Prepared as an M&A transaction-multiple benchmark reference for RIA principals, buy-side aggregators, wealth-management operators, valuation professionals, corporate-development teams, and financial journalists. Not advice, not appraisal, not investment/legal/tax/financial advice. Observed ranges reflect disclosed transactions, private transaction databases, and advisory-firm deal books; individual outcomes vary widely with recurring revenue mix, client demographics, growth trajectory, and structure. Vintage and rate context accompany every figure.
How this report differs from adjacent CT Acquisitions guides

Three RIA-adjacent resources already exist on ctacquisitions.com, and each answers a different question. The owner-operator SDE valuation guide at /wealth-ria-business-valuation/ covers seller-discretionary-earnings and revenue-based valuation for solo advisors and small books, where the buyer profile is another advisor rather than a platform. The buyer-universe guide at /guides/who-buys-rias-wealth-management-2026/ maps the aggregator, strategic, and independent-sponsor buyer set, ranks known active acquirers, and describes their thesis. This report sits between those two: it is the strict M&A transaction-multiple benchmark with a size-band spine, vintage-adjusted trajectory, rate context, and driver decomposition for RIAs sold as businesses rather than valued as books. It links up to the Professional Services M&A Multiples 2026 pillar and functions as the spoke that quantifies the RIA vertical inside that cluster.
Where the owner-operator page uses SDE and revenue-of-recurring-fees as the primary lens, this report defaults to adjusted EBITDA and AUM basis-points for firms above roughly $500K of normalized earnings, and calls out separately when SDE is the operative metric. Blending SDE and EBITDA into one range is the single most common error in RIA valuation content, and it is avoided here by keeping every table row explicit about the earnings basis.
Executive summary
- Sub-$100M AUM RIAs, typically owner-operator books with $100K to $500K of SDE, have tended to trade at 1.5x to 2.7x recurring revenue or approximately 4.5x to 7.0x SDE through 2024 and the first two quarters of 2026, based on the FP Transitions deal book and DeVoe & Company quarterly reporting.
- $100M to $500M AUM RIAs have tended to trade in an 6.5x to 9.5x adjusted EBITDA band in the same window, with recurring revenue above 85% and organic growth above 8% pulling toward the upper end, per DeVoe & Company annual RIA Deal Book and ECHELON Partners RIA M&A Deal Report.
- $500M to $1B AUM firms have observed 8.0x to 11.5x adjusted EBITDA, and $1B+ platform-quality RIAs (the aggregator sweet spot) have observed 11.0x to 16.0x adjusted EBITDA, with a small number of premium transactions above 16x, per ECHELON Partners quarterly RIA M&A Deal Books and Fidelity Wealth Advisor Solutions M&A benchmark reports.
- The reference public comparable is Focus Financial Partners, taken private by Clayton, Dubilier & Rice in August 2023 for a disclosed enterprise value of approximately $7.0 billion, at approximately 15x LTM adjusted EBITDA (see Reuters coverage and Focus Financial Partners take-private announcement).
- Aggregator-versus-standalone spread widened from roughly 3 turns of EBITDA in 2019 to 6 to 8 turns in 2021-2022, then compressed to roughly 4 to 6 turns by Q2 2026 as the Federal Reserve target rate rose from an effective 0.08% in early 2022 to 5.33% by mid-2023 and then eased to a 4.25% to 4.50% range by mid-2026 (see Federal Reserve H.15 selected interest rates).
- Hybrid firms (RIA plus broker-dealer) have observed roughly a 1.0x to 2.0x EBITDA turn discount to pure fee-only RIAs of similar size and growth, driven by lower recurring revenue quality and residual commission risk (DeVoe & Company 2025 RIA Deal Book).
- Deal structure has shifted materially: cash-at-close for platform transactions has trended from roughly 80% in 2019 to 55% to 65% in 2024-2026, with rollover equity of 20% to 40% and earnouts of 10% to 25% now standard for aggregator acquisitions (ECHELON Partners, Advisor Growth Strategies benchmark).
- 2025 posted a record year for announced RIA M&A activity, with 272 transactions tracked by DeVoe & Company (up 14% year-over-year) and 340 transactions tracked by ECHELON Partners under their broader definition, both records dating to inception of each series (DeVoe & Company 2026 RIA Deal Book; ECHELON Partners Q4 2025 RIA M&A Deal Report).
Key findings
- The size premium is durable. Adjusted EBITDA multiples paid for a $1B+ AUM platform have exceeded those paid for a $100M AUM standalone book by a factor of roughly 1.8x to 2.5x across every reporting period since 2019, per DeVoe & Company annual Deal Books 2019 through 2026.
- Recurring-revenue share drives roughly 2 turns of EBITDA. Firms with more than 90% AUM-based recurring revenue have observed multiples roughly 1.5x to 2.5x adjusted EBITDA higher than otherwise comparable firms with 65% to 75% recurring revenue, per Advisor Growth Strategies 2025 RIA Study.
- The Focus Financial reference deal remains the public comparable ceiling. CD&R agreed to acquire Focus Financial Partners at $53.00 per share in an all-cash transaction valued at approximately $7.0 billion (Focus Financial press release, February 27, 2023), a level equivalent to approximately 15x LTM adjusted EBITDA based on the target’s most recent disclosed Adjusted EBITDA of roughly $460M and net debt to EBITDA of approximately 4.5x to 5.0x at close.
- Aggregator-backed platforms are documented buyers. Named PE-backed RIA aggregators with public deal activity include Focus Financial (CD&R), Wealth Enhancement Group (TA Associates, Onex, Genstar), Hightower (Thomas H. Lee Partners), Mercer Advisors (Genstar, Oak Hill, Altas), Mariner Wealth Advisors (Leonard Green, Marlin Equity), Beacon Pointe (KKR), Corient (CI Financial), Creative Planning (General Atlantic, TPG), Cerity Partners (Genstar, Lightyear), Captrust (GTCR, Carlyle), Allworth Financial (Lightyear, Parthenon Capital), Modern Wealth Management (Crestview Partners), Prime Capital (Abry Partners), and Perigon Wealth Management (Alpha Wave).
- Deal count set a record in 2025. DeVoe & Company recorded 272 announced transactions in calendar 2025, the highest annual total in the series history and the third consecutive record year (DeVoe & Company 2026 RIA Deal Book).
- Aggregators’ share of transactions exceeded 75% in 2025. Consolidators, defined by DeVoe as firms with a stated aggregation strategy and typically PE-backed, accounted for more than three-quarters of announced RIA acquisitions in 2025, up from roughly 40% in 2016 (DeVoe & Company 2026 RIA Deal Book; consistent with ECHELON Partners 2025 Q4 RIA M&A Deal Report).
- Aggregator concentration remains high. The top 10 acquirers accounted for roughly 46% to 52% of announced transactions in 2024 and 2025, per ECHELON Partners RIA M&A Deal Report Q4 2025, with Focus Financial, Wealth Enhancement Group, Mercer Advisors, Mariner, Beacon Pointe, Hightower, Creative Planning, and Captrust each reporting more than 10 announced deals in 2025.
- Fee-model breakdown shapes the multiple. Advisor Growth Strategies 2025 benchmarking showed that fee-only RIAs (registered only as RIAs) generated median EBITDA margins of 24% to 28%, while hybrid firms carrying broker-dealer affiliation reported median EBITDA margins of 18% to 22%, contributing to the observed 1.0x to 2.0x turn discount on the hybrid side.
- Owner age and succession readiness matter empirically. DeVoe’s Advisor Succession Study consistently reports that the majority of RIA principals have no fully documented internal succession plan; targets without an identified successor have observed higher earnout allocations and more retention-linked rollover equity in deal terms (DeVoe & Company 2025 RIA Succession Study).
- Organic growth premium is real but bounded. RIAs with three-year organic growth (net of market) above 10% have tended to trade at premiums of roughly 1.0x to 1.5x adjusted EBITDA relative to peers with organic growth below 3%, per Advisor Growth Strategies 2025 Study and DeVoe qualitative commentary.
- AUM basis-point valuations have compressed at the top end. Peak 2021-2022 aggregator platform transactions were reported by ECHELON and Fidelity to have priced in the 2.75% to 3.50% of AUM range for premium $1B+ scale targets; 2024 to Q2 2026 comparable observations have re-priced to the 2.00% to 2.75% of AUM range for similar profiles.
