DOMH — Q2 2026 Financial Report Analysis

Dominari Holdings' second quarter of 2026 was a sharp step down from a record first quarter: total revenue fell 57% year on year to $16.8 million as underwriting fees dropped to $7.9 million from $19.9 million on "fewer deal closings," and carried interest (a share of investment profits earned for managing funds) fell to $1.6 million from $10.5 million. The loss from operations narrowed to $1.1 million from $14.9 million only because a year ago the company booked $26.2 million of stock-based pay. After a $2.4 million tax charge on a pre-tax loss, the company lost $5.4 million for common shareholders, or $0.24 a share, against a $16.6 million profit ($1.12 a share) in Q2 2025 that came mostly from a $31.7 million markup of its American Bitcoin (ABTC) stake.

Results

For the first half, revenue rose 13.6% to $52.6M. Underwriting was up 59% to $40.9M, all of it from the strong first quarter. The net loss to common shareholders was $62.8M (-$3.07 a share), compared with $15.9M (-$1.24) in H1 2025.

Where the money comes from. Dominari is a small New York investment bank and broker. Its subsidiary Dominari Securities underwrites stock offerings and private placements for small companies, earns commissions on client trading, and runs a family of special-purpose vehicles (SPVs, pooled funds that buy stakes in private companies such as xAI, Groq and Epic Games). The compensation ratio, meaning the share of revenue paid out to staff, is the key cost figure for a firm like this. At 84.8% in Q2 it leaves almost nothing to cover rent, travel and insurance. Other expenses tripled to $2.9M, which the filing attributes to "higher travel and insurance costs." The H1 comp ratio was 156.7%: the company paid out more in pay than it earned in revenue, helped by $34.1M of higher bonus expense ($18.2M of it in stock).

What the headline numbers hide

• Much of the revenue comes from the company's own funds. The related-party note says Dominari Securities earned $15.9M of underwriting revenue, $2.6M of carried interest and $6.3M of commissions in H1 from "the Series Funds," the SPVs managed by Dominari's own subsidiaries. That is $24.8M, about 47% of H1 revenue, plus $0.6M of management fees. All of it comes from vehicles the company controls and markets to its own investors. A further $7.8M was received in advance for managing those vehicles but not yet booked as revenue (contract liabilities, up from $4.5M at year end).
• The tax charge is real cash, even on a loss. The company booked $15.2M of tax expense in H1 on a $47.0M pre-tax loss. Most of it ($9.5M) came because the January sale of the ABTC stake for about $32.5M produced a $6.9M accounting loss but roughly $32.5M of taxable ordinary income. Limits on deducting executive pay (IRC section 162(m)) and on using past losses (section 382) explain the rest. Income taxes payable reached $15.6M at June 30, compared with $25.0M of cash.
• Cash is falling, and dividends are a big reason. Operating cash flow was -$38.8M for H1 compared with a $62.2M net loss. The gap is mostly non-cash stock pay ($19.8M) and the unpaid tax bill ($8.3M increase). Cash went from $34.0M to $25.0M, and marketable securities from $46.5M to $2.4M, after the company paid $19.0M of dividends in H1, including a $0.3106-a-share special dividend in May. The filing says cash plus expected operating cash flow will cover needs for at least 12 months. There is no going-concern warning, working capital was $15.8M, and the broker-dealer held $18.2M of net capital above its $0.6M regulatory minimum.
• Dilution is heavy. Shares outstanding rose to 24.2M from 16.1M at December 31. Restricted stock grants to employees added 6.47M shares and warrant exercises 1.70M. In May, the company cut the Series B warrant exercise price to $2.50 to get holders to exercise (about $3.7M raised). That incentive cost common holders a $425K "deemed dividend," which is included in the per-share loss.
• Insider sales and a figure that doesn't match. In May the company sold 134,750 New America Acquisition I shares ($270K) and 200,000 Datacentrex shares ($350K) to CEO Kyle Wool, booking gains it puts in principal-trading revenue. Separately, the MD&A table shows the Q2 loss to common as $5.148M, while the income statement (and the MD&A's own text) shows $5.404M. This report uses the income-statement figure. Management also says disclosure controls were "not effective" because material weaknesses flagged in the 2025 10-K, including a "lack of sufficient review over the accounting for certain transactions recorded at fair value," remain unfixed.
• The adjusted figure doesn't change the picture. Management's non-GAAP measure, which adds back $0.5M of stock-based pay, still shows a Q2 adjusted operating loss of $0.6M and a net loss of $4.9M (-$0.21 a share).

Takeaway: Q2 shows what Dominari looks like without a big deal month or an investment gain: a business that roughly breaks even before tax at an 85% payout to staff. Close to half its 2026 revenue comes from SPVs it runs itself. Meanwhile equity has fallen by two-thirds in six months, through losses, special dividends and a tax bill on the ABTC sale.

Outlook

Management gives no revenue or earnings guidance. The only forward-looking statements in the filing concern liquidity: it expects to fund operations from cash on hand and possibly new securities sales or credit lines, and it warns that new equity "could result in significant dilution." July brought 310,000 new stock options for directors and staff, and the Epic Games SPV stake was marked down $1.4M after a July redemption at $415 a unit.

Our read: results will keep depending on deal timing, so a weak quarter can follow a strong one at any point. The numbers to watch in the Q3 10-Q (expected around mid-November) are underwriting revenue, the share of it coming from the company's own SPVs, cash after the $15.6M tax liability is paid, and whether special dividends continue while equity is at $21.9M. With no recurring profit base and shares outstanding up 58% from a year earlier (24.2M vs 15.3M), per-share value is shrinking even in the quarters that look good.