ý
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ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
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¨
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TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
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Pennsylvania
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23-1707341
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(State or other jurisdiction of incorporation or organization)
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(I.R.S. Employer Identification No.)
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1 Freedom Valley Drive, Oaks, Pennsylvania
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19456-1100
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(Address of principal executive offices)
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(Zip Code)
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Title of each class
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Name of each exchange on which registered
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Common Stock, par value $.01 per share
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The NASDAQ Stock Market LLC
(The NASDAQ Global Select Market®)
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Large accelerated filer
x
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Accelerated filer
o
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Non-accelerated filer
o
(Do not check if a smaller reporting company)
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Smaller reporting company
o
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Common Stock, $.01 par value
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159,176,081
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1.
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The definitive proxy statement relating to the registrant’s
2017
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.
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Page
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PART I
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Item 1.
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Business.
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Item 1A.
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Risk Factors.
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Item 1B.
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Unresolved Staff Comments.
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Item 2.
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Properties.
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Item 3.
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Legal Proceedings.
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Item 4.
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Mine Safety Disclosures.
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PART II
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Item 5.
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Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities.
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Item 6.
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Selected Financial Data.
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Item 7.
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Management’s Discussion and Analysis of Financial Condition and Results of Operations.
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Item 7A.
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Quantitative and Qualitative Disclosures About Market Risk.
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Item 8.
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Financial Statements and Supplementary Data.
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Item 9.
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Changes in and Disagreements With Accountants on Accounting and Financial Disclosure.
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Item 9A.
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Controls and Procedures.
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Item 9B.
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Other Information.
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PART III
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Item 10.
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Directors, Executive Officers and Corporate Governance.
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Item 11.
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Executive Compensation.
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Item 12.
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Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters.
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Item 13.
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Certain Relationships and Related Transactions, and Director Independence.
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Item 14.
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Principal Accounting Fees and Services.
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PART IV
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Item 15.
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Exhibits, Financial Statement Schedules.
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•
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Investment processing outsourcing solutions for providers of institutional and private-client wealth management services, including banks, trust companies, independent wealth advisers and other financial services firms;
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•
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Investment management solutions for institutional investors, including retirement plan sponsors, not-for-profit organizations and affluent individual investors; and
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Investment operations outsourcing solutions for investment management firms, banks and investment companies that sponsor and distribute mutual funds, hedge funds and alternative investments.
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•
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Achieve growth in revenue and earnings
. We seek to grow the business by providing additional services to clients, adding new clients, introducing new products and adapting products for new markets.
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•
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Forge long-term client relationships
. We strive to achieve high levels of customer satisfaction and to forge close and long lasting client relationships. We believe these relationships enable us to market additional services and acquire knowledge and insights that fuel the product development process.
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•
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Invest in product development
. We continually enhance products and services to keep pace with industry developments, regulatory requirements and the emerging needs of markets and clients. We believe ongoing investments in research and development give us a sustainable, competitive advantage in our markets.
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•
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Maintain financial strength
. We adopt business models that generate recurring revenues and positive cash flows. Predictable cash flows serve as a source of funds for continuing operations, investments in new products, common stock repurchases and dividend payments.
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•
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Leverage investments across the business
. We create scalable, enterprise-wide solutions designed to serve the needs of multiple markets, potentially offering operating efficiencies that can benefit corporate profitability.
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•
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Create value for shareholders
. The objective of achieving long-term sustainable growth in revenues and earnings strongly influences the management of the business. This philosophy guides corporate management practices, strategic planning activities and employee compensation practices.
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2016
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2015
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2014
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|||
Private Banks
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33
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%
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34
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%
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35
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%
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Investment Advisors
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23
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%
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23
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%
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22
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%
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Institutional Investors
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22
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%
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22
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%
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22
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%
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Investment Managers
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21
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%
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20
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%
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20
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%
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Investments in New Businesses
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1
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%
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1
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%
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1
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%
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100
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%
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100
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%
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100
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%
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(all dollar amounts in thousands)
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2016
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2015
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2014
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||||||
Research and development expenditures
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$
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134,323
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$
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102,923
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$
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98,622
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||||||
Capitalization of costs incurred in developing computer software
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$
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50,392
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$
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29,416
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$
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34,877
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||||||
Research and development expenditures as a percentage of revenues
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9.6
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%
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7.7
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%
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7.8
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%
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2016
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High
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Low
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Dividends
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||||||
First Quarter
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$
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51.94
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$
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32.01
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$
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—
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Second Quarter
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51.75
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42.04
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0.26
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Third Quarter
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52.54
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42.12
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—
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Fourth Quarter
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50.60
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43.54
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0.28
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2015
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High
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Low
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Dividends
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||||||
First Quarter
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$
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44.66
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$
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38.12
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$
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—
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Second Quarter
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50.75
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43.26
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0.24
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Third Quarter
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55.48
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46.29
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—
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Fourth Quarter
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55.10
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47.31
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0.26
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Period
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Total Number of Shares Purchased
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Average Price Paid per Share
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Total Number of
Shares Purchased as
Part of Publicly
Announced Program
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Approximate Dollar
Value of Shares that
May Yet Be
Purchased
Under the Program
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||||||
October 1 – 31, 2016
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214,000
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$
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44.69
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214,000
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$
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76,011,000
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November 1 – 30, 2016
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468,000
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46.33
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468,000
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54,330,000
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December 1 – 31, 2016
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725,000
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49.07
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725,000
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218,752,000
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Total
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1,407,000
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47.49
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1,407,000
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Year Ended December 31,
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2016
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2015
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2014
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2013
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2012
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||||||||||
Revenues
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$
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1,401,545
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$
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1,334,208
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$
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1,266,005
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$
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1,126,132
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$
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992,522
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Total expenses
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1,025,851
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975,995
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913,221
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877,723
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780,956
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Income from operations
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375,694
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358,213
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352,784
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248,409
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211,566
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Other income (expense), net
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132,791
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142,267
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136,878
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186,989
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117,930
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|||||
Income before income taxes
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508,485
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500,480
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489,662
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435,398
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329,496
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|||||
Income taxes
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174,668
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168,825
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170,949
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146,924
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121,462
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|||||
Net income
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333,817
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331,655
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318,713
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288,474
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208,034
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|||||
Less: Net income attributable to the noncontrolling interest
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—
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—
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—
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(350
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)
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(1,186
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)
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|||||
Net income attributable to SEI Investments
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333,817
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331,655
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318,713
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288,124
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206,848
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Basic earnings per common share
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$
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2.07
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$
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2.00
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$
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1.89
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$
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1.68
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$
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1.19
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Shares used to calculate basic earnings per common share
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161,350
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165,725
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168,246
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171,561
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174,295
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Diluted earnings per common share
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$
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2.03
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$
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1.96
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$
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1.85
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$
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1.64
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$
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1.18
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Shares used to calculate diluted earnings per common share
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164,431
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169,598
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172,565
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175,718
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175,872
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Cash dividends declared per common share
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$
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0.54
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$
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0.50
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$
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0.46
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$
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0.42
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$
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0.63
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Financial Position as of December 31,
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Cash and cash equivalents
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$
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695,701
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$
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679,661
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$
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667,446
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$
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578,273
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$
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452,247
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Total assets
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1,636,823
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1,588,628
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1,542,875
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1,439,169
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1,309,824
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|||||
SEI Investments Shareholders’ equity
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1,303,114
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1,289,720
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1,247,613
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1,156,002
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1,038,180
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Year Ended December 31,
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2016
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2015
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Percent
Change*
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2014
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Percent
Change
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||||||||
Revenues
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$
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1,401,545
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$
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1,334,208
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5
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%
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$
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1,266,005
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5
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%
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Expenses
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1,025,851
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975,995
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5
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%
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913,221
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7
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%
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|||
Income from operations
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375,694
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358,213
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5
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%
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352,784
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2
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%
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|||
Net gain (loss) from investments
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112
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(456
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)
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NM
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614
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NM
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|||
Interest income, net of interest expense
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3,785
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2,875
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32
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%
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2,896
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(1
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)%
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|||
Equity in earnings of unconsolidated affiliates
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126,103
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137,057
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(8
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)%
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127,786
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7
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%
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|||
Gain on sale of subsidiary
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2,791
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2,791
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—
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%
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5,582
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NM
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|||
Income before income taxes
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508,485
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500,480
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2
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%
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489,662
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2
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%
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|||
Income taxes
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174,668
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168,825
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3
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%
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170,949
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(1
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)%
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|||
Net income
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333,817
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331,655
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1
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%
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318,713
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4
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%
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|||
Diluted earnings per common share
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$
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2.03
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$
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1.96
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4
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%
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$
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1.85
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6
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%
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•
|
Revenue growth was primarily driven by higher Asset management, administration and distribution fees from improved cash flows from new and existing clients and market appreciation. Our average assets under management, excluding LSV, increased $13.4 billion, or
eight percent
, to
$189.9 billion
during
2016
as compared to
$176.5 billion
during
2015
. Our average assets under administration increased
$43.3 billion
, or
11 percent
, to
$439.9 billion
during
2016
as compared to
$396.6 billion
during
2015
.
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•
|
We recognized a
$12.3 million
performance fee and a corresponding
$6.1 million
sub-advisory expense associated with an SEI-sponsored investment product during the fourth quarter 2016. These items resulted in a positive net impact of approximately
$0.03
diluted earnings per share and were reflected in the Institutional Investors segment.
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•
|
Information processing and software servicing fees in our Private Banks segment increased
$9.3 million
in 2016 primarily due to increased assets from new and existing clients processed on the SEI Wealth Platform and increased non-recurring professional services fees.
|
•
|
Our proportionate share in the earnings of LSV was
$126.1 million
in
2016
as compared to
$138.4 million
in
2015
, a
decrease
of
nine percent
. The decrease was primarily due to lower performance fees and increased personnel expenses of LSV.
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•
|
The direct costs associated with our investment management programs increased in our Private Banks, Investment Advisors and Institutional Investors segments. These costs primarily relate to fees charged by investment advisory firms for day-to-day portfolio management of SEI-sponsored investment products and include the
$6.1 million
sub-advisory expense associated with performance fees mentioned previously. These costs are included in Sub-advisory, distribution and other asset management costs on the accompanying Consolidated Statements of Operations.
|
•
|
We capitalized
$50.4 million
and
$29.4 million
in software development costs in
2016
and
2015
, respectively. Of these amounts,
$39.8 million
in
2016
and
$24.5 million
in
2015
directly relate to the SEI Wealth Platform. Amortization expense related to capitalized software was
$45.0 million
during 2016 as compared to
$42.4 million
during 2015 due to continued enhancements to the Platform.
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•
|
As we continue the development of new elements of the Platform, our expenses related to maintenance, enhancements and support have increased. These costs are primarily recognized in personnel and consulting costs and are expensed as incurred. These increased costs primarily impacted the Private Banks and Investment Advisors business segments. We expect these costs to continue to increase into 2017.
|
•
|
We progressed in the development phase of a new application for the Investment Managers segment and capitalized
$10.6 million
in software development costs in 2016. This new offering includes components that leverage upon the current infrastructure and add significant enhancements designed to aggregate, transact and process data. The application has not yet been placed into service.
|
•
|
Our operating expenses, primarily personnel costs, in our Investment Advisors and Investment Managers segments increased. These expenses primarily consist of operational and marketing costs and are mainly related to servicing existing clients and acquiring new clients. These operating expenses are included in Compensation, benefits and other personnel costs on the accompanying Consolidated Statements of Operations.
|
•
|
The strengthening of the U.S. dollar against the British pound during 2016 negatively impacted our revenues and operating income of our Private Banks and Institutional Investors segments. A prolonged period of a strengthening U.S. dollar against the British pound could have a further negative impact to our revenues and operating profits of these segments.
|
•
|
We recorded our final pre-tax gain of $2.8 million, or $0.01 diluted earnings per share, in 2016 from the sale of SEI Asset Korea (SEI AK) which was completed during the first quarter 2013. This gain was the result of the third in a series of three annual payments related to the contingent purchase price we received from the sale. The gain from the sale is included in Gain on sale of subsidiary on the accompanying Consolidated Statement of Operations (See Note 15 to the Consolidated Financial Statements for more information).
|
•
|
Our effective tax rate was
34.3 percent
in
2016
as compared to
33.7 percent
in
2015
. Our tax rate in 2015 benefited from a favorable settlement of a tax petition filed with the State of Pennsylvania (See the caption "Income Taxes" later in this discussion for more information).
|
•
|
We continued our stock repurchase program during
2016
and purchased approximately
6,600,000
shares at an average price of
$44.60
per share for a total cost of
$294.4 million
.
|
•
|
Revenue growth was primarily driven by higher Asset management, administration and distribution fees from improved cash flows from new and existing clients and the market appreciation of assets from the favorable market conditions which prevailed during the first six months of 2015. The market volatility occurring during the second half of 2015 negatively impacted our asset-based fee revenues and partially offset our revenue growth. Despite the volatility, our average assets under management, excluding LSV, increased $11.6 billion, or seven percent, to $176.5 billion during 2015 as compared to $164.9 billion during 2014. Our average assets under administration increased $42.3 billion, or 12 percent, to $396.6 billion during 2015 as compared to $354.3 billion during 2014.
|
•
|
Sales of new business in our Institutional Investors and Investment Managers business segments as well as positive cash receipts from new and existing advisor relationships in our Investment Advisors business segment contributed to the
|
•
|
Information processing and software servicing fees in our Private Banks segment increased $6.0 million in 2015 primarily due to the increase in assets from existing clients processed on the SEI Wealth Platform.
|
•
|
Our proportionate share in the earnings of LSV was $138.4 million in 2015 as compared to $140.2 million in 2014, a decrease of one percent. The decrease was primarily due to increased personnel expenses of LSV.
|
•
|
The direct costs associated with our investment management programs increased in our Private Banks, Investment Advisors and Institutional Investors segments. These costs primarily relate to fees charged by investment advisory firms for day-to-day portfolio management of SEI-sponsored investment products and are included in Sub-advisory, distribution and other asset management costs on the accompanying Consolidated Statements of Operations.
|
•
|
We wrote off approximately $6.0 million, or $0.02 diluted earnings per share, of previously capitalized software development costs and purchased software related to the SEI Wealth Platform during 2015. The expense associated with this write off impacted the Private Banks and Investment Advisors business segments and is included in Facilities, supplies and other costs on the accompanying Consolidated Statement of Operations (See Notes 1 and 4 to the Consolidated Financial Statements for more information).