- State-registered RIAs (sub-$100M AUM) sit closer to SDE-based small-business multiples. BizBuySell Insight Reports for NAICS 5231 (Securities and commodity contracts intermediation) and IBBA Market Pulse for “Financial Services and Insurance” report small-business SDE-based multiples in the 2.3x to 3.8x SDE range for firms under $500K of SDE, materially below the recurring-revenue multiples cited elsewhere in this report and reflecting the different buyer universe (individual advisor buyers, not platforms).
- Client demographics are re-pricing books. DeVoe qualitative commentary and Cerulli Associates data both note that RIAs with median client age above 70 face incremental scrutiny on asset decumulation risk and next-generation client retention, occasionally producing discounts of 0.5x to 1.5x adjusted EBITDA or additional retention-linked earnout.
- Recurring-revenue quality has become an underwriting focus. Buy-side QoE providers active in RIA M&A (see /guides/qoe-provider-comparison-2026/) have increasingly bifurcated fee schedules by asset type (AUM vs planning vs subscription vs commission) and by client tenure, which affects the earnings base to which the multiple applies.
- The rate context matters. The Federal Reserve H.15 effective federal funds rate averaged 0.08% in January 2022, 5.33% in September 2023, and 4.33% in June 2026 (Federal Reserve H.15); RIA multiples move partly with the LBO financing cost of consolidators, and the observed post-2022 compression coincides with the fastest tightening cycle in four decades.
Not advice, not appraisal, not investment/legal/tax/financial advice.
Multiples by AUM size band (spine)
This table is the load-bearing benchmark of the report. Every row separates earnings basis, cites vintage, and links to a primary source. Ranges reflect observed transactions and reported deal books; individual outcomes vary and this is not an appraisal.
| AUM band | Earnings basis | 2024 to Q2 2026 observed range | 2020 to 2022 peak comparable | Primary source |
|---|---|---|---|---|
| Sub-$100M AUM (state-registered typical; SDE-based) | SDE (owner-operator profile) or 1.0x to 2.7x recurring revenue | 4.5x to 7.0x SDE, or 1.5x to 2.7x recurring revenue | 5.0x to 7.5x SDE; 1.8x to 3.0x recurring revenue | FP Transitions Annual Report; BizBuySell Insight (NAICS 5231); IBBA Market Pulse Q4 2025 |
| $100M to $250M AUM | Adjusted EBITDA (LMM standalone RIA) | 6.5x to 8.5x adjusted EBITDA | 7.5x to 10.0x adjusted EBITDA | DeVoe & Company 2026 RIA Deal Book; Advisor Growth Strategies 2025 Study |
| $250M to $500M AUM | Adjusted EBITDA | 7.5x to 10.0x adjusted EBITDA | 9.0x to 12.0x adjusted EBITDA | DeVoe & Company 2026 RIA Deal Book; ECHELON Partners RIA M&A Deal Report Q4 2025 |
| $500M to $1B AUM | Adjusted EBITDA | 8.5x to 11.5x adjusted EBITDA | 10.5x to 14.0x adjusted EBITDA | ECHELON Partners RIA M&A Deal Report Q4 2025; Fidelity Wealth Advisor Solutions M&A Study 2025 |
| $1B+ AUM (aggregator platform target) | Adjusted EBITDA | 11.0x to 16.0x adjusted EBITDA | 13.0x to 20.0x adjusted EBITDA | ECHELON Partners RIA M&A Deal Book 2025; DeVoe 2026 RIA Deal Book; Focus Financial / CD&R approximately 15x LTM disclosed comparable |
| $5B+ AUM (aggregator platform) | Adjusted EBITDA | 13.0x to 18.0x adjusted EBITDA (thin tape) | 15.0x to 22.0x adjusted EBITDA | Focus Financial / CD&R public comparable; Fidelity M&A benchmark; select aggregator secondary transactions |
Reading the table
Each range describes the middle of the distribution of announced observed transactions. The upper end reflects premium recurring-revenue mix (above 90%), premium organic growth (above 10%), premium client demographics (median client age below 60), and a documented management team. The lower end reflects modest growth, high client concentration, elevated client age, or single-advisor dependency. Individual transactions have traded outside these ranges. Multiples above 16x adjusted EBITDA have been observed exclusively in the $1B+ AUM cohort, and typically only when accompanied by scale-strategic value to the buyer.
Bridging SDE and adjusted EBITDA
For firms in the sub-$100M AUM band, the meaningful earnings metric is often SDE because owner compensation is discretionary and the acquirer profile is typically another advisor rather than a platform. As firms cross approximately $500K of earnings and hire a non-owner advisor bench, valuation transitions to adjusted EBITDA with owner comp normalized to a market-rate replacement. See the owner-operator RIA valuation guide for the SDE-based framework in more depth.
Multiples by sub-segment
Sub-$100M AUM (owner-operator profile)
The sub-$100M AUM segment is characterized by state-registered RIAs, typical owner-operator SDE of $100K to $500K, single-advisor dependency, and a buyer universe dominated by other individual advisors and small tuck-in acquirers. Observed 2024 to Q2 2026 ranges: 4.5x to 7.0x SDE, or 1.5x to 2.7x recurring revenue. FP Transitions, which brokers a large share of the small-book market, reports median transaction multiples on their platform in the 2.0x to 2.5x recurring revenue range for typical books (FP Transitions Annual Report 2025). BizBuySell Insight Reports for NAICS 5231 sub-code show SDE multiples of 2.3x to 3.8x for financial-services businesses under $1M revenue in 2024-2025 (BizBuySell Insight Reports), which reflects the very small end of the segment.
Key valuation drivers at this size: (a) recurring revenue share above 85% is table stakes for a premium multiple in this band; (b) client concentration below 15% for top-10 clients; (c) documentation quality (CRM, client agreements, compliance manual); (d) whether the seller will stay for a transition period of 12 to 36 months to protect client retention.
$100M to $1B AUM (mid-tier RIA)
This band is where the market breaks apart into distinct sub-cohorts. $100M to $250M AUM firms have observed 6.5x to 8.5x adjusted EBITDA, $250M to $500M firms 7.5x to 10.0x, and $500M to $1B firms 8.5x to 11.5x during 2024 to Q2 2026, per DeVoe and ECHELON deal books. Buyers include national aggregators, regional roll-ups, other RIAs pursuing tuck-in growth, and independent sponsors. In the $500M to $1B AUM cohort specifically, aggregators paid roughly a 2-turn premium over other RIAs and independent sponsors in 2025 (ECHELON Partners Q4 2025 RIA M&A Deal Report qualitative commentary).
At this size, adjusted EBITDA becomes the operative metric. Adjustments commonly include: normalizing owner compensation to a market-rate advisor salary, removing non-recurring expenses, adjusting for above-market rent to related-party lessors, and treating one-time technology-migration or brand-transition costs separately. A pre-transaction quality-of-earnings analysis is now standard practice at these sizes; see /guides/qoe-provider-comparison-2026/.
$1B+ AUM (aggregator platform target)
The $1B+ AUM band is the aggregator sweet spot and the segment where the most reported deal activity concentrates in dollar-weighted terms. Observed 2024 to Q2 2026 range: 11.0x to 16.0x adjusted EBITDA. For firms above $5B AUM, multiples have moved into the 13x to 18x zone in the thinnest and most strategic transactions. The Focus Financial / CD&R take-private at approximately 15x LTM adjusted EBITDA and roughly $7.0B EV is the anchor public comparable (Focus Financial 8-K, February 27, 2023).
Beyond the disclosed Focus reference, several 2024-2026 transactions in this band have been reported in trade press without exact multiple disclosure:
- Wealth Enhancement Group (Genstar and Onex-backed, with TA Associates a prior sponsor) has been widely reported to have transacted between financial sponsors at rumored enterprise values of $2.5B to $3.0B+ (private).
- Beacon Pointe Advisors received a majority investment from KKR announced November 2021, disclosed only as a majority position with no multiple.
- Corient was formed via CI Financial’s rollup of US RIAs including the acquisition of Radnor Financial Advisors and others; CI Financial’s public 10-K disclosures reference the US Wealth segment (CI Financial annual report).
- Captrust received investment from GTCR announced June 2020, followed by Carlyle in September 2024, valuing the firm above $3.7B on the Carlyle round per press reports.
Because the aggregator round-trip valuations are only occasionally disclosed as clean multiples, the 11x to 16x range is triangulated from ECHELON platform-level survey data, DeVoe deal-book qualitative commentary, Fidelity M&A benchmark studies, and the Focus public reference.
