following a disruption, the affected data may not have been backed up or may not be recoverable from the backup, or the backup data may be costly to recover, which could adversely affect our business. We may incur losses as a result of unforeseen or catastrophic events, including the emergence of a pandemic, terrorist attacks, extreme weather events or other natural disasters. The occurrence of unforeseen or catastrophic events, including the emergence of a pandemic, terrorist attacks, extreme terrestrial or solar weather events or other natural disasters, could create economic and financial disruptions, and could lead to operational difficulties (including travel limitations) that could impair our ability to manage our businesses and may adversely affect our operations, financial condition, and results of operations. The COVID-19 pandemic has impacted and may continue to impact our business operations, including our employees, customers, partners and communities, and there is substantial uncertainty in the nature and degree of its continued effects over time. The COVID-19 pandemic and governmental responses to the pandemic have had, and continue to have, a severe impact on global economic conditions, including: • • • • significant disruption and volatility in the financial markets, disruption of global supply chains, closures of many businesses, leading to loss of revenues and increased unemployment, and the institution of social distancing and sheltering-in-place requirements in the United States and other countries. If the pandemic is prolonged, or other diseases emerge that give rise to similar effects, the adverse impact on the global economy could deepen. The extent to which the COVID-19 pandemic impacts our business going forward will depend on numerous evolving factors we cannot reliably predict, including the duration and scope of the pandemic; the effectiveness of vaccinations; the implications arising out of the emerging and potentially yet to be identified variants of COVID-19; governmental, business, and individuals' actions in response to the pandemic; and the impact on economic activity including the possibility of recession or financial market instability. These factors may adversely impact consumer, business and government spending on technology as well as our customers' ability to pay for our products and services on an ongoing basis. This uncertainty also affects management’s accounting estimates and assumptions, which could result in greater variability in a variety of areas that depend on these estimates and assumptions, including investments, receivables and forward-looking guidance. We may incur increased costs to effectively manage these aspects of our business. If we are unsuccessful, it may adversely impact our revenues, cash flows, market share growth and reputation. The long-term effects of climate change on the global economy and the industries in which we operate in particular are unclear. Environmental regulations or changes in the supply, demand or available sources of energy or other resources may affect the availability or cost of goods and services, including natural resources necessary to run our business. Changes in climate where we operate may increase the costs of our supplies, power and other infrastructure services on which we rely to operate. Item 1B. Unresolved Staff Comments. None. Item 2. Properties. Our corporate headquarters is located in Oaks, Pennsylvania and consists of ten buildings situated on approximately 124 acres. We own and operate the land and buildings, which encompass approximately 628,000 square feet of office space and 34,000 square feet of data center space. We lease other offices which aggregate 286,000 square feet. We also own a 3,400 square foot condominium that is used for business purposes in New York, New York. 22 Item 3. Legal Proceedings. For information on our legal proceedings, see Note 10 to the Consolidated Financial Statements in this Annual Report on Form 10-K. Other Matters The Company is also a party to various other actions and claims arising in the normal course of business that the Company does not believe are material. The Company believes that the ultimate resolution of these matters will not have a material adverse effect on the Company's financial position or the manner in which the Company conducts its business. Currently, the Company does not believe the amount of losses associated with these matters can be estimated. While the Company does not believe that the amount of such losses will, when liquidated or estimable, be material to its financial position, the assumptions may be incorrect and any such loss could have a material adverse effect on the Company's results of operations or the manner in which the Company conducts its business in the period(s) during which the underlying matters are resolved. Executive Officers of the Registrant Information about our executive officers is contained in Item 10 in this Annual Report on Form 10-K and is incorporated by reference into this Part I. Item 4. Mine Safety Disclosures. None. 23 PART II Item 5. Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities. Price Range of Common Stock and Dividends: Our common stock is traded on The Nasdaq Global Select Market® (NASDAQ) under the symbol “SEIC.” The following table shows the high and low sales prices for our common stock as reported by NASDAQ and the dividends declared on our common stock for the last two years. Our Board of Directors intends to declare future dividends on a semiannual basis. 2020 First Quarter Second Quarter Third Quarter Fourth Quarter 2019 First Quarter Second Quarter Third Quarter Fourth Quarter High Low Dividends $ $ High $ $ 69.61 61.58 58.67 57.62 53.57 58.43 61.35 67.14 $ 35.41 43.40 48.81 48.70 Low Dividends 44.18 $ 49.91 55.16 55.42 — 0.35 — 0.37 — 0.33 — 0.35 According to the records of our transfer agent, there were 248 holders of record of our common stock on January 29, 2021. Because many of such shares are held by brokers and other institutions on behalf of stockholders, we are unable to estimate the total number of stockholders represented by these record holders. For information on our equity compensation plans, refer to Note 7 to the Consolidated Financial Statements and Item 12 of this Annual Report on Form 10-K. Comparison of Cumulative Total Return of Common Stock, Industry Index and Nasdaq Market Index: SEI Investments Company NASDAQ Market Index Peer Group Index $300 $250 S R A L L O D $200 $150 $100 $50 2015 2016 2017 2018 2019 2020 ASSUMES $100 INVESTED ON JANUARY 1, 2016 & DIVIDENDS REINVESTED FISCAL YEAR ENDED DECEMBER 31, 24 Issuer Purchases of Equity Securities: Our Board of Directors has authorized the repurchase of up to $4.678 billion worth of our common stock. Currently, there is no expiration date for our common stock repurchase program (See Note 7 to the Consolidated Financial Statements). Information regarding the repurchase of common stock during the three months ended December 31, 2020 is: Total Number of Shares Purchased Average Price Paid per Share Total Number of Shares Purchased as Part of Publicly Announced Program 275,000 $ 722,000 825,000 1,822,000 49.63 54.18 56.10 54.36 275,000 $ 722,000 825,000 1,822,000 Approximate Dollar Value of Shares that May Yet Be Purchased Under the Program 278,236,000 239,112,000 192,827,000 Period October 1 – 31, 2020 November 1 – 30, 2020 December 1 – 31, 2020 Total Item 6. Selected Financial Data. (In thousands, except per-share data) This table presents selected consolidated financial information for the five-year period ended December 31, 2020. This data should be read in conjunction with the financial statements and “Management’s Discussion and Analysis of Financial Condition and Results of Operations” included in this Annual Report on Form 10-K. We adopted the requirements of the Accounting Standards Update (ASU) 2016-02, Leases (Accounting Standards Codification (ASC) 842 (ASC 842)) using the modified retrospective method on January 1, 2019. As a result of the adoption of ASC 842, we recorded additional lease assets and net lease liabilities of $44,169 as of January 1, 2019. We also adopted ASU 2014-09, Revenue from Contracts with Customers (ASC 606) using the modified retrospective method on January 1, 2018. As a result of the adoption of ASC 606, the presentation of revenues and expenses each declined by $16,680 in 2018. Prior period financial results were not revised. Year Ended December 31, Revenues Total expenses Income from operations Other income, net Income before income taxes Income taxes Net income Basic earnings per common share Shares used to compute basic earnings per common share Diluted earnings per common share Shares used to compute diluted earnings per common share Cash dividends declared per common share Financial Position as of December 31, Cash and cash equivalents Total assets Shareholders’ equity $ $ $ $ $ 2020 1,684,058 $ 1,238,171 445,887 122,807 568,694 121,408 447,286 3.05 $ 2019 1,649,885 $ 1,189,461 460,424 171,017 631,441 130,015 501,426 3.31 $ 2018 1,624,167 1,182,179 441,988 172,218 614,206 108,338 505,868 3.23 146,709 3.00 $ 151,540 3.24 $ 156,579 3.14 2017 1,526,552 $ 1,129,608 396,944 160,095 557,039 152,650 404,389 2.56 $ 158,177 2.49 $ $ $ $ 149,003 154,901 161,232 162,269 0.72 $ 0.68 $ 0.63 $ 0.58 $ 2016 1,401,545 1,025,851 375,694 132,791 508,485 174,668 333,817 2.07 161,350 2.03 164,431 0.54 784,626 $ 841,446 $ 2,167,256 1,739,907 2,151,370 1,738,778 754,525 $ 1,971,668 1,593,147 $ 744,247 1,853,369 1,476,839 695,701 1,636,823 1,303,114 25 Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations. (In thousands, except share and per-share data) This discussion reviews and analyzes the consolidated financial condition at December 31, 2020 and 2019, the consolidated results of operations for the years ended December 31, 2020, 2019 and 2018, and other factors that may affect future financial performance. This discussion should be read in conjunction with the Selected Financial Data included in Item 6 of this Annual Report and the Consolidated Financial Statements and Notes to the Consolidated Financial Statements included in Item 8 of this Annual Report. Certain information contained in this discussion is or may be considered forward-looking. Forward-looking statements relate to future operations, strategies, financial results, expenditures and other uses of capital or other developments. Forward-looking statements are based upon estimates and assumptions that involve certain judgments, risks and uncertainties, many of which are beyond our control or are subject to change. Although we believe our assumptions are reasonable, they could be inaccurate. Our actual future revenues and income could differ materially from our expected results. Further information about factors that could materially affect its results of operations and financial condition include, but are not limited to, the discussion contained in Item 1A, Risk Factors, in this Annual Report on Form 10-K. We have no obligation to publicly update or revise any forward- looking statements. Overview Consolidated Summary SEI is a leading global provider of technology-driven wealth and investment management solutions. We deliver comprehensive platforms, services and infrastructure—encompassing technology, operational, and investment management services—to help wealth managers, financial advisors, investment managers, family offices, institutional and private investors create and manage wealth. Investment processing fees are earned as either monthly fees for contracted services or as a percentage of the market value of our clients' assets processed on our platforms. Investment operations and investment management fees are earned as a percentage of assets under management, administration or advised assets. As of December 31, 2020, through our subsidiaries and partnerships in which we have a significant interest, we manage, advise or administer approximately $1.2 trillion in hedge, private equity, mutual fund and pooled or separately managed assets, including approximately $368.7 billion in assets under management and $786.7 billion in client assets under administration. Our affiliate, LSV Asset Management (LSV), manages $93.7 billion of assets which are included as assets under management. Our Condensed Consolidated Statements of Operations for the years ended 2020, 2019 and 2018 were: Year Ended December 31, Revenues Expenses Income from operations Net (loss) gain from investments Interest income, net of interest expense Equity in earnings of unconsolidated affiliates Income before income taxes Income taxes Net income Diluted earnings per common share $ 2020 1,684,058 $ 1,238,171 445,887 (286) 5,959 117,134 568,694 121,408 447,286 2019 1,649,885 1,189,461 460,424 3,174 15,952 151,891 631,441 130,015 501,426 $ 3.00 $ 3.24 Percent Change* 2 % $ 4 % (3)% NM (63)% (23)% (10)% (7)% (11)% (7)% $ 2018 1,624,167 1,182,179 441,988 (325) 12,752 159,791 614,206 108,338 505,868 3.14 Percent Change 2 % 1 % 4 % NM 25 % (5)% 3 % 20 % (1)% 3 % * Variances noted "NM" indicate the percent change is not meaningful. Significant Items Impacting Our Financial Results in 2020 Revenues increased $34.2 million, or 2%, to $1.7 billion in 2020 compared to 2019. Net income decreased $54.1 million, or 11%, to $447.3 million and diluted earnings per share decreased to $3.00 per share in 2020 compared to $3.24 per share in 2019. We believe the following items were significant to our business results during 2020: • • • Revenue from Asset management, administration and distribution fees increased primarily from higher assets under administration in the Investment Managers segment due to positive cash flows from new and existing clients and market appreciation. Average assets under administration increased $81.8 billion, or 13%, to $717.7 billion during 2020 as compared to $635.8 billion during 2019. Average assets under management, excluding LSV, increased $11.6 billion, or 5%, to $242.6 billion during 2020 as compared to $231.0 billion during 2019. The increase was primarily due to market appreciation from the strong recovery of capital markets during the second half of the year after the widespread economic shutdown caused by the emergence of the COVID-19 pandemic in March 2020. Information processing and software servicing fees in the Private Banks segment decreased by $7.1 million during 2020 due to previously announced client losses. 26 • • • • • • • Our proportionate share in the earnings of LSV decreased by $34.8 million, or 23%, in 2020 due to lower assets under management from negative cash flows from existing clients, lost clients and market depreciation due to the general underperformance of the value equity style favored by LSV. We continue to invest in new business opportunities such as the One SEI strategy and IT Services offering. The majority of these costs are recorded in the Investments in New Businesses segment and are included in Consulting, outsourcing and professional fees on the accompanying Consolidated Statements of Operations. Operating expenses in our Investment Managers segment increased primarily due to higher personnel costs to service new clients. Travel and promotional-related expenses declined during 2020 as sales and client relationship personnel adapted to COVID-19 restrictions. Travel expenses are included in Compensation, benefits and other personnel costs on the accompanying Consolidated Statements of Operations. Promotional-related expenses are included in Facilities, supplies and other costs on the accompanying Consolidated Statements of Operations. We capitalized $22.3 million in 2020 for SWP as compared to $33.1 million in 2019. Amortization expense related to SWP increased to $43.9 million during 2020 as compared to $42.3 million during 2019 due to continued development. The proportion of expenses related to maintenance and support of SWP, which are not capitalized, has increased as compared to costs related to development and enhancements eligible for capitalization. We expect the rate of capitalization of software development costs in 2021 to remain at or exceed the level in 2020. The effective tax rate during 2020 was 21.3% as compared to 20.6% during 2019. The increase in the effective tax rate was primarily due to reduced tax benefits from a lower volume of stock option exercise activity and an increase in the state effective tax rate (See the caption "Income Taxes" later in this discussion for more information). We continued the stock repurchase program during 2020 and purchased approximately 8,008,000 shares at an average price of $53.04 per share for a total cost of $424.7 million. Significant Items Impacting Our Financial Results in 2019 Revenues increased $25.7 million, or 2%, to $1.6 billion in 2019 compared to 2018. Net income increased $4.4 million, or 1%, to $501.4 million and diluted earnings per share increased to $3.24 per share in 2019 compared to $3.14 per share in 2018. We believe the following items were significant to our business results during 2019: • • • • • • • • Revenue from Asset management, administration and distribution fees increased primarily from higher assets under administration in our Investment Managers segment due to sales of new business and market appreciation. Average assets under administration increased $80.2 billion, or 14%, to $635.8 billion during 2019 as compared to $555.6 billion during 2018. Information processing and software servicing fees in the Private Banks segment decreased by $10.4 million during 2019 due to previously announced client losses and decreased non-recurring fees. Revenues in the Institutional Investors segment declined $11.2 million during 2019 due to acquisitions, plan curtailments and fee compression from increased competition related to the continued contraction of the U.S. corporate defined benefit market. Asset funding from new sales partially offset the decline in revenues. Our proportionate share in the earnings of LSV decreased by $7.9 million, or 5%, in 2019 due to lower assets under management from negative cash flows and lost clients. Market appreciation during 2019 partially offset the decline in LSV's average assets under management. Lower performance fees earned by LSV also negatively impacted earnings. Operating expenses were favorably impacted by cost containment measures implemented in late 2018 and early 2019. These expenses primarily consist of operational, technology and marketing costs and are mainly related to solutions offerings as well as servicing existing and acquiring new clients. These operating expenses are primarily included in Compensation, benefits and other personnel costs on the accompanying Consolidated Statements of Operations. We capitalized $33.1 million in 2019 for SWP as compared to $43.4 million in 2018. Amortization expense related to SWP increased to $42.3 million during 2019 as compared to $39.9 million during 2018 due to continued development. The proportion of expenses related to maintenance and support of SWP, which are not capitalized, has increased as compared to costs related to development and enhancements eligible for capitalization. Our effective tax rate during 2019 was 20.6% as compared to 17.6% during 2018. The increase in the effective tax rate was primarily due to reduced tax benefits from a lower volume of stock option exercise activity. We continued the stock repurchase program during 2019 and purchased approximately 6,225,000 shares at an average price of $55.96 per share for a total cost of $348.3 million. Impact of COVID-19 and Other Events The occurrence of unforeseen or catastrophic events, including the emergence of a pandemic or other widespread health emergency or concerns over the possibility of such an emergency, could create economic and financial disruptions, and could lead to operational difficulties that could impair our ability to manage our business. In December 2019, a novel strain of coronavirus (COVID-19) was identified in Wuhan, China. COVID-19 quickly spread globally, leading the World Health Organization to declare the COVID-19 virus outbreak a global pandemic in March 2020. Since that time, governmental authorities have implemented numerous and varying measures to stall the spread and ameliorate the impact of COVID-19, including 27 travel bans and restrictions, quarantines, curfews, shelter in place and safer-at-home orders, business shutdowns and closures, and have also implemented multi-step policies with the goal of re-opening domestic and global markets. Certain jurisdictions have begun re-opening only to return to restrictions in the face of increases in new COVID-19 cases. Recent developments include the phased re-opening of domestic and global markets to varying degrees. In March 2020, we executed upon our business resiliency and contingency plans. To date, our remote capabilities have proven to be effective during the disruption caused by the COVID-19 pandemic with almost the entire workforce working remotely, with only a very limited number of on-site activities in our operational offices continuing to be performed. We continue to closely monitor the domestic and international landscape for changes in governmental measures both in the United States and in the locations where we rely on critical outsourced services. We continue to be in regular contact with regulators, clients and vendors to confirm the measures taken to continue operating during this crisis, taking into consideration the latest announcements from state and federal authorities. We are also in continuous communication with our workforce to provide for the health and welfare of our employees working remotely and have implemented a return plan that is available for review on our website for those employees working in our operational offices. We will monitor the ability of these individuals to work as safely as possible at our offices and make adjustments to the number of on-site personnel (either increases or decreases) accordingly. We expect that the individual circumstances of our employees regarding school, childcare, care-giving and underlying health concerns will significantly impact our ability to return staff to their primary office locations. The majority of our revenues are based on the value of assets invested in investment products that we manage or administer which are affected by changes in the capital markets and the portfolio strategy of our clients or their customers. The market volatility in response to measures taken to contain the spread of COVID-19 negatively impacted our asset-based fee revenues and partially offset our revenue growth. Additionally, changes in the portfolio strategy of our clients or their customers in response to market volatility resulted in asset flows into our lower margin liquidity products and negatively impacted our earnings. While we have developed and implemented and continue to develop and implement health and safety protocols, business continuity plans and crisis management protocols designed to mitigate the potentially negative impact of COVID-19 to our employees and our business, the extent of the impact of the pandemic on our business and financial results will continue to depend on numerous evolving factors that we are not able to accurately predict and which will vary by market, including the duration and scope of the pandemic, the effectiveness of vaccinations, the implications arising out of the emerging and potentially yet to be identified variants of COVID-19, global economic conditions during and after the pandemic, governmental actions that have been taken, or may be taken in the future, in response to the pandemic, the extent that critical public and private infrastructure functions upon which we rely are suspended and changes in investor and consumer behavior in response to the pandemic. The resulting market conditions may adversely affect our revenues and earnings derived from assets under management and administration. On May 17, 2020, M.J. Brunner, one of our third-party developers/vendors that provides development services and application management for two of our client applications experienced a ransomware attack. We are aware that certain of our client data was illegally accessed and revealed by cybercriminal(s) as a consequence of this ransomware attack. The applications themselves were not compromised by this attack. We take our clients’ security very seriously, and we continue to work with Brunner, the FBI and our impacted clients to verify the extent to which SEI’s or our clients’ data has been exposed or at risk of exposure. Based on the information we have reviewed to date, we believe that all appropriate parties have been notified of the exposure of their data. The root cause of the attack was not predicated on vulnerability within SEI’s network, and neither SEI’s network nor operations were compromised, attacked or otherwise affected as part of this incident. We are reviewing our internal controls and procedures regarding vendor management and data protection in order to improve our internal policies, procedures and practices, as well as our monitoring of the policies, practices, and procedures of those of our third-party vendors that have access to our sensitive or confidential data as well as that of our clients. While there were direct and indirect expenses associated with the incident in the second, third and fourth quarters of 2020, and we expect there will continue to be costs associated with the incident going-forward, we do not expect these will be material. We note that several regulatory bodies who routinely review our operations, including the SEC and the United States Federal Financial Institutions Examination Council (FFIEC), have requested information with respect to, and are investigating the facts and circumstances surrounding, the ransomware attack on Brunner. We have begun producing documents and information to these bodies regarding this matter. We expect to continue to engage in discussions with these bodies and that we may be contacted by, engage with and provide information to additional governmental or regulatory bodies or authorities. On July 1, 2020, one of our storage arrays supported by our third-party vendor, Dell-EMC, failed due to the operation of an application deployed by the vendor as part of our production infrastructure. As a consequence of the hardware failure, transactional activities on our platforms were extremely limited on July 1 and 2, 2020. All systems were restored to 100% functionality by July 6, 2020 and have operated as such since. This event was not caused by a third-party actor. While there were direct and indirect expenses in each of the third and fourth quarters of 2020, and we expect there will continue to be costs associated with the outage going-forward, it is not expected these will be material. In response to the outage, we have launched a project internally, that has been supported by a ten-week review of our infrastructure and the design of our technical and operational resiliency plans by an independent third-party expert, to identify tactical and strategic improvements that we should consider making across our enterprise technology footprint. During the fourth quarter of 2020, we made the following changes to and investments in our technology infrastructure that we believe will enhance our operating resiliency: • We changed the application load balancing on our servers of what we identified as business critical applications to create redundancies within the compute, network, and storage infrastructures in an effort to reduce the risk of single points of failure within our infrastructure; 28 • We implemented the Metro configuration for our servers utilizing a mirrored storage array for what we have identified as critical business applications. Publicly available vendor literature maintains that the Metro configuration provides enhanced disaster recovery and data mobility solutions over traditional Symmetrix Remote Data Facility, or SDRF, solutions. We believe the Metro configuration will enable data replication among our servers to a redundant array without data loss so that if a failure occurs on a primary storage array, we expect that the backup array will operate as the primary, without service interruption; and • We invested in additional compute and storage for the SEI Wealth Platform to augment the hardware we already own and use. According to the publicly available white papers from the vendor we use, the “cloud in a box” solution that we consume delivers: ◦ ◦ ◦ ◦ ◦ the highest levels of database performance available; outstanding I/O and SQL processing performance for online transaction processing (OLTP), data warehousing (DW) and consolidation of mixed workloads; extreme performance for all types of database applications by leveraging a massively parallel grid architecture using Real Application Clusters and Exadata storage; breakthrough analytic and I/O performance, is simple to use and manage; and mission-critical availability and reliability. We believe that our investment in additional compute and storage capacity to replicate the core SEI Wealth Platform database and data warehouse on premise to a separate physical storage array will increase our system resiliency and reduce downtime in the event of an outage. We expect that our ongoing initiative to improve system resiliency will lead to additional recommendations for improvements that will result in additional investments of capital in hardware, software and personnel. We expect these costs will include both new investments as well as a reprioritization of current spend. Currently, we are not able to fully estimate the total amount of additional expense as this will be part of an ongoing strategy around recovery and resiliency. One SEI Strategy In 2020, we invested in our One SEI strategy. The One SEI strategy is a company-wide initiative to open business opportunities across the entire company by leveraging existing and new SEI platforms and making them accessible to all types of clients, adjacent markets and other non-SEI platforms. As we execute on our strategy, we have incurred significant costs during 2020 to integrate, modularize and leverage these technologies in our service offerings for the front, middle and back-office. The majority of these costs have been recognized in the Investments in New Businesses segment. To date, we have not capitalized any software development costs related to the One SEI strategy. We expect these investments will continue throughout most of 2021 as we continue to deliver on our One SEI strategy. Investment Processing and Software Servicing Fees Investment processing and software servicing fees in our Private Banks segment primarily include application and business-process-outsourcing services, professional fees and transaction-based services. Application and business-process-outsourcing services revenues are based upon the type and number of investor accounts serviced or as a percentage of the market value of the clients’ asset processed on our platforms. Professional services revenues are earned from contracted, project-oriented services. Transaction-based revenues are primarily earned from fees earned on securities trades executed on behalf of our clients. Approximately 40% of our investment processing and software servicing fees are earned as a percentage of the market value of clients’ asset processed, primarily from SWP and our mutual fund trading solution clients. Investment Management Platforms Our investment management platforms include investment management programs and back-office investment processing outsourcing services and are generally offered on a bundled basis. Although we believe the breadth of our business solutions offer a competitive advantage, factors such as the underperformance of investment products that we manage relative to our competitors or to benchmarks and client preferences for passive investment products offered through an unbundled model have resulted in cash outflows and a loss of management fees primarily impacting the Investment Advisors segment. 