|
•
|
We capitalized $24.5 million in 2015 for the SEI Wealth Platform as compared to $34.9 million in 2014. Our expenses related to maintenance and enhancements not eligible for capitalization have increased. A higher portion of these costs are recognized in personnel and consulting costs. These increased costs primarily impacted the Private Banks and Investment Advisors business segments.
|
•
|
Amortization expense related to capitalized software was $42.4 million during 2015 as compared to $38.4 million during 2014 due to continued enhancements to the Platform.
|
•
|
Our operating expenses related to personnel costs in our Investment Advisors and Investment Managers segments increased. These increased operational and sales costs are mainly related to servicing new and existing clients. Additionally, sales compensation expense in our Private Banks, Investment Advisors and Investment Managers segments increased due to new business activity. These increased operational costs are included in Compensation, benefits and other personnel costs on the accompanying Consolidated Statements of Operations.
|
•
|
We recorded a pre-tax gain of $2.8 million, or $0.01 diluted earnings per share, in 2015 from the sale of SEI AK. This gain was the result of the second in a series of three annual payments related to the contingent purchase price we received from the sale. The gain from the sale is included in Gain on sale of subsidiary on the accompanying Consolidated Statement of Operations (See Note 15 to the Consolidated Financial Statements for more information).
|
•
|
Our effective tax rate was 33.7 percent in 2015 as compared to 34.9 percent in 2014. The decrease in our tax rate was primarily due to a one-time reduction resulting from a favorable settlement of a tax petition filed with the State of Pennsylvania relating to the apportionment methodology of net income for prior years. (See the caption "Income Taxes" later in this discussion for more information).
|
•
|
We continued our stock repurchase program during 2015 and purchased approximately 5,951,000 shares at an average price of $48.66 per share for a total cost of $289.6 million.
|
Ending Asset Balances
|
|
|
||||||||||||||||
(In millions)
|
|
As of December 31,
|
||||||||||||||||
|
|
|
|
|
|
Percent Change
|
|
|
|
Percent Change
|
||||||||
|
|
2016
|
|
2015
|
|
|
2014
|
|
||||||||||
Private Banks:
|
|
|
|
|
|
|
|
|
|
|
||||||||
Equity and fixed-income programs
|
|
$
|
17,926
|
|
|
$
|
18,150
|
|
|
(1
|
)%
|
|
$
|
18,666
|
|
|
(3
|
)%
|
Collective trust fund programs
|
|
3
|
|
|
4
|
|
|
(25
|
)%
|
|
8
|
|
|
(50
|
)%
|
|||
Liquidity funds
|
|
4,230
|
|
|
5,835
|
|
|
(28
|
)%
|
|
5,889
|
|
|
(1
|
)%
|
|||
Total assets under management
|
|
$
|
22,159
|
|
|
$
|
23,989
|
|
|
(8
|
)%
|
|
$
|
24,563
|
|
|
(2
|
)%
|
Client proprietary assets under administration
|
|
19,255
|
|
|
17,532
|
|
|
10
|
%
|
|
16,741
|
|
|
5
|
%
|
|||
Total assets
|
|
$
|
41,414
|
|
|
$
|
41,521
|
|
|
—
|
%
|
|
$
|
41,304
|
|
|
1
|
%
|
Investment Advisors:
|
|
|
|
|
|
|
|
|
|
|
||||||||
Equity and fixed-income programs
|
|
$
|
52,847
|
|
|
$
|
46,123
|
|
|
15
|
%
|
|
$
|
43,845
|
|
|
5
|
%
|
Collective trust fund programs
|
|
5
|
|
|
7
|
|
|
(29
|
)%
|
|
9
|
|
|
(22
|
)%
|
|||
Liquidity funds
|
|
2,741
|
|
|
4,924
|
|
|
(44
|
)%
|
|
3,173
|
|
|
55
|
%
|
|||
Total assets under management
|
|
$
|
55,593
|
|
|
$
|
51,054
|
|
|
9
|
%
|
|
$
|
47,027
|
|
|
9
|
%
|
Institutional Investors:
|
|
|
|
|
|
|
|
|
|
|
||||||||
Equity and fixed-income programs
|
|
$
|
76,465
|
|
|
$
|
72,263
|
|
|
6
|
%
|
|
$
|
72,828
|
|
|
(1
|
)%
|
Collective trust fund programs
|
|
93
|
|
|
96
|
|
|
(3
|
)%
|
|
95
|
|
|
1
|
%
|
|||
Liquidity funds
|
|
2,903
|
|
|
2,883
|
|
|
1
|
%
|
|
2,929
|
|
|
(2
|
)%
|
|||
Total assets under management
|
|
$
|
79,461
|
|
|
$
|
75,242
|
|
|
6
|
%
|
|
$
|
75,852
|
|
|
(1
|
)%
|
Investment Managers:
|
|
|
|
|
|
|
|
|
|
|
||||||||
Equity and fixed-income programs
|
|
$
|
81
|
|
|
$
|
66
|
|
|
23
|
%
|
|
$
|
27
|
|
|
144
|
%
|
Collective trust fund programs
|
|
36,991
|
|
|
32,117
|
|
|
15
|
%
|
|
20,833
|
|
|
54
|
%
|
|||
Liquidity funds
|
|
667
|
|
|
832
|
|
|
(20
|
)%
|
|
946
|
|
|
(12
|
)%
|
|||
Total assets under management
|
|
$
|
37,739
|
|
|
$
|
33,015
|
|
|
14
|
%
|
|
$
|
21,806
|
|
|
51
|
%
|
Client proprietary assets under administration
|
|
448,708
|
|
|
390,282
|
|
|
15
|
%
|
|
355,890
|
|
|
10
|
%
|
|||
Total assets
|
|
$
|
486,447
|
|
|
$
|
423,297
|
|
|
15
|
%
|
|
$
|
377,696
|
|
|
12
|
%
|
Investments in New Businesses:
|
|
|
|
|
|
|
|
|
|
|
||||||||
Equity and fixed-income programs
|
|
$
|
884
|
|
|
$
|
764
|
|
|
16
|
%
|
|
$
|
736
|
|
|
4
|
%
|
Liquidity funds
|
|
61
|
|
|
47
|
|
|
30
|
%
|
|
98
|
|
|
(52
|
)%
|
|||
Total assets under management
|
|
$
|
945
|
|
|
$
|
811
|
|
|
17
|
%
|
|
$
|
834
|
|
|
(3
|
)%
|
LSV:
|
|
|
|
|
|
|
|
|
|
|
||||||||
Equity and fixed-income programs
|
|
$
|
87,248
|
|
|
$
|
78,335
|
|
|
11
|
%
|
|
$
|
82,665
|
|
|
(5
|
)%
|
Total:
|
|
|
|
|
|
|
|
|
|
|
||||||||
Equity and fixed-income programs
|
|
$
|
235,451
|
|
|
$
|
215,701
|
|
|
9
|
%
|
|
$
|
218,767
|
|
|
(1
|
)%
|
Collective trust fund programs
|
|
37,092
|
|
|
32,224
|
|
|
15
|
%
|
|
20,945
|
|
|
54
|
%
|
|||
Liquidity funds
|
|
10,602
|
|
|
14,521
|
|
|
(27
|
)%
|
|
13,035
|
|
|
11
|
%
|
|||
Total assets under management
|
|
$
|
283,145
|
|
|
$
|
262,446
|
|
|
8
|
%
|
|
$
|
252,747
|
|
|
4
|
%
|
Client proprietary assets under administration
|
|
467,963
|
|
|
407,814
|
|
|
15
|
%
|
|
372,631
|
|
|
9
|
%
|
|||
Total assets under management and administration
|
|
$
|
751,108
|
|
|
$
|
670,260
|
|
|
12
|
%
|
|
$
|
625,378
|
|
|
7
|
%
|
Average Asset Balances
|
|
|
||||||||||||||||
(In millions)
|
|
For the Year Ended December 31,
|
||||||||||||||||
|
|
|
|
|
|
Percent Change
|
|
|
|
Percent Change
|
||||||||
|
|
2016
|
|
2015
|
|
|
2014
|
|
||||||||||
Private Banks:
|
|
|
|
|
|
|
|
|
|
|
||||||||
Equity and fixed-income programs
|
|
$
|
18,186
|
|
|
$
|
19,106
|
|
|
(5
|
)%
|
|
$
|
17,838
|
|
|
7
|
%
|
Collective trust fund programs
|
|
3
|
|
|
7
|
|
|
(57
|
)%
|
|
12
|
|
|
(42
|
)%
|
|||
Liquidity funds
|
|
4,799
|
|
|
5,491
|
|
|
(13
|
)%
|
|
5,547
|
|
|
(1
|
)%
|
|||
Total assets under management
|
|
$
|
22,988
|
|
|
$
|
24,604
|
|
|
(7
|
)%
|
|
$
|
23,397
|
|
|
5
|
%
|
Client proprietary assets under administration
|
|
18,433
|
|
|
17,652
|
|
|
4
|
%
|
|
15,648
|
|
|
13
|
%
|
|||
Total assets
|
|
$
|
41,421
|
|
|
$
|
42,256
|
|
|
(2
|
)%
|
|
$
|
39,045
|
|
|
8
|
%
|
Investment Advisors:
|
|
|
|
|
|
|
|
|
|
|
||||||||
Equity and fixed-income programs
|
|
$
|
49,537
|
|
|
$
|
45,968
|
|
|
8
|
%
|
|
$
|
41,346
|
|
|
11
|
%
|
Collective trust fund programs
|
|
6
|
|
|
9
|
|
|
(33
|
)%
|
|
12
|
|
|
(25
|
)%
|
|||
Liquidity funds
|
|
3,601
|
|
|
3,550
|
|
|
1
|
%
|
|
2,840
|
|
|
25
|
%
|
|||
Total assets under management
|
|
$
|
53,144
|
|
|
$
|
49,527
|
|
|
7
|
%
|
|
$
|
44,198
|
|
|
12
|
%
|
Institutional Investors:
|
|
|
|
|
|
|
|
|
|
|
||||||||
Equity and fixed-income programs
|
|
$
|
75,347
|
|
|
$
|
73,804
|
|
|
2
|
%
|
|
$
|
70,796
|
|
|
4
|
%
|
Collective trust fund programs
|
|
94
|
|
|
95
|
|
|
(1
|
)%
|
|
108
|
|
|
(12
|
)%
|
|||
Liquidity funds
|
|
2,805
|
|
|
3,082
|
|
|
(9
|
)%
|
|
2,773
|
|
|
11
|
%
|
|||
Total assets under management
|
|
$
|
78,246
|
|
|
$
|
76,981
|
|
|
2
|
%
|
|
$
|
73,677
|
|
|
4
|
%
|
Investment Managers:
|
|
|
|
|
|
|
|
|
|
|
||||||||
Equity and fixed-income programs
|
|
$
|
73
|
|
|
$
|
34
|
|
|
115
|
%
|
|
$
|
66
|
|
|
(48
|
)%
|
Collective trust fund programs
|
|
33,808
|
|
|
23,476
|
|
|
44
|
%
|
|
21,929
|
|
|
7
|
%
|
|||
Liquidity funds
|
|
805
|
|
|
1,004
|
|
|
(20
|
)%
|
|
857
|
|
|
17
|
%
|
|||
Total assets under management
|
|
$
|
34,686
|
|
|
$
|
24,514
|
|
|
41
|
%
|
|
$
|
22,852
|
|
|
7
|
%
|
Client proprietary assets under administration
|
|
421,446
|
|
|
378,970
|
|
|
11
|
%
|
|
338,645
|
|
|
12
|
%
|
|||
Total assets
|
|
$
|
456,132
|
|
|
$
|
403,484
|
|
|
13
|
%
|
|
$
|
361,497
|
|
|
12
|
%
|
Investments in New Businesses:
|
|
|
|
|
|
|
|
|
|
|
||||||||
Equity and fixed-income programs
|
|
$
|
816
|
|
|
$
|
776
|
|
|
5
|
%
|
|
$
|
671
|
|
|
16
|
%
|
Liquidity funds
|
|
48
|
|
|
68
|
|
|
(29
|
)%
|
|
81
|
|
|
(16
|
)%
|
|||
Total assets under management
|
|
$
|
864
|
|
|
$
|
844
|
|
|
2
|
%
|
|
$
|
752
|
|
|
12
|
%
|
LSV:
|
|
|
|
|
|
|
|
|
|
|
||||||||
Equity and fixed-income programs
|
|
$
|
80,620
|
|
|
$
|
82,785
|
|
|
(3
|
)%
|
|
$
|
80,440
|
|
|
3
|
%
|
Total:
|
|
|
|
|
|
|
|
|
|
|
||||||||
Equity and fixed-income programs
|
|
$
|
224,579
|
|
|
$
|
222,473
|
|
|
1
|
%
|
|
$
|
211,157
|
|
|
5
|
%
|
Collective trust fund programs
|
|
33,911
|
|
|
23,587
|
|
|
44
|
%
|
|
22,061
|
|
|
7
|
%
|
|||
Liquidity funds
|
|
12,058
|
|
|
13,195
|
|
|
(9
|
)%
|
|
12,098
|
|
|
9
|
%
|
|||
Total assets under management
|
|
$
|
270,548
|
|
|
$
|
259,255
|
|
|
4
|
%
|
|
$
|
245,316
|
|
|
6
|
%
|
Client proprietary assets under administration
|
|
439,879
|
|
|
396,622
|
|
|
11
|
%
|
|
354,293
|
|
|
12
|
%
|
|||
Total assets under management and administration
|
|
$
|
710,427
|
|
|
$
|
655,877
|
|
|
8
|
%
|
|
$
|
599,609
|
|
|
9
|
%
|
Year Ended December 31,
|
|
2016
|
|
2015
|
|
Percent
Change
|
|
2014
|
|
Percent
Change
|
||||||||
Private Banks:
|
|
|
|
|
|
|
|
|
|
|
||||||||
Revenues
|
|
$
|
457,886
|
|
|
$
|
456,516
|
|
|
—
|
%
|
|
$
|
441,467
|
|
|
3
|
%
|
Expenses
|
|
421,188
|
|
|
410,975
|
|
|
2
|
%
|
|
399,620
|
|
|
3
|
%
|
|||
Operating profit
|
|
$
|
36,698
|
|
|
$
|
45,541
|
|
|
(19
|
)%
|
|
$
|
41,847
|
|
|
9
|
%
|
Gain on sale of subsidiary
|
|
2,791
|
|
|
2,791
|
|
|
—
|
%
|
|
5,582
|
|
|
NM
|
|
|||
Total profit
|
|
$
|
39,489
|
|
|
$
|
48,332
|
|
|
NM
|
|
|
$
|
47,429
|
|
|
NM
|
|
Operating margin (a)
|
|
8
|
%
|
|
10
|
%
|
|
|
|
9
|
%
|
|
|
|||||
Investment Advisors:
|
|
|
|
|
|
|
|
|
|
|
||||||||
Revenues
|
|
330,677
|
|
|
306,620
|
|
|
8
|
%
|
|
283,811
|
|
|
8
|
%
|
|||
Expenses
|
|
180,140
|
|
|
171,968
|
|
|
5
|
%
|
|
146,500
|
|
|
17
|
%
|
|||
Operating profit
|
|
$
|
150,537
|
|
|
$
|
134,652
|
|
|
12
|
%
|
|
$
|
137,311
|
|
|
(2
|
)%
|
Operating margin
|
|
46
|
%
|
|
44
|
%
|
|
|
|
48
|
%
|
|
|
|||||
Institutional Investors:
|
|
|
|
|
|
|
|
|
|
|
||||||||
Revenues
|
|
312,584
|
|
|
297,568
|
|
|
5
|
%
|
|
284,677
|
|
|
5
|
%
|
|||
Expenses
|
|
153,117
|
|
|
145,851
|
|
|
5
|
%
|
|
140,659
|
|
|
4
|
%
|
|||
Operating profit
|
|
$
|
159,467
|
|
|
$
|
151,717
|
|
|
5
|
%
|
|
$
|
144,018
|
|
|
5
|
%
|
Operating margin
|
|
51
|
%
|
|
51
|
%
|
|
|
|
51
|
%
|
|
|
|||||
Investment Managers:
|
|
|
|
|
|
|
|
|
|
|
||||||||
Revenues
|
|
294,390
|
|
|
267,963
|
|
|
10
|
%
|
|
251,310
|
|
|
7
|
%
|
|||
Expenses
|
|
191,127
|
|
|
172,094
|
|
|
11
|
%
|
|
159,176
|
|
|
8
|
%
|
|||
Operating profit
|
|
$
|
103,263
|
|
|
$
|
95,869
|
|
|
8
|
%
|
|
$
|
92,134
|
|
|
4
|
%
|
Operating margin
|
|
35
|
%
|
|
36
|
%
|
|
|
|
37
|
%
|
|
|
|||||
Investments in New Businesses:
|
|
|
|
|
|
|
|
|
|
|
||||||||
Revenues
|
|
6,008
|
|
|
5,541
|
|
|
8
|
%
|
|
4,740
|
|
|
17
|
%
|
|||
Expenses
|
|
20,962
|
|
|
20,656
|
|
|
1
|
%
|
|
18,377
|
|
|