Selected additional aggregator activity in the observed period. The following named-aggregator profile items help frame the buyer set without imputing invented transaction multiples:
- Mariner Wealth Advisors received a majority investment from Leonard Green & Partners announced October 2021, followed by additional capital from Marlin Equity Partners in 2024. Mariner AUM crossed $150B during 2025 per company disclosures.
- Mercer Advisors has cycled through multiple sponsors including Genstar and Oak Hill; Altas Partners took a majority position via a May 2023 transaction, valuing the firm above $3.0B per Bloomberg reporting.
- Creative Planning received a General Atlantic minority investment announced December 2020 and a TPG minority stake in October 2024, valuing the firm at approximately $16B per Reuters. Creative Planning’s disclosed AUM crossed $360B by year-end 2025.
- Cerity Partners was formed from the 2021 combination of Cerity Partners and Blue Rock Wealth Advisors, backed by Genstar and Lightyear Capital; disclosed platform AUM exceeded $110B by mid-2026.
- Wealth Enhancement Group cycled from TA Associates majority (2019 vintage) to a Onex majority partnership announced February 2024, with Genstar continuing as a co-investor.
- Captrust received investment from GTCR in June 2020 and from Carlyle in a September 2024 transaction valuing the firm above $3.7B per press reports; disclosed institutional and retail AUM crossed $1.0T during 2025 under the firm’s aggregated advisory relationship count.
- Modern Wealth Management was formed in July 2023 backed by Crestview Partners and led by former CEOs of Schwab Retail and Cetera; the platform’s aggressive acquisition pace during 2024 and 2025 produced disclosed AUM crossing $8B by early 2026.
- Corient (the US Wealth segment of CI Financial, subsequently spun and consolidated) crossed $170B in AUM through late 2025 disclosures.
- Beacon Pointe Advisors received a majority investment from KKR announced November 2021, and continued acquisition cadence through 2024-2026, crossing $37B AUM per disclosures.
None of these carry a publicly disclosed transaction multiple in a form directly comparable to the Focus reference. They are cited to characterize the buyer set that shapes the multiples-observation record in Tier 2 sources.
Fee-only vs hybrid
Fee-only RIAs (registered only as an RIA, no broker-dealer affiliation) have historically observed roughly a 1.0x to 2.0x adjusted EBITDA turn premium over hybrid firms of comparable size and growth, based on DeVoe & Company 2025 RIA Deal Book qualitative commentary and Advisor Growth Strategies 2025 benchmark. The rationale is twofold: (a) fee-only firms report higher recurring-revenue share (typically above 90%) versus hybrid firms carrying 5% to 15% commission or transactional revenue; and (b) fee-only firms tend to run higher EBITDA margins (24% to 28% median vs 18% to 22% for hybrids), so a lower multiple on higher earnings can still leave the hybrid firm’s implied valuation lower on a dollar-per-AUM basis.
The hybrid discount is not uniform. Hybrids that have re-classified commission revenue to trailing recurring have narrowed the discount, particularly when the broker-dealer is used only for legacy annuity or 529 business. Hybrids skewed toward transactional commissions have observed the widest discount.
Recurring vs project-based revenue
Financial planning fees (project or subscription) are treated differently in underwriting than AUM-based fees. Subscription financial-planning revenue has re-priced upward as XY Planning Network, One Advisory Partners, and other subscription-model networks have gained scale, with observed multiples on subscription revenue of roughly 2.0x to 3.5x revenue compared with 2.5x to 4.5x revenue for equivalent AUM fee streams. Project-based planning revenue (one-time plans, no ongoing relationship) is typically valued at 0.5x to 1.0x revenue if it is valued separately at all, and is often excluded from the multiple base.
Institutional-facing RIA sub-segments (retirement plan advisory)
Retirement plan advisory (defined-contribution 3(21) and 3(38) practices) sits inside the broader RIA universe but the valuation mechanics differ from wealth-management. Retirement-plan advisory revenue is typically fee-based, either flat-dollar per plan or basis-points on plan assets, and has observed multiples of roughly 5.0x to 8.0x adjusted EBITDA as a standalone practice, with premium of up to 2 turns when combined with a wealth-management book that captures plan-participant rollovers. Captrust, Sageview Advisory, NFP Retirement, and Hub Retirement Services have been the most active named acquirers of retirement-plan books during 2024 to Q2 2026, per InvestmentNews and PlanAdviser M&A tracking commentary.
Trust and estate practice add-ons
RIAs with an in-house trust company or documented estate-planning capability have observed roughly 0.5x to 1.0x adjusted EBITDA premium relative to comparable wealth-only RIAs, based on Fidelity Wealth Advisor Solutions M&A benchmark qualitative commentary. Trust services carry lower gross margin but generate higher retention and captive wallet share, and buyers underwrite that stickiness explicitly. Firms operating a chartered non-depository trust company (South Dakota, Nevada, Delaware, New Hampshire, Wyoming, Ohio) trade with an additional premium because the trust charter itself is an asset with acquirer optionality.
What moves the multiple (drivers)
Recurring revenue share (AUM-based fee percentage of total)
The single most quantitatively important driver in RIA valuation is the share of revenue that recurs on an AUM or subscription basis. Firms with above 90% AUM-recurring revenue have observed 1.5x to 2.5x adjusted EBITDA higher multiples than otherwise comparable firms with 65% to 75% recurring revenue, per Advisor Growth Strategies 2025 RIA Study. Non-recurring revenue (planning fees invoiced project-by-project, insurance commissions, one-time consulting) is typically capitalized at 0.5x to 1.5x revenue or excluded from the earnings base.
Client concentration
Top-10 client concentration below 15% of AUM is the underwriter’s baseline for a premium multiple. Concentration between 15% and 25% has been observed to produce roughly a 0.5x to 1.0x adjusted EBITDA turn discount, and above 25% often triggers a larger earnout allocation or structured downside protection in the purchase agreement.
Client demographics and drawdown risk
Median client age has become an explicit underwriting metric. RIAs with median client age above 70 face incremental scrutiny on asset-decumulation risk, next-generation client retention, and mortality assumptions in projected AUM decline. Observed discounts range from 0.5x to 1.5x adjusted EBITDA when age skew is material, and buyers frequently structure retention-linked earnout tranches tied to AUM at 24 or 36 months post-close.
Owner dependency and succession readiness
Owner-dependent books trade at meaningful discounts and require structural protection. See /answers/owner-dependency-affects-valuation/ for the CT framework on quantifying owner risk. In the RIA context specifically, DeVoe’s 2025 Advisor Succession Study reports that a majority of RIAs still lack a documented internal succession plan, and buyers frequently price this as a 0.5x to 1.5x adjusted EBITDA turn discount unless offset by rollover equity or extended seller retention.
Advisor bench depth
Firms with two or more non-owner senior advisors, each with independent client relationships, have observed premium valuations relative to single-advisor books of comparable AUM. Bench depth is typically the fastest path from a “book” valuation to a “business” valuation, often converting a 4x to 6x SDE outcome into a 7x to 10x adjusted EBITDA outcome as the firm scales past $250M AUM.
Fee model (AUM percentage standard vs fixed vs subscription vs hybrid)
The fee model shapes both the earnings base and the multiple. Standard tiered AUM fees (100 bps declining to 50 bps) are the operative comparable. Flat fixed fees (increasingly common at the UHNW end) can either premium or discount depending on client-count scalability. Subscription and hybrid models increasingly get re-valued on their recurring cash-flow character, closer to a SaaS-style ARR multiple approach in some transactions.
Custody and tech stack
Custodian consolidation on Schwab (post-TD Ameritrade integration October 2020 to Q3 2023), Fidelity, and Pershing has simplified the buyer’s operational integration and reduced friction. Portfolio-management and reporting technology (Orion, Tamarac / Envestnet, Addepar, Black Diamond, eMoney, MoneyGuidePro) shapes integration complexity but does not typically move headline multiples; it does affect the closing purchase-price adjustment for technology-migration costs.
Growth rate (organic vs inorganic)
Three-year net-of-market organic growth above 10% has been observed to command roughly a 1.0x to 1.5x adjusted EBITDA premium over peers with organic growth below 3% (Advisor Growth Strategies 2025 Study). Inorganic growth via tuck-ins is valued more cautiously because tuck-in retention is itself a risk factor that the acquirer must model.
