The following discussion and analysis of our consolidated financial condition and results of operations should be read in conjunction with the Company’s audited consolidated financial statements and related notes thereto included in the Annual Report on Form 10-K for the year ended December 31, 2025 filed with the SEC on March 12, 2026 (“2025 Annual Report”). The following discussion contains forward-looking statements that reflect the Company’s plans, estimates and beliefs. The Company’s actual results could differ materially from those discussed in the forward-looking statements. Factors that could cause or contribute to these differences include those discussed below and elsewhere particularly in the sections titled “Risk Factors” and “Cautionary Note Regarding Forward-Looking Statements” included in this Quarterly Report on Form 10-Q. Overview Resolute Holdings Management, Inc. (“Resolute Holdings”) provides operating management services to generate recurring, long-duration management fees from GPGI Holdings L.L.C. (formerly CompoSecure Holdings, L.L.C) (together with its subsidiaries, “GPGI Holdings”) and Husky Holdings LLC (together with its subsidiaries, “Husky Holdings”) and other companies it may manage in the future both in the United States and internationally, to generate recurring, long-duration management fees. Resolute Holdings applies a differentiated approach of value creation through the systematic deployment of the Resolute Operating System to drive performance at businesses it manages with the intention of creating value at both the underlying managed businesses and at Resolute Holdings. Resolute Holdings also applies its M&A and capital markets expertise to drive inorganic growth of its managed businesses. In accordance with ASC 810 and due to the terms of the CompoSecure Management Agreement, as defined below, Resolute Holdings (together with GPGI Holdings and its subsidiary, Husky Holdings, the “Company”) is required to consolidate GPGI Holdings because it is a variable interest entity (“VIE”) of which Resolute Holdings is deemed to be the primary beneficiary. Resolute Holdings does not own any equity interests or common stock in GPGI Holdings, Husky Holdings, or GPGI, Inc. (formerly CompoSecure, Inc.) (“GPGI”). GPGI, through its wholly owned subsidiaries, GPGI Holdings and Husky Holdings, is a permanent capital platform designed to acquire, own, and scale high-quality businesses that hold “great positions in good industries.” The Resolute Holdings and GPGI structure is designed to eliminate the constraints found in traditional corporate structures to attract great operators to lead and manage each business within GPGI. The leaders of each operating business benefit from the support and experience of Resolute Holdings, allowing them to focus on operating their respective businesses without the external responsibilities associated with managing a public company. GPGI has evolved from a single operating business into a diversified permanent capital platform that is comprised of two market leading businesses, CompoSecure and Husky, each wholly owned by GPGI Holdings and operating under the CompoSecure, L.L.C. (together with its subsidiaries, “CompoSecure”) and Husky Holdings legal entities, respectively. CompoSecure, founded in 2000, and headquartered in Somerset, New Jersey, is the global leader in the design and manufacturing of premium metal payment cards and secure authentication solutions. The company pioneered the use of metal in payment cards dating back to 2003 and combines industry-leading innovation, advanced materials science, and proprietary manufacturing processes to deliver highly differentiated products to its customers. CompoSecure’s metal payment cards integrate a metal core with EMV® (acronym representing Europay, Mastercard, and Visa) chips, magnetic stripes, and contactless payment technology, while meeting stringent certification requirements from global payment networks. CompoSecure’s metal cards deliver a distinctive weight, a premium aesthetic, and enhanced durability for consumers, while its issuer customers benefit from the ability to attract higher-value consumers, reduce cardholder churn, and unlock higher customer spend relative to traditional plastic cards. Husky, founded in 1953, and headquartered in Bolton, Ontario, Canada is the leading global manufacturer of highly engineered injection molding equipment and aftermarket tooling and services. Husky has focused on developing highly technical precision technologies instrumental in the delivery of food, beverages, medical devices, and other applications including general packaging and closures, thinwall packaging, and consumer products. Husky delivers its integrated capabilities through a combination of systems, tooling, and aftermarket parts and services to create value for customers throughout the entire lifecycle of its solutions. On February 28, 2025, GPGI distributed all shares of common stock of its then-wholly owned subsidiary, Resolute Holdings, on a pro rata basis to the holders of GPGI’s Class A Common Stock as of the February 20, 2025 record date (“Spin-Off”). Each stockholder of record who held shares of GPGI Class A Common Stock as of the close of business on February 20, 2025, received one share of Resolute Holdings common stock for every twelve shares of GPGI Class A Common Stock then held. On February 28, 2025, 34 Table of Contents Resolute Holdings started trading regular-way on The Nasdaq Stock Market LLC under the ticker symbol “RHLD”. On September 23, 2025, Resolute Holdings transferred the listing of its common stock to the New York Stock Exchange where it continues to trade under the ticker symbol “RHLD”. On March 2, 2026, Resolute Holdings redomiciled its state of incorporation from the State of Delaware to the State of Nevada. In connection with the completion of the Spin-Off, Resolute Holdings entered into a management agreement with GPGI Holdings (the “CompoSecure Management Agreement”), pursuant to which Resolute Holdings is responsible for managing the day-to-day business and operations