12
|
%
|
|||
Operating loss
|
|
$
|
(14,954
|
)
|
|
$
|
(15,115
|
)
|
|
NM
|
|
|
$
|
(13,637
|
)
|
|
NM
|
|
Year Ended December 31,
|
|
2016
|
|
2015
|
|
Percent
Change
|
|
2014
|
|
Percent
Change
|
||||||||
Revenues:
|
|
|
|
|
|
|
|
|
|
|
||||||||
Investment processing and software servicing fees
|
|
$
|
298,382
|
|
|
$
|
289,056
|
|
|
3
|
%
|
|
$
|
283,021
|
|
|
2
|
%
|
Asset management, administration & distribution fees
|
|
133,740
|
|
|
138,606
|
|
|
(4
|
)%
|
|
132,427
|
|
|
5
|
%
|
|||
Transaction-based and trade execution fees
|
|
25,764
|
|
|
28,854
|
|
|
(11
|
)%
|
|
26,019
|
|
|
11
|
%
|
|||
Total revenues
|
|
$
|
457,886
|
|
|
$
|
456,516
|
|
|
—
|
%
|
|
$
|
441,467
|
|
|
3
|
%
|
•
|
Increased recurring investment processing fees from the growth in new and existing client assets processed on the SEI Wealth Platform;
|
•
|
Increased non-recurring professional services fees from existing clients as well as clients scheduled for implementation on the SEI Wealth Platform; and
|
•
|
Non-recurring contract buyout fees of $1.6 million from an investment processing client; partially offset by
|
•
|
Decreased investment management fees from existing international clients due to negative cash flows associated with client losses and the deployment of a new product strategy for a global distribution client;
|
•
|
Lower recurring investment processing fees earned on our mutual fund trading solution due to price reductions; and
|
•
|
The negative impact from foreign currency exchange rate fluctuations between the U.S. dollar and the British pound.
|
•
|
Increased recurring investment processing fees from the growth in existing client assets processed on the SEI Wealth Platform; and
|
•
|
Increased investment management fees from existing international clients due to increased net cash flows and higher average assets under management from favorable market conditions; partially offset by
|
•
|
Lower recurring investment processing fees earned on our mutual fund trading solution due to price reductions; and
|
•
|
The negative impact from foreign currency exchange rate fluctuations.
|
•
|
Increased non-capitalized costs, mainly personnel and consulting costs, related to maintenance and enhancements to the SEI Wealth Platform;
|
•
|
Increased amortization expense related to the SEI Wealth Platform; 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
|
•
|
The write-off of approximately $3.6 million of previously capitalized software development costs and purchased software related to the SEI Wealth Platform in the third quarter 2015; and
|
•
|
Decreased direct expenses associated with decreased investment management fees from existing international clients.
|
•
|
An increase in revenues;
|
•
|
Decreased salary, incentive compensation and other personnel-related costs; and
|
•
|
Decreased expenses from foreign operations due to foreign currency exchange rate fluctuations; partially offset by
|
•
|
Increased direct expenses associated with increased investment management fees from existing international clients;
|
•
|
The write off of approximately $3.6 million of previously capitalized software development costs and purchased software related to the SEI Wealth Platform in the third quarter 2015;
|
•
|
Increased non-capitalized costs, mainly personnel costs, related to maintenance and enhancements to the SEI Wealth Platform;
|
•
|
Increased amortization expense related to the SEI Wealth Platform; and
|
Year Ended December 31,
|
|
2016
|
|
2015
|
|
Percent
Change
|
|
2014
|
|
Percent
Change
|
||||||||
Revenues:
|
|
|
|
|
|
|
|
|
|
|
||||||||
Investment management fees-SEI fund programs
|
|
$
|
251,333
|
|
|
$
|
238,120
|
|
|
6
|
%
|
|
$
|
223,371
|
|
|
7
|
%
|
Separately managed account fees
|
|
64,280
|
|
|
54,987
|
|
|
17
|
%
|
|
45,404
|
|
|
21
|
%
|
|||
Other fees
|
|
15,064
|
|
|
13,513
|
|
|
11
|
%
|
|
15,036
|
|
|
(10
|
)%
|
|||
Total revenues (a)
|
|
$
|
330,677
|
|
|
$
|
306,620
|
|
|
8
|
%
|
|
$
|
283,811
|
|
|
8
|
%
|
•
|
Increased investment management fees and separately managed account program fees due to higher assets under management caused by market appreciation and an increase in net cash flows from new and existing advisors; partially offset by
|
•
|
A decrease in average basis points earned on assets in 2015 due to client-directed shifts into lower fee investment products.
|
•
|
An increase in revenues;
|
•
|
The write-off of approximately $2.4 million of previously capitalized software development costs related to the SEI Wealth Platform in the third quarter 2015; and
|
•
|
Decreased sales compensation expense; partially offset by
|
•
|
Increased direct expenses associated with increased assets in our investment management programs;
|
•
|
Increased personnel costs for marketing to and servicing new advisors;
|
•
|
Increased non-capitalized costs, mainly personnel and consulting costs, related to maintenance, enhancements and client migrations to the SEI Wealth Platform; and
|
•
|
Increased amortization expense related to the SEI Wealth Platform.
|
•
|
Increased direct expenses associated with the increased assets in our investment management programs;
|
•
|
Increased personnel costs, mainly salary, related to acquiring and servicing new advisors as well as increased sales compensation expense due to new business activity;
|
•
|
The write off of approximately $2.4 million of previously capitalized software development costs related to the SEI Wealth Platform in the third quarter 2015;
|
•
|
Increased non-capitalized costs, mainly personnel costs, related to maintenance and enhancements to the SEI Wealth Platform; and
|
•
|
Increased amortization expense related to the SEI Wealth Platform; partially offset by
|
•
|
An increase in revenues.
|
•
|
Increased investment management fees from existing clients due to higher assets under management caused by market appreciation;
|
•
|
Performance fees of
$12.3 million
earned during the fourth quarter 2016 from an SEI-sponsored investment product; and
|
•
|
Asset funding from new sales of our retirement and not-for-profit solutions; partially offset by
|
•
|
Client losses and the negative impact from foreign currency exchange rate fluctuations between the U.S. dollar and the British pound.
|
•
|
An increase in revenues; and
|
•
|
Decreased personnel costs, mainly sales compensation expenses; partially offset by
|
•
|
Sub-advisory expense of
$6.1 million
related to the previously mentioned performance fees;
|
•
|
Increased direct expenses associated with investment management fees; and
|
•
|
The net negative impact from foreign currency exchange rate fluctuations between the U.S. dollar and the British pound on our foreign operations.
|
•
|
An increase in revenues; and
|
•
|
Decreased stock-based compensation costs of $3.9 million; partially offset by
|
•
|
Increased direct expenses associated with higher investment management fees; and
|
•
|
Increased personnel costs, mainly salary and incentive-based compensation expenses.
|
•
|
Positive cash flows from new and existing clients; partially offset by
|
•
|
Client losses and fund closures.
|
•
|
An increase in revenues; 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.
|
•
|
An increase in revenues; and
|
•
|
Decreased stock-based compensation costs of $4.5 million; partially offset by
|
•
|
Increased personnel expenses, technology and other operational costs to service new and existing clients.
|
Year Ended December 31,
|
|
2016
|
|
2015
|
|
2014
|
||||||
Net gain (loss) from investments
|
|
$
|
112
|
|
|
$
|
(456
|
)
|
|
$
|
614
|
|
Interest and dividend income
|
|
4,316
|
|
|
3,358
|
|
|
3,354
|
|
|||
Interest expense
|
|
(531
|
)
|
|
(483
|
)
|
|
(458
|
)
|
|||
Equity in earnings of unconsolidated affiliates
|
|
126,103
|
|
|
137,057
|
|
|
127,786
|
|
|||
Gain on sale of subsidiary
|
|
2,791
|
|
|
2,791
|
|
|
5,582
|
|
|||
Total other income and expense items, net
|
|
$
|
132,791
|
|
|
$
|
142,267
|
|
|
$
|
136,878
|
|
•
|
An increase in our effective rate due to lower foreign income in jurisdictions with lower effective tax rates or offset by a foreign tax credit; and
|
•
|
A one time reduction in 2015 in our effective rate due to a favorable settlement of a tax petition with the Pennsylvania Department of Revenue regarding prior year apportionment methodology; partially offset by
|
•
|
A reduction in our effective rate from a higher research and development tax credit due to an increase in eligible spending.
|
•
|
A one time reduction in our effective rate due to a favorable settlement of a tax petition with the Pennsylvania Department of Revenue regarding prior year apportionment methodology; and
|
•
|
A reduction in our effective rate due to more foreign income in jurisdictions with lower effective tax rates or offset by a foreign tax credit.
|
•
|
A reduction in our effective rate due to more foreign income in jurisdictions with lower effective tax rates or offset by a foreign tax credit;
|
•
|
A reduction in our state effective rate as a result of Pennsylvania Tax Law changes that became effective January 1, 2014; and
|
•
|
A reduction in our effective rate due to the reinstatement of the Research and Development Tax Credit. The tax credit was retroactively extended for 2014 through the Tax Increase Prevention Law, signed into law on December 19, 2014.
|
|
2016
|
British pound
|
|
Total revenues
|
6%
|
Total expenses
|
6%
|
|
|
Canadian dollar
|
|
Total revenues
|
5%
|
Total expenses
|
5%
|
|
|
Euro
|
|
Total revenues
|
1%
|
Total expenses
|
2%
|
Year Ended December 31,
|
|
2016
|
|
2015
|
|
2014
|
||||||
Net cash provided by operating activities
|
|
$
|
425,236
|
|
|
$
|
391,460
|
|
|
$
|
374,803
|
|
Net cash used in investing activities
|
|
(79,585
|
)
|
|
(78,015
|
)
|
|
(53,385
|
)
|
|||
Net cash used in financing activities
|
|
(319,688
|
)
|
|
(289,805
|
)
|
|
(224,750
|
)
|
|||
Effect of exchange rate changes on cash and cash equivalents
|
|
(9,923
|
)
|
|
(11,425
|
)
|
|
(7,495
|
)
|
|||
Net increase in cash and cash equivalents
|
|
16,040
|
|
|
12,215
|
|
|
89,173
|
|
|||
Cash and cash equivalents, beginning of year
|
|
679,661
|
|
|
667,446
|
|
|
578,273
|
|
|||
Cash and cash equivalents, end of year
|
|
$
|
695,701
|
|
|
$
|
679,661
|
|
|
$
|
667,446
|
|
|
|
2016
|
|
2015
|
|
2014
|
||||||
Purchases
|
|
$
|
(73,193
|
)
|
|
$
|
(52,538
|
)
|
|
$
|
(56,754
|
)
|
Sales and maturities
|
|
69,293
|
|
|
46,312
|
|
|
63,434
|
|
|||
Net investing activities from marketable securities
|
|
$
|
(3,900
|
)
|
|
$
|
(6,226
|
)
|
|
$
|
6,680
|
|
•
|
The capitalization of costs incurred in developing computer software.
We capitalized
$50.4 million
,
$29.4 million
and
$34.9 million
of software development costs in
2016
,
2015
and
2014
, respectively. Amounts capitalized primarily include costs for significant enhancements and upgrades for the expanded functionality of the SEI Wealth Platform. Our capitalized software amounts also include
$10.6 million
and
$4.9 million
in
2016
and
2015
, respectively, for a new application for the Investment Managers segment.
|
•
|
Capital expenditures.