AUM per client and wallet share
Higher AUM per client and higher share of client household wealth correlate with lower churn, higher fee schedules, and lower operational cost per dollar. UHNW-focused firms (average client AUM above $10M) have observed premium multiples driven partly by these mechanics, though offset by higher key-person and client-concentration risk at the very high end.
Specialty and niche (retirement, estate, tax, business owner)
Specialty RIAs (executive-benefits, medical professional, business owner exit-planning, tax-integrated planning) have observed niche premiums of roughly 0.5x to 1.5x adjusted EBITDA relative to generalist peers of comparable scale. The premium reflects lower client acquisition cost, stronger referral network, and defensibility. Integrated tax-planning practices (RIA plus CPA) have observed additional premium.
Regulatory registration (SEC vs state)
SEC-registered RIAs (typically $100M+ AUM) benefit from the operational maturity signal that state-registered firms lack. Below $100M AUM, state-registered status is a red flag only if operational quality signals are also weak; above $100M AUM, SEC registration is table stakes.
State-registered RIAs face a more variable regulatory examination cadence, and the buyer’s compliance-integration cost can materially shape closing purchase-price adjustments. RIAs crossing the $100M AUM threshold and transitioning from state to SEC registration inside a 12-to-18-month pre-close window can encounter examination overlap that acquirers price into escrow. RIAs registered in states with active examination programs (New York, California, Massachusetts, Texas) tend to present cleaner pre-close compliance files, which shortens diligence and can compress the pre-signing period by two to four weeks.
Custody concentration and platform-provider risk
Custodian consolidation post-Schwab and TD Ameritrade integration (announced November 2019, completed operational cutover between October 2020 and mid-2023) reshaped the RIA custody market. As of 2026, the three custody market share leaders (Schwab, Fidelity, Pershing) collectively hold roughly 80% of RIA-custodied assets. Concentration on a single custodian is neutral to slightly positive in underwriting; multi-custodian firms present integration complexity that acquirers absorb via longer transition-services agreements. RIAs custodying primarily on Interactive Brokers, Altruist, Apex, or smaller platforms present idiosyncratic diligence items around asset transferability and technology-integration cost, none of which typically move headline multiples but which can affect purchase-price adjustments of $50K to $250K for firms below $500M AUM.
Compliance track record
RIAs with disclosed FINRA or SEC enforcement history within the trailing 60 months encounter narrower buyer sets and typically observe multiple discounts of 0.5x to 2.0x adjusted EBITDA, depending on the severity of the underlying finding and whether resolution required an independent compliance consultant. Clean compliance history is a table-stakes item at all sizes; disclosed enforcement is often the single largest binary variable in aggregator diligence at the mid-market.
Cross-link on tax structuring (QSBS after OBBBA)
For RIAs organized as C-corporations or with meaningful qualified-small-business-stock (QSBS) considerations under IRC Section 1202, the applicable QSBS exclusion is now permanently $75M per issuer and $15M annual per taxpayer following OBBBA (One Big Beautiful Bill Act) enacted July 4, 2025, subject to state conformity variance (California and Pennsylvania continue non-conforming). This can affect after-tax proceeds materially for founders selling below the threshold. See the CT Wave 14 QSBS Conformity Matrix for state-specific detail.
Client retention track record
Historical client retention (defined as trailing three-year unit-client churn adjusted for mortality, corrected for market movement, and reported net of new client wins) has become a specifically underwritten driver in RIA M&A. Firms with reported trailing three-year unit retention above 96% have observed premium multiples of roughly 0.5x to 1.0x adjusted EBITDA, while firms with retention below 90% typically see earnout re-weighting rather than a headline multiple discount. The retention metric has re-priced in importance since 2022 as aggregator platforms have documented mixed post-close retention outcomes in their portfolio.
Buyer-side integration cost absorption
Buyer-side integration cost, particularly branding, technology migration, and compensation harmonization, has emerged as a separate line item in aggregator underwriting rather than being embedded silently in the offered multiple. Observed integration cost has ranged from approximately $150K to $500K per acquisition for sub-$500M AUM tuck-ins and $500K to $2.0M for $500M to $2B AUM platforms, per practitioner commentary summarized in Advisor Growth Strategies 2025 study. Sellers occasionally accept a lower headline multiple in exchange for a buyer-funded technology migration that preserves front-office continuity for client-facing staff.
How buyer types affect the observed multiple
Different buyer archetypes produce different multiples on the same target. Understanding the buyer set that shapes the multiples-observation record helps sellers weigh who to run a process with and where the marginal turn of EBITDA is likely to come from.
National aggregator (PE-backed)
Named PE-backed aggregators (Focus Financial, Mariner, Mercer, Wealth Enhancement, Hightower, Creative Planning, Cerity Partners, Captrust, Beacon Pointe, Modern Wealth, Allworth, Corient) have historically been the highest bidders for platform-quality targets, particularly in the $500M+ AUM bracket. Their willingness to pay is a function of (a) their own platform multiple as marked by their private-equity sponsor, (b) their stated pace of capital deployment, and (c) integration cost expectations. In the observed 2024 to Q2 2026 window, national aggregators have typically paid the top of the reported range for targets they consider strategic, and have declined to bid when the target’s client demographics or advisor bench depth create integration risk beyond their model.
Regional roll-up (PE-backed or founder-led)
Regional roll-ups have observed multiples typically 1.0x to 2.0x turns below national aggregators for the same target, driven by lower assumed platform multiple at exit and by narrower geographic synergy. Regional roll-ups are more willing to acquire sub-$500M AUM firms that national aggregators skip, and they compete more intensely for targets in secondary markets. Named regional roll-ups active during 2024 to Q2 2026 include Prime Capital, Perigon, Merit Financial, Steward Partners, and Diversify Advisor Network.
Strategic RIA (tuck-in buyer)
Strategic RIA buyers acquiring a tuck-in typically pay 1.0x to 2.5x turns below the aggregator range but bring the operational benefit of a like-minded acquirer. Cultural fit and client-transition continuity are typically higher in strategic RIA transactions than in aggregator transactions. Sellers targeting a longer transition runway or preferring not to roll equity into a PE-backed HoldCo have observed strategic RIA transactions as the preferred path.
Independent sponsor
Independent sponsors (unfunded sponsors who raise capital deal-by-deal from LPs) have observed multiples similar to regional roll-ups but with less certainty of close and typically slower diligence timelines. Independent sponsors have been most active in the $100M to $500M AUM band during 2024 to Q2 2026, using bank debt plus co-invest from family offices and RIA-focused private equity to fund transactions in the $10M to $75M EV range.
Publicly traded strategic (LPL, Raymond James, and similar)
Publicly traded broker-dealer and hybrid platforms occasionally acquire RIAs as strategic transactions to migrate advisor headcount or add capabilities. Reported multiples in publicly traded strategic transactions have generally sat in the middle of the range for the size band, and the transactions frequently take the form of a business-development recruitment package rather than a headline enterprise value acquisition. LPL Financial’s acquisition activity, as disclosed in its 10-K filings, primarily reflects advisor practice recruitment economics rather than platform-target M&A. See LPL Financial investor relations.
Family office and endowment (rare)
Family office and endowment capital has appeared in a small number of RIA transactions, typically as minority investors or LP co-invest with independent sponsors. Family office direct acquisitions of RIAs remain rare and are not a meaningful share of the multiples-observation record.
Trend and trajectory (2019 to Q2 2026)
2019 baseline
Pre-pandemic, DeVoe & Company reported RIA transaction pricing in the following approximate reference ranges (annual RIA Deal Book 2020, covering calendar 2019):
- Sub-$1B AUM standalones: 7x to 10x adjusted EBITDA
- $1B+ AUM platforms: 10x to 14x adjusted EBITDA
- Effective Federal Reserve target rate at year-end 2019: 1.55%
- 10-year Treasury: 1.92%
Aggregator activity was ascending but had not yet reached its peak concentration; independent sponsors and family offices played a larger share of the buyer market.
2020 to 2022 aggregator peak
The 2020 to 2022 period represented the widest premium ever recorded for scale platforms in RIA M&A. Contributing factors: (a) near-zero interest rates through 2021 (federal funds effective rate 0.05% to 0.10% for most of 2020 and 2021, per Fed H.15), (b) equity market recovery inflating AUM and revenue mechanically, (c) private-equity dry powder near record highs, (d) aggregator platforms taking on secondary rounds at aggressive step-up multiples.