29 Ending Asset Balances This table presents ending asset balances of our clients, or of our clients’ customers, for which we provide management or administrative services through our subsidiaries and partnerships in which we have a significant interest. Ending Asset Balances (In millions) Private Banks: Equity and fixed-income programs Collective trust fund programs Liquidity funds Total assets under management Client assets under administration Total assets Investment Advisors: Equity and fixed-income programs Collective trust fund programs Liquidity funds Total assets under management Institutional Investors: Equity and fixed-income programs Collective trust fund programs Liquidity funds Total assets under management Advised assets Total assets Investment Managers: Equity and fixed-income programs Collective trust fund programs Liquidity funds Total assets under management Client assets under administration (A) Total assets Investments in New Businesses: Equity and fixed-income programs Liquidity funds Total assets under management Advised assets Total assets LSV: Equity and fixed-income programs (B) Total: Equity and fixed-income programs (C) Collective trust fund programs Liquidity funds Total assets under management Advised assets Client assets under administration (D) Total assets under management, advisement and administration As of December 31, 2020 2019 Percent Change 2018 Percent Change $ $ $ $ $ $ $ $ $ $ $ $ $ $ $ $ $ 25,498 $ 6 3,778 29,282 $ 26,346 55,628 $ $ 71,247 1 3,832 75,080 $ 90,869 $ 98 2,128 93,095 $ 4,063 97,158 $ — $ 75,214 424 75,638 $ 760,397 836,035 $ $ 1,711 162 1,873 $ 1,299 3,172 $ 23,851 4 3,405 27,260 25,801 53,061 67,895 4 2,887 70,786 84,291 83 1,746 86,120 3,948 90,068 — 58,070 479 58,549 657,541 716,090 1,688 158 1,846 1,343 3,189 7 % $ 50 % 11 % 7 % $ 2 % 5 % $ 5 % $ (75)% 33 % 6 % $ 8 % $ 18 % 22 % 8 % $ 3 % 8 % $ — % $ 30 % (11)% 29 % $ 16 % 17 % $ 1 % $ 3 % 1 % $ (3)% (1)% $ 20,453 4 3,633 24,090 20,226 44,316 55,395 7 5,948 61,350 78,765 79 2,234 81,078 3,359 84,437 89 42,804 336 43,229 552,318 595,547 1,257 189 1,446 687 2,133 93,692 $ 107,476 (13)% $ 96,114 $ 283,017 75,319 10,324 368,660 $ 5,362 786,743 285,201 58,161 8,675 352,037 5,291 683,342 (1)% $ 30 % 19 % 5 % $ 1 % 15 % 252,073 42,894 12,340 307,307 4,046 572,544 $ 1,160,765 $ 1,040,670 12 % $ 883,897 30 17 % — % (6)% 13 % 28 % 20 % 23 % (43)% (51)% 15 % 7 % 5 % (22)% 6 % 18 % 7 % NM 36 % 43 % 35 % 19 % 20 % 34 % (16)% 28 % NM 50 % 12 % 13 % 36 % (30)% 15 % 31 % 19 % 18 % (A) Client assets under administration in the Investment Managers segment include $54.3 billion of assets that are at fee levels below our normal full service assets (as of December 31, 2020). (B) Equity and fixed-income programs include assets managed by LSV in which fees are based on performance only. The ending value of these assets as of December 31, 2020 was $2.0 billion. (C) Equity and fixed-income programs include $7.9 billion of assets invested in various asset allocation funds at December 31, 2020. (D) In addition to the numbers presented, SEI also administers an additional $12.9 billion in Funds of Funds assets (as of December 31, 2020) on which SEI does not earn an administration fee. 31 Average Asset Balances This table presents average asset balances of our clients, or of our clients’ customers, for which we provide management or administrative services through our subsidiaries and partnerships in which we have a significant interest. Average Asset Balances (In millions) Private Banks: Equity and fixed-income programs Collective trust fund programs Liquidity funds Total assets under management Client assets under administration Total assets Investment Advisors: Equity and fixed-income programs Collective trust fund programs Liquidity funds Total assets under management Institutional Investors: Equity and fixed-income programs Collective trust fund programs Liquidity funds Total assets under management Advised assets Total assets Investment Managers: Equity and fixed-income programs Collective trust fund programs Liquidity funds Total assets under management Client assets under administration (A) Total assets Investments in New Businesses: Equity and fixed-income programs Liquidity funds Total assets under management Advised assets Total assets LSV: Equity and fixed-income programs (B) Total: Equity and fixed-income programs (C) Collective trust fund programs Liquidity funds Total assets under management Advised assets Client assets under administration (D) Total assets under management, advisement and administration For the Year Ended December 31, 2020 2019 Percent Change 2018 Percent Change $ $ $ $ $ $ $ $ $ $ $ $ $ $ $ $ $ 23,728 $ 6 3,902 27,636 $ 24,831 52,467 $ 63,809 $ 3 4,641 68,453 $ 81,518 $ 98 2,302 83,918 $ 3,608 87,526 $ — $ 60,348 519 60,867 692,819 753,686 $ $ $ 1,581 174 1,755 $ 1,199 2,954 $ 22,364 4 3,575 25,943 23,467 49,410 63,071 5 3,504 66,580 82,506 80 2,278 84,864 3,760 88,624 — 51,379 540 51,919 612,374 664,293 1,522 167 1,689 878 2,567 6 % $ 50 % 9 % 7 % $ 6 % 6 % $ 1 % $ (40)% 32 % 3 % $ (1)% $ 23 % 1 % (1)% $ (4)% (1)% $ — % $ 17 % (4)% 17 % $ 13 % 13 % $ 4 % $ 4 % 4 % $ 37 % 15 % $ 22,545 4 3,469 26,018 22,697 48,715 62,223 5 2,782 65,010 84,743 75 2,611 87,429 4,128 91,557 99 46,189 630 46,918 532,934 579,852 1,135 123 1,258 650 1,908 85,043 $ 103,086 (18)% $ 106,901 255,679 $ 60,455 11,538 327,672 $ 4,807 717,650 272,549 51,468 10,064 334,081 4,638 635,841 (6)% $ 17 % 15 % (2)% $ 4 % 13 % 277,646 46,273 9,615 333,534 4,778 555,631 $ 1,050,129 $ 974,560 8 % $ 893,943 32 (1)% — % 3 % — % 3 % 1 % 1 % — % 26 % 2 % (3)% 7 % (13)% (3)% (9)% (3)% NM 11 % (14)% 11 % 15 % 15 % 34 % 36 % 34 % 35 % 35 % (4)% (2)% 11 % 5 % — % (3)% 14 % 9 % (A) Average client assets under administration in the Investment Managers segment for the year ended December 31, 2020 include $50.9 billion that are at fee levels below our normal full service assets. (B) Equity and fixed-income programs include assets managed by LSV in which fees are based on performance only. The average value of these assets for the year ended December 31, 2020 was $1.7 billion. (C) Equity and fixed-income programs include $7.4 billion of average assets invested in various asset allocation funds for the year ended December (D) 31, 2020. In addition to the numbers presented, SEI also administers an additional $11.6 billion of average assets in Funds of Funds assets for the year ended December 31, 2020 on which SEI does not earn an administration fee. In the preceding tables, assets under management are total assets of our clients or their customers invested in our equity and fixed-income investment programs, collective trust fund programs, and liquidity funds for which we provide asset management services through our subsidiaries and partnerships in which we have a significant interest. Advised assets include assets for which we provide advisory services through a subsidiary to the accounts but do not manage the underlying assets. Assets under administration include total assets of our clients or their customers for which we provide administrative services, including client fund balances for which we provide administration and/or distribution services through our subsidiaries and partnerships in which we have a significant interest. The assets presented in the preceding tables do not include assets processed on SWP and are not included in the accompanying Consolidated Balance Sheets because we do not own them. Business Segments Revenues, Expenses, and Operating profit (loss) for our business segments for the year ended 2020 compared to the year ended 2019, and for the year ended 2019 compared to the year ended 2018 were: Year Ended December 31, Private Banks: Revenues Expenses Operating profit Operating margin Investment Advisors: Revenues Expenses Operating profit Operating margin Institutional Investors: Revenues Expenses Operating profit Operating margin Investment Managers: Revenues Expenses Operating profit Operating margin Investments in New Businesses: Revenues Expenses Operating loss 2020 2019 Percent Change 2018 Percent Change $ $ $ $ $ $ 455,393 446,481 8,912 2 % 407,564 205,913 201,651 49 % 317,627 149,909 167,718 53 % 489,462 308,999 180,463 37 % 14,012 52,871 (38,859) $ $ $ $ $ $ 470,276 443,136 27,140 6 % 403,778 208,508 195,270 48 % 322,062 153,937 168,125 52 % 440,796 282,024 158,772 36 % 12,973 29,660 (16,687) (3)% $ 1 % (67)% $ 483,097 457,894 25,203 5 % 1 % (1)% 3 % $ 399,089 212,439 186,650 47 % (1)% (3)% — % $ 333,299 163,536 169,763 51 % 11 % 10 % 14 % $ 398,076 259,693 138,383 35 % 8 % 78 % NM $ 10,606 22,971 (12,365) (3)% (3)% 8 % 1 % (2)% 5 % (3)% (6)% (1)% 11 % 9 % 15 % 22 % 29 % NM For additional information pertaining to our business segments, see Note 12 to the Consolidated Financial Statements. 33 Private Banks Year Ended December 31, Revenues: 2020 2019 Percent Change 2018 Percent Change Investment processing and software servicing fees Asset management, administration & distribution fees Total revenues $ $ 324,574 $ 130,819 455,393 $ 331,706 138,570 470,276 (2)% $ (6)% (3)% $ 342,117 140,980 483,097 (3)% (2)% (3)% Revenues decreased $14.9 million, or 3%, in 2020 compared to the prior year. Revenues during 2020 were primarily affected by: • • • • Decreased investment processing fees from the loss of clients; Decreased investment management fees from existing international clients due to negative cash flows and the significant market volatility during 2020; and Lower recurring investment processing fees earned on our mutual fund trading solution; partially offset by Increased investment processing fees from new SWP client conversions and growth from existing SWP clients. Revenues decreased $12.8 million, or 3%, in 2019 compared to the prior year. Revenues during 2019 were primarily affected by: • • • • Decreased investment processing fees from the loss of clients offset by new client conversions and growth from existing clients; Decreased non-recurring professional services fees from existing clients as well as clients scheduled for implementation; Decreased investment management fees from existing international clients due to negative cash flows; and The negative impact from foreign currency exchange rate fluctuations between the U.S. dollar and the British pound on our foreign operations. Operating margins were 2% in 2020 and 6% in 2019. Operating income decreased $18.2 million, or 67%, in 2020 compared to the prior year. Operating income in 2020 was primarily affected by: • • • • A decrease in revenues; and Increased non-capitalized costs, mainly personnel and consulting costs, related to maintenance, support and client migrations to SWP; partially offset by Decreased direct expenses associated with decreased investment management fees from existing international clients; and Decreased promotion and travel costs due to COVID-19 restrictions. Operating margins were 6% in 2019 and 5% in 2018. Operating income increased $1.9 million, or 8%, in 2019 compared to the prior year. Operating income in 2019 was primarily affected by: • • • • • • Decreased costs, mainly personnel and consulting costs, related to maintenance, support and client migrations to SWP; Decreased direct expenses associated with decreased investment management fees from existing international clients; and Decreased direct expenses associated with client losses; partially offset by A decrease in revenues; Increased amortization expense related to SWP due to continued enhancements; and The net negative impact from foreign currency exchange rate fluctuations between the U.S. dollar and the British pound on our foreign operations. Investment Advisors Year Ended December 31, Revenues: 2020 2019 Percent Change 2018 Percent Change Investment management fees-SEI fund programs Separately managed account fees Other fees Total revenues $ $ 271,627 $ 282,253 115,887 20,050 407,564 $ 103,428 18,097 403,778 (4)% $ 12 % 11 % 1 % $ 288,030 94,526 16,533 399,089 (2)% 9 % 9 % 1 % Revenues increased $3.8 million, or 1%, in 2020 compared to the prior year. Revenues during 2020 were primarily affected by: • • • Increased separately managed account program fees from positive cash flows into new and existing SEI-sponsored programs; partially offset by The negative impact to investment management fees from the significant market volatility during 2020; and Negative cash flows from SEI-sponsored mutual funds and a decrease in average basis points earned on assets. 34 Revenues increased $4.7 million, or 1%, in 2019 compared to the prior year. Revenues during 2019 were primarily affected by: • • Increased separately managed account program fees from market appreciation and positive cash flows into SEI’s ETF programs; partially offset by Decreased investment management fees as market appreciation was more than offset by negative cash flows and a decrease in average basis points earned on assets due to client-directed shifts into lower fee investment products including SEI's ETF program. Operating margins were 49% in 2020 and 48% in 2019. Operating income increased $6.4 million, or 3%, in 2020 compared to the prior year. Operating income in 2020 was primarily affected by: • • • An increase in revenues; and Decreased promotion and travel costs due to COVID-19 restrictions; partially offset by Increased direct expenses associated with increased assets into our separately managed account program. Operating margins were 48% in 2019 and 47% in 2018. Operating income increased $8.6 million, or 5%, in 2019 compared to the prior year. Operating income in 2019 was primarily affected by: • • • • • • An increase in revenues; Decreased costs, mainly personnel and consulting costs, related to maintenance, support and client migrations to SWP; Decreased sales compensation expense; and Decreased costs associated with accounts formerly processed on TRUST 3000® due to client migrations to SWP; partially offset by Increased direct expenses associated with increased assets into our investment products; and Increased amortization expense related to SWP due to continued enhancements. Institutional Investors Revenues decreased $4.4 million, or 1%, in 2020 compared to the prior year. Revenues during 2020 were primarily affected by: • • • Defined benefit client losses, mainly resulting from acquisitions and plan curtailments; partially offset by Asset funding from new sales of our OCIO platform; and Increased investment management fees from market appreciation. Revenues decreased $11.2 million, or 3%, in 2019 compared to the prior year. Revenues during 2019 were primarily affected by: • • • • Defined benefit client losses, mainly resulting from acquisitions and plan curtailments; and The negative impact from foreign currency exchange rate fluctuations between the U.S. dollar and the British pound on our foreign operations; partially offset by Asset funding from new sales of our OCIO platform; and Increased investment management fees from market appreciation. Operating margins were 53% in 2020 and 52% in 2019. Operating income decreased slightly in 2020 compared to the prior year. Operating income during 2020 was primarily affected by: • • • A decrease in revenues; partially offset by Decreased direct expenses associated with investment management fees; and Decreased travel costs due to COVID-19 restrictions. Operating margins were 52% in 2019 and 51% in 2018. Operating income decreased $1.6 million, or 1%, in 2019 compared to the prior year. Operating income during 2019 was primarily affected by: • • • A decrease in revenues; and The net negative impact from foreign currency exchange rate fluctuations between the U.S. dollar and the British pound on our foreign operations; partially offset by Decreased direct expenses associated with investment management fees. Investment Managers Revenues increased $48.7 million, or 11%, in 2020 compared to the prior year. Revenues during 2020 were primarily affected by: • • • Positive cash flows into alternative, traditional and separately managed account offerings from new and existing clients; and Higher valuations of existing client assets from market appreciation; partially offset by Client losses and fund closures. Revenues increased $42.7 million, or 11%, in 2019 compared to the prior year. Revenues during 2019 were primarily affected by: • Positive cash flows into alternative, traditional and separately managed account offerings from new and existing clients; 35 • • Higher valuations of existing client assets from market appreciation; partially offset by Client losses and fund closures. Operating margins were 37% in 2020 and 36% in 2019. Operating income increased $21.7 million, or 14%, in 2020 compared to the prior year. Operating income during 2020 was primarily affected by: • • • • An increase in revenues; and Decreased promotion and travel costs due to COVID-19 restrictions; partially offset by Increased costs associated with new business, primarily personnel expenses and third-party vendor costs; and Increased non-capitalized investment spending, mainly consulting costs. Operating margins were 36% in 2019 and 35% in 2018. Operating income increased $20.4 million, or 15%, in 2019 compared to the prior year. Operating income during 2019 was primarily affected by: An increase in revenues; and The net positive impact from foreign currency exchange rate fluctuations between the U.S. dollar and the Euro on our foreign operations; partially offset by Increased personnel expenses, technology and other operational costs to service new and existing clients; and Increased non-capitalized investment spending, mainly consulting costs. • • • • Other Corporate overhead expenses Corporate overhead expenses primarily consist of general and administrative expenses and other costs not directly attributable to a reportable business segment. Corporate overhead expenses were $74.0 million, $72.2 million and $65.6 million in 2020, 2019 and 2018, respectively. The increase in corporate overhead expenses during 2020 was primarily due to an increase in personnel costs and increased professional fees related to our initiative to identify tactical and strategic improvements to our operational resiliency plans and capabilities. The increase in corporate overhead expenses in 2019 was primarily due to increased non-recurring personnel-related costs, primarily severance costs. Other income and expense items Other income and expense items on the accompanying Consolidated Statements of Operations consist of: Year Ended December 31, Net (loss) gain from investments Interest and dividend income Interest expense Equity in earnings of unconsolidated affiliates Total other income and expense items, net Net (loss) gain from investments 2020 2019 2018 $ $ (286) $ 6,568 (609) 117,134 122,807 $ 3,174 16,582 (630) 151,891 171,017 $ $ (325) 13,397 (645) 159,791 172,218 Net loss from investments during 2020 was primarily due to realized losses related to available-for-sale debt securities held for regulatory compliance purposes. Unrealized gains recorded in current earnings related to equity holdings and SEI-sponsored mutual funds partially offset the loss (See Note 5 to the Consolidated Financial Statements). Interest and dividend income Interest and dividend income is earned based upon the amount of cash that is invested daily. The decrease in interest and dividend income in 2020 was due to an overall decline in interest rates. Equity in earnings of unconsolidated affiliates Equity in earnings of unconsolidated affiliate reflects our 38.8% ownership interest in LSV. The table below presents the revenues and net income of LSV and our proportionate share in LSV's earnings. Revenues Net income SEI's proportionate share in the earnings of LSV 2020 391,648 $ 301,620 2019 491,700 390,533 Percent Change (20)% $ (23)% 2018 517,203 410,846 117,134 $ 151,891 (23)% $ 159,791 $ $ Percent Change (5)% (5)% (5)% The decline in earnings from LSV in 2020 was due to lower assets under management from negative cash flows from existing clients, lost clients and market depreciation due to the general underperformance of the value equity style favored by LSV. Average assets under management by LSV 36 decreased $18.0 billion to $85.0 billion during 2020 as compared to $103.1 billion during 2019, a decrease of 18%. The decrease in earnings from LSV in 2019 was primarily due to lower assets under management from negative cash flows and lost clients. Market appreciation during 2019 partially offset the decline in LSV's assets under management. Lower performance fees earned by LSV also negatively impacted earnings. Income Taxes Our effective tax rate was 21.3% for 2020, 20.6% for 2019 and 17.6% for 2018. The effective tax rate is affected by recurring items, such as the U.S. federal tax rates and tax rates in various states and foreign jurisdictions and the relative amount of income earned in those jurisdictions. The income earned by jurisdiction has been fairly consistent. The effective tax rate is also affected by discrete items that may occur in any given year, but are not consistent from year to year. Below are the most significant recurring and discrete items (See Note 11 to the Consolidated Financial Statements for more information): Year Ended December 31, Statutory rate State taxes, net of federal tax benefit Foreign tax expense and tax rate differential Tax benefit from stock option exercises Research and development tax credit Foreign-Derived Intangible Income Deduction (FDII) Other, net 2020 2019 2018 21.0 % 21.0 % 21.0 % 3.0 (0.4) (1.1) (1.0) (0.3) 0.1 2.4 — (1.9) (1.1) (0.2) 0.4 1.9 (0.1) (3.8) (0.8) (0.2) (0.4) 21.3 % 20.6 % 17.6 % The increases in our effective tax rates in 2020 and 2019 were primarily due to reduced tax benefits related to the lower volume of stock option exercises as compared to the prior year and the increase in the effective state tax rate. Stock-Based Compensation During 2020, 2019 and 2018, we recognized approximately $27.0 million, $24.6 million and $23.8 million, respectively, in stock-based compensation expense. Options do not vest due to the passage of time but as a result of the achievement of financial vesting targets. Options granted included a service condition which requires a minimum two or four year waiting period from the grant date along with the attainment of the applicable financial vesting target. The amount of stock-based compensation expense recognized is based upon an estimate of when the financial vesting targets may be achieved. Any change in estimate could result in the remaining amount of stock-based compensation expense to be accelerated, spread out over a longer period, or reversed. This may cause volatility in the recognition of stock-based compensation expense and materially affect earnings. During 2020, 2019 and 2018, we revised the estimates of when certain vesting targets were expected to be achieved. These changes in estimates resulted in a decrease in stock-based compensation expense of $2.7 million in 2020 and an increase in stock-based compensation expense of $2.9 million and $1.9 million in 2019 and 2018, respectively. There was approximately $112.6 million of unrecognized compensation cost related to unvested employee stock options at December 31, 2020 and we expect to recognize approximately $42.7 million in stock-based compensation costs in 2021. The expected increase in expense from 2020 is due to new options granted in fourth-quarter 2020. These amounts do not reflect any estimate of forfeitures or cancellations in future periods. Actual forfeitures and cancellations occurring in a future period will reduce stock-based compensation expense. Fair Value Measurements The fair value of financial assets and liabilities, except for the investment funds sponsored by LSV, is determined in accordance with the fair value hierarchy. The fair value of the investment funds sponsored by LSV is measured using the net asset value per share (NAV) as a practical expedient. The fair value of all other financial assets are determined using Level 1 or Level 2 inputs and consist mainly of investments in equity or fixed-income mutual funds that are quoted daily and Government National Mortgage Association (GNMA) and other U.S. government agency securities that are single issuer pools that are valued based on current market data of similar assets. Level 3 financial liabilities at December 31, 2020 and December 31, 2019 consist of the contingent consideration resulting from an acquisition (See Note 14 to the Consolidated Financial Statements). Regulatory Matters Like many firms operating within the financial services industry, we are experiencing a complex and changing regulatory environment across our markets. Our current scale and reach as a provider to the financial services industry, the introduction and implementation of new solutions for our financial services industry clients, the increased regulatory oversight of the financial services industry generally, new laws and regulations affecting the financial services industry and ever-changing regulatory interpretations of existing laws and regulations, and a greater propensity of regulators to pursue enforcement actions and other sanctions against regulated entities, have made this an increasingly challenging and costly regulatory environment in which to operate. 