Our capital expenditures in
2016
,
2015
and
2014
primarily include purchased software and equipment for our data center operations. Our expenditures in 2016 also include software and equipment for a new U.S. disaster recovery site. Our expenditures in 2015 include
$13.8 million
to relocate our London operations to a new facility. Our expenditures in 2014 include
$8.4 million
related to the construction of an additional building at our corporate headquarters.
|
•
|
Receipt of contingent payment from sale of SEI AK.
The sale of SEI AK was completed during the first quarter of 2013. We received cash of
$2.8 million
during
2016
and
2015
and
$5.6 million
during
2014
resulting from annual payments related to the contingent purchase price from the sale. The cash received in 2016 was the final payment in the series of annual payments. Additional information pertaining to the sale is presented in Note 15 to the Consolidated Financial Statements.
|
•
|
The repurchase of our common stock.
Our Board of Directors has authorized the repurchase of our common stock through multiple authorizations. Currently, there is no expiration date for our common stock repurchase program. The following table lists information regarding repurchases of our common stock during
2016
,
2015
and
2014
:
|
Year
|
|
Total Number of
Shares Repurchased
|
|
Average Price
Paid per Share
|
|
Total Cost
|
|||||
2016
|
|
6,600,000
|
|
|
$
|
44.60
|
|
|
$
|
294,374
|
|
2015
|
|
5,951,000
|
|
|
48.66
|
|
|
289,587
|
|
||
2014
|
|
7,888,000
|
|
|
35.29
|
|
|
278,357
|
|
•
|
Proceeds from the issuance of our common stock.
We received
$48.3 million
,
$65.5 million
and
$104.9 million
in proceeds from the issuance of our common stock during
2016
,
2015
and
2014
, respectively. The proceeds we receive from the issuance of our common stock is directly attributable to the levels of stock option exercise activity.
|
•
|
Dividend payments.
Our cash dividends paid during
2016
,
2015
and
2014
were as follows:
|
Year
|
|
Cash Dividends Paid
|
|
Cash Dividends
Paid per Share
|
||||
2016
|
|
$
|
84,686
|
|
|
$
|
0.52
|
|
2015
|
|
80,030
|
|
|
0.48
|
|
||
2014
|
|
74,294
|
|
|
0.44
|
|
|
|
Total
|
|
2017
|
|
2018
|
|
2019 to 2020
|
|
2021 and thereafter
|
||||||||||
Line of credit (a)
|
|
$
|
2,181
|
|
|
$
|
486
|
|
|
$
|
486
|
|
|
$
|
974
|
|
|
$
|
235
|
|
Operating leases and maintenance agreements (b)
|
|
51,027
|
|
|
5,958
|
|
|
6,406
|
|
|
11,842
|
|
|
26,821
|
|
|||||
Other commitments (c)
|
|
3,866
|
|
|
3,866
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||
Total
|
|
$
|
57,074
|
|
|
$
|
10,310
|
|
|
$
|
6,892
|
|
|
$
|
12,816
|
|
|
$
|
27,056
|
|
(a)
|
Amounts include estimated commitment fees for our credit facility. See Note 7 to the Consolidated Financial Statements.
|
(b)
|
See Note 11 to the Consolidated Financial Statements.
|
(c)
|
Amount includes the portion of uncertain tax liabilities classified as a current liability. The actual cash payment associated with these commitments may differ. See Note 12 to the Consolidated Financial Statements.
|
|
|
Index to Financial Statements:
|
Page
|
|
|
Reports of Independent Registered Public Accounting Firm
|
|
Consolidated Balance Sheets — December 31, 2016 and 2015
|
|
Consolidated Statements of Operations — For the years ended December 31, 2016, 2015 and 2014
|
|
Consolidated Statements of Comprehensive Income — For the years ended December 31, 2016, 2015 and 2014
|
|
Consolidated Statements of Changes in Equity — For the years ended December 31, 2016, 2015 and 2014
|
|
Consolidated Statements of Cash Flows — For the years ended December 31, 2016, 2015 and 2014
|
|
Notes to Consolidated Financial Statements
|
|
Schedule II - Valuation and Qualifying Accounts and Reserves — For the years ended December 31, 2016, 2015 and 2014
|
|
|
December 31,
|
|
2016
|
|
2015
|
||||
Assets
|
|
Current Assets:
|
|
|
|
|
||||
|
|
Cash and cash equivalents
|
|
$
|
695,701
|
|
|
$
|
679,661
|
|
|
|
Restricted cash
|
|
3,500
|
|
|
5,500
|
|
||
|
|
Receivables from investment products
|
|
61,761
|
|
|
48,098
|
|
||
|
|
Receivables, net of allowance for doubtful accounts of $523 and $649
|
|
227,957
|
|
|
223,023
|
|
||
|
|
Securities owned
|
|
21,339
|
|
|
21,235
|
|
||
|
|
Other current assets
|
|
27,575
|
|
|
26,207
|
|
||
|
|
Total Current Assets
|
|
1,037,833
|
|
|
1,003,724
|
|
||
|
|
Property and Equipment
, net of accumulated depreciation of $285,322 and $259,501
|
|
146,190
|
|
|
143,977
|
|
||
|
|
Capitalized Software,
net of accumulated amortization of $303,540 and $259,358
|
|
295,867
|
|
|
290,522
|
|
||
|
|
Investments Available for Sale
|
|
84,033
|
|
|
81,294
|
|
||
|
|
Investments in Affiliated Funds,
at fair value
|
|
4,858
|
|
|
4,039
|
|
||
|
|
Investment in Unconsolidated Affiliates
|
|
50,459
|
|
|
49,580
|
|
||
|
|
Deferred Income Taxes
|
|
2,127
|
|
|
—
|
|
||
|
|
Other Assets,
net
|
|
15,456
|
|
|
15,492
|
|
||
|
|
Total Assets
|
|
$
|
1,636,823
|
|
|
$
|
1,588,628
|
|
Liabilities
and Equity
|
|
Current Liabilities:
|
|
|
|
|
||||
|
|
Accounts payable
|
|
$
|
5,966
|
|
|
$
|
4,511
|
|
|
|
Accrued liabilities
|
|
240,525
|
|
|
217,587
|
|
||
|
|
Deferred revenue
|
|
2,880
|
|
|
2,385
|
|
||
|
|
Total Current Liabilities
|
|
249,371
|
|
|
224,483
|
|
||
|
|
Deferred Income Taxes
|
|
69,693
|
|
|
63,028
|
|
||
|
|
Other Long-term Liabilities
|
|
14,645
|
|
|
11,397
|
|
||
|
|
Total Liabilities
|
|
333,709
|
|
|
298,908
|
|
||
|
|
Commitments and Contingencies
|
|
|
|
|
||||
|
|
Shareholders' Equity:
|
|
|
|
|
||||
|
|
Series Preferred stock, $.05 par value, 50 shares authorized; no shares issued and outstanding
|
|
—
|
|
|
—
|
|
||
|
|
Common stock, $.01 par value, 750,000 shares authorized; 159,031 and 163,733 shares issued and outstanding
|
|
1,590
|
|
|
1,637
|
|
||
|
|
Capital in excess of par value
|
|
955,461
|
|
|
910,513
|
|
||
|
|
Retained earnings
|
|
384,018
|
|
|
402,860
|
|
||
|
|
Accumulated other comprehensive loss, net
|
|
(37,955
|
)
|
|
(25,290
|
)
|
||
|
|
Total Shareholders' Equity
|
|
1,303,114
|
|
|
1,289,720
|
|
||
|
|
Total Liabilities and Equity
|
|
$
|
1,636,823
|
|
|
$
|
1,588,628
|
|
|
|
|
Consolidated Statements of Operations
|
|
SEI Investments Company
|
(In thousands, except per-share data)
|
|
and Subsidiaries
|
Year Ended December 31,
|
|
2016
|
|
2015
|
|
2014
|
||||||
Revenues:
|
|
|
|
|
|
|
||||||
Asset management, administration and distribution fees
|
|
$
|
1,072,176
|
|
|
$
|
1,010,511
|
|
|
$
|
948,932
|
|
Information processing and software servicing fees
|
|
300,346
|
|
|
290,893
|
|
|
285,463
|
|
|||
Transaction-based and trade execution fees
|
|
29,023
|
|
|
32,804
|
|
|
31,610
|
|
|||
Total revenues
|
|
1,401,545
|
|
|
1,334,208
|
|
|
1,266,005
|
|
|||
Expenses:
|
|
|
|
|
|
|
||||||
Subadvisory, distribution and other asset management costs
|
|
170,961
|
|
|
160,062
|
|
|
149,791
|
|
|||
Software royalties and other information processing costs
|
|
30,323
|
|
|
31,497
|
|
|
33,522
|
|
|||
Brokerage commissions
|
|
22,152
|
|
|
24,388
|
|
|
23,002
|
|
|||
Compensation, benefits and other personnel
|
|
414,622
|
|
|
395,774
|
|
|
376,873
|
|
|||
Stock-based compensation
|
|
16,017
|
|
|
17,312
|
|
|
13,463
|
|
|||
Consulting, outsourcing and professional fees
|
|
166,769
|
|
|
146,436
|
|
|
136,818
|
|
|||
Data processing and computer related
|
|
64,930
|
|
|
58,884
|
|
|
52,512
|
|
|||
Facilities, supplies and other costs
|
|
68,245
|
|
|
74,968
|
|
|
66,113
|
|
|||
Amortization
|
|
45,392
|
|
|
42,630
|
|
|
38,679
|
|
|||
Depreciation
|
|
26,440
|
|
|
24,044
|
|
|
22,448
|
|
|||
Total expenses
|
|
1,025,851
|
|
|
975,995
|
|
|
913,221
|
|
|||
Income from operations
|
|
375,694
|
|
|
358,213
|
|
|
352,784
|
|
|||
Net gain (loss) from investments
|
|
112
|
|
|
(456
|
)
|
|
614
|
|
|||
Interest and dividend income
|
|
4,316
|
|
|
3,358
|
|
|
3,354
|
|
|||
Interest expense
|
|
(531
|
)
|
|
(483
|
)
|
|
(458
|
)
|
|||
Equity in earnings of unconsolidated affiliates
|
|
126,103
|
|
|
137,057
|
|
|
127,786
|
|
|||
Gain on sale of subsidiary
|
|
2,791
|
|
|
2,791
|
|
|
5,582
|
|
|||
Income before income taxes
|
|
508,485
|
|
|
500,480
|
|
|
489,662
|
|
|||
Income taxes
|
|
174,668
|
|
|
168,825
|
|
|
170,949
|
|
|||
Net income
|
|
$
|
333,817
|
|
|
$
|
331,655
|
|
|
$
|
318,713
|
|
|
|
|
|
|
|
|
||||||
Basic earnings per common share
|
|
$
|
2.07
|
|
|
$
|
2.00
|
|
|
$
|
1.89
|
|
Shares used to compute basic earnings per share
|
|
161,350
|
|
|
165,725
|
|
|
168,246
|
|
|||
Diluted earnings per common share
|
|
$
|
2.03
|
|
|
$
|
1.96
|
|
|
$
|
1.85
|
|
Shares used to compute diluted earnings per share
|
|
164,431
|
|
|
169,598
|
|
|
172,565
|
|
|||
Dividends declared per common share
|
|
$
|
0.54
|
|
|
$
|
0.50
|
|
|
$
|
0.46
|
|
|
|
|
Consolidated Statements of Comprehensive Income
|
|
SEI Investments Company
|
(In thousands)
|
|
and Subsidiaries
|
Year Ended December 31,
|
|
2016
|
|
2015
|
|
2014
|
||||||
Net income
|
|
$
|
333,817
|
|
|
$
|
331,655
|
|
|
$
|
318,713
|
|
Other comprehensive loss, net of tax:
|
|
|
|
|
|
|
||||||
Foreign currency translation adjustments
|
|
(12,131
|
)
|
|
(14,900
|
)
|
|
(10,189
|
)
|
|||
Unrealized holding (loss) gain on investments:
|
|
|
|
|
|
|
||||||
Unrealized holding (losses) gains during the period, net of income taxes of $457, $822 and $(592)
|
|
(918
|
)
|
|
(1,659
|
)
|
|
441
|
|
|||
Less: reclassification adjustment for losses (gains) realized in net income, net of income taxes of $(201), $(76) and $319
|
|
384
|
|
|
164
|
|
|
(634
|
)
|
|||
Total other comprehensive loss, net of taxes
|
|
(12,665
|
)
|
|
(16,395
|
)
|
|
(10,382
|
)
|
|||
Comprehensive income
|
|
$
|
321,152
|
|
|
$
|
315,260
|
|
|
$
|
308,331
|
|
|
|
|
Consolidated Statements of Changes in Equity
|
|
SEI Investments Company