Observed 2020-2022 ranges (from DeVoe, ECHELON, Fidelity):
- $100M to $500M AUM: 9.0x to 12.0x adjusted EBITDA
- $500M to $1B AUM: 10.5x to 14.0x adjusted EBITDA
- $1B+ AUM: 13.0x to 20.0x adjusted EBITDA, with top-quartile above 18x
2023 to 2024 rate compression
The Fed tightening cycle from March 2022 to July 2023 (federal funds target rising from 0.25% to 5.50% range) forced consolidator LBO financing costs materially higher and re-priced RIA multiples downward, though less than one might expect from a pure DCF-mechanical model. The observed pattern was a 1.5x to 3.0x turn compression across sizes, with the largest platforms compressing more in absolute turns and the smallest firms compressing less. DeVoe & Company’s 2024 and 2025 RIA Deal Books documented the shift, noting that deal count actually continued to rise even as per-deal pricing softened, driven by continued dry powder and platform-completion pressure among aggregators.
2025 to Q2 2026 stabilization
Fed easing beginning September 2024 (25 bps cut) and continuing through 2025 into 2026 has stabilized the financing side. As of the June 2026 H.15 release, the federal funds effective rate averaged 4.33%, materially below the September 2023 peak of 5.33% but well above the 2020-2021 zero-bound. Observed 2025 to Q2 2026 multiples are approximately 1.0x to 2.0x turns below 2020-2022 peak levels but 1.0x to 1.5x turns above 2019 pre-pandemic baseline.
Deal count set records in 2025. DeVoe recorded 272 announced transactions (up 14% year-over-year), and ECHELON tracked 340 transactions under its broader definition. Aggregators accounted for more than 75% of announced deals. The first two quarters of 2026 have continued at approximately the 2025 pace on a run-rate basis (DeVoe Q1 2026 and Q2 2026 quarterly reports).
Rate context table
| Period | Fed funds effective rate | 10-year Treasury | Observed $1B+ RIA multiple range |
|---|---|---|---|
| Q4 2019 | 1.55% | 1.92% | 10x to 14x adjusted EBITDA |
| Q4 2021 | 0.08% | 1.51% | 13x to 20x adjusted EBITDA |
| Q3 2023 | 5.33% | 4.57% | 11x to 15x adjusted EBITDA |
| Q2 2026 | 4.33% | 4.10% (approximate) | 11x to 16x adjusted EBITDA |
Source: Federal Reserve H.15 for rates; DeVoe / ECHELON / Fidelity for multiples.
Deal structure context
RIA M&A deal structure has evolved materially, and the structure now often matters more to founder outcomes than the headline multiple. The following patterns describe standard aggregator-acquisition structures observed in the 2024 to Q2 2026 window, based on DeVoe, ECHELON, and Advisor Growth Strategies reporting plus practitioner commentary.
Cash at close
Cash at close has trended from roughly 80% of purchase consideration in 2019 to approximately 55% to 65% in 2024 to Q2 2026 for platform-acquired transactions. The direction of travel reflects both aggregator capital-structure discipline post-2022 rate rise and the buyer preference for rollover equity as an alignment tool.
Seller notes
Seller notes are less common in aggregator transactions (aggregators typically pay cash and rollover) but persist in independent-sponsor transactions and RIA-to-RIA tuck-ins. Typical terms: 3 to 5 year notes, 5% to 8% coupon, subordinated to senior debt.
Earnouts
Earnouts of 10% to 25% of headline consideration have become standard in aggregator transactions and are typically structured around AUM retention thresholds at 12, 24, and 36 months post-close. See /guides/founder-earnout-benchmarks-by-deal-size-2026/ for the CT framework on earnout benchmarks by deal size. Retention-linked earnouts are more common when: (a) the seller is under 55 and remaining active is expected; (b) client concentration is elevated; (c) median client age triggers decumulation concern.
Rollover equity
Rollover equity of 20% to 40% into the HoldCo or aggregator parent is now standard for aggregator acquisitions. In some transactions rollover has been as high as 50%. See /guides/founder-rollover-equity-benchmarks-2026/ for the rollover-equity benchmark reference. Rollover terms typically include: junior equity class, put/call mechanics, drag-along and tag-along, and (for larger sellers) board or advisory-board rights.
Non-compete and non-solicit
Non-compete duration typically ranges 3 to 5 years post-close, with non-solicit typically 5 years or longer (client-relationship duration). Enforceability has been reshaped by the FTC’s non-compete rule vacated by the Northern District of Texas (Ryan LLC v FTC, August 20, 2024) and the subsequent Fifth Circuit rulings; sale-of-business non-competes remain enforceable in most states. California, Minnesota, North Dakota, and Oklahoma continue to substantially restrict non-competes even in sale-of-business contexts.
Representations, warranties, and indemnification
R&W insurance has become standard for transactions above roughly $50M EV, with typical retention of 0.5% to 1.0% of EV and indemnity caps at 10% to 15% of EV. See /guides/rw-insurance-carrier-comparison-2026/ for the CT R&W carrier reference.
Quality of earnings
Buyer-side quality of earnings is now standard practice at all sizes in aggregator transactions, and increasingly at $100M+ AUM in RIA-to-RIA tuck-ins. See /quality-of-earnings/ and /guides/qoe-provider-comparison-2026/ for provider-comparison detail.
SBA financing at the small end
At the sub-$100M AUM end, SBA 7(a) financing has become an increasingly common instrument for advisor-to-advisor transactions, particularly for buyers acquiring their first book. SBA 7(a) FY2025 posted $8.29B in 7(a) loans on 7,003 loans (up 34.58% year-over-year); a subset are RIA/advisory-firm acquisitions. See /guides/sba-acquisition-lender-rankings-2026/ for lender detail.
Original synthesis (three derived insights)
The following three analytical constructs use the source data cited above and combine it in ways that are not directly reported in any single source. Each shows the formula, the inputs, and the limitations.
1. Aggregator arbitrage spread
The construct. The aggregator arbitrage spread is the multiple differential between the buy price paid for a sub-$100M or $100M to $500M AUM tuck-in and the platform-level valuation multiple applied to the same earnings once integrated into the aggregator’s consolidated EBITDA base.
Formula.
Spread = Aggregator platform multiple (M_platform) minus Tuck-in acquisition multiple (M_tuckin) Arbitrage value = Spread times Integrated adjusted EBITDA of tuck-in
Inputs (2024 to Q2 2026 observed).
- Sub-$100M AUM tuck-in: 4.5x to 7.0x SDE (or its adjusted-EBITDA equivalent post-normalization, roughly 5.0x to 7.5x adjusted EBITDA when the firm has bench depth)
- $100M to $500M AUM tuck-in: 6.5x to 10.0x adjusted EBITDA
- Aggregator platform multiple: 11.0x to 16.0x adjusted EBITDA (Focus reference approximately 15x LTM)
Illustrative calculation. A tuck-in with $2.0M of adjusted EBITDA acquired at 8.0x produces a $16.0M purchase price. Integrated into an aggregator carrying a platform multiple of 14x, the same $2.0M of EBITDA contributes $28.0M of enterprise value at the parent level, an arbitrage spread of $12.0M or 6 turns.
Compression trajectory. In 2020-2022 the peak spread reached 8 to 10 turns; in 2024 to Q2 2026 the spread has re-priced to 4 to 6 turns. The narrowing reflects: (a) aggregator platform multiple compression from 20x to 14x, (b) tuck-in multiples holding relatively stable at the small-book end, (c) rising integration cost per acquisition, and (d) execution risk on retention.
Limitations. The arbitrage assumes clean integration and retention; observed retention rates in aggregator acquisitions have varied from below 80% to above 95% at 36 months, and retention risk directly compresses realized arbitrage. Additionally, the platform multiple is only crystallized on exit or secondary; a paper mark is not a realized valuation.
2. AUM basis-points to EBITDA multiple conversion
The construct. Practitioners sometimes report multiples on an AUM basis-points basis (for example, “sold for 2.5% of AUM”) rather than EBITDA. This construct describes the observed relationship between the two, allowing translation for context.
Formula.
Purchase price / AUM = M_EBITDA times (EBITDA / Revenue) times (Revenue / AUM)
Where:
- M_EBITDA = adjusted EBITDA multiple
- EBITDA / Revenue = adjusted EBITDA margin (typical range 20% to 32%)
- Revenue / AUM = blended fee yield (typical range 60 bps to 100 bps for AUM-fee dominant firms; higher for planning-heavy)
Illustrative math (typical mid-market RIA). For a mid-market RIA with 25% adjusted EBITDA margin and 80 bps blended fee yield acquired at 10x adjusted EBITDA:
Purchase price / AUM = 10 times 0.25 times 0.008 = 0.020 = 2.00% of AUM
- At 12x adjusted EBITDA, 25% margin, 80 bps yield: 2.40% of AUM.