37 SEI and some of our regulated subsidiaries have undergone or been scheduled to undergo a range of periodic or thematic reviews, examinations or investigations by numerous regulatory authorities around the world, including the Office of the Comptroller of the Currency, the Securities and Exchange Commission, the Financial Industry Regulatory Authority, the Financial Conduct Authority of the United Kingdom (FCA), the Central Bank of Ireland and others. These regulatory activities typically result in the identification of matters or practices to be addressed by us or our subsidiaries and, in certain circumstances, the regulatory authorities require remediation activities or pursue enforcement proceedings against us or our subsidiaries. As described under the caption “Regulatory Considerations” in Item 1 of this report, the range of possible sanctions that are available to regulatory authorities include limitations on our ability to engage in business for specified periods of time, the revocation of registration, censures and fines. The direct and indirect costs of responding to these regulatory activities and of complying with new or modified regulations, as well as the potential financial costs and potential reputational impact against us of any enforcement proceedings that might result, is uncertain but could have a material adverse impact on our operating results or financial position. Liquidity and Capital Resources Year Ended December 31, Net cash provided by operating activities Net cash used in investing activities Net cash used in financing activities Effect of exchange rate changes on cash and cash equivalents Net (decrease) increase in cash and cash equivalents Cash, cash equivalents and restricted cash, beginning of year Cash, cash equivalents and restricted cash, end of year 2020 2019 2018 $ $ 488,682 $ (67,496) (482,135) 4,129 (56,820) 844,547 787,727 $ 545,122 $ (78,180) (386,620) 6,186 86,508 758,039 844,547 $ 588,401 (123,370) (443,720) (11,024) 10,287 747,752 758,039 Cash requirements and liquidity needs are primarily funded through cash flow from operations and our capacity for additional borrowing. At December 31, 2020, unused sources of liquidity consisted of cash and cash equivalents and the amount available under the credit facility (See Note 6 to the Consolidated Financial Statements). Our credit facility provides for borrowings of up to $300.0 million and is scheduled to expire in June 2021. We expect to renew the credit facility during the second quarter 2021. As of January 29, 2021, we had outstanding letters of credit of $4.6 million which reduced the amount available under the credit facility to $295.4 million. These letters of credit were primarily issued for the expansion of the corporate headquarters and are due to expire in 2021. The availability of the credit facility is subject to compliance with certain covenants set forth in the agreement. The credit facility contains covenants which restrict our ability to engage in mergers, consolidations, asset sales, investments, transactions with affiliates, or to incur liens, as defined in the agreement. In the event of a default under the credit facility, we would also be restricted from paying dividends on, or repurchasing our common stock. Currently, the ability to borrow from the credit facility is not limited by any covenant of the agreement. We currently have no borrowings under the credit facility. The credit facility contains terms that utilize the London InterBank Offered Rate (LIBOR) as a potential component of the interest rate to be applied to any borrowings under the agreement (See Note 6 to the Consolidated Financial Statements). We are currently monitoring the actions of LIBOR’s regulator and the implementation of alternative reference rates in advance of the expected discontinuation of LIBOR after 2021 to determine any potential impact to the current credit facility and negotiations for subsequent borrowing agreements. The majority of excess cash reserves are primarily placed in accounts located in the United States that invest in SEI-sponsored money market mutual funds denominated in the U.S. dollar. We also utilize demand deposit accounts or money market accounts at several well-established financial institutions located in the United States. Accounts used to manage these excess cash reserves do not impose any restrictions or limitations that would prevent us from being able to access such cash amounts immediately. As of January 29, 2021, the amount of cash and cash equivalents considered free and immediately accessible for other general corporate purposes was $355.6 million. Cash and cash equivalents include accounts managed by our subsidiaries that are used in their operations or to cover specific business and regulatory requirements. The availability of this cash for other purposes beyond the operations of these subsidiaries may be limited. We therefore do not include accounts of our foreign subsidiaries in the calculation of free and immediately accessible cash for other general corporate purposes. A portion of the undistributed earnings of foreign subsidiaries are deemed repatriated. Any subsequent transfer of available cash related to the repatriated earnings of foreign subsidiaries could significantly increase free and immediately accessible cash. Cash flows from operations decreased $56.4 million in 2020 compared to 2019 primarily from lower distribution payments received from our unconsolidated affiliate, LSV, and the decrease in net income. Cash flows from operations decreased $43.3 million in 2019 compared to 2018 primarily from lower distribution payments from LSV, the net change in working capital accounts and the decrease in net income.The decline in distribution payments from LSV in 2020 and 2019 was primarily due to the timing of year-end payments related to LSV's working capital accounts. 38 Net cash used in investing activities includes: • Purchases, sales and maturities of marketable securities. Our purchases, sales and maturities of marketable securities during 2020, 2019 and 2018 were as follows: Purchases Sales and maturities Net investing activities from marketable securities 2020 2019 2018 $ $ (143,493) $ 155,952 12,459 $ (174,997) $ 171,450 (3,547) $ (203,460) 167,876 (35,584) Marketable securities purchased generally consisted of investments in short-term U.S. government agency securities through SIDCO's cash management program, additional GNMA securities to satisfy applicable regulatory requirements of SPTC and investments for the start-up of new investment products. Proceeds received from sales and maturities primarily included maturities of short-term securities owned by SIDCO and principal prepayments related to the GNMA securities owned by SPTC. The capitalization of costs incurred in developing computer software. We capitalized $24.1 million, $34.1 million and $44.2 million of software development costs in 2020, 2019 and 2018, respectively. Amounts capitalized primarily include costs for significant enhancements and upgrades for the expanded functionality of SWP. Capital expenditures. Capital expenditures in 2020, 2019 and 2018 primarily include purchased software and equipment for data center operations. Expenditures also include the expansion of our corporate headquarters, which was substantially completed during 2020. Total expenditures in 2020 for the expansion of the headquarters were $23.5 million and we expect final expenditures in 2021 to be approximately $5.9 million. We also expect to incur costs in 2021 related to our ongoing assessment of operational resiliency plans and capabilities. Cash paid for acquisition, net of cash acquired. We completed the acquisition of Huntington Steele in April 2018. The purchase price included a net cash payment of $5.8 million. • • • Net cash used in financing activities includes: • • • • Principal repayments on revolving credit facility. We made principal payments of $30.0 million during 2018 to fully repay the outstanding balance of the credit facility. Borrowings were related to the funding of an acquisition. We had no borrowings under our credit facility in 2020, 2019 or 2018. The repurchase of our common stock. The Board of Directors has authorized the repurchase of common stock through multiple authorizations. Currently, there is no expiration date for the common stock repurchase program. The following table lists information regarding repurchases of common stock during 2020, 2019 and 2018: Year 2020 2019 2018 Total Number of Shares Repurchased Average Price Paid per Share Total Cost 8,008,000 $ 6,225,000 6,744,000 53.04 $ 55.96 60.02 424,702 348,348 404,759 Proceeds from the issuance of our common stock. We received $49.4 million, $60.9 million and $88.0 million in proceeds from the issuance of common stock during 2020, 2019 and 2018, respectively. The proceeds we receive from the issuance of common stock is directly attributable to the levels of stock option exercise activity. Dividend payments. Cash dividends paid during 2020, 2019 and 2018 were as follows: Year 2020 2019 2018 Cash Dividends Paid Cash Dividends Paid per Share $ 103,914 $ 100,745 94,318 0.70 0.66 0.60 The Board of Directors declared a semi-annual cash dividend of $0.37 per share on December 8, 2020. The dividend was paid on January 7, 2021 for a total of $53.1 million. We believe operating cash flow, available borrowing capacity, and existing cash and cash equivalents should provide adequate funds for ongoing operations; continued investment in new products and equipment; the common stock repurchase program, and future dividend payments. Contractual Obligations and Contingent Obligations As of December 31, 2020, we are obligated to make payments in connection with the line of credit, operating leases, maintenance contracts and other commitments in the amounts listed below. We have no unrecorded obligations other than the items noted in the following table: 39 Line of credit (a) Operating leases and maintenance agreements (b) Contingent consideration from acquisition (c) Other commitments (d) Total Total 2021 2022 2023 to 2024 $ $ 299 $ 45,446 12,515 7,349 65,609 $ 299 $ 9,183 3,931 6,546 19,959 $ — $ 8,917 736 — 9,653 $ — $ 16,174 7,848 803 24,825 $ 2025 and thereafter — 11,172 — — 11,172 (a) Amounts include estimated commitment fees and other fees related to outstanding letters of credit and the credit facility. The credit facility is scheduled to expire in June 2021. See Note 6 to the Consolidated Financial Statements. (b) See Note 16 to the Consolidated Financial Statements. (c) See Note 14 to the Consolidated Financial Statements. (d) Amounts include the portion of uncertain tax liabilities classified as a current liability and the estimated tax impact of the deemed repatriation of previously undistributed foreign earnings. The actual cash payment associated with these commitments may differ. See Note 11 to the Consolidated Financial Statements. Critical Accounting Policies The accompanying consolidated financial statements and supplementary information were prepared in accordance with accounting principles generally accepted in the United States. Significant accounting policies are discussed in Note 1 to the Consolidated Financial Statements. Inherent in the application of many of these accounting policies is the need for management to make estimates and judgments in the determination of certain revenues, expenses, assets and liabilities. Materially different financial results can occur as circumstances change and additional information becomes known. We believe that the following accounting policies require extensive judgment by our management to determine the recognition and timing of amounts recorded in our financial statements. Revenue Recognition: Revenues are based on contractual arrangements. Revenue is recognized when the transfer of control of promised goods or services under the terms of a contract with customers are satisfied in an amount that reflects the consideration to which we expect to be entitled in exchange for those promised goods or services. Certain portions of our revenues involve a third party in providing goods or services to our customers. In such circumstances, we must determine whether the nature of our promise to the customer is to provide the underlying goods or services (we are the principal in the transaction and reports the transaction gross) or to arrange for a third party to provide the underlying goods or services (the entity is the agent in the transaction and reports the transaction net). Cash received by us in advance of the performance of services is deferred and recognized as revenue when earned. The principal sources of revenues are: (1) asset management, administration and distribution fees calculated as a percentage of net assets under management or administration; (2) information processing and software servicing fees that are either recurring and primarily earned based upon the number of trust accounts being serviced or a percentage of the market value of the clients' assets processed on our platforms, or non-recurring and based upon project-oriented contractual agreements related to client implementations; and (3) transaction-based fees for providing trade-execution services. Computer Software Development Costs: We utilize internally developed computer software as part of our product offerings. In the development of a new software product, substantial consideration must be given by management to determine whether costs incurred are research and development costs, or internal software development costs eligible for capitalization. Management must consider a number of different factors during their evaluation of each computer software development project that includes estimates and assumptions. Costs considered to be research and development are expensed as incurred. After meeting specific requirements, internal software development costs are capitalized as incurred. The capitalization and ongoing assessment of recoverability of software development costs requires considerable judgment by management with respect to certain external factors, including, but not limited to, technological and economic feasibility, and estimated economic life. Amortization of capitalized software development costs begins when the product is ready for its intended use. Capitalized software development costs are amortized on a project basis using the straight-line method over the estimated economic life of the product or enhancement. We evaluate the carrying value of capitalized software when circumstances indicate the carrying value may not be recoverable. The review of capitalized software for impairment requires significant assumptions about operating strategies, underlying technologies utilized, and external market factors. Capitalized software was developed using mainstream technologies that are industry standards and are based on technology developed by multiple vendors that are significant industry leaders. External market factors include, but are not limited to, expected levels of competition, barriers to entry by potential competitors, stability in the target market and governmental regulations. Income Tax Accounting: We use the asset and liability method of accounting for income taxes. Under this method, income tax expense is recognized for the amount of taxes payable or refundable for the current year. In addition, deferred tax assets and liabilities are recognized for the expected future tax consequences of temporary differences between the financial reporting and tax bases of assets and liabilities, and for operating losses and tax credit carryforwards. 40 Management must make assumptions, judgments and estimates to determine our current provision for income taxes and also deferred tax assets and liabilities and any valuation allowance to be recorded against a deferred tax asset. Assumptions, judgments and estimates relative to the current provision for income taxes take into account current tax laws, interpretations of current tax laws and possible outcomes of current and future audits conducted by foreign and domestic tax authorities. We have established reserves for income taxes to address potential exposures involving tax positions that could be challenged by tax authorities. Although we believe the assumptions, judgments and estimates are reasonable, changes in tax laws or interpretations of tax laws and the resolution of any future tax audits could significantly impact the amounts provided for income taxes in the consolidated financial statements. Assumptions, judgments and estimates relative to the value of a deferred tax asset take into account predictions of the amount and category of future taxable income, such as income from operations or capital gains income. Actual operating results and the underlying amount and category of income in future years could render the current assumptions, judgments and estimates of recoverable net deferred taxes inaccurate. Any of the assumptions, judgments and estimates mentioned above could cause actual income tax obligations to differ from the estimates, thus materially impacting our financial position and results of operations. Stock-Based Compensation: Stock-based compensation cost is measured at the grant date based on the fair value of the award and is recognized as expense over the requisite service period, which is the vesting period. We currently use the Black-Scholes option pricing model to determine the fair value of stock options. The determination of the fair value of stock-based payment awards on the date of grant using an option-pricing model is affected by our stock price as well as various other assumptions. These assumptions include expected stock price volatility over the term of the awards, actual and projected employee stock option exercise behaviors, risk-free interest rate and expected dividends. We account for forfeitures as they occur. The amount of stock-based compensation expense that is recognized in a given period is dependent upon management’s estimate of when the financial vesting targets are expected to be achieved. If this estimate proves to be inaccurate, the remaining amount of stock-based compensation expense could be accelerated, spread out over a longer period, or reversed. We currently base expectations for these assumptions from historical data and other applicable factors. These expectations are subject to change in future periods. The assessment of critical accounting policies is not meant to be an all-inclusive discussion of the uncertainties to financial results that can occur from the application of the full range of our accounting policies. Materially different financial results could occur in the application of other accounting policies as well. Also, materially different results can occur upon the adoption of new accounting standards. Item 7A. Quantitative and Qualitative Disclosures About Market Risk. Information required by this item is set forth under the captions "Our revenues and earnings are affected by changes in capital markets and significant changes in the value of financial instruments" and "Changes in interest rates may affect the value of our fixed-income investment securities" in Item 1A "Risk Factors" and under the caption "Impact of COVID-19 and Other Events" in Item 7 "Management's Discussion and Analysis of Financial Condition and Results of Operations." 41 Item 8. Financial Statements and Supplementary Data. Index to Financial Statements: Reports of Independent Registered Public Accounting Firm Consolidated Balance Sheets — December 31, 2020 and 2019 Consolidated Statements of Operations — For the years ended December 31, 2020, 2019 and 2018 Consolidated Statements of Comprehensive Income — For the years ended December 31, 2020, 2019 and 2018 Consolidated Statements of Changes in Equity — For the years ended December 31, 2020, 2019 and 2018 Consolidated Statements of Cash Flows — For the years ended December 31, 2020, 2019 and 2018 Notes to Consolidated Financial Statements Schedule II - Valuation and Qualifying Accounts and Reserves — For the years ended December 31, 2020, 2019 and 2018 Page 43 47 49 50 51 52 54 78 All other schedules are omitted because they are not applicable, or not required, or because the required information is included in the Consolidated Financial Statements or notes thereto. 42 Report of Independent Registered Public Accounting Firm To the Shareholders and Board of Directors SEI Investments Company: Opinion on the Consolidated Financial Statements We have audited the accompanying consolidated balance sheets of SEI Investments Company and Subsidiaries (the Company) as of December 31, 2020 and 2019, the related consolidated statements of operations, comprehensive income, changes in equity, and cash flows for each of the years in the three-year period ended December 31, 2020, and the related notes and financial statement schedule II referred to in Item 15(2) of this Form 10-K (collectively, the consolidated financial statements). In our opinion, the consolidated financial statements present fairly, in all material respects, the financial position of the Company as of December 31, 2020 and 2019, and the results of its operations and its cash flows for each of the years in the three-year period ended December 31, 2020, 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) (PCAOB), the Company’s internal control over financial reporting as of December 31, 2020, based on criteria established in Internal Control – Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission, and our report dated February 22, 2021 expressed an unqualified opinion on the effectiveness of the Company’s internal control over financial reporting. Change in Accounting Principle As discussed in Note 1 to the consolidated financial statements, the Company changed its method of accounting for leases as of January 1, 2019 due to the adoption of Accounting Standards Update 2016-02, Leases (Topic 842). Basis for Opinion 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 are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB. We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the consolidated financial statements are free of material misstatement, whether due to error or fraud. Our audits included performing procedures to assess the risks of material misstatement of the consolidated financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the consolidated financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the consolidated financial statements. We believe that our audits provide a reasonable basis for our opinion. 43 Critical Audit Matter The critical audit matter communicated below is a matter arising from the current period audit of the consolidated financial statements that was communicated or required to be communicated to the audit committee and that: (1) relates to accounts or disclosures that are material to the consolidated financial statements and (2) involved our especially challenging, subjective, or complex judgments. The communication of a critical audit matter does not alter in any way our opinion on the consolidated financial statements, taken as a whole, and we are not, by communicating the critical audit matter below, providing a separate opinion on the critical audit matter or on the accounts or disclosures to which they relate. Evaluation of costs eligible for capitalization in connection with the development of enhancements to internal use software As discussed in Note 1 to the consolidated financial statements, the Company capitalized $24,119 thousand of costs during 2020, primarily related to significant enhancements to the SEI Wealth PlatformSM (SWP). The Company has capitalized software development costs of $270,977 thousand, net of accumulated amortization of $491,739 thousand as of December 31, 2020. We identified the evaluation of costs eligible for capitalization in connection with the development of enhancements to internal use software to be a critical audit matter. A high degree of auditor judgment was required to evaluate that costs incurred resulted in additional functionality of the software, considering factors such as the nature of the costs incurred, and the development stage of the software. The following are the primary procedures we performed to address this critical audit matter. We evaluated the design and tested the operating effectiveness of certain internal controls over the Company’s internal use software capitalization process, including controls related to evaluating the nature of costs incurred and assessing the software development activities for capitalization. We inquired of management and inspected supporting documentation about the development stage of SWP, software enhancements currently in development, and the associated software development activities to evaluate that the activities resulted in additional software functionality. We have served as the Company’s auditor since 2014. Philadelphia, Pennsylvania February 22, 2021 /s/ KPMG LLP 44 Report of Independent Registered Public Accounting Firm To the Shareholders and Board of Directors SEI Investments Company: Opinion on Internal Control Over Financial Reporting We have audited SEI Investments Company and Subsidiaries’ (the Company) internal control over financial reporting as of December 31, 2020, based on criteria established in Internal Control – Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission. In our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of December 31, 2020, 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) (PCAOB), the consolidated balance sheets of the Company as of December 31, 2020 and 2019, the related consolidated statements of operations, comprehensive income, changes in equity, and cash flows for each of the years in the three-year period ended December 31, 2020, and the related notes and financial statement schedule II referred to in Item 15(2) of this Form 10-K (collectively, the consolidated financial statements), and our report dated February 22, 2021 expressed an unqualified opinion on those consolidated financial statements. Basis for Opinion 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 Report on Internal Control over Financial Reporting (Item 9A). Our responsibility is to express an opinion on the Company’s internal control over financial reporting based on our audit. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB. We conducted our audit in accordance with the standards of the PCAOB. 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 of internal control over financial reporting 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. Definition and Limitations of Internal Control Over Financial Reporting 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 45 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. /s/ KPMG LLP Philadelphia, Pennsylvania February 22, 2021 46 Consolidated Balance Sheets (In thousands) December 31, Assets Current Assets: Cash and cash equivalents Restricted cash Receivables from investment products Receivables, net of allowance for doubtful accounts of $1,100 and $1,201 Securities owned Other current assets Total Current Assets Property and Equipment, net of accumulated depreciation of $378,639 and $353,453 Operating Lease Right-of-Use Assets Capitalized Software, net of accumulated amortization of $491,739 and $442,677 Available For Sale and Equity Securities Investments in Affiliated Funds, at fair value Investment in Unconsolidated Affiliate Goodwill Intangible Assets, net of accumulated amortization of $12,456 and $8,773 Deferred Contract Costs Deferred Income Taxes Other Assets, net Total Assets SEI Investments Company and Subsidiaries 2020 2019 $ 784,626 $ 3,101 55,271 385,219 34,064 38,696 1,300,977 189,052 38,397 270,977 105,419 6,166 98,433 64,489 24,304 33,781 2,972 32,289 2,167,256 $ $ 841,446 3,101 54,165 340,358 33,486 32,289 1,304,845 160,859 42,789 296,068 116,917 5,988 67,413 64,489 27,987 30,991 2,822 30,202 2,151,370 The accompanying notes are an integral part of these consolidated financial statements. 47 Consolidated Balance Sheets (In thousands) December 31, Liabilities and Equity Current Liabilities: Accounts payable Accrued liabilities Current portion of long-term operating lease liabilities Deferred revenue Total Current Liabilities Long-term Income Taxes Payable Deferred Income Taxes Long-term Operating Lease Liabilities Other Long-term Liabilities Total Liabilities Commitments and Contingencies Shareholders' Equity: Common stock, $.01 par value, 750,000 shares authorized; 143,396 and 149,745 shares issued and outstanding Capital in excess of par value Retained earnings Accumulated other comprehensive loss, net Total Shareholders' Equity Total Liabilities and Equity SEI Investments Company and Subsidiaries 2020 2019 $ 7,766 $ 299,845 8,579 1,085 317,275 803 55,159 34,058 20,054 427,349 4,423 272,801 9,156 7,185 293,565 803 55,722 38,450 24,052 412,592 1,434 1,190,001 565,270 (16,798) 1,739,907 2,167,256 $ $ 1,497 1,158,900 601,885 (23,504) 1,738,778 2,151,370 The accompanying notes are an integral part of these consolidated financial statements. 