and overseeing the strategy of GPGI Holdings and its controlled affiliates. Due to the execution of and the terms of the CompoSecure Management Agreement, Resolute Holdings is required to consolidate GPGI Holdings for financial reporting purposes. Pursuant to the CompoSecure Management Agreement, GPGI Holdings pays Resolute Holdings a quarterly management fee (the “CompoSecure Management Fee”), payable in arrears, in a cash amount equal to 2.5% of GPGI Holdings’ last 12 months’ Adjusted EBITDA, as defined in the CompoSecure Management Agreement, measured for the period ending on the fiscal quarter then ended (“CompoSecure Management Agreement Adjusted EBITDA”). CompoSecure Management Agreement Adjusted EBITDA reflects (a) GPGI Holdings’ earnings before interest, taxes, depreciation, depletion and amortization, extraordinary losses and expenses, one-time and non-recurring expenses, and the CompoSecure Management Fee, less (b) GPGI’s selling, general and administrative expenses, adjusted for the same items above (“Parent Allocated Expense”, as defined in the CompoSecure Management Agreement). CompoSecure Management Agreement Adjusted EBITDA is calculated without duplication of Husky Holdings’ Adjusted EBITDA and its share of Parent Allocated Expense (each as defined in the Husky Management Agreement). GPGI Holdings is also required to reimburse Resolute Holdings and its affiliates for Resolute Holdings’ documented costs and expenses incurred on behalf of GPGI Holdings other than those expenses related to Resolute Holdings’ or its affiliates’ personnel who provide services to GPGI Holdings under the CompoSecure Management Agreement. Resolute Holdings will determine, in its sole and absolute discretion, whether a cost or expense will be borne by Resolute Holdings or by GPGI Holdings. The CompoSecure Management Agreement has an initial term of 10 years and shall automatically renew for successive ten-year terms unless terminated in accordance with its terms. Resolute Holdings and GPGI Holdings may each terminate the CompoSecure Management Agreement upon the occurrence of certain other limited events, and in connection with certain of these limited events, Resolute Holdings has the right to require GPGI Holdings to pay a termination fee, which may be paid in cash, shares of common stock of GPGI or a combination of cash and stock. The CompoSecure Management Agreement also provides for certain indemnification rights in Resolute Holdings’ favor, as well as certain additional covenants, representations and warranties. On November 2, 2025, GPGI entered into a Share Purchase Agreement with entities affiliated with Platinum Equity LLC (“Platinum Equity”) pursuant to which GPGI would combine with Husky Technologies Limited for an enterprise value of approximately $4,976.0, financed with debt, cash, and shares of GPGI’s Class A Common Stock (“Husky Transaction”) (see Note 3). The Husky Transaction was completed on January 12, 2026 (“Husky Transaction Date”) and provides the Company with market and revenue diversification, increased scale, and reduces customer concentration. In conjunction with the closing of the Husky Transaction, Husky Holdings and Resolute Holdings entered into a management agreement (the “Husky Management Agreement”) on substantially identical terms as the CompoSecure Management Agreement (as described above), pursuant to which Resolute Holdings provides management and other related services to Husky Holdings in exchange for payment of a quarterly management fee (“Husky Management Fee”), payable in arrears, in a cash amount equal to 2.5% of Husky Holdings’ last twelve months' Adjusted EBITDA, as defined in the Husky Management Agreement, measured for the period ending on the fiscal quarter then ended (“Husky Management Agreement Adjusted EBITDA”). Husky Management Agreement Adjusted EBITDA reflects a) Husky Holdings’ earnings before interest, taxes, depreciation, depletion and amortization, extraordinary losses and expenses, one-time and non-recurring expenses, and the Husky Management Fee, less b) GPGI’s selling, general and administrative expenses, adjusted for the same items above (“Parent Allocated Expense”, as defined in the Husky Management Agreement). The Husky Management Fee is calculated without duplication of GPGI Holdings' Adjusted EBITDA and share of Parent Allocated Expense (each as defined in the CompoSecure Management Agreement). The Husky Management Agreement has an initial term of 10 years and shall automatically renew for successive ten-year terms unless terminated in accordance with its terms. Resolute Holdings and Husky Holdings may each terminate the Husky Management Agreement upon the occurrence of certain other limited events, and in connection with certain of these limited events, Resolute Holdings has the right to require Husky Holdings to pay a termination fee, which may be paid in cash, shares of common 35 Table of Contents stock of GPGI or a combination of cash and stock. The Husky Management Agreement also provides for certain indemnification rights in Resolute Holdings’ favor, as well as certain additional covenants, representations and warranties. Economic Conditions As a result of the consolidation of GPGI Holdings, the Company’s business, financial condition and results of operations are subject to impacts from trends and developments impacting the business of GPGI Holdings, including but not limited to, economic tensions, geopolitical conflicts and changes in international trade policies, including new tariffs introduced by the U.S. last year that could impact the market for our products and services. In particular, a portion of the raw materials used by us to manufacture our products are obtained, directly or indirectly, from companies located outside of the United States. Ongoing geopolitical tensions and hostilities in the Middle East have contributed to higher global oil prices and disruptions in international shipping, which have increased our shipping and logistics costs as well as the costs of certain raw materials. These conditions have increased costs for our customers