|
(In thousands, except per-share data)
|
|
and Subsidiaries
|
Year Ended December 31,
|
|
2016
|
|
2015
|
|
2014
|
||||||
Shares of Common Stock
|
|
|
|
|
|
|
||||||
Beginning balance
|
|
163,733
|
|
|
166,688
|
|
|
169,242
|
|
|||
Purchase and retirement of common stock
|
|
(6,600
|
)
|
|
(5,951
|
)
|
|
(7,888
|
)
|
|||
Issuance of common stock under the employee stock purchase plan
|
|
88
|
|
|
69
|
|
|
73
|
|
|||
Issuance of common stock upon exercise of stock options
|
|
1,810
|
|
|
2,927
|
|
|
5,261
|
|
|||
Ending balance
|
|
159,031
|
|
|
163,733
|
|
|
166,688
|
|
|||
|
|
|
|
|
|
|
||||||
Common Stock
|
|
|
|
|
|
|
||||||
Beginning balance
|
|
$
|
1,637
|
|
|
$
|
1,667
|
|
|
$
|
1,692
|
|
Purchase and retirement of common stock
|
|
(66
|
)
|
|
(60
|
)
|
|
(79
|
)
|
|||
Issuance of common stock under the employee stock purchase plan
|
|
1
|
|
|
1
|
|
|
1
|
|
|||
Issuance of common stock upon exercise of stock options
|
|
18
|
|
|
29
|
|
|
53
|
|
|||
Ending balance
|
|
$
|
1,590
|
|
|
$
|
1,637
|
|
|
$
|
1,667
|
|
|
|
|
|
|
|
|
||||||
Capital In Excess of Par Value
|
|
|
|
|
|
|
||||||
Beginning balance
|
|
$
|
910,513
|
|
|
$
|
834,615
|
|
|
$
|
721,219
|
|
Purchase and retirement of common stock
|
|
(28,306
|
)
|
|
(22,984
|
)
|
|
(25,345
|
)
|
|||
Issuance of common stock under the employee stock purchase plan
|
|
3,357
|
|
|
2,798
|
|
|
2,197
|
|
|||
Issuance of common stock upon exercise of stock options
|
|
44,896
|
|
|
62,716
|
|
|
102,646
|
|
|||
Stock-based compensation
|
|
16,017
|
|
|
17,312
|
|
|
13,463
|
|
|||
Tax benefit on stock options exercised
|
|
8,984
|
|
|
16,056
|
|
|
20,435
|
|
|||
Ending balance
|
|
$
|
955,461
|
|
|
$
|
910,513
|
|
|
$
|
834,615
|
|
|
|
|
|
|
|
|
||||||
Retained Earnings
|
|
|
|
|
|
|
||||||
Beginning balance
|
|
$
|
402,860
|
|
|
$
|
420,226
|
|
|
$
|
431,604
|
|
Net income
|
|
333,817
|
|
|
331,655
|
|
|
318,713
|
|
|||
Purchase and retirement of common stock
|
|
(266,002
|
)
|
|
(266,543
|
)
|
|
(252,933
|
)
|
|||
Dividends declared ($0.54, $0.50 and $0.46 per share)
|
|
(86,657
|
)
|
|
(82,478
|
)
|
|
(77,158
|
)
|
|||
Ending balance
|
|
$
|
384,018
|
|
|
$
|
402,860
|
|
|
$
|
420,226
|
|
|
|
|
|
|
|
|
||||||
Accumulated Other Comprehensive (Loss) Income
|
|
|
|
|
|
|
||||||
Beginning balance
|
|
$
|
(25,290
|
)
|
|
$
|
(8,895
|
)
|
|
$
|
1,487
|
|
Other comprehensive loss
|
|
(12,665
|
)
|
|
(16,395
|
)
|
|
(10,382
|
)
|
|||
Ending balance
|
|
$
|
(37,955
|
)
|
|
$
|
(25,290
|
)
|
|
$
|
(8,895
|
)
|
|
|
|
|
|
|
|
||||||
Total Equity
|
|
$
|
1,303,114
|
|
|
$
|
1,289,720
|
|
|
$
|
1,247,613
|
|
|
|
|
Consolidated Statements of Cash Flows
|
|
SEI Investments Company
|
(In thousands)
|
|
and Subsidiaries
|
Year Ended December 31,
|
|
2016
|
|
2015
|
|
2014
|
||||||
Cash flows from operating activities:
|
|
|
|
|
|
|
||||||
Net income
|
|
$
|
333,817
|
|
|
$
|
331,655
|
|
|
$
|
318,713
|
|
Adjustments to reconcile net income to net cash provided by operating activities:
|
|
|
|
|
|
|
||||||
Depreciation
|
|
26,440
|
|
|
24,044
|
|
|
22,448
|
|
|||
Amortization
|
|
45,392
|
|
|
42,630
|
|
|
38,679
|
|
|||
Equity in earnings of unconsolidated affiliates
|
|
(126,103
|
)
|
|
(137,057
|
)
|
|
(127,786
|
)
|
|||
Distributions received from unconsolidated affiliate
|
|
125,224
|
|
|
141,767
|
|
|
137,866
|
|
|||
Stock-based compensation
|
|
16,017
|
|
|
17,312
|
|
|
13,463
|
|
|||
Provision for losses on receivables
|
|
(126
|
)
|
|
(135
|
)
|
|
133
|
|
|||
Deferred income tax expense
|
|
4,794
|
|
|
(1,394
|
)
|
|
(3,330
|
)
|
|||
Gain from sale of SEI AK
|
|
(2,791
|
)
|
|
(2,791
|
)
|
|
(5,582
|
)
|
|||
Net realized (gain) loss from investments
|
|
(112
|
)
|
|
456
|
|
|
(614
|
)
|
|||
Change in other long-term liabilities
|
|
3,248
|
|
|
1,070
|
|
|
1,720
|
|
|||
Change in other assets
|
|
(1,917
|
)
|
|
783
|
|
|
(5,886
|
)
|
|||
Write off of capitalized and purchased software
|
|
—
|
|
|
6,055
|
|
|
—
|
|
|||
Other
|
|
390
|
|
|
(2,440
|
)
|
|
(2,439
|
)
|
|||
Change in current assets and liabilities:
|
|
|
|
|
|
|
||||||
Decrease (increase) in:
|
|
|
|
|
|
|
||||||
Receivables from investment products
|
|
(13,663
|
)
|
|
295
|
|
|
(9,029
|
)
|
|||
Receivables
|
|
(4,807
|
)
|
|
(28,469
|
)
|
|
(7,888
|
)
|
|||
Other current assets
|
|
(1,368
|
)
|
|
(8,014
|
)
|
|
(2,027
|
)
|
|||
Increase (decrease) in:
|
|
|
|
|
|
|
||||||
Accounts payable
|
|
1,455
|
|
|
(5,441
|
)
|
|
(6,283
|
)
|
|||
Accrued liabilities
|
|
18,851
|
|
|
10,498
|
|
|
12,873
|
|
|||
Deferred revenue
|
|
495
|
|
|
636
|
|
|
(228
|
)
|
|||
Total adjustments
|
|
91,419
|
|
|
59,805
|
|
|
56,090
|
|
|||
Net cash provided by operating activities
|
|
$
|
425,236
|
|
|
$
|
391,460
|
|
|
$
|
374,803
|
|
|
|
|
Consolidated Statements of Cash Flows
|
|
SEI Investments Company
|
(In thousands)
|
|
and Subsidiaries
|
Year Ended December 31,
|
|
2016
|
|
2015
|
|
2014
|
||||||
Cash flows from investing activities:
|
|
|
|
|
|
|
||||||
Decrease (increase) in restricted cash
|
|
2,000
|
|
|
301
|
|
|
(301
|
)
|
|||
Additions to property and equipment
|
|
(31,397
|
)
|
|
(44,465
|
)
|
|
(28,469
|
)
|
|||
Additions to capitalized software
|
|
(50,392
|
)
|
|
(29,416
|
)
|
|
(34,877
|
)
|
|||
Purchases of marketable securities
|
|
(73,193
|
)
|
|
(52,538
|
)
|
|
(56,754
|
)
|
|||
Prepayments and maturities of marketable securities
|
|
54,141
|
|
|
38,551
|
|
|
38,973
|
|
|||
Sales of marketable securities
|
|
15,152
|
|
|
7,761
|
|
|
24,461
|
|
|||
Other investing activities
|
|
1,313
|
|
|
(1,000
|
)
|
|
(2,000
|
)
|
|||
Receipt of contingent payment from sale of SEI AK
|
|
2,791
|
|
|
2,791
|
|
|
5,582
|
|
|||
Net cash used in investing activities
|
|
(79,585
|
)
|
|
(78,015
|
)
|
|
(53,385
|
)
|
|||
Cash flows from financing activities:
|
|
|
|
|
|
|
||||||
Purchase and retirement of common stock
|
|
(292,258
|
)
|
|
(291,374
|
)
|
|
(275,788
|
)
|
|||
Proceeds from issuance of common stock
|
|
48,272
|
|
|
65,543
|
|
|
104,897
|
|
|||
Tax benefit on stock options exercised
|
|
8,984
|
|
|
16,056
|
|
|
20,435
|
|
|||
Payment of dividends
|
|
(84,686
|
)
|
|
(80,030
|
)
|
|
(74,294
|
)
|
|||
Net cash used in financing activities
|
|
(319,688
|
)
|
|
(289,805
|
)
|
|
(224,750
|
)
|
|||
|
|
|
|
|
|
|
||||||
Effect of exchange rate changes on cash and cash equivalents
|
|
(9,923
|
)
|
|
(11,425
|
)
|
|
(7,495
|
)
|
|||
|
|
|
|
|
|
|
||||||
Net increase in cash and cash equivalents
|
|
16,040
|
|
|
12,215
|
|
|
89,173
|
|
|||
|
|
|
|
|
|
|
||||||
Cash and cash equivalents, beginning of year
|
|
679,661
|
|
|
667,446
|
|
|
578,273
|
|
|||
|
|
|
|
|
|
|
||||||
Cash and cash equivalents, end of year
|
|
$
|
695,701
|
|
|
$
|
679,661
|
|
|
$
|
667,446
|
|
|
|
|
|
|
|
|
||||||
Interest paid
|
|
$
|
531
|
|
|
$
|
460
|
|
|
$
|
458
|
|
Income taxes paid
|
|
$
|
157,255
|
|
|
$
|
159,605
|
|
|
$
|
151,250
|
|
|
|
|
|
|
|
|
||||||
Non-cash financing activities
|
|
|
|
|
|
|
||||||
Dividends declared but not paid
|
|
$
|
44,596
|
|
|
$
|
42,625
|
|
|
$
|
40,178
|
|
|
|
|
Notes to Consolidated Financial Statements
|
|
SEI Investments Company
|
(all figures are in thousands except share and per-share data)
|
|
and Subsidiaries
|
|
|
2016
|
|
2015
|
|
2014
|
||||||
Net income
|
|
$
|
333,817
|
|
|
$
|
331,655
|
|
|
$
|
318,713
|
|
Shares used to compute basic earnings per common share
|
|
161,350,000
|
|
|
165,725,000
|
|
|
168,246,000
|
|
|||
Dilutive effect of stock options
|
|
3,081,000
|
|
|
3,873,000
|
|
|
4,319,000
|
|
|||
Shares used to compute diluted earnings per common share
|
|
164,431,000
|
|
|
169,598,000
|
|
|
172,565,000
|
|
|||
Basic earnings per common share
|
|
$
|
2.07
|
|
|
$
|
2.00
|
|
|
$
|
1.89
|
|
Diluted earnings per common share
|
|
$
|
2.03
|
|
|
$
|
1.96
|
|
|
$
|
1.85
|
|
Condensed Balance Sheets
December 31,
|
|
2016
|
|
2015
|
||||
Current assets
|
|
$
|
125,872
|
|
|
$
|
127,225
|
|
Non-current assets
|
|
1,927
|
|
|
2,375
|
|
||
Total assets
|
|
$
|
127,799
|
|
|
$
|
129,600
|
|
|
|
|
|
|
||||
Current liabilities
|
|
$
|
39,303
|
|
|
$
|
40,876
|
|
Partners’ capital
|
|
88,496
|
|
|
88,724
|
|
||
Total liabilities and partners’ capital
|
|
$
|
127,799
|
|
|
$
|
129,600
|
|
|
|
2016
|
|
2015
|
||||
Trade receivables
|
|
$
|
48,683
|
|
|
$
|
47,179
|
|
Fees earned, not billed
|
|
168,971
|
|
|
154,919
|
|
||
Other receivables
|
|
10,826
|
|
|
21,574
|
|
||
|
|
228,480
|
|
|
223,672
|
|
||
Less: Allowance for doubtful accounts
|
|
(523
|
)
|
|
(649
|
)
|
||
Receivables, net
|
|
$
|
227,957
|
|
|
$
|
223,023
|
|
|
|
2016
|
|
2015
|
||||
Buildings
|
|
$
|
152,171
|
|
|
$
|
151,604
|
|
Equipment
|
|
106,759
|
|
|
86,941
|
|
||
Land
|
|
10,030
|
|
|
10,003
|
|
||
Purchased software
|
|
128,008
|
|
|
122,433
|
|
||
Furniture and fixtures
|
|
17,292
|
|
|
16,143
|
|
||
Leasehold improvements
|
|
15,175
|
|
|
15,393
|
|
||
Construction in progress
|
|
2,077
|
|
|
961
|
|
||
|
|
431,512
|
|
|
403,478
|
|
||
Less: Accumulated depreciation
|
|
(285,322
|
)
|
|
(259,501
|
)
|
||
Property and Equipment, net
|
|
$
|
146,190
|
|
|
$
|
143,977
|
|
|
|
2016
|
|
2015
|
||||
Accrued employee compensation
|
|
$
|
79,735
|
|
|
$
|
74,687
|
|
Accrued consulting, outsourcing and professional fees
|
|
24,428
|
|
|
21,575
|
|
||
Accrued sub-advisory, distribution and other asset management fees
|
|
41,666
|
|
|
32,674
|
|
||
Accrued dividend payable
|
|
44,596
|
|
|
42,625
|
|
||
Other accrued liabilities
|
|
50,100
|
|
|
46,026
|
|
||
Accrued liabilities
|
|
$
|
240,525
|
|
|
$
|
217,587
|
|
|
|
|
|
Fair Value Measurements at Reporting Date Using
|
||||||||
|
|
December 31, 2016
|
|
|
Quoted Prices in
Active Markets
for Identical
Assets
(Level 1)
|
|
Significant
Other
Observable
Inputs
(Level 2)
|
|||||
Assets
|
|
|
|
|
|
|
||||||
Equity available-for-sale securities
|
|
$
|