48 Consolidated Statements of Operations (In thousands, except per-share data) Year Ended December 31, Revenues: Asset management, administration and distribution fees Information processing and software servicing fees Total revenues Expenses: Subadvisory, distribution and other asset management costs Software royalties and other information processing costs Compensation, benefits and other personnel Stock-based compensation Consulting, outsourcing and professional fees Data processing and computer related Facilities, supplies and other costs Amortization Depreciation Total expenses Income from operations Net (loss) gain from investments Interest and dividend income Interest expense Equity in earnings of unconsolidated affiliates Income before income taxes Income taxes Net income Basic earnings per common share Shares used to compute basic earnings per share Diluted earnings per common share Shares used to compute diluted earnings per share Dividends declared per common share SEI Investments Company and Subsidiaries 2020 2019 2018 $ 1,345,649 $ 338,409 1,684,058 $ 1,307,044 342,841 1,649,885 1,270,180 353,987 1,624,167 181,618 28,937 527,509 27,014 227,916 96,328 64,915 52,975 30,959 1,238,171 445,887 (286) 6,568 (609) 117,134 568,694 121,408 447,286 $ 3.05 $ 146,709 3.00 $ 149,003 181,418 29,993 517,917 24,582 194,560 88,058 72,078 51,419 29,436 1,189,461 460,424 3,174 16,582 (630) 151,891 631,441 130,015 501,426 $ $ $ 3.31 151,540 3.24 154,901 0.72 $ 0.68 $ $ $ $ $ 180,488 32,449 511,258 23,805 200,862 84,790 70,840 48,895 28,792 1,182,179 441,988 (325) 13,397 (645) 159,791 614,206 108,338 505,868 3.23 156,579 3.14 161,232 0.63 The accompanying notes are an integral part of these consolidated financial statements. 49 Consolidated Statements of Comprehensive Income (In thousands) Year Ended December 31, Net income Other comprehensive income (loss), net of tax: Foreign currency translation adjustments Unrealized holding gain (loss) on investments: Unrealized holding gains (losses) during the period, net of income taxes of $(134), $(461) and $285 Less: reclassification adjustment for losses realized in net income, net of income taxes of $(190), $(101) and $(96) Total other comprehensive income (loss), net of taxes Comprehensive income SEI Investments Company and Subsidiaries 2020 447,286 $ $ 2019 501,426 $ 2018 505,868 5,620 7,618 (12,065) 374 1,486 (1,088) 712 6,706 453,992 $ $ 392 9,496 510,922 $ 61 (13,092) 492,776 The accompanying notes are an integral part of these consolidated financial statements. 50 Consolidated Statements of Changes in Equity (In thousands, except per-share data) Year Ended December 31, Shares of Common Stock Beginning balance Purchase and retirement of common stock Issuance of common stock under the employee stock purchase plan Issuance of common stock upon exercise of stock options Ending balance Common Stock Beginning balance Purchase and retirement of common stock Issuance of common stock under the employee stock purchase plan Issuance of common stock upon exercise of stock options Ending balance Capital In Excess of Par Value Beginning balance Purchase and retirement of common stock Issuance of common stock under the employee stock purchase plan Issuance of common stock upon exercise of stock options Stock-based compensation Ending balance Retained Earnings Beginning balance Cumulative effect upon adoption of ASC 606 Net income Purchase and retirement of common stock Dividends declared ($0.72, $0.68 and $0.63 per share) Ending balance Accumulated Other Comprehensive Loss Beginning balance Other comprehensive income (loss) Ending balance Total Equity $ $ $ $ $ $ $ $ $ SEI Investments Company and Subsidiaries 2020 2019 2018 149,745 (8,007) 95 1,563 143,396 $ 1,497 (80) 1 16 1,434 $ 153,634 (6,225) 93 2,243 149,745 1,536 $ (62) 1 22 1,497 $ $ 1,158,900 $ (45,309) 1,106,641 (33,210) 4,346 45,050 27,014 1,190,001 $ 4,224 56,663 24,582 1,158,900 $ 601,885 $ — 447,286 (379,313) (104,588) 565,270 $ 517,970 $ — 501,426 (315,076) (102,435) 601,885 $ 157,069 (6,744) 77 3,232 153,634 1,571 (67) — 32 1,536 1,027,709 (32,823) 4,170 83,780 23,805 1,106,641 467,467 14,402 505,868 (371,867) (97,900) 517,970 (23,504) $ 6,706 (16,798) $ (33,000) $ 9,496 (23,504) $ (19,908) (13,092) (33,000) 1,739,907 $ 1,738,778 $ 1,593,147 The accompanying notes are an integral part of these consolidated financial statements. 51 Consolidated Statements of Cash Flows (In thousands) Year Ended December 31, Cash flows from operating activities: Net income Adjustments to reconcile net income to net cash provided by operating activities: SEI Investments Company and Subsidiaries 2020 2019 2018 $ 447,286 $ 501,426 $ 505,868 Depreciation Amortization Equity in earnings of unconsolidated affiliates Partner distributions received from unconsolidated affiliate Stock-based compensation Provision for losses on receivables Deferred income tax (benefit) expense Net loss (gain) from investments Change in long-term taxes payable Change in other long-term liabilities Change in other assets Contract costs capitalized, net Other Change in current assets and liabilities: Decrease (increase) in: Receivables from investment products Receivables Other current assets Advances due from unconsolidated affiliate Increase (decrease) in: Accounts payable Accrued liabilities Deferred revenue Total adjustments Net cash provided by operating activities 30,959 52,975 (117,134) 125,534 27,014 (101) (1,036) 286 — (420) (1,449) (2,790) 912 (1,106) (44,761) (6,407) (39,420) 29,436 51,419 (151,891) 148,936 24,582 483 (3,414) (3,174) — (163) 1,791 (6,984) 620 (4,296) (25,505) 3,334 (12,116) 3,343 21,097 (6,100) 41,396 488,682 $ $ (6,497) (4,896) 2,031 43,696 545,122 $ 28,792 48,895 (159,791) 166,698 23,805 23 5,998 325 (9,826) 145 (4,785) (5,366) (294) 6,797 (32,652) (5,518) 243 5,652 13,079 313 82,533 588,401 The accompanying notes are an integral part of these consolidated financial statements. 52 Consolidated Statements of Cash Flows (In thousands) Year Ended December 31, Cash flows from investing activities: Additions to property and equipment Additions to capitalized software Purchases of marketable securities Prepayments and maturities of marketable securities Sales of marketable securities Cash paid for acquisition, net of cash acquired Other investing activities Net cash used in investing activities Cash flows from financing activities: Payment of contingent consideration Repayments under revolving credit facility Purchase and retirement of common stock Proceeds from issuance of common stock Payment of dividends Net cash used in financing activities Effect of exchange rate changes on cash, cash equivalents and restricted cash SEI Investments Company and Subsidiaries 2020 2019 2018 (54,448) (24,119) (143,493) 155,110 842 — (1,388) (67,496) (633) — (427,001) 49,413 (103,914) (482,135) (43,097) (34,074) (174,997) 171,399 51 — 2,538 (78,180) (433) — (346,352) 60,910 (100,745) (386,620) (29,095) (44,221) (203,460) 167,876 — (5,794) (8,676) (123,370) — (30,000) (407,384) 87,982 (94,318) (443,720) 4,129 6,186 (11,024) Net (decrease) increase in cash, cash equivalents and restricted cash (56,820) 86,508 10,287 Cash, cash equivalents and restricted cash, beginning of year 844,547 758,039 747,752 Cash, cash equivalents and restricted cash, end of year Interest paid Income taxes paid Non-cash operating activities Operating lease right-of-use assets and net lease liabilities recorded upon adoption of ASC 842 Non-cash financing activities Dividends declared but not paid $ $ $ $ $ 787,727 $ 844,547 $ 758,039 612 $ $ 121,987 $ 493 139,326 $ 806 110,203 — $ 44,169 $ — 53,127 $ 52,452 $ 50,761 The accompanying notes are an integral part of these consolidated financial statements. 53 Notes to Consolidated Financial Statements (all figures are in thousands except share and per-share data) Note 1 – Summary of Significant Accounting Policies Nature of Operations SEI Investments Company and Subsidiaries SEI Investments Company (the Company), a Pennsylvania corporation, provides comprehensive platforms for investment processing, investment operations and investment management to wealth managers, financial institutions, financial advisors, investment managers, institutional investors and ultra-high-net-worth families in the United States, Canada, the United Kingdom, continental Europe and various other locations throughout the world. Investment processing platforms consist of application and business process outsourcing services, professional services and transaction-based services. Revenues from investment processing platforms are recognized in Information processing and software servicing fees on the accompanying Consolidated Statements of Operations. Investment operations platforms consist of outsourcing services including fund and investment accounting, administration, reconciliation, investor servicing and client reporting. Revenues from investment operations platforms are recognized in Asset management, administration and distribution fees on the accompanying Consolidated Statements of Operations. Investment management platforms consists of investment products including mutual funds, collective investment products, alternative investment portfolios and separately managed accounts. The Company serves as the administrator and investment advisor for many of these products. Revenues from investment management platforms are recognized in Asset management, administration and distribution fees on the accompanying Consolidated Statements of Operations. Principles of Consolidation The Consolidated Financial Statements include the accounts of the Company and its wholly-owned subsidiaries and entities in which it holds a controlling financial interest. The Company determines whether it has a controlling financial interest either by its decision-making ability through voting interests or by the extent of the Company’s participation in the economic risks and rewards of the entity through variable interests. The Company’s principal subsidiaries are SEI Investments Distribution Co. (SIDCO), SEI Investments Management Corporation (SIMC), SEI Private Trust Company (SPTC), SEI Trust Company (STC), SEI Global Services, Inc. (SGSI) and SEI Investments (Europe) Limited (SIEL). All intercompany accounts and transactions have been eliminated. The Company accounts for investments in unconsolidated entities that are 20% to 50% owned or are 20% or less owned and have the ability to exercise significant influence over the operating and financial policies of the entity under the equity method of accounting. Under this method of accounting, the Company’s interest in the net assets of unconsolidated entities is reflected in Investment in unconsolidated affiliates on the accompanying Consolidated Balance Sheet and its interest in the earnings or losses of unconsolidated entities is reflected in Equity in earnings of unconsolidated affiliates on the accompanying Consolidated Statement of Operations. Any investments in entities not consolidated or accounted for under the equity method are accounted for under the cost method of accounting. Variable Interest Entities The Company or its affiliates have created numerous investment products for its clients in various types of legal entity structures. The Company serves as the Manager, Administrator and Distributor for these investment products and may also serve as the Trustee for some of the investment products. The Company receives asset management, distribution, administration and custodial fees for these services. Clients are the equity investors and participate in proportion to their ownership percentage in the net income or loss and net capital gains or losses of the products, and, on liquidation, will participate in proportion to their ownership percentage in the remaining net assets of the products after satisfaction of outstanding liabilities. The Company has concluded that it is not the primary beneficiary of the entities and, therefore, is not required to consolidate any of the pooled investment vehicles for which it receives asset management, distribution, administration and custodial fees under the VIE model. The entities either do not meet the definition of a VIE or the Company does not hold a variable interest in the entities. The entities either qualify for the money market scope exception, or are entities in which the Company’s asset management, distribution, administration and custodial fees are commensurate with the services provided and include fair terms and conditions, or are entities that are limited partnerships which have substantive kick-out rights. The Company acts as a fiduciary and does not hold any other interests other than insignificant seed money investments in the pooled investment vehicles. For this reason, the Company also concluded that it is not required to consolidate the pooled investment vehicles under the voting interest entity model. The Company is a party to expense limitation agreements with certain SEI-sponsored money market funds subject to Rule 2a-7 of the Investment Company Act of 1940 which establish a maximum level of ordinary operating expenses incurred by the fund in any fiscal year including, but not limited to, fees of the administrator or its affiliates. Under the terms of these agreements, the Company waived $33,408, $27,544 and $26,229 in fees during 2020, 2019 and 2018, respectively. Management’s Use of Estimates The preparation of financial statements in conformity with accounting principles generally accepted in the United States (U.S. GAAP) requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and 54 liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. Revenue Recognition Revenue is recognized when the transfer of control of promised goods or services under the terms of a contract with customers are satisfied in an amount that reflects the consideration to which the Company expects to be entitled in exchange for those promised goods or services. Certain portions of the Company’s revenues involve a third party in providing goods or services to its customers. In such circumstances, the Company must determine whether the nature of its promise to the customer is to provide the underlying goods or services (the Company is the principal in the transaction and reports the transaction gross) or to arrange for a third party to provide the underlying goods or services (the entity is the agent in the transaction and reports the transaction net). The Company does not disclose the value of unsatisfied performance obligations as the majority of its contracts relate to: 1) contracts with an original term of one year or less; 2) contracts for which the Company recognizes revenue at the amount to which it has the right to invoice for services performed; and 3) contracts that are based on the value of assets under management or administration. See Note 15 for related disclosures regarding revenue recognition. Cash and Cash Equivalents The Company considers investment instruments purchased with an original maturity of three months or less to be cash equivalents. Cash and cash equivalents include $347,082 and $414,581 at December 31, 2020 and 2019, respectively, primarily invested in SEI-sponsored open-ended money market mutual funds. The SEI-sponsored mutual funds are considered Level 1 assets. Restricted Cash Restricted cash includes $3,000 at December 31, 2020 and 2019 segregated for regulatory purposes related to trade-execution services conducted by SIEL. Restricted cash also includes $101 at December 31, 2020 and 2019 segregated in special reserve accounts for the benefit of SIDCO customers in accordance with certain rules established by the Securities and Exchange Commission for broker-dealers. Allowances for Doubtful Accounts The Company provides an allowance for doubtful accounts equal to the estimated uncollectible amounts. The Company’s estimate is based on historical collection experience and a review of the current status of trade accounts receivable. Concentration of Credit Risk Financial instruments which potentially expose the Company to concentrations of credit risk consist primarily of cash equivalents and trade receivables. Cash equivalents are principally invested in short-term money market funds or placed with major banks and high-credit qualified financial institutions. Cash deposits maintained with institutions are in excess of federally insured limits. Concentrations of credit risk with respect to the Company's receivables are limited due to the large number of clients and their dispersion across geographic areas. No single group or customer represents greater than 10% of total accounts receivable. Property and Equipment Property and Equipment are recorded at cost. Expenditures for major additions and improvements are capitalized and minor replacements, maintenance, and repairs are charged to expense as incurred. Construction in progress includes the cost of construction and other direct costs attributable to the construction. When property and equipment are retired or disposed of, the related cost and accumulated depreciation are removed from the accounts and any resulting gain or loss is included in the results of operations for the respective period. Depreciation is provided over the estimated useful lives using the straight line method for financial statement purposes. No provision for depreciation is made for construction in progress until such time as the relevant assets are completed and put into service. The Company uses other depreciation methods, generally accelerated, for tax purposes where appropriate. Buildings and building improvements are depreciated over 25 to 39 years. Equipment, purchased software and furniture and fixtures have useful lives ranging from 3 to 5 years. Amortization of leasehold improvements is computed using the straight line method over the shorter of the remaining lease term or the estimated useful lives of the improvements. Marketable Securities The classification of investments in marketable securities is determined at the time of purchase and reevaluated at each balance sheet date. Debt securities classified as available-for-sale are reported at fair value as determined by the most recently traded price of each security at the balance sheet date. Unrealized gains and losses associated with the Company's available for sale debt securities, net of income taxes, are reported as a separate component of comprehensive income. SIDCO, the Company’s broker-dealer subsidiary, reports changes in fair value of marketable securities through current period earnings due to specialized accounting practices related to investments by broker-dealers. The Company records its investments in money market funds and commercial paper classified as cash equivalents, funds sponsored by LSV and equity securities not accounted for under the equity method on the accompanying Consolidated Balance Sheets at fair value. Unrealized gains and losses from the change in fair value of these securities are recognized in current period earnings. The specific identification method is used to compute the realized gains and losses on all of the Company’s marketable securities (See Note 5). The Company evaluates the realizable value of its available for sale debt securities on a quarterly basis. In the event that an other-than-temporary decline in fair value has occurred, the amount of the decline related to a credit loss is reported through current period earnings. Some of the factors 55 considered in determining other-than-temporary impairment include, but are not limited to, the intent of management to sell the security, the likelihood that the Company will be required to sell the security before recovering its cost, and management’s expectation to recover the entire amortized cost basis of the security even if there is no intent to sell the security. The Company did not recognize any impairment charges related to its available for sale debt securities in 2020, 2019 or 2018. Fair Value of Financial Instruments Fair value is defined as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. The fair value hierarchy requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. The fair value hierarchy describes three levels of inputs that may be used by the Company to measure fair value: Level 1 – Quoted prices in active markets for identical assets or liabilities without adjustment. The Company’s Level 1 assets primarily include investments in mutual funds sponsored by SEI that are quoted daily. Level 2 – Observable inputs other than Level 1 prices, such as quoted prices for similar assets, quoted prices in markets that are not active, or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities. Level 2 financial assets consist of GNMA mortgage-backed securities, Federal Home Loan Bank (FHLB) and other U.S. government agency short-term notes. The investments in GNMA mortgage-backed securities were purchased for the sole purpose of satisfying applicable regulatory requirements imposed on our wholly-owned limited purpose federal thrift subsidiary, SPTC. The investments in FHLB and other U.S. government agency short-term notes were purchased as part of a cash management program requiring only short term, top-tier investment grade government and corporate securities. Level 3 – Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities. Level 3 assets and liabilities include financial instruments whose value is determined using pricing models, or similar techniques, as well as instruments for which the determination of fair value requires significant judgment by management. The Company had no Level 3 financial assets at December 31, 2020 or 2019 that were required to be measured at fair value on a recurring basis. The Company's Level 3 financial liabilities at December 31, 2020 and 2019 consist entirely of an estimated contingent consideration resulting from the Company's acquisition of Huntington Steele, LLC (See Note 14). The fair value of an asset or liability may include inputs from more than one level in the fair value hierarchy. The lowest level of significant inputs used to value the asset or liability determines which level the asset or liability is classified in its entirety. Transfers between levels of the fair value hierarchy are reported at fair value as of the beginning of the period in which the transfers occur. See Note 4 for related disclosures regarding fair value measurements. Capitalized Software Costs incurred for the development of internal use software to be offered in a hosting arrangement is capitalized during the development stage of the software application. These costs include direct external and internal costs to design the software configuration and interfaces, coding, installation, and testing. Costs incurred during the preliminary and post-implementation stages of the software application are expensed as incurred. Costs associated with significant enhancements to a software application are capitalized while costs incurred to maintain existing software applications are expensed as incurred. The capitalization of software development costs requires considerable judgment by management to ensure the costs incurred will result in additional functionality of the software. Amortization of capitalized software development costs begins when the product is ready for its intended use. Capitalized software development costs are amortized on a product-by-product basis using the straight-line method over the estimated economic life of the product or enhancement. The Company capitalized $24,119, $34,074 and $44,221 of software development costs during 2020, 2019 and 2018, respectively. The Company's capitalized software development costs primarily relate to the further development of the SEI Wealth PlatformSM (SWP). The Company capitalized $22,257, $33,084 and $43,376 of software development costs for significant enhancements to SWP during 2020, 2019 and 2018, respectively. As of December 31, 2020, the net book value of SWP was $257,709. The net book value includes $13,409 of capitalized software development costs in- progress associated with future releases. Management continually reassesses the estimated useful life of SWP and any change in management’s estimate could result in the remaining amortization expense to be accelerated or spread out over a longer period. As of December 31, 2020, SWP has a weighted average remaining life of 9.9 years. Amortization expense for SWP was $43,853, $42,297 and $39,917 in 2020, 2019 and 2018, respectively, and is included in Amortization expense on the accompanying Consolidated Statements of Operations. The Company also capitalized $845 of software development costs during 2018 related to an application for the Investment Managers segment. The application was placed into service during 2018 and has a net book value of $10,416 with an estimated remaining useful life of 2.0 years as of December 31, 2020. Amortization expense for the application was $5,209 during 2020 and 2019 and is included in Amortization expense on the accompanying Consolidated Statements of Operations. The Company currently expects to recognize amortization expense related to all capitalized software development costs placed into service as of December 31, 2020 each year from 2021 through 2025 as follows: 56 Year 2021 2022 2023 2024 2025 Expected Amortization Expense Related to Capitalized Software 52,466 $ 37,621 18,838 18,838 18,838 The Company evaluates the carrying value of capitalized software development costs when circumstances indicate the carrying value may not be recoverable. The review of capitalized software development costs for impairment requires significant assumptions about operating strategies, underlying technologies utilized, and external market factors. External market factors include, but are not limited to, expected levels of competition, barriers to entry by potential competitors, stability in the target market and governmental regulations. The Company did not recognize any impairment charges related to its capitalized software development costs in 2020, 2019 or 2018. Goodwill and Other Intangible Assets The Company adopted the requirements of ASU 2017-04, Simplifying the Test for Goodwill Impairment (ASU 2017-04) on January 1, 2020. The adoption of ASU 2017-04 did not have a material impact on the Company's consolidated financial statements and related disclosures. The Company reviews long-lived assets and identifiable definite-lived intangible assets for impairment at least annually or whenever events or changes in circumstances indicate that the carrying amount of these assets may not be recoverable. For purposes of recognizing and measuring an impairment loss, a long-lived asset is grouped with other assets and liabilities at the lowest level for which identifiable cash flows are largely independent. Identifiable definite-lived intangible assets on the Company’s Consolidated Balance Sheet are amortized on a straight-line basis according to their estimated useful lives. Goodwill is not amortized but is reviewed for impairment annually or more frequently if an event occurs or circumstances change that would more likely than not reduce the fair value of a reporting unit below its carrying amount. Current guidance requires that a qualitative assessment be performed to assess goodwill for impairment. The fair value of each reporting unit is compared with its carrying value, including goodwill. If the fair value exceeds the carrying value, goodwill is not impaired and no further testing is performed. If the qualitative assessment indicates the carrying value exceeds the fair value, a quantitative impairment test is then utilized to identify potential goodwill impairment and measure the amount of a goodwill impairment loss to be recognized. The Company did not recognize any impairment charges related to its goodwill or other intangible assets in 2020, 2019 or 2018. See Note 14 for related disclosures regarding goodwill and intangible assets. Contingent Consideration Liabilities The Company may be required to pay additional future consideration in connection with business acquisitions based on the attainment of specified financial measures. The Company estimates the fair value of these potential future obligations at the time a business combination is consummated and records a contingent consideration liability on the Consolidated Balance Sheets. If the expected payment amounts subsequently change, the contingent consideration liabilities are adjusted through current period earnings and included in Facilities, supplies and other costs on the accompanying Consolidated Statement of Operations. See Note 14 for related disclosures regarding contingent consideration liabilities. Income Taxes The Company applies the asset and liability approach to account for income taxes whereby deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. See Note 11 for related disclosures regarding income taxes. Foreign Currency Translation The assets and liabilities and results of operations of the Company’s foreign subsidiaries are measured using the foreign subsidiary’s local currency as the functional currency. Assets and liabilities have been translated into U.S. dollars using the rates of exchange at the balance sheet dates. The results of operations have been translated into U.S. dollars at average exchange rates prevailing during the period. The resulting translation gain and loss adjustments are recorded as a separate component of comprehensive income. Transaction gains and losses from exchange rate fluctuations are included in the results of operations in the periods in which they occur. There were no material gains or losses from exchange rate fluctuations in 2020, 2019 or 2018. Earnings Per Common Share Basic earnings per common share is computed by dividing net income attributable to SEI Investments common shareholders by the weighted average number of common shares outstanding during the period. Diluted earnings per common share is computed by dividing net income attributable to SEI Investments common shareholders by the combination of the weighted average number of common shares outstanding and the dilutive potential common shares, such as stock options, outstanding during the period. 