and caused existing customers to pause or delay orders and prospective customers to defer new projects. These factors have impacted our financial condition and results of operations, and if these circumstances create an environment in which it is challenging for us to predict future operating results. If these uncertain business, macroeconomic or political conditions continue or further decline, our business, financial condition and results of operations could be further materially adversely affected. Key Components of Results of Operations Management’s discussion and analysis of the Company’s financial condition and results of operations for the three and six months ended June 30, 2026 and June 30, 2025 only includes the results of Husky Holdings from the completion of the Husky Transaction on January 12, 2026. Net Sales Net sales reflect the Company’s revenue generated from the sale of products and services by GPGI Holdings’ businesses, CompoSecure and Husky, as management fee revenue at Resolute Holdings is eliminated in consolidation. Net sales at CompoSecure primarily include the design and manufacturing of metal cards, including contact and dual interface cards and cards containing Arculus authentication capability, and direct-to-consumer sales of Arculus key cards through third-party e-commerce platforms. Net sales at Husky include the sale of injection molding machines, molds, hot runners, temperature controllers, auxiliary equipment, and related aftermarket products; the design and manufacture of medical molds; service offerings including startup, testing, installation, training, ongoing monitoring of machines, and extended protection plans. Net sales include the effect of discounts and allowances which consist primarily of volume-based rebates. Cost of Sales The Company’s cost of sales comprises GPGI Holdings’ direct and indirect costs related to manufacturing products and providing related services. Product costs include the cost of raw materials and supplies, including various metals; the cost of labor; equipment and facilities; operational overhead; depreciation and amortization; leases and rental charges; shipping and handling; and freight and insurance costs. Cost of sales can be impacted by many factors, including volume, operational efficiencies, procurement costs, and promotional activity. Gross Profit and Gross Margin The Company’s gross profit comprises GPGI Holdings’ net sales less cost of sales, and its gross margin represents gross profit as a percentage of its net sales. Operating Expenses The Company’s operating expenses are primarily comprised of selling, general, and administrative expenses at Resolute Holdings and GPGI Holdings, which generally consist of personnel-related expenses for each company’s corporate, executive, finance, information technology, and other administrative functions, and expenses for outside professional services, including legal, audit and accounting services, as well as expenses for facilities, depreciation, amortization, travel, sales and marketing. Operating expenses also include foreign currency gains and losses. 36 Table of Contents Income from Operations and Operating Margin Income from operations consists of the Company’s gross profit less its operating expenses. Operating margin is income from the Company’s operations as a percentage of its net sales. Other Income (Expense) Other income (expense) primarily consist of interest expense net of any interest income and deferred financing costs and gains or losses from extinguishment of debt. Net Income (Loss) Net income (loss) consists of the Company’s income from operations, less other expenses and income tax provision or benefit. Results of Operations Three months ended June 30, 2026 vs. three months ended June 30, 2025 The following table presents the Company’s results of operations for the periods indicated: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Three months ended June 30, ​ ​ ​ ​ 2026 ​ ​ ​ 2025 ​ ​ ​ $ Change ​ ​ ​ % Change ​ ​ (in millions) Net sales ​ $ 473.2 ​ $ 119.6 ​ $ 353.6 296 % Cost of sales ​ 308.2 ​ 50.8 ​ 257.4 507 % Gross profit ​ 165.0 ​ 68.8 ​ 96.2 140 % Operating expenses ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Selling, general and administrative expenses ​ 129.8 ​ 28.2 ​ 101.6 360 % Income (loss) from operations ​ 35.2 ​ 40.6 ​ (5.4) (13) % Other income (expense), net ​ 62.3 ​ (2.0) ​ 64.3 (3,215) % Income (loss) before income taxes ​ 97.5 ​ 38.6 ​ 58.9 153 % Income tax benefit (expense) ​ (42.8) ​ (0.3) ​ (42.5) 14,167 % Net income (loss) ​ 54.7 ​ 38.3 ​ 16.4 43 % Net income (loss) attributable to non-controlling interests ​ 67.1 ​ 38.9 ​ 28.2 72 % Net income (loss) attributable to common stockholders ​ $ (12.4) ​ $ (0.6) ​ $ (11.8) 1,967 % ​ ​ ​ ​ ​ ​ ​ ​ ​ Three months ended June 30, ​ ​ ​ ​ 2026 ​ ​ ​ 2025 ​ Gross margin 35 % 58 % Operating margin 7 % 34 % ​ Net Sales ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Three months ended June 30, ​ ​ ​ ​ 2026 ​ ​ ​ 2025 ​ ​ ​ $ Change ​ ​ ​ % Change ​ ​ (in thousands) Net sales by business ​ ​ ​ ​ ​ ​ ​ ​ CompoSecure ​ $ 133.6 ​ $ 119.6 ​ $ 14.0 12 % Husky ​ ​ 339.6 ​ ​ — ​ ​ 339.6 ​ n/a % Resolute Holdings ​ ​ 13.6 ​ ​ 3.4 ​ ​ 10.2 ​ 300 % Eliminations ​ (13.6) ​ ​ (3.4) ​ ​ (10.2) 300 % Total ​ $ 473.2 ​ $ 119.6 ​ $ 353.6 296 % ​ 37 Table of Contents ​ The Company’s net sales for the quarter ended June 30, 2026 increased by $353.6 to $473.2 compared to $119.6 for the quarter ended June 30, 2025. The increase was driven by the acquisition of Husky, along with an organic 12% increase in sales at CompoSecure. Resolute Holdings’ net sales increased due to the execution of the Husky Management Agreement and higher organic Adjusted EBITDA at CompoSecure. Gross Profit and Gross Margin The Company’s gross profit for the quarter ended June 30, 2026 increased by $96.2 to $165.0 compared to $68.8 for the quarter ended June 30, 2025 primarily due to the acquisition of Husky. The gross profit margin decreased to 35%, compared to 58% in the prior year due to Husky having lower gross margins than CompoSecure, along with