What changed in this filing

/stocks — the workspaceLOADING

Item 9A. Controls and Procedures

2024-10-10 compared with 2023-10-12 · 103 added, 85 removed, 1497 unchanged (11% of the section changed)

17 unchanged sentences

October 21, 2024 - July 24, 2025 32,600

Manish Sharma Chief executive officer—North America Adopted on July 31, 2023

Manish Sharma Chief executive officer—the Americas Adopted on July 9, 2024

October 22, 2024 - July 24, 2025 9,300

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Information about our executive officers is contained in the discussion entitled “Information about our Executive Officers” in Part I of this Form 10-K.

The remaining information called for by Item 10 will be included in the sections captioned “Appointment of Directors,” “Corporate Governance” and “Beneficial Ownership” included in the definitive proxy statement relating to the 2024 Annual General Meeting of Shareholders of Accenture plc to be held on January 31, 2024 and is incorporated herein by reference.

The remaining information called for by Item 10 will be included in the sections captioned “Appointment of Directors,” “Corporate Governance” and “Beneficial Ownership” included in the definitive proxy statement relating to the 2025 Annual General Meeting of Shareholders of Accenture plc to be held on February 6, 2025 and is incorporated herein by reference.

Accenture plc will file such definitive proxy statement with the SEC pursuant to Regulation 14A not later than 120 days after the end of our 2024 fiscal year covered by this Form 10-K.

Executive Compensation

The information called for by Item 11 will be included in the sections captioned “Executive Compensation” and “Director Compensation” included in the definitive proxy statement relating to the 2024 Annual General Meeting of Shareholders of Accenture plc to be held on January 31, 2024 and is incorporated herein by reference.

The information called for by Item 11 will be included in the sections captioned “Executive Compensation” and “Director Compensation” included in the definitive proxy statement relating to the 2025 Annual General Meeting of Shareholders of Accenture plc to be held on February 6, 2025 and is incorporated herein by reference.

Accenture plc will file such definitive proxy statement with the SEC pursuant to Regulation 14A not later than 120 days after the end of our 2024 fiscal year covered by this Form 10-K.

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(3) Restricted share units have no exercise price.

The remaining information called for by Item 12 will be included in the section captioned “Beneficial Ownership” included in the definitive proxy statement relating to the 2024 Annual General Meeting of Shareholders of Accenture plc to be held on January 31, 2024 and is incorporated herein by reference.

The remaining information called for by Item 12 will be included in the section captioned “Beneficial Ownership” included in the definitive proxy statement relating to the 2025 Annual General Meeting of Shareholders of Accenture plc to be held on February 6, 2025 and is incorporated herein by reference.

Accenture plc will file such definitive proxy statement with the SEC pursuant to Regulation 14A not later than 120 days after the end of our 2024 fiscal year covered by this Form 10-K.

Certain Relationships and Related Transactions, and Director Independence

The information called for by Item 13 will be included in the section captioned “Corporate Governance” included in the definitive proxy statement relating to the 2024 Annual General Meeting of Shareholders of Accenture plc to be held on January 31, 2024 and is incorporated herein by reference.

The information called for by Item 13 will be included in the section captioned “Corporate Governance” included in the definitive proxy statement relating to the 2025 Annual General Meeting of Shareholders of Accenture plc to be held on February 6, 2025 and is incorporated herein by reference.

Accenture plc will file such definitive proxy statement with the SEC pursuant to Regulation 14A not later than 120 days after the end of our 2024 fiscal year covered by this Form 10-K.

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Principal Accountant Fees and Services

The information called for by Item 14 will be included in the section captioned “Audit” included in the definitive proxy statement relating to the 2024 Annual General Meeting of Shareholders of Accenture plc to be held on January 31, 2024 and is incorporated herein by reference.

The information called for by Item 14 will be included in the section captioned “Audit” included in the definitive proxy statement relating to the 2025 Annual General Meeting of Shareholders of Accenture plc to be held on February 6, 2025 and is incorporated herein by reference.

Accenture plc will file such definitive proxy statement with the SEC pursuant to Regulation 14A not later than 120 days after the end of our 2024 fiscal year covered by this Form 10-K.

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(a) List of documents filed as part of this report:

Financial Statements as of August 31, 2023 and August 31, 2022 and for the three years ended August 31, 2023—Included in Part II of this Form 10-K:

Financial Statements as of August 31, 2024 and 2023 and for the three years ended August 31, 2024—Included in Part II of this Form 10-K:

Consolidated Balance Sheets

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4.1 Description of Accenture plc’s Securities ( filed herewith )

4.2 Indenture, among Accenture Capital Inc., Accenture plc and The Bank of New York Mellon Trust Company, N.A., dated as of October 4, 2024 (incorporated by reference to Exhibit 4.1 to Accenture plc’s 8-K filed on October 4, 2024 )

4.3 Officer’s Certificate of Accenture Capital Inc., dated as of October 4, 2024, containing Form of 3.900% Note due 2027, Form of 4.050% Note due 2029, Form of 4.250% Note due 2031 and Form of 4.500% Note due 2034 (incorporated by reference to Exhibit 4.2 to Accenture plc’s 8-K filed on October 4, 2024 )

10.1 Form of Voting Agreement, dated as of April 18, 2001, among Accenture Ltd and the covered persons party thereto as amended and restated as of February 3, 2005 (incorporated by reference to Exhibit 9.1 to the Accenture Ltd February 28, 2005 10-Q (File No.