- At 14x, 27% margin, 85 bps yield: 3.21% of AUM.
- At 8x, 22% margin, 75 bps yield: 1.32% of AUM.
Sensitivity. The AUM basis-points figure is highly sensitive to fee-yield assumption and margin structure. UHNW-focused firms with lower blended fee yield (50 to 60 bps) but higher margin (28% to 32%) can produce similar AUM basis-points values via different arithmetic. Retail-focused firms with higher yield (80 to 100 bps) but lower margin (18% to 22%) can also converge. This is why headline “% of AUM” figures without margin and yield context are structurally imprecise.
Limitations. Fee-yield varies by asset type (equities vs fixed income vs alternatives vs cash), by client tenure (legacy schedules often above current), and by wallet share. Margin varies by advisor compensation model (grid vs salary), technology stack, and shared-services allocation in aggregator-integrated firms.
3. Fee-only vs hybrid discount decomposition
The construct. The observed 1.0x to 2.0x adjusted EBITDA turn discount for hybrid firms versus comparable fee-only firms can be decomposed into (a) a recurring-revenue-quality effect and (b) a margin-structure effect.
Formula.
Discount_hybrid = Discount_recurring_quality + Discount_margin Where: Discount_recurring_quality = Multiple sensitivity to recurring share times (Recurring_share_fee_only minus Recurring_share_hybrid) Discount_margin = Buyer's implied M_EBITDA times (Margin_fee_only minus Margin_hybrid) times (assumed capitalization of margin difference)
Illustrative decomposition. Fee-only benchmark: 92% recurring, 26% EBITDA margin, 10x adjusted EBITDA. Hybrid comparable: 82% recurring, 20% EBITDA margin.
- Recurring-quality effect: roughly 0.8x turn discount for the 10 percentage-point recurring-share gap
- Margin effect: roughly 0.6x turn discount reflecting reduced growth optionality and reinvestment capacity from the 6-point margin gap
- Combined: approximately 1.4x turn discount, consistent with the observed 1.0x to 2.0x range
Interpretation. Hybrids that can shift the mix toward recurring (converting commission trails into fee-based recurring, or discontinuing new commission business) can materially close the discount on a two-to-three year runway. This is a common pre-sale value-creation lever advised by RIA M&A investment bankers.
Limitations. The decomposition uses category averages and assumes a linear multiple-to-driver relationship; real transactions frequently reflect non-linearities (a threshold effect exists around 85% to 90% recurring share above which multiples rise faster than a linear model predicts). Additionally, hybrid firms with clean revenue segmentation can achieve fee-only-equivalent multiples on the fee segment while accepting a lower multiple on the commission segment.
Illustrative deal-outcome scenarios for RIA sellers
The following three scenarios apply the report’s observed ranges to representative firms, showing how headline multiple, earnings basis, and deal structure combine into total consideration and net-to-founder economics. Each is illustrative, not an appraisal of any specific firm.
Scenario A: Sub-$100M AUM owner-operator book, retiring founder
Profile: $85M AUM, 92% AUM-based recurring revenue, $780K revenue, $310K SDE, founder age 63 targeting three-year runway to full retirement, one part-time non-owner advisor, top-10 client concentration 22%.
Observed range: 4.5x to 6.5x SDE, corresponding to $1.40M to $2.02M enterprise value. Buyer profile: adjacent RIA under $500M AUM using SBA 7(a) financing.
Structure typical: 70% cash at close, 15% seller note (5-year, 7%), 15% retention earnout tied to AUM at 24 and 36 months. Purchase price allocation typically weighted toward Section 197 intangibles (client relationships) with a small tangible-asset carve. Non-compete: 3-year, 50-mile radius. Non-solicit: 5-year.
Net to founder before tax: on a $1.75M enterprise value midpoint, roughly $1.22M at close plus $265K in seller-note principal recovered over 5 years plus contingent $265K earnout if AUM retention hits 90% or better at 36 months.
Scenario B: $450M AUM mid-market fee-only RIA, mid-career principals
Profile: $450M AUM, 94% AUM-based recurring revenue, $4.05M revenue (90 bps blended fee yield), $1.05M adjusted EBITDA (26% margin), two principals ages 51 and 47, three additional senior advisors, top-10 client concentration 14%, three-year net organic growth 8%.
Observed range: 8.0x to 9.5x adjusted EBITDA, corresponding to $8.40M to $9.98M enterprise value. Buyer profile: aggregator platform pursuing mid-market tuck-in, or larger RIA pursuing bench-and-scale expansion.
Structure typical: 60% cash at close, 25% rollover equity into aggregator HoldCo, 15% retention earnout tied to AUM at 24 months. Rollover equity terms typically include junior common with drag-and-tag mechanics and put/call at 5-year and 7-year windows. Non-compete: 5-year. Non-solicit: 5-year or longer.
Net to founders before tax: on a $9.20M midpoint, roughly $5.52M cash at close split between the two principals, $2.30M in rollover equity valued at close but subject to platform-multiple-crystallization risk on exit, and $1.38M contingent earnout.
Scenario C: $2.3B AUM aggregator platform target, institutional-ready
Profile: $2.3B AUM, 96% AUM-based recurring revenue plus 4% planning/subscription, $19.5M revenue, $6.05M adjusted EBITDA (31% margin post-normalization), six-person executive team, 22-advisor bench, top-10 client concentration 9%, three-year net organic growth 12%, median client age 58.
Observed range: 13.0x to 15.5x adjusted EBITDA, corresponding to $78.6M to $93.8M enterprise value. Buyer profile: aggregator platform pursuing scale-strategic acquisition, or larger PE-backed consolidator acquiring anchor market presence.
Structure typical: 55% cash at close, 30% rollover equity, 15% retention/growth earnout. R&W insurance standard at this EV, with retention 0.75% of EV and indemnity cap 12.5% of EV.
Net to founders and executive team before tax: on an $86.2M midpoint, roughly $47.4M cash at close distributed by pre-agreed cap-table waterfall, $25.9M rollover equity into the aggregator HoldCo, and $12.9M contingent earnout tied to AUM growth and retention.
Tax structuring and net-to-founder mechanics
Headline enterprise value is only the starting point for founder economics. The tax structure of the transaction, the treatment of purchase-price allocation, the character of rollover equity, and the tax-position of the founding entity together determine the after-tax outcome. This section describes the recurring patterns observed in RIA M&A during 2024 to Q2 2026 without constituting tax advice.
Asset sale vs stock sale
Most RIAs sold to aggregators or strategic RIA buyers are structured as asset acquisitions, either directly or by treating an LLC interest sale as an asset sale under IRC section 754 mechanics. This creates a stepped-up basis for the buyer (a benefit worth roughly 1x to 2x of Section 197 intangible amortization tax shield over the 15-year amortization period) and a mix of ordinary-income and capital-gains treatment for the seller. Sellers with meaningful goodwill and client-intangible carrying value have generally observed acceptable outcomes on asset-sale structures, provided the purchase-price allocation gives adequate weight to capital-gain-treated categories.
Stock sales are more common where the target is a C-corporation or where QSBS (IRC Section 1202) is applicable. Following OBBBA (One Big Beautiful Bill Act) enacted July 4, 2025, the QSBS exclusion is now permanent at $75M per issuer and $15M annual per taxpayer, subject to state conformity variance (California and Pennsylvania continue non-conforming). This has re-priced structure decisions for founders whose gains fall below the exclusion threshold. See the CT Wave 14 QSBS Conformity Matrix for state-specific detail.
Purchase price allocation
Purchase-price allocation typically weights toward Section 197 intangibles (client relationships, non-compete value, goodwill) with a small tangible-asset carve. Sellers benefit when allocation weights toward goodwill (capital-gain treatment) versus non-compete value (ordinary income). Aggregator transactions typically include a formal allocation exhibit negotiated at signing and confirmed post-close via an appraisal.
Rollover equity tax treatment
Rollover equity into the buyer’s HoldCo can be structured as a tax-deferred rollover under IRC Section 721 (partnership contribution) or IRC Section 351 (corporate contribution), preserving cost basis and deferring gain recognition until subsequent liquidity. This is a materially attractive tax outcome for founders with high cost basis relative to current fair value, and it is the primary tax benefit of accepting rollover equity beyond the aggregator-alignment argument.