higher depreciation and amortization due to purchase accounting, partially offset by higher margins at CompoSecure driven by higher volumes and improved operational execution from the implementation of the Resolute Operating System. Operating Expenses The Company’s selling, general and administrative expenses increased by $101.6 to $129.8 for the quarter ended June 30, 2026 compared to $28.2 for the quarter ended June 30, 2025 due primarily to the acquisition of Husky. Income (Loss) from Operations and Operating Margin Income (loss) from operations for the quarter ended June 30, 2026 decreased by $5.4 to $35.2 compared to $40.6 for the quarter ended June 30, 2025. The decrease was primarily attributable to higher expenses associated with the acquisition of Husky, partially offset by improved operating performance at CompoSecure. Operating margin for the quarter ended June 30, 2026 decreased by 27%, to 7%, compared to 34% for the quarter ended June 30, 2025 due to the acquisition of Husky, partially offset by higher margins at CompoSecure. Other Income (Expense) Other income for the quarter ended June 30, 2026 increased by $64.3 to $62.3, compared to a $2.0 expense for the quarter ended June 30, 2025. The increase in other income was primarily due to a measurement period purchase accounting adjustment that resulted in a gain on extinguishment of debt, partially offset by higher interest expense as a result of the acquisition of Husky. Income Tax Expense The Company’s income tax expense for the quarter ended June 30, 2026 was $42.8 million compared to an expense of $0.3 million for the quarter ended June 30, 2025 due to higher income before taxes and a higher percentage of income subject to income tax. ​ 38 Table of Contents Six months ended June 30, 2026 vs. six months ended June 30, 2025 The following table presents the Company’s results of operations for the periods indicated: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Six months ended June 30, ​ ​ ​ ​ 2026 ​ ​ ​ 2025 ​ ​ ​ $ Change ​ ​ ​ % Change ​ ​ (in millions) Net sales ​ $ 881.0 ​ $ 223.5 ​ $ 657.5 294 % Cost of sales ​ 560.4 ​ 100.2 ​ 460.2 459 % Gross profit ​ 320.6 ​ 123.3 ​ 197.3 160 % Operating expenses ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Selling, general and administrative expenses ​ 291.1 ​ 57.1 ​ 234.0 410 % Income (loss) from operations ​ 29.5 ​ 66.2 ​ (36.7) (55) % Other income (expense), net ​ (74.3) ​ (4.4) ​ (69.9) 1,589 % Income (loss) before income taxes ​ (44.8) ​ 61.8 ​ (106.6) (172) % Income tax benefit (expense) ​ 6.9 ​ (0.9) ​ 7.8 (867) % Net income (loss) ​ (37.9) ​ 60.9 ​ (98.8) (162) % Net income (loss) attributable to non-controlling interests ​ (87.0) ​ 64.9 ​ (151.9) (234) % Net income (loss) attributable to common stockholders ​ $ 49.1 ​ $ (4.0) ​ $ 53.1 (1,328) % ​ ​ ​ ​ ​ ​ ​ ​ ​ Six months ended June 30, ​ ​ ​ ​ 2026 ​ ​ ​ 2025 Gross margin 36 % 55 % Operating margin 3 % 30 % ​ Net Sales ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Six months ended June 30, ​ ​ ​ ​ 2026 ​ ​ ​ 2025 ​ ​ ​ $ Change ​ ​ ​ % Change ​ ​ (in thousands) Net sales by business ​ ​ ​ ​ ​ ​ ​ ​ CompoSecure ​ $ 264.0 ​ $ 223.5 ​ $ 40.5 18 % Husky ​ ​ 617.0 ​ ​ — ​ ​ 617.0 ​ n/a % Resolute Holdings ​ ​ 26.5 ​ ​ 4.5 ​ ​ 22.0 ​ 489 % Eliminations ​ (26.5) ​ ​ (4.5) ​ ​ (22.0) 489 % Total ​ $ 881.0 ​ $ 223.5 ​ $ 657.5 294 % ​ The Company’s net sales for the six months ended June 30, 2026 increased by $657.5 to $881.0 compared to $223.5 for the six months ended June 30, 2025. The increase was driven by the acquisition of Husky, along with an 18% organic increase in sales at CompoSecure. Resolute Holdings’ net sales increased due to the execution of the Husky Management Agreement, higher organic Adjusted EBITDA at CompoSecure, and a full six months of fees from the CompoSecure Management Agreement versus the prior year. Gross Profit and Gross Margin The Company’s gross profit for the six months ended June 30, 2026 increased by $197.3 to $320.6 compared to $123.3 for the six months ended June 30, 2025 primarily due to the acquisition of Husky. The gross profit margin decreased by 19% to 36%, due to Husky having lower gross margins than CompoSecure, along with higher depreciation and amortization due to purchase 39 Table of Contents accounting, partially offset by higher margins at CompoSecure driven by higher volumes and improved operational execution from the implementation of the Resolute Operating System. Operating Expenses The Company’s selling, general and administrative expenses increased by $234.0 to $291.1 for the six months ended June 30, 2026 compared to $57.1 for the six months ended June 30, 2025 due primarily to the acquisition of Husky. Income (Loss) from Operations and Operating Margin Income (loss) from operations for the six months ended June 30, 2026 decreased by $36.7 to $29.5 compared to $66.2 for the six months ended June 30, 2025. The decrease was primarily attributable to higher expenses associated with the acquisition of Husky, partially offset by improved operating performance at CompoSecure. Operating margin for the six months ended June 30, 2026 decreased by 27%, to 3%, compared to 30% for the six months ended June 30, 2025 due to the acquisition of Husky, partially offset by higher margins at CompoSecure. Other Income (Expense) Other expense for the six months ended June 30, 2026 increased by $69.9 to $74.3, compared to $4.4 for the six months ended June 30, 2025. The increase in other expense was primarily due to an increase in interest expense related to higher debt from the acquisition of Husky and a loss on debt extinguishment. Income Tax Expense The Company’s income tax benefit for the six months ended June 30, 2026 was $6.9 compared to an expense of $0.9 for the six months ended June 30, 2025 due to the loss before income taxes and a higher percentage of income subject to income taxes. 