9,581
|
|
|
$
|
9,581
|
|
|
$
|
—
|
|
Fixed-income available-for-sale securities
|
|
74,452
|
|
|
—
|
|
|
74,452
|
|
|||
Fixed-income securities owned
|
|
21,339
|
|
|
—
|
|
|
21,339
|
|
|||
Investment funds sponsored by LSV (1)
|
|
4,858
|
|
|
|
|
|
|||||
|
|
$
|
110,230
|
|
|
$
|
9,581
|
|
|
$
|
95,791
|
|
|
|
|
|
Fair Value Measurements at Reporting Date Using
|
||||||||
|
|
December 31, 2015
|
|
|
Quoted Prices in
Active Markets
for Identical
Assets
(Level 1)
|
|
Significant
Other
Observable
Inputs
(Level 2)
|
|||||
Assets
|
|
|
|
|
|
|
||||||
Equity available-for-sale securities
|
|
$
|
10,657
|
|
|
$
|
10,657
|
|
|
$
|
—
|
|
Fixed-income available-for-sale securities
|
|
70,637
|
|
|
—
|
|
|
70,637
|
|
|||
Fixed-income securities owned
|
|
21,235
|
|
|
—
|
|
|
21,235
|
|
|||
Investment funds sponsored by LSV (1)
|
|
4,039
|
|
|
|
|
|
|||||
|
|
$
|
106,568
|
|
|
$
|
10,657
|
|
|
$
|
91,872
|
|
|
|
At December 31, 2016
|
||||||||||||||
|
|
Cost
|
|
Gross
Unrealized
Gains
|
|
Gross
Unrealized
(Losses)
|
|
Fair
Value
|
||||||||
SEI-sponsored mutual funds
|
|
$
|
7,357
|
|
|
$
|
24
|
|
|
$
|
(996
|
)
|
|
$
|
6,385
|
|
Equities and other mutual funds
|
|
2,968
|
|
|
228
|
|
|
—
|
|
|
3,196
|
|
||||
Debt securities
|
|
74,843
|
|
|
—
|
|
|
(391
|
)
|
|
74,452
|
|
||||
|
|
$
|
85,168
|
|
|
$
|
252
|
|
|
$
|
(1,387
|
)
|
|
$
|
84,033
|
|
|
|
At December 31, 2015
|
||||||||||||||
|
|
Cost
|
|
Gross
Unrealized
Gains
|
|
Gross
Unrealized
(Losses)
|
|
Fair
Value
|
||||||||
SEI-sponsored mutual funds
|
|
$
|
8,474
|
|
|
$
|
—
|
|
|
$
|
(742
|
)
|
|
$
|
7,732
|
|
Equities and other mutual funds
|
|
2,857
|
|
|
68
|
|
|
—
|
|
|
2,925
|
|
||||
Debt securities
|
|
70,308
|
|
|
329
|
|
|
—
|
|
|
70,637
|
|
||||
|
|
$
|
81,639
|
|
|
$
|
397
|
|
|
$
|
(742
|
)
|
|
$
|
81,294
|
|
|
|
2016
|
|
2015
|
|
2014
|
|||
Expected term (in years)
|
|
6.00
|
|
|
5.58
|
|
|
6.79
|
|
Expected volatility
|
|
25.44
|
%
|
|
23.86
|
%
|
|
26.98
|
%
|
Expected dividend yield
|
|
1.10
|
%
|
|
1.00
|
%
|
|
1.15
|
%
|
Risk-free interest rate
|
|
2.18
|
%
|
|
1.90
|
%
|
|
2.04
|
%
|
|
|
2016
|
|
2015
|
|
2014
|
||||||
Stock-based compensation expense
|
|
$
|
16,017
|
|
|
$
|
17,312
|
|
|
$
|
13,463
|
|
Less: Deferred tax benefit
|
|
(5,612
|
)
|
|
(6,107
|
)
|
|
(4,704
|
)
|
|||
Stock-based compensation expense, net of tax
|
|
$
|
10,405
|
|
|
$
|
11,205
|
|
|
$
|
8,759
|
|
|
|
Number of
Shares
|
|
Weighted
Avg. Price
|
|||
Balance as of December 31, 2013
|
|
23,637,000
|
|
|
$
|
22.58
|
|
Granted
|
|
2,293,000
|
|
|
40.05
|
|
|
Exercised
|
|
(5,261,000
|
)
|
|
19.52
|
|
|
Expired or canceled
|
|
(208,000
|
)
|
|
28.83
|
|
|
Balance as of December 31, 2014
|
|
20,461,000
|
|
|
$
|
25.26
|
|
Granted
|
|
2,005,000
|
|
|
53.34
|
|
|
Exercised
|
|
(2,927,000
|
)
|
|
21.44
|
|
|
Expired or canceled
|
|
(302,000
|
)
|
|
28.97
|
|
|
Balance as of December 31, 2015
|
|
19,237,000
|
|
|
$
|
28.71
|
|
Granted
|
|
2,310,000
|
|
|
49.57
|
|
|
Exercised
|
|
(1,809,000
|
)
|
|
24.82
|
|
|
Expired or canceled
|
|
(1,669,000
|
)
|
|
30.86
|
|
|
Balance as of December 31, 2016
|
|
18,069,000
|
|
|
$
|
31.57
|
|
|
|
|
|
|
|||
Exercisable as of December 31, 2016
|
|
6,692,000
|
|
|
$
|
21.28
|
|
Available for future grant as of December 31, 2016
|
|
25,156,000
|
|
|
|
|
|
|
Options Outstanding at December 31, 2016
|
|
Options Exercisable at December 31, 2016
|
|||||||||||||||||
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)
|
|||||||||||
$
|
14.62
|
|
-
|
15.77
|
3,021,000
|
|
|
$
|
15.27
|
|
|
3.70
|
|
1,980,000
|
|
|
$
|
15.01
|
|
|
3.02
|
|
17.65
|
|
-
|
21.05
|
1,854,000
|
|
|
17.67
|
|
|
3.02
|
|
1,846,000
|
|
|
17.65
|
|
|
3.00
|
|
|||
22.45
|
|
-
|
23.86
|
3,712,000
|
|
|
23.20
|
|
|
4.93
|
|
1,513,000
|
|
|
23.20
|
|
|
4.93
|
|
|||
27.03
|
|
-
|
39.15
|
3,321,000
|
|
|
33.18
|
|
|
4.73
|
|
1,353,000
|
|
|
33.26
|
|
|
5.19
|
|
|||
40.64
|
|
-
|
53.34
|
6,161,000
|
|
|
47.91
|
|
|
9.06
|
|
—
|
|
|
—
|
|
|
—
|
|
|||
|
|
|
18,069,000
|
|
|
|
|
|
|
6,692,000
|
|
|
|
|
|
Year
|
|
Total Number of
Shares Repurchased
|
|
Total Cost
|
|||
2016
|
|
6,600,000
|
|
|
$
|
294,374
|
|
2015
|
|
5,951,000
|
|
|
289,587
|
|
|
2014
|
|
7,888,000
|
|
|
278,357
|
|
|
|
Foreign
Currency
Translation
Adjustments
|
|
Unrealized
Holding
Gains (Losses)
on Investments
|
|
Accumulated
Other
Comprehensive
Income (Loss)
|
||||||
Balance, January 1, 2014
|
|
$
|
101
|
|
|
$
|
1,386
|
|
|
$
|
1,487
|
|
|
|
|
|
|
|
|
||||||
Other comprehensive loss before reclassifications
|
|
(10,189
|
)
|
|
441
|
|
|
(9,748
|
)
|
|||
Amounts reclassified from accumulated other comprehensive income
|
|
—
|
|
|
(634
|
)
|
|
(634
|
)
|
|||
Net current-period other comprehensive loss
|
|
(10,189
|
)
|
|
(193
|
)
|
|
(10,382
|
)
|
|||
|
|
|
|
|
|
|
||||||
Balance, December 31, 2014
|
|
$
|
(10,088
|
)
|
|
$
|
1,193
|
|
|
$
|
(8,895
|
)
|
|
|
|
|
|
|
|
||||||
Other comprehensive loss before reclassifications
|
|
(14,900
|
)
|
|
(1,659
|
)
|
|
(16,559
|
)
|
|||
Amounts reclassified from accumulated other comprehensive loss
|
|
—
|
|
|
164
|
|
|
164
|
|
|||
Net current-period other comprehensive loss
|
|
(14,900
|
)
|
|
(1,495
|
)
|
|
(16,395
|
)
|
|||
|
|
|
|
|
|
|
||||||
Balance, December 31, 2015
|
|
$
|
(24,988
|
)
|
|
$
|
(302
|
)
|
|
$
|
(25,290
|
)
|
|
|
|
|
|
|
|
||||||
Other comprehensive loss before reclassifications
|
|
(12,131
|
)
|
|
(918
|
)
|
|
(13,049
|
)
|
|||
Amounts reclassified from accumulated other comprehensive loss
|
|
—
|
|
|
384
|
|
|
384
|
|
|||
Net current-period other comprehensive loss
|
|
(12,131
|
)
|
|
(534
|
)
|
|
(12,665
|
)
|
|||
|
|
|
|
|
|
|
||||||
Balance, December 31, 2016
|
|
$
|
(37,119
|
)
|
|
$
|
(836
|
)
|
|
$
|
(37,955
|
)
|
2017
|
$
|
5,958
|
|
2018
|
6,406
|
|
|
2019
|
6,715
|
|
|
2020
|
5,127
|
|
|
2021 and thereafter
|
26,821
|
|
|
|
$
|
51,027
|
|
Year Ended December 31,
|
|
2016
|
|
2015
|
|
2014
|
||||||
Current
|
|
|
|
|
|
|
||||||
Federal
|
|
$
|
158,411
|
|
|
$
|
159,774
|
|
|
$
|
155,273
|
|
State
|
|
10,500
|
|
|
7,756
|
|
|
8,744
|
|
|||
Foreign
|
|
5,137
|
|
|
5,224
|
|
|
5,254
|
|
|||
|
|
174,048
|
|
|
172,754
|
|
|
169,271
|
|
|||
Deferred
|
|
|
|
|
|
|
||||||
Federal
|
|
788
|
|
|
(5,343
|
)
|
|
1,667
|
|
|||
State
|
|
(168
|
)
|
|
1,414
|
|
|
11
|
|
|||
|
|
620
|
|
|
(3,929
|
)
|
|
1,678
|
|
|||
Total income taxes
|
|
$
|
174,668
|
|
|
$
|
168,825
|
|
|
$
|
170,949
|
|
Year Ended December 31,
|
|
2016
|
|
2015
|
|
2014
|
||||||
Domestic
|
|
$
|
481,760
|
|
|
$
|
472,384
|
|
|
$
|
475,175
|
|
Foreign
|
|
26,725
|
|
|
28,096
|
|
|
14,487
|
|
|||
|
|
$
|
508,485
|
|
|
$
|
500,480
|
|
|
$
|
489,662
|
|
Year Ended December 31,
|
2016
|
|
2015
|
|
2014
|
|||
Statutory rate
|
35.0
|
%
|
|
35.0
|
%
|
|
35.0
|
%
|
State taxes, net of federal tax benefit
|
1.3
|
|
|
1.6
|
|
|
1.2
|
|
Foreign tax expense and tax rate differential
|
(0.8
|
)
|
|
(1.2
|
)
|
|
(0.7
|
)
|
Research and development tax credit
|
(0.8
|
)
|
|
(0.6
|
)
|
|
(0.4
|
)
|
Domestic Production Activities Deduction
|
(0.6
|
)
|
|
(0.6
|
)
|
|
(0.4
|
)
|
Net change in uncertain tax positions
|
—
|
|
|
—
|
|
|
0.3
|
|
Settlement of state tax petition
|
—
|
|
|
(0.8
|
)
|
|
—
|
|
Other, net
|
0.2
|
|
|
0.3
|
|
|
(0.1
|
)
|
|
34.3
|
%
|
|
33.7
|
%
|
|
34.9
|
%
|
Year Ended December 31,
|
|
2016
|
|
2015
|
||||
Deferred Tax Assets:
|
|
|
|
|
||||
Stock-based compensation expense
|
|
$
|
33,459
|
|
|
$
|
34,739
|
|
Foreign and state net operating loss carryforward
|
|
20,049
|
|
|
19,580
|
|
||
Basis differences in investments
|
|
6,165
|
|
|
6,439
|
|
||
Federal benefit of state tax deduction for uncertain tax positions
|
|
3,647
|
|
|
3,014
|
|
||
Revenue and expense recognized in different periods for financial reporting and income tax purposes
|
|
5,022
|
|
|
4,675
|
|
||
Other assets
|
|
813
|
|
|
1,793
|
|
||
Total deferred income tax assets
|
|
69,155
|
|
|
70,240
|
|
||
Less: valuation allowance
|
|
(17,922
|
)
|
|
(14,548
|
)
|
||
Net deferred income tax assets
|
|
$
|
51,233
|
|
|
$
|
55,692
|
|
|
|
|
|
|
||||
Deferred Tax Liabilities:
|
|
|
|
|
||||
Capitalized software currently deductible for tax purposes, net of amortization
|
|
$
|
(107,897
|
)
|
|
$
|
(111,174
|
)
|
Difference in financial reporting and income tax depreciation methods
|
|
(5,190
|
)
|
|
(2,695
|
)
|
||
Difference between book and tax basis of other assets
|
|
(4,597
|
)
|
|
(4,294
|
)
|
||
Other liabilities
|
|
(1,115
|
)
|
|
(557
|
)
|
||
Total deferred income tax liabilities
|
|
$
|
(118,799
|
)
|
|
$
|
(118,720
|
)
|
Net deferred income tax liabilities
|
|
$
|
(67,566
|
)
|
|
$
|
(63,028
|
)
|
|
|
2016
|
|
2015
|
|
2014
|
||||||
Balance as of January 1
|
|
$
|
14,517
|
|
|
$
|
14,018
|
|
|
$
|
12,028
|
|
Tax positions related to current year:
|
|
|
|
|
|
|
||||||
Gross additions
|
|
3,756
|
|
|
1,954
|
|
|
1,957
|
|
|||
Tax positions related to prior years:
|
|
|
|
|
|
|
||||||
Gross additions
|
|
1,762
|
|
|
297
|
|
|
1,369
|
|
|||
Settlements
|
|
(378
|
)
|
|
—
|
|
|
—
|
|
|||
Lapses on statute of limitations
|
|
(2,370
|
)
|
|
(1,752
|
)
|
|
(1,336
|
)
|
|||
Balance as of December 31
|
|
$
|
17,287
|
|
|
$
|
14,517
|
|
|
$
|
14,018
|
|
|
|
Private
Banks
|
|
Investment
Advisors
|
|
Institutional
Investors
|
|
Investment
Managers
|
|
Investments
In New
Businesses
|
|
Total
|
||||||||||||
|
|
For the Year Ended December 31, 2016
|
||||||||||||||||||||||
Revenues
|
|
$
|
457,886
|
|
|
$
|
330,677
|
|
|
$
|
312,584
|
|
|
$
|
294,390
|
|
|
$
|
6,008
|
|
|
$
|
1,401,545
|
|
Expenses
|
|
421,188
|
|
|
180,140
|
|
|
153,117
|
|
|
191,127
|
|
|
20,962
|
|
|
966,534
|
|
||||||
Operating profit (loss)
|
|
$
|
36,698
|
|
|
$
|
150,537
|
|
|
$
|
159,467
|
|
|
$
|
103,263
|
|
|
$
|
(14,954
|
)
|
|
$
|
435,011
|
|
Gain on sale of subsidiary
|
|
2,791
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