57 The calculations of basic and diluted earnings per share for 2020, 2019 and 2018 are: Net income Shares used to compute basic earnings per common share Dilutive effect of stock options Shares used to compute diluted earnings per common share Basic earnings per common share Diluted earnings per common share 2020 2019 447,286 $ 501,426 $ 146,709,000 2,294,000 149,003,000 3.05 $ 3.00 $ 151,540,000 3,361,000 154,901,000 3.31 3.24 $ $ $ $ $ 2018 505,868 156,579,000 4,653,000 161,232,000 3.23 3.14 Employee stock options to purchase approximately 9,220,000, 6,574,000 and 6,224,000 shares of common stock, with an average exercise price per share of $58.12, $55.95 and $53.60, were outstanding during 2020, 2019 and 2018, respectively, but not included in the computation of diluted earnings per common share because either the performance conditions have not been satisfied or the option’s exercise price was greater than the average market price of the Company’s common stock and the effect on diluted earnings per common share would have been anti-dilutive (See Note 7). Stock-Based Compensation Stock-based compensation cost is measured at the grant date based on the fair value of the award and is recognized as expense over the requisite service period, which is the vesting period. The amount of stock-based compensation expense that is recognized in a given period is dependent upon management’s estimate of when the vesting targets are expected to be achieved. If this estimate proves to be inaccurate, the remaining amount of stock-based compensation expense could be accelerated, spread out over a longer period, or reversed (See Note 7). Leases The Company adopted the requirements of the ASU 2016-02 Leases (Topic 842) (ASC 842) using the modified retrospective method on January 1, 2019. As a result of the adoption of ASC 842, the Company recorded additional lease assets and net lease liabilities of $44,169 as of January 1, 2019. Upon implementation, the Company elected the package of practical expedients permitted under the transition guidance within the new standard which allowed the Company to carryforward the historical lease identification, classification and initial direct cost. ASC 842 did not materially impact the Company’s consolidated net income or consolidated cash flows. The Company determines if an arrangement is a lease at the inception of the contract. The Company's operating leases are included in Operating lease right-of-use (ROU) assets, Current portion of long-term operating lease liabilities, and Long-term operating lease liabilities on the accompanying Consolidated Balance Sheets. The operating lease ROU assets and operating lease liabilities are recognized based on the present value of future minimum lease payments over the lease term at commencement date. As most of the Company’s leases do not provide an implicit interest rate, the Company utilizes an estimated incremental borrowing rate based on the information available at commencement date in determining the present value of future payments. In determining the discount rate used in the present value calculation, the Company has elected to apply the portfolio approach for leases of equipment provided the leases commenced at or around the same time. This election allows the Company to account for leases at a portfolio level provided that the resulting accounting at this level would not differ materially from the accounting at the individual lease level. Lease expense for minimum lease payments is recognized on a straight-line basis over the lease term. The Company has elected to account for lease and non-lease components separately. Operating lease ROU assets include all contractual lease payments and initial direct costs incurred, less any lease incentives. Facility leases generally only contain lease expense and non-component items such as taxes and pass through charges. Only the lease components are included in the ROU assets and lease liabilities. Additionally, the Company has elected not to apply the recognition requirements of ASC 842 to leases which have a lease term of less than one year at the commencement date. The majority of the Company's leases for corporate facilities and equipment contain terms for renewal and extension of the lease agreement. The exercise of lease renewal options is generally at the Company’s sole discretion. The Company includes the lease extensions when it is reasonably certain the Company will exercise the extension. The Company’s lease agreements do not contain any material variable lease payments, material residual value guarantees or any material restrictive covenants. The Company does not currently have any finance leases. See Note 16 for related disclosures regarding leases. Reclassifications Certain prior year amounts have been reclassified to conform to current year presentation. 58 Other Recently Adopted Accounting Pronouncements The Company adopted the requirements of Accounting Standards Update (ASU) 2016-13, Financial Instruments-Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments (Accounting Standards Codification (ASC) 326)) (ASU 2016-13) and subsequent amendments ASU 2019-04, Codification Improvements to Topic 326, Financial Instruments-Credit Losses, Topic 815, Derivatives and Hedging, and Topic 825, Financial Instruments (ASU 2019-04) and ASU 2019-11, Codification Improvements to Topic 326, Financial Instruments-Credit Losses (ASU 2019-11) on January 1, 2020. ASU 2016-13 and the related amendments are hereafter referred to as ASC 326. ASC 326 requires that expected credit losses relating to financial assets measured on an amortized cost basis and available-for-sale debt securities be recorded through an allowance for credit losses. The Company owns mortgage-backed securities issued by the Government National Mortgage Association (GNMA), a federal agency of the U.S. government classified as Available-for-sale debt securities which qualify for the zero credit risk allowance. The Company's U.S. Treasury and other U.S. government agency securities classified as Securities owned are outside the scope of ASC 326. There was no impact to the Company's disclosures related to its marketable securities from the implementation of ASC 326. In accordance with ASC 326, the Company evaluated its receivable balances for credit risk based upon the source of revenue, its ability to collect fees directly from investment products or directly from assets in the client's account, a review of actual historical credit losses, and the potential for expected credit loss from its current client base. The Company has no meaningful historical credit loss data and a very limited amount of losses pertaining directly to a client's inability to satisfy its receivable balance even during periods of economic distress. The credit loss reserve recognized by the Company through the implementation of ASC 326 during 2020 was immaterial. New Accounting Pronouncements In December 2019, the Financial Accounting Standards Board (FASB) issued ASU 2019-12, Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes (ASU 2019-12). The standard removes certain exceptions to the general principles in Topic 740 and also clarifies and amends existing guidance to improve consistent application. ASU 2019-12 is effective for the Company beginning in the first quarter of 2021. The Company does not believe the adoption of ASU 2019-12 will have a material impact on its consolidated financial statements and related disclosures. Note 2 – Investment in Unconsolidated Affiliates LSV Asset Management The Company has an investment in the general partnership LSV Asset Management (LSV), a registered investment advisor that provides investment advisory services primarily to institutions, including pension plans and investment companies. LSV is currently an investment sub-advisor for a limited number of SEI-sponsored mutual funds. As of December 31, 2020, the Company's total partnership interest in LSV was approximately 38.8%. The Company accounts for its interest in LSV using the equity method because of its less than 50% ownership. The Company’s interest in the net assets of LSV is reflected in Investment in unconsolidated affiliates on the accompanying Consolidated Balance Sheets and its interest in the earnings of LSV is reflected in Equity in earnings of unconsolidated affiliates on the accompanying Consolidated Statements of Operations. At December 31, 2020, the Company’s total investment in LSV was $98,433. The Company’s proportionate share in the earnings of LSV was $117,134, $151,891 and $159,791 in 2020, 2019 and 2018, respectively. The Company receives partnership distributions related to the earnings of LSV on a quarterly basis. As such, the Company considers these distribution payments as returns on investment rather than returns of the Company's original investment in LSV and has therefore classified the associated cash inflows as an operating activity on the Consolidated Statements of Cash Flows. The Company received partnership distribution payments from LSV of $125,534, $148,936 and $166,698 in 2020, 2019 and 2018, respectively. These tables contain condensed financial information of LSV: Condensed Statement of Operations Year ended December 31, Revenues Net income Condensed Balance Sheets December 31, Current assets Non-current assets Total assets Current liabilities Non-current liabilities Partners’ capital Total liabilities and partners’ capital 2020 391,648 $ 301,620 $ $ $ 2019 2018 491,700 $ $ 390,533 517,203 410,846 2020 2019 $ $ $ $ 151,515 $ 4,296 155,811 $ 77,077 4,620 74,114 155,811 $ $ 144,547 5,048 149,595 46,828 5,326 97,441 149,595 59 Note 3 – Composition of Certain Financial Statement Captions Receivables Receivables on the accompanying Consolidated Balance Sheets consist of: Trade receivables Fees earned, not billed Other receivables Less: Allowance for doubtful accounts Receivables, net 2020 2019 $ $ 99,106 $ 262,167 25,046 386,319 (1,100) 385,219 $ 86,043 240,239 15,277 341,559 (1,201) 340,358 Fees earned, not billed represents receivables from contracts from customers earned but unbilled and results from timing differences between services provided and contractual billing schedules. These billing schedules generally provide for fees to be billed on a quarterly basis. In addition, certain fees earned from investment operations services are calculated based on assets under administration that have an extended valuation process. Billings to these clients occur once the asset valuation processes are completed. Property and Equipment Property and Equipment on the accompanying Consolidated Balance Sheets consists of: Buildings Equipment Land Purchased software Furniture and fixtures Leasehold improvements Construction in progress Less: Accumulated depreciation Property and Equipment, net $ 2020 206,151 141,820 24,179 147,838 21,439 21,604 4,660 567,691 (378,639) 189,052 $ $ $ 2019 162,882 123,945 10,830 143,705 18,835 20,700 33,415 514,312 (353,453) 160,859 Depreciation expense related to property and equipment for 2020, 2019 and 2018 was $30,959, $29,436 and $28,792, respectively. Deferred Contract Costs The Company's incremental contract acquisition costs are related to information processing contracts in the Private Banks segment and investment operations contracts in the Investment Managers segment. These deferred costs primarily consist of sales compensation payments to the Company's sales personnel. The Company defers and amortizes incremental contract acquisition costs using the straight-line method over the expected client life, which ranges from 6 to 15 years. Deferred contract costs were $33,781 and $30,991 as of December 31, 2020 and 2019, respectively. The Company deferred expenses related to contract costs of $10,284, $11,495 and $8,122 during 2020, 2019 and 2018, respectively. Amortization expense related to deferred contract costs were $7,494, $4,511 and $2,756 during 2020, 2019 and 2018, respectively, and is included in Compensation, benefits and other personnel on the accompanying Consolidated Statements of Operations. There were no material impairment losses in relation to deferred contract costs during 2020, 2019 or 2018. Other Assets Other assets consist of long-term prepaid expenses, deposits, other investments at cost and various other assets. Amortization expense for certain other assets for 2020, 2019 and 2018 was $230, $230 and $231, respectively. 60 Accrued Liabilities Accrued Liabilities on the accompanying Consolidated Balance Sheets consist of: Accrued employee compensation Accrued employee benefits and other personnel Accrued consulting, outsourcing and professional fees Accrued sub-advisory, distribution and other asset management fees Accrued dividend payable Other accrued liabilities Accrued liabilities 2020 2019 $ $ 95,656 18,770 31,907 49,924 53,127 50,461 299,845 $ $ 96,991 9,222 28,610 46,245 52,452 39,281 272,801 Note 4 – Fair Value Measurements The fair value of the Company’s financial assets and liabilities, except for the Company's investment funds sponsored by LSV, is determined in accordance with the fair value hierarchy. The fair value of the Company’s Level 1 financial assets consists mainly of investments in open-ended mutual funds that are quoted daily. Level 2 financial assets consist of Government National Mortgage Association (GNMA) mortgage-backed securities held by the Company's wholly-owned limited purpose federal thrift subsidiary, SEI Private Trust Company (SPTC), Federal Home Loan Bank (FHLB) and other U.S. government agency short-term notes held by SIDCO. The financial assets held by SIDCO were purchased as part of a cash management program requiring only short term, top-tier investment grade government and corporate securities. The financial assets held by SPTC are debt securities issued by GNMA and are backed by the full faith and credit of the U.S. government. These securities were purchased for the sole purpose of satisfying applicable regulatory requirements and have maturity dates which range from 2023 to 2041. The fair value of the Company's investment funds sponsored by LSV is measured using the net asset value per share (NAV) as a practical expedient. The NAVs of the funds are calculated by the funds' independent custodian and are derived from the fair values of the underlying investments as of the reporting date. The funds allow for investor redemptions at the end of each calendar month. This investment has not been classified in the fair value hierarchy but is presented in the tables below to permit reconciliation to the amounts presented on the accompanying Consolidated Balance Sheets. The valuation of the Company's Level 2 financial assets held by SIDCO and SPTC are based upon securities pricing policies and procedures utilized by third-party pricing vendors. The Company had no Level 3 financial assets at December 31, 2020 or 2019 that were required to be measured at fair value on a recurring basis. The Company's Level 3 financial liabilities at December 31, 2020 and 2019 consist entirely of the estimated fair value of the contingent consideration resulting from an acquisition (See Note 14). The fair value of the contingent consideration was determined using a Monte- Carlo simulation model. Key assumptions for the Monte-Carlo simulation model include expected revenues, expected volatility, risk-free rate and other factors. There were no transfers of financial assets between levels within the fair value hierarchy during 2020. Valuation of GNMA and Other U.S. Government Agency Securities All of the Company's investments in GNMA, FHLB and other U.S. government agency securities are held in accounts at well-established financial institutions. The Company's selection of a financial institution for the purpose of purchasing securities considered a number of various factors including, but not limited to, securities pricing policies and procedures utilized by that financial institution. Each financial institution utilizes the services of independent pricing vendors. These vendors utilize evaluated and industry accepted pricing models that vary by asset class and incorporate available trade, bid and other market information to determine the fair value of the securities. The market inputs, listed in approximate order of priority, include: benchmark yields, reported trade, broker/dealer quotes, issuer spreads, two-sided markets, benchmark securities, bids, offers and reference data. The Company evaluated the information regarding the pricing methodologies and processes utilized by the independent pricing vendors during the selection process of the financial institution. The Company analyzed this information for the purpose of classifying the securities into the appropriate level within the fair value hierarchy and to ensure that each pricing model for each asset class provided the fair value of those specific securities in accordance with generally accepted accounting principles. The Company continually monitors the price of each security for any unanticipated deviations from the previously quoted price. In the event of any significant unanticipated deviations in a security's price, additional analysis is conducted. The Company's investments in GNMA, FHLB and other U.S. government agency securities have been recorded at the prices provided by the independent pricing vendor without adjustment. 61 The fair value of certain financial assets and liabilities of the Company was determined using the following inputs: Assets Equity securities Available-for-sale debt securities Fixed-income securities owned Investment funds sponsored by LSV (1) Assets Equity securities Available-for-sale debt securities Fixed-income securities owned Investment funds sponsored by LSV (1) $ $ $ $ Fair Value Measurements at Reporting Date Using Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) December 31, 2020 12,142 $ 93,277 34,064 6,166 145,649 $ 12,142 $ — — — 93,277 34,064 12,142 $ 127,341 Fair Value Measurements at Reporting Date Using Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) December 31, 2019 12,119 $ 104,798 33,486 5,988 156,391 12,119 $ — — — 104,798 33,486 $ 12,119 $ 138,284 (1) The fair value amounts presented in the tables above are intended to permit reconciliation of the fair value hierarchy to the amounts presented on the accompanying Consolidated Balance Sheets (See Note 5). Note 5 – Marketable Securities The Company's marketable securities include investments in money market funds and commercial paper classified as cash equivalents, available-for- sale debt securities, investments in SEI-sponsored and non-SEI-sponsored mutual funds, equities, investments in funds sponsored by LSV and securities owned by SIDCO. Cash Equivalents The Company's investments in money market funds and commercial paper classified as cash equivalents had a fair value of $462,624 and $543,765 at December 31, 2020 and 2019, respectively. There were no material unrealized or realized gains or losses from these investments during 2020 and 2019. Available For Sale and Equity Securities Available For Sale and Equity Securities on the accompanying Consolidated Balance Sheets consist of: Available for sale debt securities SEI-sponsored mutual funds Equities and other mutual funds At December 31, 2020 Gross Gross Unrealized Unrealized (Losses) Gains 2,015 $ 382 473 2,870 $ Fair Value 93,277 7,248 4,894 105,419 — $ — — — $ Cost 91,262 $ 6,866 4,421 102,549 $ $ $ 62 Available for sale debt securities SEI-sponsored mutual funds Equities and other mutual funds Cost 104,193 7,564 3,637 115,394 $ $ $ $ At December 31, 2019 Gross Unrealized Gains Gross Unrealized (Losses) 605 $ 125 832 1,562 $ Fair Value 104,798 7,650 4,469 116,917 — $ (39) — (39) $ Net unrealized holding gains at December 31, 2020 of the Company's available-for-sale debt securities were $1,551 (net of income tax expense of $464). Net unrealized losses at December 31, 2019 of the Company's available-for-sale debt securities were $465 (net of income tax benefit of $140). These net unrealized gains and losses are reported as a separate component of Accumulated other comprehensive loss on the accompanying Consolidated Balance Sheets. There were gross realized losses of $902 and $493 from available-for-sale debt securities during 2020 and 2019, respectively. There were no gross realized gains from available-for-sale debt securities during 2020 and 2019. Realized losses from available-for-sale debt securities, including amounts reclassified from accumulated comprehensive loss, are reflected in Net (loss) gain from investments on the accompanying Consolidated Statements of Operations. There were gross realized gains of $1,100 and gross realized losses of $250 from mutual funds and equities during 2020. In 2019, there were gross realized gains of $297 and gross realized losses of $48 from mutual funds and equities. Gains and losses from mutual funds and equities are reflected in Net (loss) gain from investments on the accompanying Consolidated Statements of Operations. Investments in Affiliated Funds The Company has an investment in funds sponsored by LSV. The Company records this investment on the accompanying Consolidated Balance Sheets at fair value. Unrealized gains and losses from the change in fair value of these funds are recognized in Net (loss) gain from investments on the accompanying Consolidated Statements of Operations. The funds had a fair value of $6,166 and $5,988 at December 31, 2020 and 2019, respectively. The Company recognized gains of $178 and $1,101 from the change in fair value of the funds during 2020 and 2019, respectively. The Company recognized losses of $1,147 from the change in fair value of the funds during 2018. Securities Owned The Company’s broker-dealer subsidiary, SIDCO, has investments in U.S. government agency securities with maturity dates less than one year. These investments are reflected as Securities owned on the accompanying Consolidated Balance Sheets. Due to specialized accounting practices applicable to investments by broker-dealers, the securities are reported at fair value and changes in fair value are recorded in current period earnings. The securities had a fair value of $34,064 and $33,486 at December 31, 2020 and 2019, respectively. There were no material net gains or losses from the change in fair value of the securities during 2020, 2019 and 2018. Note 6 – Line of Credit The Company has a five-year $300,000 Credit Agreement (the Credit Facility) with Wells Fargo Bank, National Association (Wells Fargo) and a syndicate of other lenders. The Credit Facility is scheduled to expire in June 2021, at which time any aggregate principal amount of loans outstanding becomes payable in full. Any borrowings made under the Credit Facility will accrue interest at rates that, at the Company's option, are based on a base rate (the Base Rate) plus a premium that can range from 0.25 percent to 1.00 percent or the London InterBank Offered Rate (LIBOR) plus a premium that can range from 1.25 percent to 2.00 percent depending on the Company’s Leverage Ratio (a ratio of consolidated indebtedness to consolidated EBITDA for the four preceding fiscal quarters, all as defined in the related agreement). The Base Rate is defined as the highest of a) the Federal Funds Rate, as published by the Federal Reserve Bank of New York, plus 0.50 percent, b) the prime commercial lending rate of Wells Fargo, c) the applicable LIBOR plus 1.00 percent, or d) 0 percent. The Company also pays quarterly commitment fees based on the unused portion of the Credit Facility. The quarterly fees for the Credit Facility can range from 0.15 percent of the amount of the unused portion to 0.30 percent, depending on the Company’s Leverage Ratio. Certain wholly-owned subsidiaries of the Company have guaranteed the obligations of the Company under the agreement. The aggregate amount of the Credit Facility may be increased by an additional $100,000 under certain conditions set forth in the agreement. The Company may issue up to $15,000 in letters of credit under the terms of the Credit Facility. The Company pays a periodic commission fee of 1.250 percent plus a fronting fee of 0.175 percent of the aggregate face amount of the outstanding letters of credit issued under the Credit Facility. The Credit Facility contains covenants that restrict the ability of the Company to engage in mergers, consolidations, asset sales, investments, transactions with affiliates, or to incur liens, as defined in the agreement. In the event of a default under the Credit Facility, the Company would also be restricted from paying dividends on, or repurchasing, its common stock without the approval of the lenders. None of the covenants of the Credit Facility negatively affect the Company’s liquidity or capital resources. Upon the occurrence of certain financial or economic events, significant corporate events, or certain other events of default constituting an event of default under the Credit Facility, all loans outstanding may be declared immediately due and payable and all commitments under the agreement may be terminated. 63 As of December 31, 2020, the Company had outstanding letters of credit of $4,630 under the Credit Facility. These letters of credit were issued primarily for the expansion of the Company's headquarters and are scheduled to expire during 2021. The amount of the Credit Facility that is available for general corporate purposes as of December 31, 2020 was $295,370. The Company was in compliance with all covenants of the Credit Facility during 2020. The Company incurred $609, $630 and $645 in interest charges and commitment fees relating to its line of credit during 2020, 2019 and 2018, respectively, which are reflected in Interest expense on the accompanying Consolidated Statements of Operations. Note 7 – Shareholders’ Equity Stock-Based Compensation The Company's active equity compensation plan, the 2014 Omnibus Equity Compensation Plan (the 2014 Plan), is the successor plan to the 2007 Equity Compensation Plan (the 2007 Plan) which was merged with and into the 2014 Plan in May 2014. Outstanding grants under the 2007 Plan will continue according to the terms in effect before the plan merger, but the outstanding shares will be issued or transferred under the 2014 Plan. The 2014 Plan provides for the grant of stock options, stock units, stock awards, stock appreciation rights, dividend equivalents and other stock-based awards. Permitted grantees under the 2014 Plan include employees, non-employee directors and consultants who perform services for the Company. The plan is administered by the Compensation Committee of the Board of Directors of the Company. The Company has only non-qualified stock options outstanding under the 2014 Plan. All outstanding stock options have performance-based vesting provisions that tie the vesting of stock options to the Company’s financial performance which are established at the time of grant. The Company’s stock options vest at a rate of 50 percent when a specified financial vesting target is achieved, and the remaining 50 percent when a second, higher-specified financial vesting target is achieved. Options do not vest due to the passage of time but as a result of achievement of the financial vesting targets. Options granted in December 2017 and thereafter include a service condition which requires a minimum two or four year waiting period from the grant date along with the attainment of the applicable financial vesting target. The targets are measured annually on December 31. The amount of stock-based compensation expense recognized in the period is based upon management’s estimate of when the financial vesting targets may be achieved. Any change in management’s estimate could result in the remaining amount of stock-based compensation expense to be accelerated, spread out over a longer period, or reversed. This may cause volatility in the recognition of stock-based compensation expense in future periods and could materially affect the Company’s earnings. The Company uses the Black-Scholes option pricing model to determine the fair value of stock options. The determination of the fair value of stock options on the date of grant using an option-pricing model is affected by the price of the Company’s common stock as well as other variables. These variables include expected stock price volatility over the term of the awards, actual and projected employee stock exercise behaviors, risk-free interest rate and expected dividends. The Company primarily uses historical data to estimate the variables used in the option-pricing model except expected volatility. The Company uses a combination of historical and implied volatility. The Company accounts for forfeitures as they occur. The weighted average fair value of the Company’s stock options granted during 2020, 2019 and 2018 were $13.53, $13.94 and $13.04, respectively, using the following assumptions: Expected term (in years) Expected volatility Expected dividend yield Risk-free interest rate 2020 2019 2018 5.79 29.02 % 1.29 % 0.62 % 5.53 23.36 % 1.10 % 1.80 % 6.34 25.27 % 1.35 % 2.75 % The Company recognized stock-based compensation expense in its Consolidated Financial Statements in 2020, 2019 and 2018 as follows: Stock-based compensation expense Less: Deferred tax benefit Stock-based compensation expense, net of tax 2020 2019 2018 $ $ 27,014 $ (5,182) 21,832 $ 24,582 $ (4,814) 19,768 $ 23,805 (5,078) 18,727 The Company revised its estimates of when some vesting targets are expected to be achieved. The change in management's estimate during 2020 resulted in a decrease of $2,659 in stock-based compensation. The changes in management’s estimates during 2019 and 2018 resulted in an increase of $2,903 and $1,909, respectively, in stock-based compensation expense. As of December 31, 2020, there was approximately 11,854,000 unvested employee stock options with an unrecognized compensation cost of $112,593 that the Company expects will vest and be expensed through 2024 with a weighted average period of 1.7 years. 