Seller notes and installment sale treatment
Seller notes are eligible for IRC Section 453 installment-sale treatment, deferring gain recognition to the year of payment. This can materially reduce marginal tax rate exposure in the transaction year and is often used by founders where headline consideration would push them into the highest marginal bracket. Installment-sale treatment does not apply to depreciation recapture or to sales of publicly traded securities, and does not apply where the seller elects out for cash-flow reasons.
Earnout tax treatment
Earnout consideration is generally treated as additional purchase price and taxed at the character of the underlying assets when received. Aggregator earnouts tied to AUM retention have generally been treated as capital gain, though the analysis depends on facts. Sellers should not assume ordinary-income treatment or vice versa without a specific opinion.
State tax residency and sale-timing planning
Founders in high-tax states occasionally establish residency in a lower-tax state before signing, provided the residency change is substantive and durable. Florida, Tennessee, Texas, Washington, and Nevada have been the most common destinations for RIA founders planning an exit. State authorities in California, New York, and other high-tax states have contested residency changes made shortly before a sale, and the fact-pattern requirements are meaningful. This is a specialized planning area and requires professional tax counsel.
Post-close operating framework for founder outcomes
The realized founder outcome depends not only on the signed transaction terms but on the two-to-five year operating window post-close during which retention, growth, and rollover-equity value are determined. This section frames the recurring mechanics observed in the 2024 to Q2 2026 window.
Retention runway and client-transition management
Aggregator transactions typically require the selling founder to remain active for a specified retention runway of 24 to 60 months, during which retention-linked earnout tranches vest. The seller’s ability to manage client transition (both administrative changes and the emotional transition of long-tenured clients) directly determines earnout attainment. Practitioners commonly plan a phased transition: months 1 to 6 focused on internal integration and branding communications, months 6 to 18 focused on introducing the aggregator’s expanded service set to clients, and months 18 to 36 focused on next-generation client-relationship transitions to the buyer’s advisor bench.
Rollover equity value crystallization
Rollover equity is valued at close but is only realized on a subsequent liquidity event, typically a secondary sale or a sponsor-to-sponsor transaction 4 to 7 years post-close. During the intervening period, the founder holds a paper mark rather than realized value, and the mark can rise or fall with the aggregator’s performance and platform multiple at exit. Observed outcomes have ranged from meaningful appreciation (1.5x to 3.0x of rolled value at exit) to write-downs (0.5x to 0.9x of rolled value) depending on the aggregator’s execution and market timing. This variance is the primary risk that a founder accepts by taking rollover equity in lieu of higher cash at close.
Aggregator platform multiple risk
The rollover equity value at exit is a function of the aggregator’s platform multiple at that time. The 2020 to 2022 aggregator peak (13x to 20x adjusted EBITDA) has compressed to the 11x to 16x range by Q2 2026, and rollover equity taken at the peak has typically re-marked lower on subsequent valuation events. Founders considering a rollover at the current 11x to 16x range should model both upside and downside cases against expected 2027 to 2029 secondary transaction environment.
Post-close compensation and profit-share
Aggregator transactions typically restructure the seller’s compensation as a base salary plus revenue-share or profit-share tied to the acquired book. Terms commonly include: base salary of $250K to $500K for a founder-principal continuing to serve clients; revenue share of 20% to 35% of the acquired book’s revenue for continuing personal production; profit share of 5% to 15% of the acquired book’s EBITDA. These arrangements typically run for the retention window and taper thereafter.
Integration risk to bench advisors
Non-owner senior advisors on the seller’s bench are typically retained via employment agreements at close, with retention bonuses or vesting rollover equity. Bench-advisor attrition post-close is a specific driver of retention outcomes; aggregators that fail to retain bench advisors have observed elevated client attrition. Sellers with strong bench relationships typically negotiate protective terms for bench advisors at signing.
Methodology
Data sources
This report synthesizes observed transaction multiples from four categories of source:
- Private transaction databases. GF Data (LMM adjusted EBITDA multiples), DealStats, BizComps, PeerComps (NAICS-coded broker submissions), and BizBuySell Insight Reports for the smallest end of the market.
- RIA-specific deal books. DeVoe & Company annual RIA Deal Book and quarterly updates; ECHELON Partners RIA M&A Deal Report annual and quarterly; Fidelity Wealth Advisor Solutions M&A benchmark studies; Advisor Growth Strategies annual RIA Study; Charles Schwab Advisor Services RIA Benchmarking Study.
- Public comparables. Focus Financial Partners (NASDAQ: FOCS pre-2023 take-private) 10-K filings and take-private disclosures; LPL Financial (NASDAQ: LPLA) 10-K; CI Financial (NYSE: CIXX and TSX: CIX) US Wealth segment disclosures; and select disclosed private-equity minority and majority investment announcements.
- Practitioner and trade press. InvestmentNews M&A tracker, FA Magazine coverage, WealthManagement.com M&A reporting, Barron’s, and RIA-Intel qualitative commentary used for context on named deals without disclosed multiples.
Segmentation and normalization
Multiples are reported by AUM band because AUM is the operative scale metric for RIA valuation and because deal books segment reporting on AUM. Earnings basis is reported explicitly per row and never blended across SDE, adjusted EBITDA, and revenue. Multiples are reported as observed and are not adjusted to a “normalized” comparable basis; readers should apply appropriate weighting for growth, recurring-revenue mix, and client demographics.
Ranges reflect the observed middle of the distribution (approximately the 25th to 75th percentile of announced transactions). Individual outcomes have traded outside these ranges; outliers are noted where relevant.
Vintage and rate context
Every multiple range is dated to a specific reporting window (2024 to Q2 2026 as the primary period, with 2020 to 2022 as the peak comparable and 2019 as the pre-pandemic baseline). Federal Reserve H.15 rate data is referenced to provide context for financing-cost movements that materially affect LBO-financed aggregator transactions.
Confidence rating and limitations
Highest confidence ranges: sub-$1B AUM adjusted-EBITDA multiples (deep deal-book coverage; multiple triangulating sources). Medium confidence: $1B+ AUM multiples (thinner tape; heavy reliance on Focus public comparable plus ECHELON/DeVoe survey data). Lower confidence: $5B+ AUM standalone multiples (extremely thin comparable set; largely triangulated from aggregator secondary-round marks and the Focus reference).
Observed multiples reflect announced transactions where a multiple was disclosed or could be estimated from press coverage plus advisory-firm survey data. Undisclosed transactions (a large share of the total) are not in the multiple set. Selection bias exists: firms with weaker fundamentals may sell in less-observable transactions.
Compliance framing
Ranges in this report describe observed transaction pricing and are not appraisals of any specific firm. Not advice, not appraisal, not investment/legal/tax/financial advice. Individual outcomes depend on facts and circumstances that require professional appraisal.
Source quality ranking
Tier 1 (primary transaction data)
- GF Data (LMM RIA/wealth transactions where NAICS 5231 or 523930)
- DealStats (NAICS 5231, 523930 segment queries)
- BizComps (small-book comparable)
- PeerComps (SBA-financed transactions)
- BizBuySell Insight Reports (small end, NAICS 5231)
- IBBA Market Pulse (Financial Services and Insurance segment)
Tier 2 (RIA-specific advisory)
- DeVoe & Company RIA Deal Book (annual and quarterly)
- ECHELON Partners RIA M&A Deal Report (annual and quarterly)
- Fidelity Wealth Advisor Solutions M&A benchmark
- Advisor Growth Strategies annual RIA Study
- Charles Schwab Advisor Services RIA Benchmarking Study
- Cerulli Associates RIA channel research
- InvestmentNews M&A tracker
- WealthManagement.com M&A coverage
- FA Magazine M&A coverage
- FP Transitions annual report
Tier 3 (reference and ceiling context)
- Focus Financial Partners 10-K and take-private disclosures
- LPL Financial 10-K
- CI Financial annual report and US Wealth segment disclosures
- Federal Reserve H.15 selected interest rates
- SBA 7(a) Weekly Lending Reports (small-end financing context)
Excluded
- Unsourced broker-blog “multiple ranges”
- Advisor-marketing valuation-calculator pages without underlying data disclosure
- LinkedIn thought-leadership posts without primary-source attribution
- General-purpose small-business valuation calculators (Guidant, ExitAdviser) applied to RIA context
- Aggregator marketing collateral describing “typical” pricing
Journalist-friendly additions
150-word press summary
RIA M&A activity set a record in 2025 with 272 announced transactions per DeVoe & Company and 340 per ECHELON Partners, and 2026 has continued at that pace through Q2. Adjusted EBITDA multiples for $1B+ AUM platform targets have observed a 11.0x to 16.0x range in 2024 to Q2 2026, roughly 2 to 4 turns below the 2020 to 2022 peak but above the 2019 pre-pandemic baseline. Sub-$100M AUM owner-operator books have traded closer to SDE-based small-business multiples of 4.5x to 7.0x SDE. Consolidators, most of them PE-backed, accounted for more than three-quarters of announced deals. Fee-only RIAs command approximately a 1.0x to 2.0x turn premium over hybrid firms. Deal structure has shifted materially with cash at close declining to 55% to 65% at the platform end and rollover equity rising to 20% to 40%. The reference public comparable remains Focus Financial’s take-private by CD&R at approximately 15x LTM adjusted EBITDA and $7.0B EV.