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10.6* Amended and Restated Accenture plc 2010 Share Incentive Plan (incorporated by reference to Exhibit 10.1 to Accenture plc’s 8-K filed on January 31, 2024 )

10.7* Amended and Restated 2010 Employee Share Purchase Plan (incorporated by reference to Exhibit 10.2 to Accenture plc’s 8-K filed on February 3, 2016 )

ACCENTURE 2024 FORM 10-K

Exhibits, Financial Statement Schedules

10.7* Amended and Restated 2010 Employee Share Purchase Plan (incorporated by reference to Exhibit 10.2 to Accenture plc’s 8-K filed on January 31, 2024 )

10.8 Credit Agreement, dated as of May 14, 2024, among Accenture plc, the borrowers party thereto, the lenders party thereto, and JPMorgan Chase Bank, N.A., as administrative agent (incorporated by reference to Exhibit 10.1 to Accenture plc’s 8-K filed on May 17, 2024 )

10.9 Form of Support Agreement, dated as of May 23, 2001, between Accenture Ltd and Accenture Canada Holdings Inc.

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10.11* Form of Employment Agreement of executive officers in the United States (incorporated by reference to Exhibit 10.3 to the February 28, 2013 10-Q )

ACCENTURE 2023 FORM 10-K

10.12* 2012 Employment Contract between Accenture SAS and Jean-Marc Ollagnier, together with 2017 and 2022 Addenda (incorporated by reference to Exhibit 10.12 to the August 31, 2022 10-K )

10.12* Retirement Agreement between Accenture LLP and Jimmy Etheredge ( filed herewith )

10.13 Form of Articles of Association of Accenture Canada Holdings Inc.

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10.27* Form of Accenture Leadership Performance Equity Award Restricted Share Unit Agreement pursuant to the Amended and Restated Accenture plc 2010 Share Incentive Plan (incorporated by reference to Exhibit 10.3 to the February 29, 2024 10-Q )

10.28* Form of Fiscal 2023 Accenture Leadership Performance Equity Award Restricted Share Unit Agreement in France (incorporated by reference to Exhibit 10.7 to the February 28, 2023 10-Q )

10.28* Form of Accenture Leadership Performance Equity Award Restricted Share Unit Agreement in France (incorporated by reference to Exhibit 10.7 to the February 29, 2024 10-Q )

10.29* Form of Voluntary Equity Investment Program Matching Grant Restricted Share Unit Agreement pursuant to the Amended and Restated Accenture plc 2010 Share Incentive Plan (incorporated by reference to Exhibit 10.4 to the February 28, 2023 10-Q )

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10.31* Form of CEO Discretionary Grant Restricted Share Unit Agreement pursuant to the Amended and Restated Accenture plc 2010 Share Incentive Plan (incorporated by reference to Exhibit 10.5 to the February 29, 2024 10-Q )

10.32* Accenture LLP Leadership Separation Benefits Plan ( filed herewith )

10.32* Description of Global Annual Bonus Plan (incorporated by reference to Exhibit 10.9 to the February 28, 2022 10-Q )

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and the indemnitee party thereto (incorporated by reference to Exhibit 10.28 to the August 31, 2018 10-K )

10.34* Form of Severance Agreement (incorporated by reference to Exhibit 10.1 to the December 19, 2023 10-Q )

10.35* Relocation Benefits Agreement between Accenture LLP and Manish Sharma (incorporated by reference to Exhibit 10.2 to the December 19, 2023 10-Q )

ACCENTURE 2024 FORM 10-K

Exhibits, Financial Statement Schedules

10.36* Retirement Agreement between Accenture LLP and Jimmy Etheredge (incorporated by reference to Exhibit 10.12 to the August 31, 2023 10-K )

19.1 Insider Trading Policy ( filed herewith )

21.1 Subsidiaries of the Registrant ( filed herewith )

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31.1 Certification of the Principal Executive Officer pursuant to Rule 13a-14(a) or 15d-14(a) of the Securities Exchange Act of 1934, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 ( filed herewith )

ACCENTURE 2023 FORM 10-K

31.2 Certification of the Principal Financial Officer pursuant to Rule 13a-14(a) or 15d-14(a) of the Securities Exchange Act of 1934, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 ( filed herewith )

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Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 ( furnished herewith )

97.1* Mandatory Recoupment Policy ( filed herewith )

97.1* Mandatory Recoupment Policy (incorporated by reference to Exhibit 97.1 to the August 31, 2023 10-K )