2,791
|
|
||||||
Total profit (loss)
|
|
$
|
39,489
|
|
|
$
|
150,537
|
|
|
$
|
159,467
|
|
|
$
|
103,263
|
|
|
$
|
(14,954
|
)
|
|
$
|
437,802
|
|
|
|
Private
Banks
|
|
Investment
Advisors
|
|
Institutional
Investors
|
|
Investment
Managers
|
|
Investments
In New
Businesses
|
|
Total
|
||||||||||||
|
|
For the Year Ended December 31, 2015
|
||||||||||||||||||||||
Revenues
|
|
$
|
456,516
|
|
|
$
|
306,620
|
|
|
$
|
297,568
|
|
|
$
|
267,963
|
|
|
$
|
5,541
|
|
|
$
|
1,334,208
|
|
Expenses
|
|
410,975
|
|
|
171,968
|
|
|
145,851
|
|
|
172,094
|
|
|
20,656
|
|
|
921,544
|
|
||||||
Operating profit (loss)
|
|
$
|
45,541
|
|
|
$
|
134,652
|
|
|
$
|
151,717
|
|
|
$
|
95,869
|
|
|
$
|
(15,115
|
)
|
|
$
|
412,664
|
|
Gain on sale of subsidiary
|
|
2,791
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
2,791
|
|
||||||
Total profit (loss)
|
|
$
|
48,332
|
|
|
$
|
134,652
|
|
|
$
|
151,717
|
|
|
$
|
95,869
|
|
|
$
|
(15,115
|
)
|
|
$
|
415,455
|
|
|
|
Private
Banks
|
|
Investment
Advisors
|
|
Institutional
Investors
|
|
Investment
Managers
|
|
Investments
In New
Businesses
|
|
Total
|
||||||||||||
|
|
For the Year Ended December 31, 2014
|
||||||||||||||||||||||
Revenues
|
|
$
|
441,467
|
|
|
$
|
283,811
|
|
|
$
|
284,677
|
|
|
$
|
251,310
|
|
|
$
|
4,740
|
|
|
$
|
1,266,005
|
|
Expenses
|
|
399,620
|
|
|
146,500
|
|
|
140,659
|
|
|
159,176
|
|
|
18,377
|
|
|
864,332
|
|
||||||
Operating profit (loss)
|
|
$
|
41,847
|
|
|
$
|
137,311
|
|
|
$
|
144,018
|
|
|
$
|
92,134
|
|
|
$
|
(13,637
|
)
|
|
$
|
401,673
|
|
Gain on sale of subsidiary
|
|
5,582
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
5,582
|
|
||||||
Total profit (loss)
|
|
$
|
47,429
|
|
|
$
|
137,311
|
|
|
$
|
144,018
|
|
|
$
|
92,134
|
|
|
$
|
(13,637
|
)
|
|
$
|
407,255
|
|
Year Ended December 31,
|
|
2016
|
|
2015
|
|
2014
|
||||||
Total operating profit from segments above
|
|
$
|
435,011
|
|
|
$
|
412,664
|
|
|
$
|
401,673
|
|
Corporate overhead expenses
|
|
(59,317
|
)
|
|
(54,451
|
)
|
|
(48,889
|
)
|
|||
Income from operations
|
|
$
|
375,694
|
|
|
$
|
358,213
|
|
|
$
|
352,784
|
|
|
|
Capital Expenditures (1)
|
|
Depreciation
|
||||||||||||||||||||
Year Ended December 31,
|
|
2016
|
|
2015
|
|
2014
|
|
2016
|
|
2015
|
|
2014
|
||||||||||||
Private Banks
|
|
$
|
45,940
|
|
|
$
|
41,972
|
|
|
$
|
30,883
|
|
|
$
|
13,222
|
|
|
$
|
12,348
|
|
|
$
|
13,393
|
|
Investment Advisors
|
|
17,610
|
|
|
13,206
|
|
|
13,783
|
|
|
3,880
|
|
|
3,410
|
|
|
2,507
|
|
||||||
Institutional Investors
|
|
4,319
|
|
|
5,301
|
|
|
4,575
|
|
|
1,367
|
|
|
1,200
|
|
|
1,041
|
|
||||||
Investment Managers
|
|
11,209
|
|
|
10,119
|
|
|
9,505
|
|
|
4,877
|
|
|
4,040
|
|
|
2,917
|
|
||||||
Investments in New Businesses
|
|
726
|
|
|
736
|
|
|
2,547
|
|
|
2,197
|
|
|
2,278
|
|
|
1,983
|
|
||||||
Total from business segments
|
|
$
|
79,804
|
|
|
$
|
71,334
|
|
|
$
|
61,293
|
|
|
$
|
25,543
|
|
|
$
|
23,276
|
|
|
$
|
21,841
|
|
Corporate Overhead
|
|
1,985
|
|
|
2,547
|
|
|
2,053
|
|
|
897
|
|
|
768
|
|
|
607
|
|
||||||
|
|
$
|
81,789
|
|
|
$
|
73,881
|
|
|
$
|
63,346
|
|
|
$
|
26,440
|
|
|
$
|
24,044
|
|
|
$
|
22,448
|
|
|
|
Amortization
|
||||||||||
Year Ended December 31,
|
|
2016
|
|
2015
|
|
2014
|
||||||
Private Banks
|
|
$
|
31,675
|
|
|
$
|
29,819
|
|
|
$
|
24,993
|
|
Investment Advisors
|
|
10,458
|
|
|
9,880
|
|
|
9,228
|
|
|||
Institutional Investors
|
|
1,674
|
|
|
1,558
|
|
|
1,430
|
|
|||
Investment Managers
|
|
1,092
|
|
|
1,029
|
|
|
954
|
|
|||
Investments in New Businesses
|
|
146
|
|
|
116
|
|
|
1,846
|
|
|||
Total from business segments
|
|
$
|
45,045
|
|
|
$
|
42,402
|
|
|
$
|
38,451
|
|
Corporate Overhead
|
|
347
|
|
|
228
|
|
|
228
|
|
|||
|
|
$
|
45,392
|
|
|
$
|
42,630
|
|
|
$
|
38,679
|
|
|
|
Total Assets
|
||||||
|
|
2016
|
|
2015
|
||||
Private Banks
|
|
$
|
471,435
|
|
|
$
|
451,079
|
|
Investment Advisors
|
|
160,717
|
|
|
138,459
|
|
||
Institutional Investors
|
|
109,879
|
|
|
105,443
|
|
||
Investment Managers
|
|
158,621
|
|
|
154,432
|
|
||
Investments in New Businesses
|
|
4,910
|
|
|
5,355
|
|
||
Total from business segments
|
|
$
|
905,562
|
|
|
$
|
854,768
|
|
Corporate Overhead (2)
|
|
731,261
|
|
|
733,860
|
|
||
|
|
$
|
1,636,823
|
|
|
$
|
1,588,628
|
|
For the Year Ended December 31,
|
|
2016
|
|
2015
|
|
2014
|
||||||
United States
|
|
$
|
1,191,640
|
|
|
$
|
1,123,165
|
|
|
$
|
1,063,223
|
|
International operations
|
|
209,905
|
|
|
211,043
|
|
|
202,782
|
|
|||
|
|
$
|
1,401,545
|
|
|
$
|
1,334,208
|
|
|
$
|
1,266,005
|
|
|
|
2016
|
|
2015
|
||||
United States
|
|
$
|
1,317,235
|
|
|
$
|
1,330,738
|
|
International operations
|
|
319,588
|
|
|
257,890
|
|
||
|
|
$
|
1,636,823
|
|
|
$
|
1,588,628
|
|
|
|
For the Three Months Ended
|
||||||||||||||
2016
|
|
March 31
|
|
June 30
|
|
September 30
|
|
December 31(1)
|
||||||||
Revenues
|
|
$
|
334,263
|
|
|
$
|
343,831
|
|
|
$
|
354,641
|
|
|
$
|
368,810
|
|
Income before income taxes
|
|
$
|
119,638
|
|
|
$
|
124,904
|
|
|
$
|
130,890
|
|
|
$
|
133,053
|
|
Net income
|
|
$
|
77,497
|
|
|
$
|
81,005
|
|
|
$
|
86,704
|
|
|
$
|
88,611
|
|
Basic earnings per share
|
|
$
|
0.48
|
|
|
$
|
0.50
|
|
|
$
|
0.54
|
|
|
$
|
0.55
|
|
Diluted earnings per share (2)
|
|
$
|
0.47
|
|
|
$
|
0.49
|
|
|
$
|
0.53
|
|
|
$
|
0.55
|
|
|
|
|
|
|
|
|
|
|
||||||||
Effective income tax rate
|
|
35.2
|
%
|
|
35.2
|
%
|
|
33.8
|
%
|
|
33.4
|
%
|
|
|
For the Three Months Ended
|
||||||||||||||
2015
|
|
March 31
|
|
June 30
|
|
September 30
|
|
December 31
|
||||||||
Revenues
|
|
$
|
325,444
|
|
|
$
|
337,745
|
|
|
$
|
335,622
|
|
|
$
|
335,397
|
|
Income before income taxes
|
|
$
|
131,000
|
|
|
$
|
133,810
|
|
|
$
|
120,588
|
|
|
$
|
115,082
|
|
Net income
|
|
$
|
84,611
|
|
|
$
|
86,240
|
|
|
$
|
79,425
|
|
|
$
|
81,379
|
|
Basic earnings per share
|
|
$
|
0.51
|
|
|
$
|
0.52
|
|
|
$
|
0.48
|
|
|
$
|
0.49
|
|
Diluted earnings per share
|
|
$
|
0.50
|
|
|
$
|
0.51
|
|
|
$
|
0.47
|
|
|
$
|
0.48
|
|
|
|
|
|
|
|
|
|
|
||||||||
Effective income tax rate
|
|
35.4
|
%
|
|
35.6
|
%
|
|
34.1
|
%
|
|
29.3
|
%
|
|
|
|
|
|
|
|
|
|
|
|
Schedule II - Valuation and Qualifying Accounts and Reserves
|
|
|
|
SEI Investments Company
|
||||||
(In thousands)
|
|
|
|
|
|
|
|
and Subsidiaries
|
Year Ended December 31,
|
|
|
Additions
|
|
|
|
|
|||||||||||||
Description
|
|
Balance at
Beginning
of Year
|
|
Charged to
Costs and
Expenses
|
|
Charged
to Other
Accounts
|
|
(Deductions)
|
|
Balance
at End
of Year
|
||||||||||
Allowance for doubtful accounts:
|
|
|
|
|
|
|
|
|
|
|
||||||||||
2016
|
|
$
|
649
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
(126
|
)
|
|
$
|
523
|
|
2015
|
|
784
|
|
|
—
|
|
|
—
|
|
|
(135
|
)
|
|
649
|
|
|||||
2014
|
|
651
|
|
|
133
|
|
|
—
|
|
|
—
|
|
|
784
|
|
|||||
Deferred income tax valuation allowance:
|
|
|
|
|
|
|
|
|
|
|
||||||||||
2016
|
|
$
|
14,548
|
|
|
$
|
—
|
|
|
$
|
3,374
|
|
|
$
|
—
|
|
|
$
|
17,922
|
|
2015
|
|
16,509
|
|
|
(1,142
|
)
|
|
(819
|
)
|
|
—
|
|
|
14,548
|
|
|||||
2014
|
|
14,738
|
|
|
—
|
|
|
1,771
|
|
|
—
|
|
|
16,509
|
|
|
|
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)
|
|
Number of securities
remaining available for
future issuance under
equity compensation
plans (excluding
securities reflected in
column (a))
(c)
|
||||
Equity compensation plans approved by security holders (1)
|
|
18,069,227
|
|
|
$
|
31.57
|
|
|
25,155,647
|
|
Equity compensation plans not approved by security holders
|
|
—
|
|
|
—
|
|
|
—
|
|
|
Total
|
|
18,069,227
|
|
|
$
|
31.57
|
|
|
25,155,647
|
|
|
|
|
|
|
|
|
|
|
SEI INVESTMENTS COMPANY
|
||
|
|
|
|
||
Date:
|
February 22, 2017
|
|
By:
|
|
/s/ Dennis J. McGonigle
|
|
|
|
|
|
Dennis J. McGonigle
|
|
|
|
|
|
Chief Financial Officer
|
Date:
|
February 22, 2017
|
|
By:
|
|
/s/ Alfred P. West, Jr.
|
|
|
|
|
|
Alfred P. West, Jr.
|
|
|
|
|
|
Chairman of the Board, Chief Executive Officer, and
|
|
|
|
|
|
Director
|
|
|
|
|
||
Date:
|
February 22, 2017
|
|
By:
|
|
/s/ Carmen V. Romeo
|
|
|
|
|
|
Carmen V. Romeo
|
|
|
|
|
|
Director
|
|
|
|
|
||
Date:
|
February 22, 2017
|
|
By:
|
|
/s/ William M. Doran
|
|
|
|
|
|
William M. Doran
|
|
|
|
|
|
Director
|
|
|
|
|
||
Date:
|
February 22, 2017
|
|
By:
|
|
/s/ Kathryn M. McCarthy
|
|
|
|
|
|
Kathryn M. McCarthy
|
|
|
|
|
|
Director
|
|
|
|
|
||
Date:
|
February 22, 2017
|
|
By:
|
|
/s/ Sarah W. Blumenstein
|
|
|
|
|
|
Sarah W. Blumenstein
|
|
|
|
|
|
Director
|
|
|
|
|
|
|
Date:
|
February 22, 2017
|
|
By:
|
|
/s/ Carl A. Guarino
|
|
|
|
|
|
Carl A. Guarino
|
|
|
|
|
|
Director
|
3.1
|
|
|
|
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
|
|
|
|
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
|
|
|
|
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
|
|
|
|
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
|
|
|
|
Amendment to Articles of Incorporation of the Registrant, dated February 14, 2001. (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, 2000.)
|
3.2
|
|
|
|
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.)
|
3.2.1
|
|
|
|
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.)
|
4.1
|
|
|
|
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.)
|
4.2
|
|
|
|
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 4.1 to the Registrant’s Current Report on Form 8-K dated January 6, 2009.)
|
|
|
|
||
|
|
|
Note: Exhibits 10.4 through 10.11 constitute the management contracts and executive compensatory plans or arrangements in which certain of the directors and executive officers of the Registrant participate.
|
|
|
|
|
||
10.4
|
|
|
|
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.)
|
10.4.1
|
|
|
|
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.)
|
10.5
|
|
|
|
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.)
|
10.6
|
|
|
|
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.)