64 This table presents certain information relating to the Company’s stock option plans for 2020, 2019 and 2018: Balance as of December 31, 2017 Granted Exercised Expired or canceled Balance as of December 31, 2018 Granted Exercised Expired or canceled Balance as of December 31, 2019 Granted Exercised Expired or canceled Balance as of December 31, 2020 Exercisable as of December 31, 2020 Available for future grant as of December 31, 2020 Number of Shares Weighted Average Price 16,712,000 $ 2,468,000 (3,232,000) (135,000) 15,813,000 $ 2,480,000 (2,243,000) (344,000) 15,706,000 $ 4,529,000 (1,563,000) (177,000) 18,495,000 $ 6,641,000 $ 15,287,000 37.63 49.94 25.93 49.58 41.84 64.04 25.27 55.07 47.43 56.54 28.83 55.76 51.15 39.35 As of December 31, 2020 and 2019, there were 6,641,000 and 8,214,000 shares exercisable, respectively. The expiration dates for options outstanding at December 31, 2020 range from December 13, 2021 to December 8, 2030 with a weighted average remaining contractual life of 6.9 years. Upon exercise of stock options, the Company will issue new shares of its common shares. The Company does not hold any shares in treasury. The total intrinsic value of options exercised during 2020 and 2019 was $46,426 and $74,163, respectively. The total options exercisable as of December 31, 2020 had an intrinsic value of $120,357. The total options outstanding as of December 31, 2020 had an intrinsic value of $158,204. The total intrinsic value for options outstanding and options exercisable is calculated as the difference between the market value of the Company’s common stock as of December 31, 2020 and the exercise price of the shares. The market value of the Company’s common stock as of December 31, 2020 was $57.47 as reported by the Nasdaq Stock Market, LLC. This table summarizes information relating to all options outstanding and exercisable at December 31, 2020: Options Outstanding at December 31, 2020 Options Exercisable at December 31, 2020 Range of Exercise Prices (Per Share) Number of Shares Weighted Average Exercise Price (Per Share) Weighted Average Remaining Contractual Life (Years) Number of Shares Weighted Average Exercise Price (Per Share) Weighted Average Remaining Contractual Life (Years) $ 15.77 - $ 21.05 23.86 22.45 - 40.64 27.03 - 56.60 45.99 - 71.12 57.48 - 665,000 $ 944,000 2,699,000 8,398,000 5,789,000 18,495,000 15.79 22.45 37.35 62.57 49.76 0.95 1.95 3.49 8.09 8.08 665,000 $ 944,000 1,857,000 3,170,000 5,000 6,641,000 15.79 22.45 35.85 51.34 63.50 0.95 1.95 3.29 5.53 6.82 Employee Stock Purchase Plan The Company has an employee stock purchase plan that provides for offerings of common stock to eligible employees at a price equal to 85 percent of the fair market value of the stock at the end of the stock purchase period, as defined. The Company has reserved 15,652,000 shares for issuance under this plan. At December 31, 2020, 12,225,000 cumulative shares have been issued. There were no material costs incurred by the Company related to the employee stock purchase plan in 2020, 2019 and 2018. 65 Common Stock Buyback The Board of Directors, under multiple authorizations, has authorized the purchase of the Company’s common stock on the open market or through private transactions. As of December 31, 2020, the Company had approximately $192,827 of authorization remaining for the purchase of common stock. The following table provides the total number of shares repurchased and the related total costs in 2020, 2019 and 2018: Year 2020 2019 2018 Total Number of Shares Repurchased Total Cost 8,008,000 $ 6,225,000 6,744,000 424,702 348,348 404,759 The Company immediately retires its common stock when purchased. Upon retirement, the Company reduces Capital in excess of par value for the average capital per share outstanding and the remainder is charged against Retained earnings. If the Company reduces its Retained earnings to zero, any subsequent purchases of common stock will be charged entirely to Capital in excess of par value. Cash Dividends On June 3, 2020, the Board of Directors declared a cash dividend of $0.35 per share on the Company’s common stock, which was paid on June 23, 2020, to shareholders of record on June 15, 2020. On December 8, 2020, the Board of Directors declared a cash dividend of $0.37 per share on the Company’s common stock, which was paid on January 7, 2021, to shareholders of record on December 21, 2020. The cash dividends declared in 2020, 2019 and 2018 were $104,588, $102,435 and $97,900, respectively. The Board of Directors has indicated its intention to declare future cash dividends on a semiannual basis. Note 8 – Accumulated Other Comprehensive Income (Loss) Other comprehensive income (loss) consists of net income and other gains and losses affecting shareholders’ equity that are excluded from net income. Other comprehensive income (loss) includes unrealized gains and losses on available for sale debt securities and foreign currency translation adjustments. The Company presents other comprehensive income (loss) in its Consolidated Statements of Comprehensive Income. Components of Accumulated other comprehensive income (loss), net of tax, consisted of: Balance, January 1, 2018 Other comprehensive loss before reclassifications Amounts reclassified from accumulated other comprehensive loss Net current-period other comprehensive loss Balance, December 31, 2018 Other comprehensive income before reclassifications Amounts reclassified from accumulated other comprehensive loss Net current-period other comprehensive income $ $ Foreign Currency Translation Adjustments Unrealized Holding Gains (Losses) on Investments Accumulated Other Comprehensive Income (Loss) (19,522) $ (386) $ (19,908) (12,065) — (12,065) (1,088) 61 (1,027) (13,153) 61 (13,092) (31,587) $ (1,413) $ (33,000) 7,618 — 7,618 1,486 392 1,878 9,104 392 9,496 Balance, December 31, 2019 $ (23,969) $ 465 $ (23,504) Other comprehensive income before reclassifications Amounts reclassified from accumulated other comprehensive loss Net current-period other comprehensive income 5,620 — 5,620 374 712 1,086 5,994 712 6,706 Balance, December 31, 2020 $ (18,349) $ 1,551 $ (16,798) Note 9 – Employee Benefit Plan The Company has a tax-qualified defined contribution plan (the Plan). The Plan provides retirement benefits, including provisions for early retirement and disability benefits, as well as a tax-deferred savings feature. After satisfying certain requirements, participants are vested in employer contributions at the time the contributions are made. All Company contributions are discretionary and are made from available profits. The Company contributed $14,087, $12,923 and $12,362 to the Plan in 2020, 2019 and 2018, respectively. 66 Note 10 – Commitments and Contingencies The Company leases software, facilities, and equipment under non-cancelable operating leases, some which contain escalation clauses for increased taxes and operating expenses. The Company has entered into maintenance agreements primarily for its equipment. Rent expense, primarily related to user licenses for software, was $41,091, $33,600 and $34,679 in 2020, 2019 and 2018, respectively. The aggregate noncancellable minimum commitments at December 31, 2020 are: Year 2021 2022 2023 2024 2025 and thereafter $ Aggregate Noncancellable Minimum Commitments 9,183 8,917 8,922 7,252 11,172 45,446 $ In the ordinary course of business, the Company from time to time enters into contracts containing indemnification obligations of the Company. These obligations may require the Company to make payments to another party upon the occurrence of certain events including the failure by the Company to meet its performance obligations under the contract. These contractual indemnification provisions are often standard contractual terms of the nature customarily found in the type of contracts entered into by the Company. In many cases, there are no stated or notional amounts included in the indemnification provisions. There are no amounts reflected on the Consolidated Balance Sheets as of December 31, 2020 and 2019 related to these indemnifications. Stanford Trust Company Litigation SEI has been named in seven lawsuits filed in Louisiana courts; four of the cases also name SPTC as a defendant. The underlying allegations in all actions relate to the purported role of SPTC in providing back-office services to Stanford Trust Company. The complaints allege that SEI and SPTC participated in some manner in the sale of “certificates of deposit” issued by Stanford International Bank so as to be a “seller” of the certificates of deposit for purposes of primary liability under the Louisiana Securities Law or so as to be secondarily liable under that statute for sales of certificates of deposit made by Stanford Trust Company. Two of the actions also include claims for violations of the Louisiana Racketeering Act and possibly conspiracy, and a third also asserts claims of negligence, breach of contract, breach of fiduciary duty, violations of the uniform fiduciaries law, negligent misrepresentation, detrimental reliance, violations of the Louisiana Racketeering Act, and conspiracy. The procedural status of the seven cases varies. The Lillie case, filed originally in the 19th Judicial District Court for the Parish of East Baton Rouge, was brought as a class action and is procedurally the most advanced of the cases. SEI and SPTC filed exceptions, which the Court granted in part, dismissing claims under the Louisiana Unfair Trade Practices Act and permitting the claims under the Louisiana Securities Law to go forward. On March 11, 2013, newly-added insurance carrier defendants removed the case to the United States District Court for the Middle District of Louisiana. On August 7, 2013, the Judicial Panel on Multidistrict Litigation transferred the matter to the Northern District of Texas where MDL 2099, In re: Stanford Entities Securities Litigation (“the Stanford MDL”), is pending. On September 22, 2015, the District Court on the motion of SEI and SPTC dismissed plaintiffs’ claims for primary liability under Section 714(A) of the Louisiana Securities Law, but declined to dismiss plaintiffs’ claims for secondary liability under Section 714(B) of the Louisiana Securities Law based on the allegations pled by plaintiffs. On November 4, 2015, the District Court granted SEI and SPTC's motion to dismiss plaintiffs' claims under Section 712(D) of the Louisiana Securities Law. Consequently, the only claims of plaintiffs remaining in Lillie are plaintiffs' claims for secondary liability against SEI and SPTC under Section 714(B) of the Louisiana Securities Law. On May 2, 2016, the District Court certified the class as being "all persons for whom Stanford Trust Company purchased or renewed Stanford Investment Bank Limited certificates of deposit in Louisiana between January 1, 2007 and February 13, 2009". Notice of the pendency of the class action was mailed to potential class members on October 4, 2016. On December 1, 2016, a group of plaintiffs who opted out of the Lillie class filed a complaint against SEI and SPTC in the United States District Court in the Middle District of Louisiana (“Ahders Complaint”), alleging claims essentially the same as those in Lillie. In January 2017, the Judicial Panel on Multidistrict Litigation transferred the Ahders proceeding to the Northern District of Texas and the Stanford MDL. During February 2017, SEI and SPTC filed their response to the Ahders Complaint, and in March 2017 the District Court for the Northern District of Texas approved the stipulated dismissal of all claims in this Complaint predicated on Section 712(D) or Section 714(A) of the Louisiana Securities Law. In both cases, as a result of the proceedings in the Northern District of Texas, only the plaintiffs’ secondary liability claims under Section 714(B) of the Louisiana Securities Law remain. Limited discovery and motions practice have occurred, including SEI and SPTC’s filing of a dispositive summary judgment motion in the Lillie proceeding. On January 31, 2019, the Judicial Panel on Multidistrict Litigation remanded the Lillie and Ahders proceedings to the Middle District of Louisiana. With respect to the Lillie proceeding, on July 9, 2019, the District Court issued an order granting SEI’s Summary Judgment Motion to dismiss the remaining Section 714(B) claim and denying Plaintiffs’ Motion for Continuance of SEI and SPTC’s Motion for Summary Judgment pursuant to Rule 56(d). 67 On July 17, 2019, Plaintiffs filed a Motion for Reconsideration and/or New Trial. The Court denied Plaintiffs’ Motion for Reconsideration and/or New Trial and entered a Final Judgment in favor of SEI and SPTC on August 15, 2019. On August 27, 2019, Plaintiffs-Appellants filed a Notice of Appeal to the United States Court of Appeals for the Fifth Circuit of the District Court's dismissal of the Lillie matter. On November 20, 2019, Plaintiffs-Appellants filed a Motion in Support of the Notice of Appeal. On January 17, 2020, SEI and SPTC timely filed their brief in opposition to the Plaintiffs-Appellants' motion for appeal. On February 7, 2020, Plaintiffs- Appellants filed their reply brief. The parties are currently waiting for oral argument to be scheduled. With respect to the Ahders proceeding, on July 16, 2019, SEI and SPTC filed a Motion for Summary Judgment pursuant to Rule 56(d) to have the remaining Section 714(B) claim dismissed. On January 24, 2020, the District Court issued an order granting SEI’s Summary Judgment Motion to dismiss the remaining Section 714(B) claim. On March 17, 2020, Plaintiffs-Appellants filed a Notice of Appeal to the United States Court of Appeals for the Fifth Circuit of the District Court's dismissal of the Ahders matter. On December 3, 2020, the United States Court of Appeals for the Fifth Circuit unanimously affirmed the District Court’s order granting summary judgment in favor SEI and the Insurer Defendants in the Adhers matter. Another case, filed in the 23rd Judicial District Court for the Parish of Ascension, also was removed to federal court and transferred by the Judicial Panel on Multidistrict Litigation to the Northern District of Texas and the Stanford MDL. The schedule for responding to that Complaint has not yet been established. Two additional cases remain in the Parish of East Baton Rouge. Plaintiffs filed petitions in 2010 and have granted SEI and SPTC indefinite extensions to respond. No material activity has taken place since. In two additional cases, filed in East Baton Rouge and brought by the same counsel who filed the Lillie action, virtually all of the litigation to date has involved motions practice and appellate litigation regarding the existence of federal subject matter jurisdiction under the federal Securities Litigation Uniform Standards Act (SLUSA). The matters were removed to the United States District Court for the Northern District of Texas and consolidated. The court then dismissed the action under SLUSA. The Court of Appeals for the Fifth Circuit reversed that order, and the Supreme Court of the United States affirmed the Court of Appeals judgment on February 26, 2014. The matters were remanded to state court and no material activity has taken place since that date. While the outcome of this litigation remains uncertain, SEI and SPTC believe that they have valid defenses to plaintiffs' claims and intend to defend the lawsuits vigorously. Because of uncertainty in the make-up of the Lillie class, the specific theories of liability that may survive a motion for summary judgment or other dispositive motion, the relative lack of discovery regarding damages, causation, mitigation and other aspects that may ultimately bear upon loss, the Company is not reasonably able to provide an estimate of loss, if any, with respect to the foregoing lawsuits. SS&C Advent Litigation On February 28, 2020, SEI Global Services, Inc. ("SGSI"), a wholly-owned subsidiary of the Company, filed a complaint under seal in the United States District Court for the Eastern District of Pennsylvania against SS&C Advent ("Advent") and SS&C Technologies Holdings, Inc. ("SS&C") alleging that SS&C and Advent breached the terms of the contract between the parties (the “SLSA”) and asking the Court to hold SS&C and Advent to their bargained-for obligations (the "Advent Matter"). In addition to Breach of Contract, the complaint also includes counts for Declaratory Judgment, Tortious Interference with Existing and Prospective Contractual Relations, Violation of the New York General Business Law Section 349, Violations of Section 2 of the Sherman Antitrust Act, Promissory Estoppel and Breach of the Covenant of Good Faith and Fair Dealing. SGSI seeks various forms of relief, including declaratory judgment, specific performance under the SLSA, and monetary damages, including treble damages and attorney’s fees. Following various procedural actions, including an amendment of SGSI’s complaint to include additional breach of contract claims, Advent filed a motion to dismiss SGSI’s compliant. On October 23, 2020, the United States District Court for the Eastern District of Pennsylvania dismissed SEI’s federal anti-trust claim and declined to rule on the state law breach of contract or tortious on the basis that in the absence of the anti-trust claim, the court had no jurisdiction over the state law claims. SGSI has appealed the dismissal of the federal anti-trust claims to the Third Circuit Court of Appeals, which is currently pending. Upon the dismissal of the federal anti-trust claim, on October 23, 2020, each of Advent and SGSI filed competing lawsuits in New York and Pennsylvania, respectively, to litigate the remaining breach contract and tortious interference of contract claims. Additionally, SGSI made a motion for injunctive relief to ensure that Advent provided SGSI with access to the Geneva, Moxy and APX software modules as SGSI believes is required pursuant to the terms of a valid contract. Although SGSI had the right to litigate the matter in the Pennsylvania Commonwealth courts and had moved to dismiss Advent’s New York action so that the dispute could proceed in SGSI’s designated forum, critical timing imperatives related to access to the relevant software led SGSI to consent to the jurisdiction of the New York court and litigate the matter in that forum. SEI filed counterclaims in New York against Advent and SS&C that are materially the same as its affirmative claims pled in Pennsylvania. There is effectively no material difference in the claims, defenses, or burdens of proof for either of Advent, as the plaintiff, or SGSI, as defendant, in New York courts, or in Pennsylvania with the roles of plaintiff and defendant reversed. On January 13, 2021, Judge Borrok of the Supreme Court of the State of New York, New York, granted SGSI’s motion for injunctive relief and issued an Order in which he characterized the basis for Advent’s claim for breach of contract as appearing to be “pre-textual” and found that SGSI’s claims for breach of contract would likely succeed on the merits. Judge Borrok granted SGSI’s motion for injunctive relief, precluding Advent from: Dishonoring their contractual obligations and commitments under the SLSA, including, denying licenses, rights, and privileges under the SLSA; 68 Failing to provide new license keys for the license keys due to Geneva, Moxy, and APX, and other software products licensed pursuant to the SLSA (such new license keys to be provided no later than January 15, 2021 at 10 A.M.); Denying to SEI any and all access to the Geneva, Moxy, and APX software and related modules as are reasonably necessary to provide access to such software to SGSI’s clients; and Denying to SGSI any and all support, maintenance and technical support services for Geneva, Moxy, and APX. Advent provided SEI with the necessary access to the Geneva, Moxy and APX software modules on January 14, 2021. These have been tested, verified and are now running in the SEI production environment. On January 15, 2021, Advent appealed Judge Borrok’s order granting SGSI’s motion for preliminary injunctive relief to the Appellate Division of the Supreme Court of the State of New York, First Department. SEI does not believe that it will have to change providers under the current terms of the SLSA and that the process of litigating its rights under this contract may be a multi-year process. Consequently, SEI does not believe that the Advent Matter will create any consequence to the services SGSI provides to SEI’s clients in the near term. SEI believes that it has alternatives available to it that will enable it to continue to provide currently provided services to its clients in all material respects in the unlikely event that there ultimately is a negative outcome in the Advent Matter. SEI believes SGSI has a strong basis for proving the actions it alleges in the Advent Matter and defeating Advent’s defenses thereto, and looks forward to the opportunity to continue to assert its rights under contract and pursue relief for what SEI believes may be business tort violations. SEI expects the financial impact of litigating the Advent Matter to be immaterial. Other Matters The Company is also a party to various other actions and claims arising in the normal course of business that the Company does not believe are material. The Company believes that the ultimate resolution of these matters will not have a material adverse effect on the Company's financial position or the manner in which the Company conducts its business. Currently, the Company does not believe the amount of losses associated with these matters can be estimated. While the Company does not believe that the amount of such losses will, when liquidated or estimable, be material to its financial position, the assumptions may be incorrect and any such loss could have a material adverse effect on the Company's results of operations or the manner in which the Company conducts its business in the period(s) during which the underlying matters are resolved. Note 11 – Income Taxes The federal and state and foreign income tax provision is summarized as follows: Year Ended December 31, Current Federal State Foreign Deferred Federal State Foreign Total income taxes 2020 2019 2018 $ $ 92,649 $ 21,479 8,256 122,384 (701) (275) — (976) 121,408 $ 100,986 $ 19,902 11,722 132,610 (1,635) (960) — (2,595) 130,015 $ 82,493 13,709 8,405 104,607 2,550 1,166 15 3,731 108,338 Annual tax provisions include amounts considered sufficient to pay assessments that may result from examination of prior year tax returns; however, the amount ultimately paid upon resolution of issues raised may differ materially from the amount accrued. The examination and the resolution process may last longer than one year. The components of Income before income taxes are summarized as follows: Year Ended December 31, Domestic Foreign 2020 $ 517,451 51,243 568,694 $ 2019 565,842 $ 65,599 631,441 $ 2018 579,622 34,584 614,206 $ $ The Company's foreign income is primarily earned in Canada, the Republic of Ireland and the United Kingdom. The increase in the Company's foreign income during 2019 is primarily due to the increase of income from certain foreign subsidiaries subject to tax in non-U.S. jurisdictions. 69 The effective income tax rate differs from the federal income tax statutory rate due to the following: Year Ended December 31, Statutory rate State taxes, net of federal tax benefit Foreign tax expense and tax rate differential Tax benefit from stock option exercises Research and development tax credit Foreign-Derived Intangible Income Deduction (FDII) Other, net 2020 2019 2018 21.0 % 21.0 % 21.0 % 3.0 (0.4) (1.1) (1.0) (0.3) 0.1 2.4 — (1.9) (1.1) (0.2) 0.4 1.9 (0.1) (3.8) (0.8) (0.2) (0.4) 21.3 % 20.6 % 17.6 % The increases in the Company's effective tax rates in 2020 and 2019 were primarily due to reduced tax benefits related to the lower volume of stock option exercises as compared to the prior year and an increase in the Company's state effective tax rate partially offset by a decrease in foreign tax expense mainly related to a one time change in method for the Global Intangible Low Taxed Income (GILTI). Deferred income taxes for 2020 and 2019 reflect the impact of temporary differences between the amount of assets and liabilities for financial reporting purposes and such amounts as measured by tax laws and regulations. Significant components of deferred tax assets and liabilities at December 31, 2020 and 2019 are as follows: 2020 2019 Deferred Tax Assets: Stock-based compensation expense State net operating loss carryforward Foreign net operating loss carryforward and other Basis differences in investments Federal benefit of state tax deduction for uncertain tax positions Revenue and expense recognized in different periods for financial reporting and income tax purposes Other assets Total deferred income tax assets Less: State net operating loss valuation allowance Less: Foreign net operating loss valuation allowance Net deferred income tax assets Deferred Tax Liabilities: Capitalized software currently deductible for tax purposes, net of amortization Difference in financial reporting and income tax depreciation methods Difference between book and tax basis of other assets Goodwill and other intangibles Foreign dividend withholding tax Capitalized contract costs Other liabilities Total deferred income tax liabilities Net deferred income tax liabilities $ 26,893 $ 65,114 6,634 3,965 2,255 3,025 1,584 109,470 (62,229) (6,547) 40,694 $ 24,686 67,472 6,081 4,436 2,124 1,960 1,271 108,030 (64,737) (5,994) 37,299 (63,588) $ (68,265) (11,422) (5,747) (2,462) — (7,762) (1,900) (6,032) (4,593) (2,170) (312) (7,072) (1,755) (92,881) $ (90,199) (52,187) $ (52,900) $ $ $ $ The valuation allowances against deferred tax assets at December 31, 2020 and 2019 are related to state net operating losses from certain domestic subsidiaries, foreign net operating losses from certain foreign subsidiaries and the restriction of the use of the foreign tax credits. Certain state and foreign tax statutes significantly limit the utilization of net operating losses for domestic and foreign subsidiaries. Furthermore, these net operating losses cannot be used to offset the net income of other subsidiaries. 