40 Table of Contents Segments The following tables present the Company’s results of operations by reportable segment for the three and six months ended June 30, 2026 and June 30, 2025: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Three months ended ​ Six months ended ​ ​ June 30, 2026 ​ June 30, 2026 ​ ​ ($ in millions) ​ ($ in millions) ​ ​ ​ Resolute ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Resolute ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Holdings ​ CompoSecure ​ Husky ​ Total ​ ​ ​ Holdings ​ CompoSecure ​ Husky ​ Total External customers ​ $ — ​ $ 133.6 ​ $ 339.6 ​ $ 473.2 ​ $ — ​ $ 264.0 ​ $ 617.0 ​ $ 881.0 Intercompany ​ ​ 13.6 ​ ​ — ​ ​ — ​ ​ 13.6 ​ ​ 26.5 ​ ​ — ​ ​ — ​ ​ 26.5 Segment net sales ​ ​ 13.6 ​ ​ 133.6 ​ ​ 339.6 ​ ​ 486.8 ​ ​ 26.5 ​ ​ 264.0 ​ ​ 617.0 ​ ​ 907.5 Elimination of intercompany net sales ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ (13.6) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ (26.5) Net sales ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 473.2 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 881.0 Less: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Material ​ ​ — ​ ​ 22.0 ​ ​ 116.1 ​ ​ ​ ​ ​ — ​ ​ 49.0 ​ ​ 215.4 ​ ​ ​ Personnel ​ ​ 3.4 ​ ​ 31.7 ​ ​ 101.6 ​ ​ ​ ​ ​ 6.3 ​ ​ 64.7 ​ ​ 195.9 ​ ​ ​ Overhead ​ ​ 0.3 ​ ​ 13.1 ​ ​ 32.6 ​ ​ ​ ​ ​ 0.6 ​ ​ 25.3 ​ ​ 55.7 ​ ​ ​ Management fees ​ ​ — ​ ​ 4.7 ​ ​ 8.9 ​ ​ ​ ​ ​ — ​ ​ 9.2 ​ ​ 17.3 ​ ​ ​ Professional fees ​ ​ 0.4 ​ ​ 3.3 ​ ​ 4.7 ​ ​ ​ ​ ​ 1.1 ​ ​ 6.3 ​ ​ 7.8 ​ ​ ​ Sales and marketing ​ ​ — ​ ​ 0.7 ​ ​ 4.5 ​ ​ ​ ​ ​ — ​ ​ 1.1 ​ ​ 8.6 ​ ​ ​ Other segment expenses ​ ​ 0.1 ​ ​ 2.9 ​ ​ 6.3 ​ ​ ​ ​ ​ 0.2 ​ ​ 5.6 ​ ​ 10.2 ​ ​ ​ Segment Adjusted EBITDA ​ $ 9.4 ​ $ 55.2 ​ $ 64.9 ​ $ 129.5 ​ $ 18.3 ​ $ 102.8 ​ $ 106.1 ​ $ 227.2 Reconciliation to net income (loss): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Holdings Corporate Adjusted EBITDA ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ (1.0) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ (1.0) Depreciation and amortization ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ (64.3) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ (123.6) Equity-based compensation ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ (2.9) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ (5.2) Income tax benefit (expense) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ (42.8) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 6.9 Interest income (expense), net ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ (33.9) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ (63.7) Unrealized foreign currency gain (losses) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 1.8 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 4.1 Transaction costs ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ (0.4) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ (43.3) Gain (loss) on sale of property, equipment, and intangible assets ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ (0.3) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ (0.9) Gain (loss) on debt extinguishment ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 96.2 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ (10.6) Severance costs ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ (3.6) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ (4.2) Fair value inventory step-up ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ (23.6) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ (23.6) Net income (loss) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ $ 54.7 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ $ (37.9) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Capital expenditures ​ $ — ​ $ 5.0 ​ $ 10.4 ​ ​ ​ ​ $ — ​ $ 6.7 ​ $ 20.4 ​ ​ ​ ​ ​ 41 Table of Contents ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Three months ended ​ Six months ended ​ ​ June 30, 2025 ​ June 30, 2025 ​ ​ ($ in millions) ​ ($ in millions) ​ ​ ​ Resolute ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Resolute ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Holdings ​ CompoSecure ​ Husky ​ Total ​ ​ ​ Holdings ​ CompoSecure ​ Husky ​ Total External customers ​ $ — ​ $ 119.6 ​ $ — ​ $ 119.6 ​ $ — ​ $ 223.5 ​ $ — ​ $ 223.5 Intercompany ​ ​ 3.4 ​ ​ — ​ ​ — ​ ​ 3.4 ​ ​ 4.5 ​ ​ — ​ ​ — ​ ​ 4.5 Segment net sales ​ ​ 3.4 ​ ​ 119.6 ​ ​ — ​ ​ 123.0 ​ ​ 4.5 ​ ​ 223.5 ​ ​ — ​ ​ 228.0 Elimination of intercompany net sales ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ (3.4) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ (4.5) Net sales ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 119.6 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 223.5 Less: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Material ​ ​ — ​ ​ 20.7 ​ ​ — ​ ​ ​ ​ ​ — ​ ​ 39.5 ​ ​ — ​ ​ ​ Personnel ​ ​ 1.8 ​ ​ 29.3 ​ ​ — ​ ​ ​ ​ ​ 3.6 ​ ​ 58.7 ​ ​ — ​ ​ ​ Overhead ​ ​ 0.3 ​ ​ 12.5 ​ ​ — ​ ​ ​ ​ ​ 0.5 ​ ​ 25.3 ​ ​ — ​ ​ ​ Management fees ​ ​ — ​ ​ 3.4 ​ ​ — ​ ​ ​ ​ ​ — ​ ​ 4.5 ​ ​ — ​ ​ ​ Professional fees ​ ​ 0.3 ​ ​ 3.3 ​ ​ — ​ ​ ​ ​ ​ 0.8 ​ ​ 8.4 ​ ​ — ​ ​ ​ Sales and marketing ​ ​ — ​ ​ 0.3 ​ ​ — ​ ​ ​ ​ ​ — ​ ​ 0.6 ​ ​ — ​ ​ ​ Other segment expenses ​ ​ — ​ ​ 1.5 ​ ​ — ​ ​ ​ ​ ​ 0.3 ​ ​ 2.0 ​ ​ — ​ ​ ​ Segment Adjusted EBITDA ​ $ 1.0 ​ $ 48.6 ​ $ — ​ $ 49.6 ​ $ (0.7) ​ $ 84.5 ​ $ — ​ $ 83.8 Reconciliation to net income (loss): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Intercompany/eliminations ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 1.1 Depreciation and amortization ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ (2.3) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ (4.6) Equity-based compensation ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ (6.4) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ (12.4) Income tax benefit (expense) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ (0.3) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ (0.9) Interest income (expense), net ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ (2.0) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ (4.4) Spin-Off costs ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ (0.3) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ (1.7) Net income (loss) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ $ 38.3 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 60.9 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Capital expenditures ​ $ — ​ $ 1.6 ​ $ — ​ ​ ​ ​ $ — ​ $ 2.8 ​ $ — ​ ​ ​ ​ 42 Table of Contents The following tables present the balance sheets of Resolute Holdings, GPGI Holdings, and the Company as of June 30, 2026 and December 31, 2025: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ June 30, 2026 ​ December 31, 2025 ​ ​ ($ in millions) ​ ($ in millions) ​ ​ ​ Resolute ​ ​ GPGI ​ ​ Intercompany/ ​ ​ ​ ​ ​ Resolute ​ ​ GPGI ​ ​ Intercompany/ ​ ​ ​ ​ ​ ​ Holdings ​ Holdings ​ Eliminations ​ Consolidated ​ ​ ​ Holdings ​ Holdings ​ Eliminations ​ Consolidated ASSETS ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ CURRENT ASSETS ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Cash and cash equivalents ​ $ 9.9 ​ $ 107.1 ​ $ — ​ $ 117.0 ​ $ 4.4 ​ $ 157.0 ​ $ — ​ $ 161.4 Short-term investments ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ 3.1 ​ ​ 41.0 ​ ​ — ​ ​ 44.1 Accounts receivable, net ​ ​ 13.6 ​ ​ 296.5 ​ ​ (13.6) ​ ​ 296.5 ​ ​ 4.0 ​ ​ 44.2 ​ ​ (4.0) ​ ​ 44.2 Inventories, net ​ ​ — ​ ​ 322.9 ​ ​ — ​ ​ 322.9 ​ ​ — ​ ​ 44.2 ​ ​ — ​ ​ 44.2 Income tax receivable ​ ​ 0.5 ​ ​ 6.6 ​ ​ — ​ ​ 7.1 ​ ​ 0.2 ​ ​ — ​ ​ — ​ ​ 0.2 Deferred tax asset ​ ​ 37.7 ​ ​ — ​ ​ — ​ ​ 37.7 ​ ​ — ​ ​ — ​ ​ — ​ ​ — Prepaid expenses and other current assets ​ ​ 0.5 ​ ​ 36.4 ​ ​ — ​ ​ 36.9 ​ ​ 0.2 ​ ​ 3.2 ​ ​ — ​ ​ 3.4 Total current assets ​ ​ 62.2 ​ ​ 769.5 ​ ​ (13.6) ​ ​ 818.1 ​ ​ 11.9 ​ ​ 289.6 ​ ​ (4.0) ​ ​ 297.5 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Property and equipment, net ​ ​ — ​ ​ 572.0 ​ ​ — ​ ​ 572.0 ​ ​ — ​ ​ 21.6 ​ ​ — ​ ​ 21.6 Goodwill ​ ​ — ​ ​ 2,916.5 ​ ​ — ​ ​ 2,916.5 ​ ​ — ​ ​ — ​ ​ — ​ ​ — Intangible assets, net ​ ​ — ​ ​ 1,711.8 ​ ​ — ​ ​ 1,711.8 ​ ​ — ​ ​ 1.9 ​ ​ — ​ ​ 1.9 Right of use assets, net ​ ​ 1.0 ​ ​ 66.0 ​ ​ — ​ ​ 67.0 ​ ​ 1.0 ​ ​ 8.9 ​ ​ — ​ ​ 9.9 Deferred tax asset ​ ​ 0.2 ​ ​ 27.8 ​ ​ — ​ ​ 28.0 ​ ​ 0.2 ​ ​ — ​ ​ — ​ ​ 0.2 Other long-term assets ​ ​ — ​ ​ 13.9 ​ ​ — ​ ​ 13.9 ​ ​ — ​ ​ 1.6 ​ ​ — ​ ​ 1.6 Total assets ​ ​ 63.4 ​ ​ 6,077.5 ​ ​ (13.6) ​ ​ 6,127.3 ​ ​ 13.1 ​ ​ 323.6 ​ ​ (4.0) ​ ​ 332.7 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ CURRENT LIABILITIES ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Accounts payable ​ ​ 0.1 ​ ​ 87.3 ​ ​ 0.1 ​ ​ 87.5 ​ ​ — ​ ​ 11.8 ​ ​ 0.1 ​ ​ 11.9 Accrued expenses ​ ​ 4.9 ​ ​ 259.4 ​ ​ (13.6) ​ ​ 250.7 ​ ​ 5.4 ​ ​ 47.0 ​ ​ (4.0) ​ ​ 48.4 Deferred revenue ​ ​ — ​ ​ 183.4 ​ ​ — ​ ​ 183.4 ​ ​ — ​ ​ — ​ ​ — ​ ​ — Income tax payable ​ ​ — ​ ​ 42.8 ​ ​ — ​ ​ 42.8 ​ ​ 0.1 ​ ​ — ​ ​ — ​ ​ 0.1 Current portion of long-term debt ​ ​ 12.0 ​ ​ 12.0 ​ ​ — ​ ​ 24.0 ​ ​ — ​ ​ 15.0 ​ ​ — ​ ​ 15.0 Current portion of lease liabilities – operating leases ​ ​ 0.1 ​ ​ 11.4 ​ ​ — ​ ​ 11.5 ​ ​ 0.1 ​ ​ 2.1 ​ ​ — ​ ​ 2.2 Other current liabilities ​ ​ — ​ ​ 5.5 ​ ​ — ​ ​ 5.5 ​ ​ — ​ ​ — ​ ​ — ​ ​ — Total current liabilities ​ ​ 17.1 ​ ​ 601.8 ​ ​ (13.5) ​ ​ 605.4 ​ ​ 5.6 ​ ​ 75.9 ​ ​ (3.9) ​ ​ 77.6 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Income tax payable ​ ​ — ​ ​ 22.4 ​ ​ — ​ ​ 22.4 ​ ​ — ​ ​ — ​ ​ — ​ ​ — Long-term debt, net of deferred financing costs ​ ​ 76.9 ​ ​ 2,076.6 ​ ​ — ​ ​ 2,153.5 ​ ​ — ​ ​ 169.1 ​ ​ — ​ ​ 169.1 Deferred tax liability ​ ​ — ​ ​ 214.9 ​ ​ — ​ ​ 214.9 ​ ​ — ​ ​ — ​ ​ — ​ ​ — Lease liabilities, operating leases ​ ​ 0.9 ​ ​ 54.4 ​ ​ — ​ ​ 55.3 ​ ​ 1.0 ​ ​ 7.3 ​ ​ — ​ ​ 8.3 Other long-term liabilities, net ​ ​ — ​ ​ 22.4 ​ ​ — ​ ​ 22.4 ​ ​ — ​ ​ — ​ ​ — ​ ​ — Total liabilities ​ ​ 94.9 ​ ​ 2,992.5 ​ ​ (13.5) ​ ​ 3,073.9 ​ ​ 6.6 ​ ​ 252.3 ​ ​ (3.9) ​ ​ 255.0 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Additional paid-in capital ​ ​ 19.3 ​ ​ — ​ ​ — ​ ​ 19.3 ​ ​ 18.9 ​ ​ — ​ ​ — ​ ​ 18.9 Retained earnings (accumulated deficit) ​ ​ 40.8 ​ ​ — ​ ​ — ​ ​ 40.8 ​ ​ (8.3) ​ ​ — ​ ​ — ​ ​ (8.3) Treasury stock ​ ​ (91.6) ​ ​ — ​ ​ — ​ ​ (91.6) ​ ​ (4.1) ​ ​ — ​ ​ — ​ ​ (4.1) Total stockholders' equity (deficit) ​ ​ (31.5) ​ ​ — ​ ​ — ​ ​ (31.5) ​ ​ 6.5 ​ ​ — ​ ​ — ​ ​ 6.5 Non-controlling interest ​ ​ — ​ ​ 3,085.0 ​ ​ (0.1) ​ ​ 3,084.9 ​ ​ — ​ ​ 71.3 ​ ​ (0.1) ​ ​ 71.2 Total equity (deficit) ​ ​ (31.5) ​ ​ 3,085.0 ​ ​ (0.1) ​ ​ 3,053.4 ​ ​ 6.5 ​ ​ 71.3 ​ ​ (0.1) ​ ​ 77.7 Total liabilities and stockholders' equity (deficit) ​ $ 63.4 ​ $ 6,077.5 ​ $ (13.6) ​ $ 6,127.3 ​ $ 13.1 ​ $ 323.6 ​ $ (4.0) ​ $ 332.7 ​ Use of Non-GAAP Financial Measures This Quarterly Report on Form 10-Q includes certain non-GAAP financial measures that are not prepared in accordance with accounting principles generally accepted in the United States (“U.S. GAAP”) and that may be different from non-GAAP financial measures used by other companies. The Company believes Fee-Related Earnings and Fee-Related Earnings per share are useful to investors in evaluating the Company’s financial performance. Fee-Related Earnings is calculated based on net income (loss) attributable to common stockholders of Resolute Holdings, and adding back (a) equity-based compensation under GPGI’s equity plan, the CompoSecure, Inc. 2021 Incentive Equity Plan, as amended, (the “GPGI Equity Plan”) and (b) the tax impact of consolidating GPGI Holdings, less the pre-tax impact of such adjustments at Resolute Holdings’ estimated effective tax rate of 32.5%. We believe that these non-GAAP financial measures represent the most useful presentation to investors of the Company that is attributable to Resolute Holdings common stockholders. Fee-Related Earnings and Fee-Related Earnings per share should not be considered as 43 Table of Contents measures of financial performance under U.S. GAAP, and the items excluded from Fee-Related Earnings and Fee-Related Earnings per share are significant components in understanding and assessing the Company’s financial performance. Accordingly, these key business metrics have limitations as an analytical tool. They should not be considered as an alternative to net income or any other performance measures derived in accordance with U.S. GAAP or as an alternative to cash flows from operating activities