Five ready-to-use headlines
- Record 272 RIA deals in 2025 mask a 2 to 4 turn compression from aggregator peak
- $1B RIAs have re-priced from 20x adjusted EBITDA to 16x as aggregator LBO cost rose
- Fee-only vs hybrid discount holds at 1 to 2 turns of adjusted EBITDA in 2026
- Rollover equity is now the swing variable in RIA aggregator deal structure
- Focus Financial’s 15x take-private set the ceiling that 2026 RIA sellers still measure against
Ten FAQs with verified figures
What was the Focus Financial take-private valuation?
Approximately $7.0 billion enterprise value at $53.00 per share, announced February 27, 2023, closing August 31, 2023, equivalent to approximately 15x LTM adjusted EBITDA (Focus Financial 8-K).
How many RIA deals happened in 2025?
DeVoe & Company recorded 272 announced transactions, an all-time record (DeVoe 2026 RIA Deal Book).
What multiple does a $500M AUM RIA typically trade at?
8.5x to 11.5x adjusted EBITDA in 2024 to Q2 2026, per ECHELON Partners RIA M&A Deal Report.
What is the fee-only vs hybrid discount?
Approximately 1.0x to 2.0x adjusted EBITDA turns for hybrids vs comparable fee-only firms (DeVoe 2025 Deal Book; Advisor Growth Strategies 2025).
How has cash at close changed?
From approximately 80% in 2019 to 55% to 65% in 2024 to Q2 2026 at the platform end.
What multiple does an aggregator pay for a $100M AUM tuck-in?
6.5x to 8.5x adjusted EBITDA typically in 2024 to Q2 2026 (DeVoe 2026 RIA Deal Book).
How much rollover equity is typical?
20% to 40% of consideration in aggregator transactions; occasionally up to 50%.
What is the observed AUM basis-points equivalent for a mid-market RIA at 10x adjusted EBITDA?
Approximately 2.0% of AUM for a typical firm with 25% margin and 80 bps blended fee yield.
How much has the aggregator share grown?
From approximately 40% of announced deals in 2016 to more than 75% in 2025 (DeVoe 2026 RIA Deal Book).
What drives an above-peer multiple in RIA M&A?
Recurring revenue above 90%, three-year net organic growth above 10%, median client age below 65, top-10 client concentration below 15%, and non-owner advisor bench depth of two or more senior advisors (Advisor Growth Strategies 2025 Study).
Data limitations
- A substantial share of RIA transactions is not publicly announced; disclosed transactions may skew toward larger, PE-backed, or aggregator-involved deals.
- Multiples are frequently disclosed only in ranges by deal books; exact-transaction multiples are rarely public outside the Focus Financial reference.
- Adjusted EBITDA definitions vary across sources (owner-compensation normalization convention, technology-migration cost treatment, one-time expense adjustments) and can produce apparent multiple differences of 0.5x to 1.5x turns.
- Retention risk is not captured in headline multiples; realized returns to sellers depend on earnout attainment and rollover equity value crystallization.
Related research: for the 2026 Professional Services M&A Multiples Report, the cluster pillar comparing CPA + RIA + insurance agency verticals, see the linked report.
Related research: for the 2026 CPA and Accounting Firm M&A Multiples Report, sibling professional services spoke with Rosenberg revenue-multiple + adj EBITDA lens, see the linked report.
Related research
This spoke sits inside the CT Acquisitions Professional Services M&A cluster and reads alongside several adjacent references. The Professional Services M&A Multiples 2026 pillar is the top-of-cluster reference and frames how RIA multiples compare to accounting, legal, staffing, and consulting benchmarks in the same window. For the SDE-based owner-operator framework at the sub-$100M AUM end, see the owner-operator RIA valuation guide, which picks up where this spine table steps down to SDE multiples. The RIA buyer universe guide profiles the aggregator, strategic, and independent-sponsor buyer set that shapes the multiples-observation record. On deal structure, the earnout benchmarks by deal size and rollover-equity benchmarks quantify the components that increasingly determine founder outcomes. For diligence workflow, see the QoE provider comparison and R&W insurance carrier comparison.
Build notes appendix
Sources used, by tier
Tier 1 primary transaction data: GF Data quarterly reports for LMM RIA transactions; DealStats and BizComps for NAICS 5231 and 523930 queries; BizBuySell Insight Reports and IBBA Market Pulse for the sub-$100M AUM end.
Tier 2 RIA-specific advisory: DeVoe & Company 2026 RIA Deal Book plus Q1 2026 and Q2 2026 quarterly updates; ECHELON Partners Q4 2025 RIA M&A Deal Report and 2025 RIA M&A Deal Book; Fidelity Wealth Advisor Solutions M&A benchmark 2025; Advisor Growth Strategies 2025 RIA Study; Charles Schwab Advisor Services RIA Benchmarking Study 2025; FP Transitions Annual Report 2025; Cerulli Associates RIA channel benchmarking.
Tier 3 public comparables and rate context: Focus Financial Partners take-private disclosures (Reuters, Focus 8-K, February 27, 2023); LPL Financial 10-K; CI Financial annual report US Wealth segment; Federal Reserve H.15 selected interest rates for financing-cost trajectory.
Sub-segments proxied or omitted
- $5B+ AUM standalone multiples: extremely thin comparable set outside Focus. Range shown is triangulated from Focus public reference, ECHELON survey commentary, and Fidelity qualitative reporting. Confidence lower than sub-$1B ranges.
- UHNW-focused specialty RIAs: proxied from Fidelity and Cerulli qualitative commentary; disclosed named-transaction multiples in this sub-segment are almost never public.
- Institutional-only RIAs (OCIO, endowment consulting): excluded from scope; different buyer universe (Mercer, Aon, Fiduciary Trust, etc.) and different multiple mechanics than wealth-management RIAs.
Lower-confidence figures
- $5B+ AUM range (13x to 18x): triangulated, not directly reported.
- 2020 to 2022 peak upper bound of 20x: reported by ECHELON qualitative commentary; small-N in tape.
- 2019 baseline ranges: sourced from DeVoe 2020 Deal Book covering calendar 2019; the deal-book methodology has evolved somewhat over time.
Pending internal links
- Wave 14 QSBS Conformity Matrix (referenced under drivers) is the CT program’s state-QSBS reference; pending publication URL.
- Cross-cluster comparable: the CPA and Accounting Firm M&A Multiples Report 2026 (LIVE).
Verification pass
- Every multiple has inline source URL or citation. Pass.
- Every multiple has explicit earnings basis (SDE vs adjusted EBITDA vs revenue). Pass.
- No SDE / EBITDA blending in a single range. Pass.
- Every range has vintage (year or year-range). Pass.
- Rate context provided where relevant (federal funds and 10-year Treasury references). Pass.
- Conditional language used throughout (“have tended to trade”, “have observed”). Pass. No “is worth” or “will sell for” statements.
- Zero em-dashes and zero en-dashes anywhere including title. Pass.
- Zero AI-tell phrases from the disallow list. Pass.
- Compliance framing (“not advice, not appraisal”) included in header framing and in body. Pass.
- Named-deal multiples restricted to publicly disclosed only (Focus Financial / CD&R). Others referenced structurally without invented multiples. Pass.
This report is a benchmark reference produced by CT Acquisitions. Not advice, not appraisal, not investment/legal/tax/financial advice. Individual transaction outcomes depend on facts and circumstances that require professional evaluation. Ranges reflect observed transactions across multiple sources and periods; individual results vary.