70 The Company recognizes uncertain tax positions in accordance with the applicable accounting guidance and adjusts these liabilities when management’s judgment changes as a result of the evaluation of new information not previously available. Due to the complexity of some of these uncertainties, the ultimate resolution may result in a payment that is materially different from the Company's current estimate of the tax liabilities. The Company’s total unrecognized tax benefit, including interest and penalties, as of December 31, 2020 was $18,016, of which $15,761 would affect the effective tax rate if the Company were to recognize the tax benefit. The gross amount of uncertain tax liability of $6,546 is expected to be paid within one year is netted against the current payable account while the remaining amount of $11,470 is included in Other long-term liabilities on the accompanying Consolidated Balance Sheet. During the year ended December 31, 2020, the Company recognized $3,033 of previously unrecognized tax benefits relating to the lapse of the statute of limitation. The Company files a consolidated federal income tax return and separate income tax returns with various states. Certain subsidiaries of the Company file tax returns in foreign jurisdictions. The Company is no longer subject to U.S. federal income tax examination for years before 2017 and is no longer subject to state, local or foreign income tax examinations by authorities for years before 2015. A reconciliation of the beginning and ending amount of unrecognized tax benefit is as follows: Balance as of January 1 Tax positions related to current year: Gross additions Tax positions related to prior years: Gross additions Settlements Lapses on statute of limitations Balance as of December 31 2020 2019 2018 $ 15,356 $ 14,367 $ 14,480 3,352 3,054 2,446 236 — (3,033) 15,911 $ 1,465 (145) (3,385) 15,356 $ 340 (278) (2,621) 14,367 $ The above reconciliation of the gross unrecognized tax benefit will differ from the amount which would affect the effective tax rate because of the recognition of the federal and state tax benefits and interest and penalties. The Company classifies all interest and penalties as income tax expense. The Company has recorded $2,105, $1,962 and $1,289 in liabilities for tax- related interest and penalties in 2020, 2019 and 2018, respectively. The Company estimates it will recognize $6,546 of unrecognized tax benefits within the next twelve months due to lapses on the statute of limitation. The Company includes its direct and indirect subsidiaries in its U.S. consolidated federal income tax return. The Company’s tax sharing allocation agreement provides that any subsidiary having taxable income will pay a tax liability equivalent to what that subsidiary would have paid if it filed a separate income tax return. If the separately calculated federal income tax provision for any subsidiary results in a tax loss, the current benefit resulting from such loss, to the extent utilizable on a separate return basis, is accrued and paid to that subsidiary. Note 12 – Business Segment Information The Company’s reportable business segments are: Private Banks – Provides outsourced investment processing and investment management platforms to banks and trust institutions, independent wealth advisers and financial advisors worldwide; Investment Advisors – Provides investment management and investment processing platforms to affluent investors through a network of independent registered investment advisors, financial planners and other investment professionals in the United States; Institutional Investors – Provides OCIO solutions, including investment management and administrative outsourcing platforms to retirement plan sponsors, healthcare systems, higher education and other not-for-profit organizations worldwide; Investment Managers – Provides investment operations outsourcing platforms to fund companies, banking institutions, traditional and non- traditional investment managers worldwide and family offices in the United States; and Investments in New Businesses – Focuses on providing investment management solutions to ultra-high-net-worth families residing in the United States; developing network and data protection services; modularizing larger technology platforms into stand-alone components; entering new markets; and conducting other research and development activities. In 2020, 2019 and 2018, no single customer accounted for more than 10% of revenues in any business segment. 71 The following tables highlight certain financial information about each of the Company’s business segments for the years ended December 31, 2020, 2019 and 2018: Private Banks Investment Advisors Institutional Investors Investment Managers Investments In New Businesses Total Revenues Expenses Operating profit (loss) Revenues Expenses Operating profit (loss) Revenues Expenses Operating profit (loss) $ $ $ $ $ $ $ 455,393 446,481 8,912 $ 407,564 205,913 201,651 $ For the Year Ended December 31, 2020 $ $ 317,627 149,909 167,718 $ 489,462 $ 308,999 180,463 $ Private Banks Investment Advisors Institutional Investors Investment Managers For the Year Ended December 31, 2019 14,012 $ 52,871 (38,859) $ 1,684,058 1,164,173 519,885 Investments In New Businesses Total 470,276 $ 443,136 27,140 $ 403,778 $ 208,508 195,270 $ 322,062 $ 153,937 168,125 $ 440,796 $ 282,024 158,772 $ $ 12,973 29,660 (16,687) $ 1,649,885 1,117,265 532,620 Private Banks Investment Advisors Institutional Investors Investment Managers Investments In New Businesses Total For the Year Ended December 31, 2018 483,097 457,894 25,203 $ $ 399,089 $ 212,439 186,650 $ 333,299 $ 163,536 169,763 $ 398,076 $ 259,693 138,383 $ 10,606 $ 22,971 (12,365) $ 1,624,167 1,116,533 507,634 A reconciliation of the total reported for the business segments to income from operations in the Consolidated Statements of Operations for the years ended December 31, 2020, 2019 and 2018 is as follows: Year Ended December 31, Total operating profit from segments above Corporate overhead expenses Income from operations 2020 2019 2018 $ $ 519,885 $ (73,998) 445,887 $ 532,620 $ (72,196) 460,424 $ 507,634 (65,646) 441,988 The following tables provide additional information for the years ended December 31, 2020, 2019 and 2018 pertaining to our business segments: Year Ended December 31, Private Banks Investment Advisors Institutional Investors Investment Managers Investments in New Businesses Total from business segments Corporate Overhead Capital Expenditures (1) Depreciation 2020 2019 2018 2020 2019 2018 $ $ $ 29,061 15,588 3,958 25,909 1,211 75,727 2,840 78,567 $ $ $ 33,068 $ 17,413 4,057 18,970 1,349 74,857 2,314 77,171 $ $ 36,763 $ 16,572 3,863 13,639 972 71,809 $ 1,507 73,316 $ 16,206 $ 4,821 1,214 7,336 341 29,918 $ 1,041 30,959 $ 14,349 $ 4,653 1,600 7,145 383 28,130 $ 1,306 29,436 $ 13,773 4,607 1,672 6,988 547 27,587 1,205 28,792 (1) Capital expenditures include additions to property and equipment and capitalized software. 72 Year Ended December 31, Private Banks Investment Advisors Institutional Investors Investment Managers Investments in New Businesses Total from business segments Corporate Overhead Private Banks Investment Advisors Institutional Investors Investment Managers Investments in New Businesses Total from business segments Corporate Overhead (2) 2020 Amortization 2019 2018 $ $ $ 30,240 $ 10,694 1,707 9,365 739 52,745 $ 230 52,975 $ $ 29,054 10,311 1,726 9,358 740 51,189 $ 230 51,419 $ Total Assets 27,312 9,668 1,707 9,382 595 48,664 231 48,895 2020 557,953 $ 169,197 119,784 421,093 22,014 1,290,041 877,215 2,167,256 $ $ $ $ $ 2019 567,796 165,556 115,012 373,986 19,735 1,242,085 909,285 2,151,370 (2) Unallocated assets primarily consist of cash and cash equivalents, marketable securities, and certain other shared services assets. The following table presents revenues based on the location of the use of the products or services: For the Year Ended December 31, United States International operations The following table presents assets based on their location: United States International operations 2020 1,427,152 $ 256,906 1,684,058 $ $ $ $ 2019 1,385,744 264,141 1,649,885 $ 2018 1,348,130 276,037 1,624,167 2020 1,772,179 $ 395,077 2,167,256 $ $ $ 2019 1,732,427 418,943 2,151,370 Note 13 – Related Party Transactions The Company, either by itself or through its wholly-owned subsidiaries, serves as the sponsor, administrator, investment advisor, distributor and shareholder servicer for SEI-sponsored investment products. These investment products are offered to clients of the Company and its subsidiaries. Fees earned by the Company for the related services are recognized pursuant to the provisions of investment advisory, fund administration, distribution, and shareholder services agreements directly with the investment products. These fees totaled $432,806, $449,725 and $462,101 in 2020, 2019 and 2018, respectively. The Company also serves as an introducing broker-dealer for securities transactions of SEI-sponsored investment products. The Company recognized $2,159, $632 and $2,001 in commissions during 2020, 2019 and 2018, respectively. Both of these fees are reflected in Asset management, administration and distribution fees on the accompanying Consolidated Statements of Operations. Receivables from investment products on the accompanying Consolidated Balance Sheets primarily represent fees receivable for distribution, investment advisory, and administration services to various investment products sponsored by SEI. 73 Note 14 – Goodwill and Intangible Assets In April 2018, the Company acquired all ownership interests of Huntington Steele, LLC (Huntington Steele). The excess purchase price over the estimated value of the net tangible and identifiable intangible assets was allocated to goodwill. The total amount of goodwill from this transaction of $11,499 was allocated to the Investments in New Businesses segment and is included on the accompanying Consolidated Balance Sheets. The total purchase price for Huntington Steele included a contingent purchase price payable to the sellers upon the attainment of specified financial measures determined at various intervals occurring between 2019 and 2023. The Company made payments of $633 and $433 during 2020 and 2019, respectively, to the sellers and recorded fair value adjustments of $893 and $568 during 2020 and 2019, respectively, to increase the fair value of the remaining contingent consideration. As of December 31, 2020, the current portion of the contingent consideration of $3,931 is included in Accrued liabilities on the accompanying Balance Sheet. The long-term portion of the contingent consideration of $8,584 is included in Other long-term liabilities on the accompanying Balance Sheet. In July 2017, the Company acquired all ownership interests of Archway Technology Partners, LLC, Archway Finance & Operations, Inc. and Keystone Capital Holdings, LLC (collectively, Archway), a provider of operating technologies and services to the family office industry. The total purchase price was allocated to Archway’s net tangible and intangible assets based upon their estimated fair values at the date of purchase. The excess purchase price over the value of the net tangible and identifiable intangible assets was recorded as goodwill. The total amount of goodwill from this transaction of $52,990 was allocated to the Investment Managers segment and is included on the accompanying Consolidated Balance Sheets. There was no change in the carrying amount of the Company's goodwill during 2020 or 2019. The Company's intangible assets consist of: Acquired technology Client relationships Non-competition agreements Trade name Less: Accumulated amortization Intangible assets, net Weighted Average Estimated Useful Life 10.0 years 13.9 years 5.0 years 7.0 years 2020 13,510 16,940 3,470 2,840 36,760 (12,456) 24,304 $ $ 2019 13,510 16,940 3,470 2,840 36,760 (8,773) 27,987 $ $ Weighted Average Estimated Useful Life 10.0 years 13.9 years 5.0 years 7.0 years The Company recognized $3,683 of amortization expense related to intangible assets during 2020 and 2019. The Company currently expects to recognize amortization expense related to intangible assets as of December 31, 2020 each year from 2021 through 2025 as follows: Year 2021 2022 2023 2024 2025 Expected Amortization Expense Related to Intangible Assets $ 3,683 3,336 2,989 2,818 2,599 Note 15 – Revenues from Contracts with Customers The Company’s principal sources of revenues are: (1) asset management, administration and distribution fees primarily earned based upon a contractual percentage of net assets under management or administration; and (2) information processing and software servicing fees that are either recurring and primarily earned based upon the number of trust accounts being serviced or a percentage of the market value of the clients' assets processed on the Company's platforms, or non-recurring and based upon project-oriented contractual agreements related to client implementations. Disaggregation of Revenue The following tables provide additional information pertaining to our revenues disaggregated by major product line and primary geographic market based on the location of the use of the products or services for each of the Company’s business segments for 2020, 2019 and 2018: 74 Major Product Lines: Investment management fees from pooled investment products Investment management fees from investment management agreements Investment operations fees Investment processing fees - PaaS Investment processing fees - SaaS Professional services fees Account fees and other Total revenues Primary Geographic Markets: United States United Kingdom Canada Ireland Other Private Banks Investment Advisors Institutional Investors Investment Managers For the Year Ended December 31, 2020 Investments In New Businesses Total $ 127,883 $ 271,627 $ 53,283 $ 637 $ 1,411 $ 454,841 1,470 1,804 184,711 113,012 21,594 4,919 115,887 262,709 — — — — — — — — 20,050 1,635 — 447,517 — 13,739 5,753 21,816 12,105 — — — — 496 392,171 449,321 184,711 126,751 27,347 48,916 455,393 $ 407,564 $ 317,627 $ 489,462 $ 14,012 $ 1,684,058 298,708 $ 407,564 $ 250,321 $ 456,547 $ 14,012 $ 1,427,152 97,896 41,762 17,027 — — — — — 51,292 5,610 9,850 554 — — 32,915 — — — — — 149,188 47,372 59,792 554 $ $ Total revenues $ 455,393 $ 407,564 $ 317,627 $ 489,462 $ 14,012 $ 1,684,058 Major Product Lines: Investment management fees from pooled investment products Investment management fees from investment management agreements Investment operations fees Investment processing fees - PaaS Investment processing fees - SaaS Professional services fees Account fees and other Total revenues Primary Geographic Markets: United States United Kingdom Canada Ireland Other Private Banks Investment Advisors Institutional Investors Investment Managers For the Year Ended December 31, 2019 Investments In New Businesses Total $ 135,503 $ 282,253 $ 54,726 $ 766 $ 1,293 $ 474,541 1,616 1,634 177,046 132,661 15,687 6,129 103,428 266,323 — — — — — — — — 18,097 1,013 — 403,208 — 11,036 5,209 20,577 11,571 — — — — 109 382,938 404,842 177,046 143,697 20,896 45,925 470,276 $ 403,778 $ 322,062 $ 440,796 $ 12,973 $ 1,649,885 304,860 $ 403,778 $ 252,149 $ 411,984 $ 12,973 $ 1,385,744 102,518 43,661 19,237 — — — — — 52,584 6,889 9,588 852 — — 28,812 — — — — — 155,102 50,550 57,637 852 $ $ Total revenues $ 470,276 $ 403,778 $ 322,062 $ 440,796 $ 12,973 $ 1,649,885 75 Major Product Lines: Investment management fees from pooled investment products Investment management fees from investment management agreements Investment operations fees Investment processing fees - PaaS Investment processing fees - SaaS Professional services fees Account fees and other Total revenues Primary Geographic Markets: United States United Kingdom Canada Ireland Other Private Banks Investment Advisors Institutional Investors Investment Managers For the Year Ended December 31, 2018 Investments In New Businesses Total $ 138,616 $ 288,030 $ 59,739 $ 928 $ 1,017 $ 488,330 793 1,517 182,068 136,222 16,643 7,238 94,526 271,600 — — — — — — — — 16,533 1,960 331 360,382 2,519 9,598 7,280 17,038 9,457 — — — — 132 376,707 361,899 184,587 145,820 23,923 42,901 483,097 $ 399,089 $ 333,299 $ 398,076 $ 10,606 $ 1,624,167 304,762 $ 399,089 $ 257,080 $ 376,593 $ 10,606 $ 1,348,130 112,980 45,941 19,414 — — — — — 55,471 8,526 10,419 1,803 — — 21,483 — — — — — 168,451 54,467 51,316 1,803 $ $ Total revenues $ 483,097 $ 399,089 $ 333,299 $ 398,076 $ 10,606 $ 1,624,167 Investment management fees from pooled investment products - Revenues associated with clients' assets invested in Company-sponsored pooled investment products. Contractual fees are stated as a percentage of the market value of assets under management and collected on a monthly basis. Revenues are recognized in Asset management, administration and distribution fees on the accompanying Consolidated Statements of Operations. Investment management fees from investment management agreements - Revenues based on assets of clients of the Institutional Investors segment primarily invested in Company-sponsored products. Each client is charged an investment management fee that is stated as a percentage of the market value of all assets under management. The client is billed directly on a quarterly basis. Revenues are recognized in Asset management, administration and distribution fees on the accompanying Consolidated Statements of Operations. Revenues associated with the separately managed account program offered through registered investment advisors located throughout the United States. The contractual fee is stated as a percentage of the market value of all assets invested in the separately managed account and collected on a quarterly basis. Revenues are recognized in Asset management, administration and distribution fees on the accompanying Consolidated Statements of Operations. Investment operations fees - Revenues earned from accounting and administrative services, distribution support services and regulatory and compliance services to investment management firms and family offices. The Company contracts directly with the investment management firm or family office. The contractual fees are stated as a percentage of net assets under administration and billed when asset valuations are finalized. Revenues are recognized in Asset management, administration and distribution fees on the accompanying Consolidated Statements of Operations. Investment processing fees - Platform as a Service - Revenues associated with clients that outsource their entire investment operation and back- office processing functions. Through the use of the Company's proprietary platforms, the Company assumes all back-office investment processing services including investment processing, custody and safekeeping of assets, income collections, securities settlement and other related trust activities. The contractual fee is based on a monthly fee plus additional fees determined on a per-account or per-transaction basis. Contractual fees can also be stated as a percentage of the value of assets processed on the Company's platforms each month as long as the fee is in excess of a monthly contractual minimum. The client is billed directly on a monthly basis. Revenues are recognized in Information processing and software servicing fees on the accompanying Consolidated Statements of Operations. Investment processing fees - Software as a Service - Revenues associated with clients that outsource investment processing technology software and computer processing by accessing our proprietary software and data center remotely but retain responsibility for all investment operations, client administration and other back-office trust operations. The contractual fee is based on a monthly fee plus additional fees determined on a per-account or per-transaction basis. The client is billed directly on a monthly basis. Revenues are recognized in Information processing and software servicing fees on the accompanying Consolidated Statements of Operations. Professional services fees - Revenues associated with the business services migration for investment processing clients of the Private Banks segment and investment operations clients of the Investment Managers segment. In addition, Professional services include other services such as business 76 transformation consulting. Typically, fees are stated as a contractual fixed fee. The client is billed directly and fees are collected according to the terms of the agreement. Account fees and other - Revenues associated with custody account servicing, account terminations, reimbursements received for out-of-pocket expenses, and other fees for the provision of ancillary services. Note 16 – Leases The Company has operating leases for corporate facilities and equipment. The Company's expense related to leases during 2020 and 2019 was $9,711 and $10,159, respectively, and is included in Facilities, supplies and other costs on the accompanying Consolidated Statements of Operations. The Company's future minimum lease payments under non-cancelable leases as of December 31, 2020 are as follows: Year 2021 2022 2023 2024 2025 Thereafter Total future minimum lease payments Less: Imputed interest Total Future Minimum Lease Payment $ $ 9,183 8,917 8,922 7,252 5,184 5,988 45,446 (2,809) 42,637 The following table provides supplemental Consolidated Balance Sheet information related to the Company's leases: Current portion of long-term operating lease liabilities Long-term operating lease liabilities Total operating lease liabilities Weighted average remaining lease term Weighted average discount rate The following table provides supplemental cash flow information related to the Company's leases: , Cash paid for amounts included in the measurement of lease liabilities Right-of-use assets obtained in exchange for lease obligations 2020 2019 8,579 34,058 42,637 $ $ 9,156 38,450 47,606 $ $ 5.5 years 6.3 years 2.43 % 2.61 % 2020 2019 10,361 $ 10,932 3,272 $ 6,372 $ $ 77 Note 17 – Quarterly Financial Data (Unaudited) For the Three Months Ended 2020 Revenues Income before income taxes Net income Basic earnings per share Diluted earnings per share (1) Effective income tax rate 2019 Revenues Income before income taxes Net income Basic earnings per share Diluted earnings per share (1) Effective income tax rate March 31 June 30 $ $ $ $ $ $ $ $ $ $ 414,762 139,197 109,242 0.73 0.72 21.5 % March 31 400,820 146,257 113,981 0.74 0.73 $ $ $ $ $ $ $ $ $ $ 400,646 131,710 101,066 0.69 0.68 September 30 424,927 141,274 111,096 0.76 0.75 $ $ $ $ $ 23.3 % 21.4 % For the Three Months Ended June 30 409,586 162,346 126,540 0.83 0.82 September 30 416,254 162,870 132,168 0.88 0.86 $ $ $ $ $ December 31 443,723 156,513 125,882 0.87 0.86 19.6 % December 31 423,225 159,968 128,737 0.86 0.84 $ $ $ $ $ $ $ $ $ $ 22.1 % 22.1 % 18.9 % 19.5 % (1) The sum of the individual quarterly earnings per share amounts may not agree with the annual earnings per share amount as each quarterly computation is based on the weighted average number of shares outstanding during that period. Schedule II - Valuation and Qualifying Accounts and Reserves (In thousands) SEI Investments Company and Subsidiaries Year Ended December 31, Additions Description Allowance for doubtful accounts: 2020 2019 2018 Deferred income tax valuation allowance: 2020 2019 2018 Balance at Beginning of Year Charged to Costs and Expenses Charged to Other Accounts (Deductions) Balance at End of Year $ $ $ $ 1,201 718 695 70,731 72,316 68,469 — $ 483 23 — $ — — — $ — — — $ — 3,847 (101) $ — — (1,955) $ (1,585) — 1,100 1,201 718 68,776 70,731 72,316 78 Item 9. Changes in and Disagreements With Accountants on Accounting and Financial Disclosure. None. Item 9A. Controls and Procedures. Conclusion Regarding the Effectiveness of Disclosure Controls and Procedures Under the supervision and with the participation of our management, including our Chief Executive Officer and Chief Financial Officer, we conducted an evaluation of the effectiveness of our disclosure controls and procedures, as such term is defined under Rule 13a-15(e) promulgated under the Securities Exchange Act of 1934, as amended (the Exchange Act), as of the end of the period covered by this report. Based on this evaluation, our Chief Executive Officer and Chief Financial Officer concluded that our disclosure controls and procedures are effective as of the end of the period covered by this annual report to provide reasonable assurance that the information required to be disclosed by us in reports filed under the Exchange Act is recorded, processed, summarized, and reported within the time periods specified in the SEC’s rules and forms. Disclosure controls and procedures include, without limitation, controls and procedures designed to ensure that information required to be disclosed by an issuer in the reports that it files or submits under the Act is accumulated and communicated to the issuer’s management including its principal executive and principal financial officers, or persons performing similar functions, as appropriate to allow timely decisions regarding required disclosure. Management’s Report on Internal Control over Financial Reporting Our management is responsible for establishing and maintaining adequate internal control over financial reporting, as such term is defined in Exchange Act Rule 13a-15(f). Under the supervision and with the participation of our management, including our Chief Executive Officer and Chief Financial Officer, we conducted an evaluation of the effectiveness of our internal control over financial reporting based on the framework in Internal Control – Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission. Based on our evaluation under the framework in Internal Control – Integrated Framework (2013), our management concluded that our internal control over financial reporting was effective as of December 31, 2020. The effectiveness of our internal control over financial reporting as of December 31, 2020 has been audited by KPMG LLP, an independent registered public accounting firm, as stated in their report which is included herein. Changes in Internal Control over Financial Reporting No change in our internal control over financial reporting occurred during the quarter ended December 31, 2020 that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting. Item 9B. Other Information. None. 79 PART III Item 10. Directors, Executive Officers and Corporate Governance. Identification of Directors Information with respect to the members of the Board of Directors of the Company is set forth under the caption “Election of Directors” in the Company’s definitive proxy statement to be filed pursuant to Regulation 14A, which information is incorporated herein by reference. Identification of Executive Officers The Board of Directors of the Company has determined that the Company’s executive officers within the meaning of Rule 3b-7 promulgated under the Securities Exchange Act of 1934, as amended, are as follows: ALFRED P. WEST, JR., 78, has been the Chairman of the Board of Directors and Chief Executive Officer of the Company since its inception in 1968. Mr. West was President from June 1979 to August 1990. KEVIN P. BARR, 55, has been an employee of the Company since May 2000. Mr. Barr has been an Executive Vice President since May 2008. KATHY C. HEILIG, 62, has been an employee of the Company since November 1987. Ms. Heilig has been Chief Accounting Officer and Controller since May 1999. Ms. Heilig was Treasurer from May 1997 to May 2005. RYAN P. HICKE, 43, has been an employee of the Company since May 1998. Mr. Hicke has been an Executive Vice President and Chief Information Officer since November 2018 and was a Senior Vice President from 2015 until November 2018. PAUL F. KLAUDER, 53, has been an employee of the Company since May 1993. Mr. Klauder has been an Executive Vice President since February 2016 and was a Senior Vice President from May 2004 until February 2016. DENNIS J. MCGONIGLE, 60, has been an employee of the Company since August 1985. Mr. McGonigle has been the Chief Financial Officer since December 2002 and an Executive Vice President since July 1996 and was a Senior Vice President from May 1995 until July 1996. STEPHEN G. MEYER, 56, has been an employee of the Company since November 1992. Mr. Meyer has been an Executive Vice President since December 2006 and was a Senior Vice President from December 2005 until December 2006. MICHAEL N. PETERSON, 54, has been Executive Vice President and General Counsel of the Company since June 2018. Prior to February 2018, Mr. Peterson was a partner of Morgan Lewis & Bockius, LLP, a law firm, and from February 2018 until May 2018, Mr. Peterson was a partner of Reed Smith, LLP, a law firm. WAYNE M. WITHROW, 65, has been an employee of the Company since January 1990. Mr. Withrow has been an Executive Vice President since March 2000 and was a Senior Vice President from January 1994 until March 2000. Mr. Withrow was Chief Information Officer from March 2000 to May 2002. Section 16(a) Beneficial Ownership Reporting Compliance Information with respect to the Section 16(a) compliance of the directors and executive officers of the Company is set forth under the caption “Section 16(a) Beneficial Ownership Reporting Compliance” in the Company’s definitive proxy statement to be filed pursuant to Regulation 14A, which information is incorporated herein by reference. Code of Conduct The Company has adopted a Code of Conduct applicable to all of its employees, including its executive officers, as well as a Code of Ethics for Senior Financial Officers. The Code of Conduct and the Code of Ethics for Senior Financial Officers is posted on our website, www.seic.com under the Investors/Corporate Governance section. Item 11. Executive Compensation. Information required by this item is set forth under the caption “Executive Compensation” in the Company’s definitive proxy statement to be filed pursuant to Regulation 14A, which information is incorporated herein by reference. Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters. Information required by this item is set forth under the caption “Ownership of Shares” in the Company’s definitive proxy statement to be filed pursuant to Regulation 14A, which information is incorporated herein by reference. 80 The following table provides information regarding the aggregate number of securities to be issued under all of our equity compensation plans upon exercise of outstanding options, warrants, and other rights and their weighted-average exercise price as of December 31, 2020. Material features of each of the plans reflected in the table are described below. Equity compensation plans approved by security holders Equity compensation plans not approved by security holders Total The 2014 Omnibus Equity Compensation Plan: Number of securities to be issued upon exercise of outstanding options, warrants and rights (a) Weighted –average exercise price of outstanding options, warrants and rights (b) 18,494,533 $ — 18,494,533 $ 51.15 — 51.15 Number of securities remaining available for future issuance under equity compensation plans (excluding securities reflected in column (a)) (c) 15,286,781 — 15,286,781 On March 19, 2014, the Board of Directors adopted the 2014 Omnibus Equity Compensation Plan (the 2014 Plan), and the Company’s shareholders approved the adoption of the 2014 Plan on May 21, 2014 (the Effective Date). The 2014 Plan replaced the 2007 Equity Compensation Plan (the 2007 Plan). The 2007 Plan has been merged with and into the 2014 Plan as of the Effective Date. Outstanding grants under the 2007 Plan will continue according to the terms in effect before the plan merger, but the outstanding shares with respect to those outstanding grants will be issued or transferred under the 2014 Plan. No additional grants shall be made after the Effective Date under the 2007 Plan. The 2014 Plan provides for grants of stock options (incentive stock options and nonqualified stock options), stock units, stock awards, stock appreciation rights (SARs), dividend equivalents and other stock-based awards to all employees (including employees who are also directors) of the Company or its subsidiaries, consultants who perform valuable services to the Company or its subsidiaries and members of the Board of Directors who are not employees of the Company. The Company has only granted nonqualified stock options under the 2014 Plan. The 2014 Plan is administered and interpreted by the Compensation Committee (the Committee) or another committee appointed by our Board of Directors; however, the Board of Directors or its delegate will administer and interpret all grants under the 2014 Plan to non-employee directors. The Committee has the authority to (i) determine the individuals to whom grants will be made under the 2014 Plan, (ii) determine the type, size and terms and conditions of the grants, (iii) determine the time when grants will be made and the duration of any applicable exercise or restriction period, including the criteria for exercisability and the acceleration of exercisability, (iv) amend the terms and conditions of any previously issued grant, and (v) deal with any other matters arising under the 2014 Plan. Options granted under the 2014 Plan may be “incentive stock options,” which are intended to qualify within the meaning of Section 422 of the Internal Revenue Code, and “nonqualified stock options” which are not intended to so qualify. Options are granted under the 2014 Plan with an exercise price equal to or greater than the fair market value of the Company’s common stock on the date of grant and the term of which may not exceed ten years from the date of grant. The vesting period for options commences on the date of grant, or upon the achievement of such vesting requirements, and ends on such date as is determined in each case by the Committee, in its sole discretion, which is specified in the grant agreement. Options may be exercised only while the participant is actively employed by or actively providing service to the Company unless the Committee provides for a period after such employment or service in which the option may be exercised. The Committee may only grant incentive stock options to employees of the Company or its subsidiaries. The Committee may grant SARs to anyone eligible to participate in the 2014 Plan. Upon exercise of a SAR, the participant will receive an amount equal to the excess of the fair market value of the Company’s common stock on the date of exercise over the base amount set forth in the grant agreement. Such payment to the participant will be in cash, in shares of common stock, or in a combination of cash and shares of common stock as determined by the Committee. The Committee will determine the period when SARs vest and become exercisable, the base amount of the SARs, and whether SARs will be granted in connection with, or independently of, any options. SARs may be exercised only while the participant is actively employed by or actively providing service to the Company unless the Committee provides for a period after such employment or service in which the option may be exercised. The Committee may grant stock units to anyone eligible to participate in the 2014 Plan. A stock unit is a phantom unit that represents the right to receive a share of common stock or an amount based on the value of a share of the Company’s common stock. The Committee will determine the number of stock units that a participant will receive and the terms and conditions applicable to such stock units as specified in the grant agreement. The Committee may grant stock units that are payable at the end of a specified vesting period or if specified performance goals or other conditions are met, or under other circumstances. Such payment to the participant will be in cash, in shares of common stock, or in a combination of cash and shares of common stock. The Committee will determine the period and conditions when stock units vest. The Committee will determine in the grant agreement under what circumstances a participant may retain stock units if after employment or service with the Company prior to the vesting of any stock units and the circumstances under which a participant will forfeit stock units. The Committee may grant dividend equivalents in connection with stock units, under such terms and conditions the Committee deems appropriate. Dividend equivalents may be paid as and when the underlying stock units are paid, or may be deferred. The dividend equivalent amount with respect 81 to a stock unit is determined by multiplying the number of shares of the Company’s common stock subject to the stock unit by the per share cash dividend, or the per share fair market value for non-cash dividends, paid by the Company with respect to a dividend record date. Dividend equivalents may be accrued as a cash obligation, or may be converted to additional stock units, and deferred dividend equivalents may accrue interest, all as determined by the Committee. The Company may provide that dividend equivalents are payable based on the achievement of specific performance goals. Dividend equivalents may be paid in cash, shares of common stock, or in a combination of the two, as determined by the Committee. The Committee may grant stock awards to anyone eligible to participate in the 2014 Plan. A stock award is a grant of shares of the Company’s common stock, which may be subject to restrictions. The Committee will determine whether a stock award will be granted, the number of shares that will be subject to such award, when and how restrictions, if any, will lapse, and whether a purchase price must be paid for the shares subject to the award. The Committee will determine the period and conditions when stock awards vest. The Committee will determine in the grant agreement under what circumstances a participant may retain stock awards if after employment or service with the Company prior to the vesting of any stock awards and the circumstances under which a participant will forfeit stock awards. For each share of common stock that is actually issued or transferred pursuant to a grant, other than a stock option or SAR, and which is settled by the issuance of common stock, will count as three shares against the share limits. Each share of common stock that is actually issued or transferred pursuant to a stock option or SAR will count as one share against the share limits. If and to the extent grants under the 2014 Plan (including stock options granted under the 2007 Plan) terminate, expire, or are canceled, forfeited, exchanged, or surrendered without having been exercised, the shares subject to such grants will again be available for purposes of the 2014 Plan, taking into account the ratios described above. If there is any change in the number or kind of shares of common stock outstanding by reason of a stock dividend, spin-off, recapitalization, stock split, or combination or exchange of shares, by reason of a merger, reorganization or consolidation, by reason of a recapitalization or change in par value or by reason of any other extraordinary or unusual event affecting the outstanding common stock as a class without the Company’s receipt of consideration, or if the value of outstanding shares of common stock is substantially reduced as a result of a spin-off or the Company’s payment of an extraordinary dividend or distribution, the maximum number of shares of common stock available for issuance under the 2014 Plan, the maximum number of shares of common stock which any individual may receive pursuant to grants in any year, the kind and number of shares covered by outstanding grants, the kind and number of shares issued and to be issued under the 2014 Plan, and the price per share or the applicable market value of such grants shall be appropriately adjusted by the Committee, in such manner as the Committee deems appropriate, to reflect any increase or decrease in the number of, or change in the kind or value of, the issued shares of common stock to preclude, to the extent practicable, the enlargement or dilution of rights and benefits under the 2014 Plan and such outstanding grants. Unless otherwise set forth in the grant agreement, with respect to stock options, stock units, stock awards, stock appreciation rights or other stock based awards, if (a) a change of control occurs and (b) during the period commencing on the date of the change of control and ending on the date that is 24 months following the change of control, the participant’s employment or service is terminated (i) by the Company or its subsidiaries without “cause” (as defined in the 2014 Plan), (ii) by the participant for “good reason” (as defined in the 2014 Plan), (iii) by the Company or its subsidiaries on account of the participant’s Disability (as defined in the 2014 Plan), or (iv) on account of the participant’s death, then all outstanding stock options and stock appreciation rights will vest and become exercisable and all other outstanding grants will vest and all restrictions pertaining to such other grants will lapse and have no further effect. The Board of Directors may amend or terminate the 2014 Plan at any time, subject to shareholder approval. No grants may be issued under the 2014 Plan after May 20, 2024. As of December 31, 2020, options to acquire 18,494,533 shares were outstanding under the 2014 Plan, out of a total of 46,934,334 shares of common stock reserved for issuance under the 2014 Plan. The 2014 Plan authorizes the issuance of an additional 30,000,000 new shares of common stock. This is in addition to 16,235,712 shares of common stock which were subject to outstanding grants under the 2007 Plan as of the Effective Date and 698,622 shares of common stock which remained available for issuance or transfer under the 2007 Plan but not subject to previously exercised, vested or paid grants as of the Effective Date. A total of 15,286,781 shares of common stock remain available for issuance under the 2014 Plan for future grants. The 2007 Equity Compensation Plan: On April 3, 2007, the Board of Directors adopted the 2007 Equity Compensation Plan (the 2007 Plan), and the Company’s shareholders approved the adoption of the 2007 Plan on May 23, 2007. The 2007 Plan provided for grants of stock options (incentive stock options and nonqualified stock options) and stock appreciation rights (SARs) to all employees (including employees who are also directors) of the Company or its subsidiaries, consultants who perform valuable services to the Company or its subsidiaries and members of the Board of Directors who are not employees of the Company. The Company did not grant any incentive stock options or stock appreciation rights under the 2007 Plan. The 2007 Plan has been merged with and into the 2014 Plan as of May 21, 2014. Outstanding grants under the 2007 Plan will continue according to the terms in effect before the plan merger, but the outstanding shares with respect to those outstanding grants will be issued or transferred under the 2014 Plan. No additional grants shall be made after May 21, 2014 under the 2007 Plan. 82 Item 13. Certain Relationships and Related Transactions, and Director Independence. Information required by this item is set forth under the captions “Election of Directors,” “Executive Compensation,” and “Director Compensation” in the Company’s definitive proxy statement to be filed pursuant to Regulation 14A, which information is incorporated herein by reference. Item 14. Principal Accounting Fees and Services. Information required by this item is set forth under the caption “Ratification or Appointment of Independent Public Accountants” in the Company’s definitive proxy statement to be filed pursuant to Regulation 14A, which information is incorporated herein by reference. 83 PART IV Item 15. Exhibits, Financial Statement Schedules. 1 and 2. Financial Statements and Financial Statement Schedules. The following is a list of the Consolidated Financial Statements of the Company and its subsidiaries and supplementary data filed as part of Item 8 hereof: Reports of Independent Registered Public Accounting Firm Consolidated Balance Sheets — December 31, 2020 and 2019 Consolidated Statements of Operations — For the years ended December 31, 2020, 2019 and 2018 Consolidated Statements of Comprehensive Income — For the years ended December 31, 2020, 2019 and 2018 Consolidated Statements of Changes in Equity — For the years ended December 31, 2020, 2019 and 2018 Consolidated Statements of Cash Flows — For the years ended December 31, 2020, 2019 and 2018 Notes to Consolidated Financial Statements Schedule II - Valuation and Qualifying Accounts and Reserves — For the years ended December 31, 2020, 2019 and 2018 All other schedules are omitted because they are not applicable, or not required, or because the required information is included in the Consolidated Financial Statements or notes thereto. Exhibits, Including Those Incorporated by Reference. The exhibits to this Report are listed on the accompanying index to exhibits and are incorporated herein by reference or are filed as part of this Annual Report on Form 10-K. 3. Item 16. Form 10-K Summary. None. 84 EXHIBIT INDEX The following is a list of exhibits filed as part of this annual report on Form 10-K. For exhibits incorporated by reference, the location of the exhibit in the previous filing is indicated in parentheses. 3.1 (P) Articles of Incorporation of the Registrant as amended on January 21, 1983. (Incorporated by reference to exhibit 3.1 to the Registrant’s Annual Report on Form 10-K for the fiscal year ended December 31, 1982.) 3.1.2 (P) Amendment to Articles of Incorporation of the Registrant, dated May 21, 1992. (Incorporated by reference to exhibit 3.1.2 to the Registrant’s Annual Report on Form 10-K for the fiscal year ended December 31, 1992.) 3.1.3 (P) Amendment to Articles of Incorporation of the Registrant, dated May 26, 1994. (Incorporated by reference to exhibit 3.1.3 to the Registrant’s Annual Report on Form 10-K for the fiscal year ended December 31, 1994.) 3.1.4 (P) Amendment to Articles of Incorporation of the Registrant, dated November 21, 1996. (Incorporated by reference to exhibit 3.1.4 to the Registrant’s Annual Report on Form 10-K for the fiscal year ended December 31, 1996.) 3.1.5 3.2 3.2.1 4.1 4.2 10.4 10.4.1 10.5 10.6 10.10 10.11 10.12 Amendment to Articles of Incorporation of the Registrant, dated February 14, 2001. (Incorporated by reference to exhibit 3.1.5 to the Registrant’s Annual Report on Form 10-K for the fiscal year ended December 31, 2000.) Amended and Restated By-Laws. (Incorporated by reference to exhibit 3.2 to the Registrant’s Current Report on Form 8-K dated January 6, 2009.) Amendment of Section 3.02 of the Amended and Restated Bylaws. (Incorporated by reference to exhibit 3.2.1 to the Registrant’s Annual Report on Form 10-K for the fiscal year ended December 31, 2010.) Rights Agreement dated January 6, 2009. (Incorporated by reference to exhibit 4.1 to the Registrant’s Current Report on Form 8-K dated January 6, 2009.) Statement with Respect to Shares of a Domestic Corporation amending the designations of Series A Junior Participating Preferred Shares as a series of the Series Preferred Stock of the Company, dated January 6, 2009. (Incorporated by reference to exhibit 3.1 to the Registrant’s Current Report on Form 8-K dated January 6, 2009.) Note: Exhibits 10.4 through 10.12 constitute the management contracts and executive compensatory plans or arrangements in which certain of the directors and executive officers of the Registrant participate. 1998 Equity Compensation Plan, Amended and Restated as of April 8, 2003. (Incorporated by reference to exhibit 99.1 to the Registrant’s Registration Statement on Form S-8 (No. 333-111224) filed December 16, 2003.) Amendment 2006-1 to the 1998 Equity Compensation Plan, Amended and Restated as of April 8, 2003. (Incorporated by reference to exhibit 10.4.1 to the Registrant’s Annual Report on Form 10-K for the fiscal year ended December 31, 2006.) Employee Stock Purchase Plan as Amended and Restated on May 20, 2008. (Incorporated by reference to the Registrant’s Current Report on Form 8-K dated May 20, 2008.) SEI Capital Accumulation Plan. (Incorporated by reference to exhibit 99(e) to the Registrant’s Registration Statement on Form S-8 (No. 333-41343) filed December 2, 1997.) 2007 Equity Compensation Plan. (Incorporated by reference to exhibit 10.10 to the Registrant’s Current Report on Form 8-K dated April 11, 2007.) 2014 Omnibus Equity Compensation Plan. (Incorporated by reference to exhibit 10.11 to the Registrant’s Current Report on Form 8-K dated May 21, 2014.) Employment Agreement, dated May 2, 2018, between Michael N. Peterson and the Registrant. (Incorporated by reference to exhibit 10.12 to the Registrant's Annual Report on Form 10-K for the fiscal year ended December 31, 2018.) 85 10.22 10.22.1 10.22.2 10.26 * * * * * * 14 21 23.1 23.2 31.1 31.2 32 99.8 99.9 99.10 * 99.11 101.INS 101.SCH * * 101.CAL * 101.LAB * 101.PRE * 101.DEF Credit Facility, dated January 14, 2003 between Royal Bank of Canada and SEI Investments Canada Company, a subsidiary of SEI Investments Company. (Incorporated by reference to exhibit 10.22 to the Registrant’s Annual Report on Form 10-K for the fiscal year ended December 31, 2005.) First Amendment, dated June 15, 2005 to Credit Facility, dated January 14, 2003 between Royal Bank of Canada and SEI Investments Canada Company, a subsidiary of SEI Investments Company. (Incorporated by reference to exhibit 10.22.1 to the Registrant’s Annual Report on Form 10-K for the fiscal year ended December 31, 2005.) Second Amendment, dated February 20, 2006 to Credit Facility, dated January 14, 2003 between Royal Bank of Canada and SEI Investments Canada Company, a subsidiary of SEI Investments Company. (Incorporated by reference to exhibit 10.22.2 to the Registrant’s Annual Report on Form 10-K for the fiscal year ended December 31, 2005.) Credit Agreement, dated as of June 13, 2016 among SEI Investments Company, the Lenders, U.S. Bank National Association, as Syndication Agent, Citizens Bank of Pennsylvania and Manufacturers and Traders Trust Company, each as Documentation Agent, and Wells Fargo Bank, National Association, as Administrative Agent (Incorporated by reference to exhibit 10.26 to the Registrant’s Current Report on Form 8-K dated June 13, 2016.) Code of Ethics for Senior Financial Officers. (Incorporated by reference to exhibit 14 to the Registrant’s Annual Report on Form 10-K for the fiscal year ended December 31, 2003.) Subsidiaries of the Registrant. Consent of KPMG LLP. Consent of KPMG LLP relating to the financial statements of LSV Asset Management. Rule 13a-15(e)/15d-15(e) Certification of Chief Executive Officer. Rule 13a-15(e)/15d-15(e) Certification of Chief Financial Officer. Section 1350 Certifications. Financial Statements of LSV Asset Management dated December 31, 2017 and 2016. (Incorporated by reference to exhibit 99.8 to the Registrant's Annual Report on Form 10-K for the fiscal year ended December 31, 2017.) Financial Statements of LSV Asset Management dated December 31, 2018 and 2017. (Incorporated by reference to exhibit 99.9 to the Registrant's Annual Report on Form 10-K for the fiscal year ended December 31, 2018.) Financial Statements of LSV Asset Management dated December 31, 2019 and 2018. (Incorporated by reference to exhibit 99.10 to the Registrant's Annual Report on Form 10-K for the fiscal year ended December 31, 2019.) Financial Statements of LSV Asset Management dated December 31, 2020 and 2019. XBRL Instance Document - the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document. XBRL Taxonomy Extension Schema Document XBRL Taxonomy Extension Calculation Linkbase Document XBRL Taxonomy Extension Label Linkbase Document XBRL Taxonomy Extension Presentation Linkbase Document XBRL Taxonomy Extension Definition Linkbase Document * Filed herewith as an exhibit to this Annual Report on Form 10-K. (P) Paper exhibit. 86 SIGNATURES Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. Date: February 22, 2021 SEI INVESTMENTS COMPANY By: /s/ Dennis J. McGonigle Dennis J. McGonigle Chief Financial Officer 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 dates indicated. Date: February 22, 2021 Date: February 22, 2021 Date: February 22, 2021 Date: February 22, 2021 Date: February 22, 2021 Date: February 22, 2021 /s/ Alfred P. West, Jr. Alfred P. West, Jr. Chairman of the Board, Chief Executive Officer, and Director /s/ Carmen V. Romeo Carmen V. Romeo Director /s/ William M. Doran William M. Doran Director /s/ Kathryn M. McCarthy Kathryn M. McCarthy Director /s/ Sarah W. Blumenstein Sarah W. Blumenstein Director /s/ Carl A. Guarino Carl A. Guarino Director By: By: By: By: By: By: 87 EXHIBIT 31.1 I, Alfred P. West, Jr., certify that: 1. I have reviewed this Annual Report on Form 10-K of SEI Investments Company; CERTIFICATIONS 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report; 3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report; 4. The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have: a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared; b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, 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; c) Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and d) Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and 5. The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions): a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting. Date: February 22, 2021 /s/ Alfred P. West, Jr. Alfred P. West, Jr. Chairman and Chief Executive Officer EXHIBIT 31.2 I, Dennis J. McGonigle, certify that: 1. I have reviewed this Annual Report on Form 10-K of SEI Investments Company; CERTIFICATIONS 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report; 3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report; 4. The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have: a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared; b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, 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; c) Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and d) Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and 5. The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions): a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting. Date: February 22, 2021 /s/ Dennis J. McGonigle Dennis J. McGonigle Chief Financial Officer EXHIBIT 32 CERTIFICATION PURSUANT TO 18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002 I, Alfred P. West, Jr., Chairman and Chief Executive Officer, and I, Dennis J. McGonigle, Chief Financial Officer, of SEI Investments Company, a Pennsylvania corporation (the “Company”), hereby certify that, to my knowledge: (1) The Company’s Quarterly Report on Form 10-K for the annual period ended December 31, 2020 (the “Form 10-K”) fully complies with the requirements of Section 13(a) of the Securities Exchange Act of 1934; and (2) The information contained in the Form 10-K fairly presents, in all material respects, the financial condition and results of operations of the Company. Date: February 22, 2021 /s/ Alfred P. West, Jr. Alfred P. West, Jr. Chairman and Chief Executive Officer Date: February 22, 2021 /s/ Dennis J. McGonigle Dennis J. McGonigle Chief Financial Officer A signed original of this written statement required by Section 906 has been provided to the Company and will be retained by the Company and furnished to the Securities and Exchange Commission or its staff upon request. SEI Investments Company (NASDAQ: SEIC) Corporate Headquarters 1 Freedom Valley Drive, P.O. Box 1100 Oaks, Pennsylvania 19456-1100 +1 610-676-1000 Shareholder Assistance Contact your investment advisor regarding positions held in your accounts with their firms. For questions about positions registered in your name, contact: American Stock Transfer & Trust Company, LLC 6201 15th Avenue Brooklyn, NY 11219 +1 800-937-5449 Additional Information We maintain a website at seic.com and make available free of charge through the Investor Relations section of this website our Annual Reports on Form 10-K, Quarterly Reports on Form 10-Q, Current Reports on Form 8-K and all amendments to those reports filed or furnished pursuant to Section 13(a) or 15(d) of the Exchange Act as soon as reasonably practicable after we electronically file such material with, or furnish it to, the SEC. Forward-Looking Statements This document contains forward-looking statements within the meaning of the rules and regulations of the Securities and Exchange Commission. In some cases you can identify forward-looking statements by the words ‘‘may,’’ ‘‘will,’’ ‘‘expect,’’ “plan,” ‘‘believe’’ and ‘‘continue’’ or ‘‘appear.” Our forward-looking statements include discussions about future opportunities, solutions, platforms, operations, strategies and financial results, including: • the degree to which we are positioned to capture growth opportunities that will lead to increased shareholder value, • the degree to which we will capture the opportunities inherent in significant change, • whether we will continue to adapt and adopt new ways of thinking and operating, • our ability to execute on our strategic vision and sustain our growth-generating initiatives, and • whether we are well positioned for the future, • our focus on long-term growth and initiatives and strategies for growth. You should not place undue reliance on our forward-looking statements as they are based on the current beliefs and expectations of our management and subject to significant risks and uncertainties many of which are beyond our control or are subject to change. Although we believe the assumptions upon which we base our forward-looking statements are reasonable, they could be inaccurate. Some of the risks and important factors that could cause actual results to differ from those described in our forward-looking statements can be found in the “Risk Factors” section of our Annual Report on Form 10-K for the year ended December 31, 2020, filed with the Securities and Exchange Commission and available on our website at https://www.seic.com/investor-relations and on the Securities and Exchange Commission’s website (www. sec.gov). There may be additional risks that we do not presently know or that we currently believe are immaterial which could also cause actual results to differ from those contained in our forward-looking statements. We do not undertake to update the forward-looking statements to reflect the impact of circumstances or events that may arise after the date of the forward-looking statements. 1 Freedom Valley Drive Oaks, PA 19456-1100 +1 610-676-1000 seic.com Follow us on social media Facebook https://www.facebook.com/SEICorporateHeadquarters/ linkedin https://www.linkedin.com/company/sei/ Instagram https://www.instagram.com/sei_hq/ ©2021 SEI 210 310.01 ( 4/ 21) 

Continue reading text version or see original annual report in PDF format above