as a measure of the Company’s performance, and may be different from similarly titled non-GAAP measures used by other companies. The following unaudited table presents the reconciliation of U.S. GAAP net income attributable to common stockholders to non-GAAP Fee-Related Earnings and Fee-Related Earnings per share for the three and six months ended June 30, 2026: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Three months ended ​ Six months ended ​ ​ June 30, 2026 ​ June 30, 2026 ​ ​ ($ in millions except share and per share figures) ​ ($ in millions except share and per share figures) ​ ​ ​ ​ Resolute ​ ​ ​ GPGI ​ ​ ​ Intercompany/ ​ ​ ​ ​ ​ ​ ​ ​ Resolute ​ ​ ​ GPGI ​ ​ ​ Intercompany/ ​ ​ ​ ​ ​ ​ ​ Holdings ​ Holdings ​ Eliminations ​ Consolidated ​ Holdings ​ Holdings ​ Eliminations ​ Consolidated Net income (loss) attributable to common stockholders ​ $ (12.4) ​ $ — ​ $ — ​ $ (12.4) ​ $ 49.1 ​ $ — ​ $ — ​ $ 49.1 Net income (loss) per share attributable to common stockholders - diluted ​ $ (1.53) ​ $ 0.00 ​ $ 0.00 ​ $ (1.53) ​ $ 5.87 ​ $ 0.00 ​ $ 0.00 ​ $ 5.87 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Adjustments to reconcile Fee-Related Earnings to net income (loss) attributable to common stockholders: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Add: Equity-based compensation expensed at Resolute Holdings under GPGI Equity Plan (1) ​ $ — ​ ​ ​ ​ ​ ​ ​ $ — ​ $ 0.2 ​ ​ ​ ​ ​ ​ ​ $ 0.2 Tax impact from consolidation of GPGI Holdings (2) ​ ​ 18.0 ​ ​ ​ ​ ​ ​ ​ ​ 18.0 ​ ​ (37.8) ​ ​ ​ ​ ​ ​ ​ ​ (37.8) Net tax impact of pre-tax adjustments (3) ​ ​ — ​ ​ ​ ​ ​ ​ ​ ​ — ​ ​ — ​ ​ ​ ​ ​ ​ ​ ​ — Fee-Related Earnings ​ ​ 5.6 ​ ​ ​ ​ ​ ​ ​ ​ 5.6 ​ ​ 11.5 ​ ​ ​ ​ ​ ​ ​ ​ 11.5 Fee-Related Earnings per share ​ $ 0.69 ​ ​ ​ ​ ​ ​ ​ $ 0.69 ​ $ 1.38 ​ ​ ​ ​ ​ ​ ​ $ 1.38 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Diluted weighted average shares used to compute: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Net income (loss) per share attributable to common stockholders ​ ​ 8,103,475 ​ ​ ​ ​ ​ ​ ​ ​ 8,103,475 ​ ​ 8,363,195 ​ ​ ​ ​ ​ ​ ​ ​ 8,363,195 Fee-Related Earnings per share ​ ​ 8,180,818 ​ ​ ​ ​ ​ ​ ​ ​ 8,180,818 ​ ​ 8,363,195 ​ ​ ​ ​ ​ ​ ​ ​ 8,363,195 ​ (1) Equity-based compensation required to be reported by the Company related to awards issued under the GPGI Equity Plan. Equity granted under the GPGI Equity Plan relates to GPGI Class A common stock and has no impact on Resolute Holdings’ common stock outstanding. (2) The tax impact of treating Resolute Holdings and GPGI Holdings, including Husky Holdings, as a consolidated entity under ASC 740, to arrive at the Resolute Holdings income tax expense if presented on a non-consolidated basis. (3) Tax-effect of pre-tax adjustments at a 32.5% estimated effective tax rate for 2026. Only applied to those adjustments that would impact Resolute Holdings’ taxes. Equity-based compensation expense under the GPGI Equity Plan is expensed for tax purposes at GPGI and not Resolute Holdings. Critical Accounting Policies and Estimates Critical accounting policies are detailed in the 2025 Annual Report and reference is made to Note 2 of the unaudited condensed consolidated financial statements in this Quarterly Report on Form 10-Q for critical accounting policies adopted since the 2025 Annual Report, including under the headings “Reclassifications”, “Foreign Currency Translation and Transactions”, “Derivatives and Hedging Activities”, “Business Combinations”, and “Revenue Recognition”. New Accounting Pronouncements Reference is made to Note 2 of the unaudited condensed consolidated financial statements in this Quarterly Report on Form 10-Q for information concerning recent accounting pronouncements since the filing of the 2025 Annual Report. 44 Table of Contents Liquidity and Capital Resources Resolute Holdings’ primary sources of liquidity are revenue derived from the management agreements with its managed companies, its existing cash and cash equivalents balances, short-term investments, and borrowings on Resolute Holdings’ revolving credit facility and term loan. GPGI Holdings’ primary sources of liquidity are its existing cash and cash equivalents, short-term investments, cash flows from operations, and borrowings on the GPGI Holdings term loan, revolving credit facility, and senior secured notes as detailed in Note 11 of the unaudited condensed consolidated financial statements in this Quarterly Report on Form 10-Q. The Company’s primary cash requirements at Resolute Holdings and GPGI Holdings include operating expenses, debt service payments (principal and interest), capital expenditures (including property and equipment and software), and share repurchases. As of June 30, 2026, the Company had cash and cash equivalents and restricted cash of $117.0, consisting of $9.9 at Resolute Holdings and $107.1 at GPGI Holdings. The Company had debt principal outstanding of $90.0 at Resolute Holdings and $2,115.0 at GPGI Holdings. As of December 31, 2025, the Company had cash and cash equivalents of $161.4, consisting of $4.4 at Resolute Holdings and $157.0 at GPGI Holdings. As of December 31, 2025, the Company had short-term investments comprised of US treasury bills of $44.1, consisting of $3.1 at Resolute Holdings and $41.0 at GPGI Holdings. As of December 31, 2025, the Company had debt principal outstanding of $186.3 at GPGI Holdings. On January 12, 2026, following the closing of the Husky Transaction, GPGI Holdings repaid in full all outstanding obligations under its credit agreement then in place and assumed approximately $2,800.0 of debt from Husky and entered into a $350.0 delayed draw term loan. On January 14, 2026, GPGI Holdings refinanced the assumed $3,150.0 of debt and entered into a new credit facility (the “GPGI Holdings Credit Facility”) consisting of a $1,200.0 term loan maturing in 2033 and a $400.0 revolving credit facility maturing in 2031 and also issued $900.0 in 5.625% Senior Secured Notes due 2033 (“GPGI Holdings Senior Notes”). On February 20, 2026, Resolute Holdings refinanced its existing $5.0 revolving credit facility with a new $30.0 revolving credit facility (“Resolute Revolver”) maturing in February 2031 (as amended, the “Resolute Credit Facility”). The Resolute Revolver was subsequently increased to $40.0 during March 2026. On May 7, 2026, Resolute Holdings entered into a second amendment to the Resolute Credit Facility that provides for new term loan commitments in an aggregate principal amount of $60.0 (“Resolute Term Loan”) and increases the rate of interest for revolving and term loan borrowings. The Resolute Term Loan will mature on the third anniversary of the effective date of the second amendment and amortize in quarterly installments commencing September 30, 2026. Resolute Holdings and GPGI Holdings are distinct legal entities and operating businesses that must separately maintain sufficient liquidity independent of each other. Debt at each entity is non-recourse to the other. Resolute Holdings is dependent on payment of the management fees from its managed companies to maintain sufficient liquidity. The Company believes that the cash flows from operations and available cash and cash equivalents and short-term investments, as well as the availability of a $40.0 revolving credit facility and $60.0 term loan at Resolute Holdings, are sufficient to meet the liquidity needs of Resolute Holdings for at least the next 12 months from the date of filing of this Form 10-Q. The Company believes that the cash flows from operations and available cash and cash equivalents and short-term investments, as well as the availability of a $400.0 revolving credit facility at GPGI Holdings, are sufficient to meet the liquidity needs of GPGI Holdings, including the repayment of its outstanding debt, for at least the next 12 months from the date of filing of this Form 10-Q. The Company anticipates that to the extent Resolute Holdings requires additional liquidity, it shall do so through borrowings on the Resolute Credit Facility, the incurrence of other indebtedness, or a combination thereof, and offering of its securities in capital markets. The Company anticipates that to the extent GPGI Holdings requires additional liquidity, it shall do so through borrowings on its revolving credit facility, the incurrence of other indebtedness, or a combination thereof and offering of securities of GPGI in capital markets. The Company cannot be assured that each of Resolute Holdings and GPGI Holdings will be able to obtain this additional liquidity on reasonable terms, or at all. Additionally, the liquidity of Resolute Holdings and GPGI Holdings and their ability to meet their respective obligations and fund their capital requirements are also dependent on their respective future financial performance, which is subject to general economic, financial and other factors that are beyond its control. Accordingly, the Company cannot be assured that its business will generate sufficient cash flows from operations or that future borrowings will be available from additional indebtedness or otherwise to meet its liquidity needs. Although the Company has no specific current plans to do so, if the Company decides to pursue one or more significant acquisitions, the Company may incur additional debt to finance such acquisitions. Additional information regarding the Company’s debt is included in Note 11 of the unaudited condensed consolidated financial statements in this Quarterly Report on Form 10-Q. 45 Table of Contents Net Cash Provided by (Used in) Operations Cash used in the Company’s operating activities for the six months ended June 30, 2026 was $23.2 compared to cash provided by operating activities of $67.4 during the six months ended June 30, 2025. The decrease in cash provided by operating activities of $90.6 was primarily attributable to higher interest expense paid, and the payment of transaction costs, including debt breakage fees associated with the acquisition of Husky. Net Cash Used in Investing Activities Cash used in the Company’s investing activities for the six months ended June 30, 2026 was $648.0 primarily due to the acquisition of Husky, capital expenditures and capitalized software expenditures of $27.1, partially offset by the maturities and sales of short-term investments of $41.1. Net Cash Provided by (Used in) Financing Activities Cash provided by the Company’s financing activities for the six months ended June 30, 2026 was $623.0 compared to cash used in the Company’s financing activities for the six months ended June 30, 2025 of $36.3. Cash provided by financing activities for the six months ended June 30, 2026 primarily related to cash contributions by GPGI of $2,120.3 and proceeds from the issuance of debt net of discounts of $2,623.5, partially offset by debt repayment of $3,379.3, repayment of preference share capital of $457.4, distributions by GPGI Holdings to GPGI of $131.7, share repurchases of Resolute Holdings common stock of $87.5, debt issuance costs of $38.3, and $26.6 of payments for taxes related to net share settlement of GPGI equity awards. Cash used in financing activities for the six months ended June 30, 2025 primarily related to a distribution by GPGI Holdings to GPGI of $15.9, payments for taxes related to net share settlement of GPGI equity awards of $15.4 and repayment of scheduled principal payments of the GPGI Holdings old term loan of $5.0. Contractual Obligations A summary of our minimum contractual obligations related to our material outstanding contractual commitments is included in the 2025 Annual Report. Our long-term contractual obligations include commitments and estimated purchase obligations entered into in the normal course of business. As of June 30, 2026, the Company has purchase commitments with suppliers of approximately $42.2, of which $11.1 is expected in 2026. Financing Resolute Holdings is a party to the Resolute Credit Facility and GPGI Holdings is a party to the GPGI Holdings Credit Facility and the GPGI Holdings Senior Notes. For a more complete description of the Company’s debt obligations, see Note 11 of the unaudited condensed consolidated financial statements in this Quarterly Report on Form 10-Q.