|
10.9
|
|
|
|
Employment Agreement, dated June 25, 2004, between N. Jeffrey Klauder and the Registrant. (Incorporated by reference to exhibit 10.9 to the Registrant’s Annual Report on Form 10-K for the fiscal year ended December 31, 2006.)
|
10.10
|
|
|
|
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.)
|
10.11
|
|
|
|
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.)
|
10.22
|
|
|
|
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.)
|
10.22.1
|
|
|
|
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.)
|
10.22.2
|
|
|
|
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.)
|
10.24
|
|
|
|
$300,000 Credit Agreement, dated February 2, 2012, among SEI Investments Company, the Lenders Party thereto, 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 10.24 to the Registrant’s Current Report on Form 8-K/A dated February 2, 2012.)
|
10.25
|
|
|
|
Guaranty and Collateral Agreement dated as of October 1, 2012 among SEI Investments Company, LSV Employee Group III, LLC, and The PrivateBank and Trust Company. (Incorporated by reference to exhibit 10.25 to the Registrant’s Current Report on Form 8-K dated October 1, 2012.)
|
10.26
|
|
|
|
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.)
|
14
|
|
|
|
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.)
|
21
|
|
*
|
|
Subsidiaries of the Registrant.
|
23.1
|
|
*
|
|
Consent of KPMG LLP.
|
23.2
|
|
*
|
|
Consent of KPMG LLP relating to the financial statements of LSV Asset Management.
|
31.1
|
|
*
|
|
Rule 13a-15(e)/15d-15(e) Certification of Chief Executive Officer.
|
31.2
|
|
*
|
|
Rule 13a-15(e)/15d-15(e) Certification of Chief Financial Officer.
|
32
|
|
*
|
|
Section 1350 Certifications.
|
99.1
|
|
|
|
Financial Statements of LSV Asset Management dated December 31, 2010 and 2009. (Incorporated by reference to exhibit 99.1 to the Registrant’s Annual Report on Form 10-K for the fiscal year ended December 31, 2010.)
|
99.2
|
|
|
|
Financial Statements of LSV Asset Management dated December 31, 2011 and 2010. (Incorporated by reference to exhibit 99.2 to the Registrant’s Annual Report on Form 10-K for the fiscal year ended December 31, 2011.)
|
99.3
|
|
|
|
Financial Statements of LSV Asset Management dated December 31, 2012 and 2011. (Incorporated by reference to exhibit 99.3 to the Registrant’s Annual Report on Form 10-K for the fiscal year ended December 31, 2012.)
|
99.4
|
|
|
|
Financial Statements of LSV Asset Management dated December 31, 2013 and 2012. (Incorporated by reference to exhibit 99.4 to the Registrant’s Annual Report on Form 10-K for the fiscal year ended December 31, 2013.)
|
99.5
|
|
|
|
Financial Statements of LSV Asset Management dated December 31, 2014 and 2013. (Incorporated by reference to exhibit 99.5 to the Registrant’s Annual Report on Form 10-K for the fiscal year ended December 31, 2014.)
|
99.6
|
|
|
|
Financial Statements of LSV Asset Management dated December 31, 2015 and 2014. (Incorporated by reference to exhibit 99.6 to the Registrant’s Annual Report on Form 10-K for the fiscal year ended December 31, 2015.)
|
99.7
|
|
*
|
|
Financial Statements of LSV Asset Management dated December 31, 2016 and 2015.
|
101.INS
|
|
*
|
|
XBRL Instance Document
|
101.SCH
|
|
*
|
|
XBRL Taxonomy Extension Schema Document
|
101.CAL
|
|
*
|
|
XBRL Taxonomy Extension Calculation Linkbase Document
|
101.LAB
|
|
*
|
|
XBRL Taxonomy Extension Label Linkbase Document
|
101.PRE
|
|
*
|
|
XBRL Taxonomy Extension Presentation Linkbase Document
|
101.DEF
|
|
*
|
|
XBRL Taxonomy Extension Definition Linkbase Document
|
*
|
Filed herewith as an exhibit to this Annual Report on Form 10-K.
|
SUBSIDIARIES OF THE REGISTRANT
|
||
|
|
|
NAME
|
|
JURISDICTION OF ORGANIZATION OR INCORPORATION
|
|
|
|
SEI Investments Distribution Co.
|
|
Pennsylvania
|
SEI Investments Management Corporation
|
|
Delaware
|
SEI Investments Developments, Inc.
|
|
Delaware
|
SEI Investments Global Funds Services
|
|
Delaware
|
SEI Custodial Operations Company, LLC
|
|
Delaware
|
SEI Trust Company
|
|
Pennsylvania
|
SEI Funds, Inc.
|
|
Delaware
|
SEI Investments, Inc.
|
|
Delaware
|
SEI Global Investments Corporation
|
|
Delaware
|
SEI Investments Canada Company
|
|
Canada (Federal)
|
SEI Advanced Capital Management, Inc.
|
|
Delaware
|
SEI Global Capital Investments, Inc.
|
|
Delaware
|
SEI Investments Global (Cayman), Ltd.
|
|
Cayman Islands, B. W. I.
|
SEI Investments Global, Limited
|
|
Ireland
|
SEI Investments Global Fund Services, Ltd.
|
|
Ireland
|
SEI Global Holdings (Cayman) Inc.
|
|
Cayman Islands, B. W. I.
|
SEI Investments (South Africa) Limited
|
|
South Africa
|
SEI Primus Holding Corporation
|
|
Delaware
|
SEI Investments Depositary & Custodial Services (Ireland) Limited
|
|
Ireland
|
SEI Private Trust Company
|
|
Pennsylvania
|
SEI Ventures, Inc.
|
|
Delaware
|
SEI Investments (Europe) Limited
|
|
United Kingdom
|
SEI SIMC Holdings, LLC
|
|
Delaware
|
SIMC Subsidiary, LLC
|
|
Delaware
|
SEI Global Nominee Ltd.
|
|
United Kingdom
|
SEI Insurance Group, Inc.
|
|
Pennsylvania
|
SEI Global Services, Inc.
|
|
Delaware
|
SEI Investments (Asia), Limited
|
|
Hong Kong
|
SEI European Services Limited
|
|
United Kingdom
|
SEI Trustees Limited
|
|
United Kingdom
|
SEI Investment Strategies, LLC
|
|
Delaware
|
LSV Asset Management
|
|
Delaware
|
SEI Institutional Transfer Agent, Inc.
|
|
Delaware
|
SEI Investments - Guernsey Limited
|
|
Guernsey
|
/s/ Alfred P. West, Jr.
|
Alfred P. West, Jr.
|
Chairman and Chief Executive Officer
|
/s/ Dennis J. McGonigle
|
Dennis J. McGonigle
|
Chief Financial Officer
|
Date:
|
February 22, 2017
|
|
Date:
|
February 22, 2017
|
|
|
|
|
|
/s/ Alfred P. West, Jr.
|
|
/s/ Dennis J. McGonigle
|
||
Alfred P. West, Jr.
|
|
Dennis J. McGonigle
|
||
Chairman and Chief Executive Officer
|
|
Chief Financial Officer
|
|
2016
|
|
2015
|
||||
Assets
|
|
|
|
||||
Current assets
|
|
|
|
||||
Cash and cash equivalents
|
$
|
19,863
|
|
|
$
|
34,483
|
|
Management fee receivables, net of allowance for
|
|
|
|
||||
doubtful accounts of $6 and $11
|
104,648
|
|
|
90,770
|
|
||
Prepaid expenses and other current assets
|
1,361
|
|
|
1,972
|
|
||
Total current assets
|
125,872
|
|
|
127,225
|
|
||
Fixed assets, net of accumulated depreciation and
|
|
|
|
||||
amortization of $5,145 and $4,352
|
1,927
|
|
|
2,375
|
|
||
Total assets
|
$
|
127,799
|
|
|
$
|
129,600
|
|
Liabilities and Partners' Capital
|
|
|
|
||||
Accrued compensation
|
$
|
36,104
|
|
|
$
|
37,721
|
|
Accrued other
|
1,608
|
|
|
1,864
|
|
||
Total accrued liabilities
|
37,712
|
|
|
39,585
|
|
||
Due to SEI Funds, Inc.
|
1,591
|
|
|
1,291
|
|
||
Total current liabilities
|
39,303
|
|
|
40,876
|
|
||
Commitments and contingencies
|
|
|
|
||||
Partners' capital
|
88,496
|
|
|
88,724
|
|
||
Total liabilities and partners' capital
|
$
|
127,799
|
|
|
$
|
129,600
|
|
|
2016
|
|
2015
|
|
2014
|
||||||
Revenue
|
|
|
|
|
|
||||||
Management fees
|
$
|
399,462
|
|
|
$
|
427,653
|
|
|
$
|
422,064
|
|
Interest income
|
93
|
|
|
111
|
|
|
102
|
|
|||
Total revenue
|
399,555
|
|
|
427,764
|
|
|
422,166
|
|
|||
Expenses
|
|
|
|
|
|
||||||
Compensation, benefits and other personnel
|
60,747
|
|
|
54,049
|
|
|
43,027
|
|
|||
Stock based compensation
|
(1,181
|
)
|
|
3,646
|
|
|
7,063
|
|
|||
Consulting and professional fees
|
2,500
|
|
|
3,051
|
|
|
3,235
|
|
|||
Data processing and computer related
|
9,631
|
|
|
8,889
|
|
|
8,051
|
|
|||
Facilities, supplies and other costs
|
3,684
|
|
|
4,655
|
|
|
3,171
|
|
|||
Depreciation and amortization
|
793
|
|
|
629
|
|
|
795
|
|
|||
Total expenses
|
76,174
|
|
|
74,919
|
|
|
65,342
|
|
|||
Net income
|
$
|
323,381
|
|
|
$
|
352,845
|
|
|
$
|
356,824
|
|
|
Partnership
Capital
|
||
Balance, December 31, 2013
|
$
|
95,115
|
|
Net income
|
356,824
|
|
|
Partnership distributions
|
(351,221
|
)
|
|
Balance, December 31, 2014
|
100,718
|
|
|
Net income
|
352,845
|
|
|
Partnership distributions
|
(364,839
|
)
|
|
Balance, December 31, 2015
|
88,724
|
|
|
Net income
|
323,381
|
|
|
Partnership distributions
|
(323,609
|
)
|
|
Balance, December 31, 2016
|
$
|
88,496
|
|
|
2016
|
|
2015
|
|
2014
|
||||||
Cash flows from operating activities
|
|
|
|
|
|
||||||
Net income
|
$
|
323,381
|
|
|
$
|
352,845
|
|
|
$
|
356,824
|
|
Adjustments to reconcile net income to cash provided
|
|
|
|
|
|
||||||
by operating activities
|
|
|
|
|
|
||||||
Depreciation and amortization
|
793
|
|
|
629
|
|
|
795
|
|
|||
Increase (decrease) in allowance for doubtful accounts
|
(5
|
)
|
|
5
|
|
|
(21
|
)
|
|||
Change in assets and liabilities
|
|
|
|
|
|
||||||
Decrease (increase)
|
|
|
|
|
|
||||||
Management fee receivables
|
(13,873
|
)
|
|
11,346
|
|
|
(5,169
|
)
|
|||
Prepaid expenses and other current assets
|
611
|
|
|
68
|
|
|
(1,110
|
)
|
|||
Increase (decrease)
|
|
|
|
|
|
||||||
Accrued compensation
|
(1,617
|
)
|
|
4,941
|
|
|
9,361
|
|
|||
Accrued other
|
(256
|
)
|
|
358
|
|
|
(95
|
)
|
|||
Due to SEI Funds, Inc.
|
300
|
|
|
369
|
|
|
(161
|
)
|
|||
Net cash provided by operating activities
|
309,334
|
|
|
370,561
|
|
|
360,424
|
|
|||
Cash flows from investing activities
|
|
|
|
|
|
||||||
Purchases of fixed assets
|
(345
|
)
|
|
(735
|
)
|
|
(476
|
)
|
|||
Net cash used in investing activities
|
(345
|
)
|
|
(735
|
)
|
|
(476
|
)
|
|||
Cash flows from financing activities
|
|
|
|
|
|
||||||
Partnership distributions
|
(323,609
|
)
|
|
(364,839
|
)
|
|
(351,221
|
)
|
|||
Net cash used in financing activities
|
(323,609
|
)
|
|
(364,839
|
)
|
|
(351,221
|
)
|
|||
Net increase (decrease) in cash and cash equivalents
|
(14,620
|
)
|
|
4,987
|
|
|
8,727
|
|
|||
Cash and cash equivalents
|
|
|
|
|
|
||||||
Beginning of year
|
34,483
|
|
|
29,496
|
|
|
20,769
|
|
|||
End of year
|
$
|
19,863
|
|
|
$
|
34,483
|
|
|
$
|
29,496
|
|
1.
|
Background
|
2.
|
Summary of Significant Accounting Policies
|
|
2016
|
|
2015
|
||||
Management fee receivables
|
$
|
4,611
|
|
|
$
|
2,059
|
|
Unbilled management fee receivables
|
100,043
|
|
|
88,722
|
|
||
|
104,654
|
|
|
90,781
|
|
||
Less: Allowance for doubtful accounts
|
(6
|
)
|
|
(11
|
)
|
||
Total management fee receivables
|
$
|
104,648
|
|
|
$
|
90,770
|
|
|
|
|
|
|
Estimated Useful Lives
|
||||
|
2016
|
|
2015
|
|
|||||
|
|
|
|
|
|
||||
Equipment
|
$
|
2,779
|
|
|
$
|
2,424
|
|
|
3 to 5 years
|
Leasehold improvements
|
3,289
|
|
|
3,289
|
|
|
Lease Term
|
||
Furniture and fixtures
|
1,004
|
|
|
1,014
|
|
|
5 years
|
||
|
7,072
|
|
|
6,727
|
|
|
|
||
Less: Accumulated depreciation and amortization
|
(5,145
|
)
|
|
(4,352
|
)
|
|
|
||
|
$
|
1,927
|
|
|
$
|
2,375
|
|
|
|
3.
|
Commitments and Contingencies
|
2017
|
$
|
1,083
|
|
2018
|
1,101
|
|
|
2019
|
1,121
|
|
|
2020
|
281
|
|
|
|
$
|
3,586
|
|
4.
|
Income Taxes
|
5.
|
Related Party Transactions
|
6.
|
Accrued stock-based compensation
|