99.1 Amended and Restated Accenture plc 2010 Employee Share Purchase Plan Financial Statements ( filed herewith )

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ACCENTURE 2024 FORM 10-K

/s/ M ARTIN B RUDERMÜLLER

Martin Brudermüller

/s/ A LAN J OPE

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• the scope of the work and timing of delivery for consistency with the underlying contractual terms;

• the estimated costs to complete in relation to progress toward satisfying the Company’s performance obligations, based on internal and customer-facing information;

• the estimated costs to complete in relation to progress towards satisfying the Company’s performance obligations, based on internal and customer-facing information;

• changes to estimated costs, if any, including the amount and timing of the change based on internal information or contractual changes;

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• assessing transfer pricing studies for compliance with applicable laws and regulations;

• analyzing the Company’s tax positions, including the methodology over the measurement of unrecognized tax benefits related to transfer pricing;

• analyzing the Company’s tax positions, including the methodology over measurement of unrecognized tax benefits related to transfer pricing;

• evaluating the Company’s determination of unrecognized tax benefits, including the associated effect in other jurisdictions;

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Deferred tax assets 4,147,496 4,154,878

Intangibles 2,904,031 2,072,957

Other non-current assets 1,307,297 738,641

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Cash flow hedges 1,139 ( 16,715 ) ( 104,776 )

Investments — — 49

OTHER COMPREHENSIVE INCOME (LOSS) ATTRIBUTABLE TO ACCENTURE PLC 188,359 447,241 ( 770,845 )

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Purchases of Class A shares 3,954 ( 4,111,266 ) ( 12,181 ) ( 4,107,312 ) ( 3,954 ) ( 4,111,266 )

Cancellation of treasury shares ( 10,263 ) ( 255,809 ) 2,105,666 10,263 ( 1,849,857 ) — —

Share-based compensation expense 1,571,059 108,730 1,679,789 1,679,789

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Purchases of Class A shares 3,915 ( 4,322,529 ) ( 15,314 ) ( 4,318,614 ) ( 3,915 ) ( 4,322,529 )

Cancellation of treasury shares ( 8,828 ) ( 175,701 ) 2,595,281 8,828 ( 2,419,580 ) — —

Share-based compensation expense 1,790,886 122,165 1,913,051 1,913,051

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Purchases of Class A shares 3,867 ( 4,509,392 ) ( 13,913 ) ( 4,505,525 ) ( 3,867 ) ( 4,509,392 )

Cancellation of treasury shares ( 8,828 ) ( 175,701 ) 2,595,281 8,828 ( 2,419,580 ) — —

Share-based compensation expense 1,821,490 120,100 1,941,590 1,941,590

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Purchases of shares ( 4,524,646 ) ( 4,330,403 ) ( 4,116,378 )

Proceeds from (repayments of) debt, net 93,258 ( 16,453 ) ( 7,798 )

Proceeds from debt 1,599,033 100,000 —

Repayments of debt ( 771,246 ) — —

Cash dividends paid ( 3,241,479 ) ( 2,827,394 ) ( 2,457,306 )

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We serve clients in three geographic markets:

North America, Europe and Growth Markets (Asia Pacific, Latin America, Africa and the Middle East).

We combine our strength in technology and leadership in cloud, data and AI with unmatched industry experience, functional expertise and global delivery capability to help the world’s leading businesses, governments and other organizations build their digital core, optimize their operations, accelerate revenue growth and enhance citizen services—creating tangible value at speed and scale.

North America, EMEA (Europe, Middle East and Africa) and Growth Markets.

We combine our strength in technology and leadership in cloud, data and AI with unmatched industry experience, functional expertise and global delivery capability to help the world’s leading organizations build their digital core, optimize their operations, accelerate revenue growth and enhance services—creating tangible value at speed and scale.

Basis of Presentation

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We include these variable fees in the estimated transaction price when there is a basis to reasonably estimate the amount of the fee and it is not probable a significant reversal of revenue will occur.

These estimates reflect the expected value of the variable fee and are based on an assessment of our anticipated performance, historical experience and other information available at the time.

These estimates reflect the expected value of the variable fees and are based on an assessment of our anticipated performance, historical experience and other information available at the time.

Our performance obligations are satisfied over time as work progresses or at a point in time.

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The terms vary by contract, but generally payment for services is contractually linked to the achievement of specified performance milestones.

When the period between payment and transfer of goods or services is one year or less, we do not assess the existence of, and therefore, do not adjust the promised amount of consideration for the effects of a significant financing component.

Our receivables are rights to consideration that are conditional only upon the passage of time as compared to our contract assets, which are rights to consideration conditional upon additional factors.

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Contract assets and liabilities are reported on our Consolidated Balance Sheet on a contract-by-contract basis at the end of each reporting period.

For some managed services contracts, we receive payments for transition or set-up activities, which are deferred and recognized as revenue as the services are provided.

These advance payments are typically not a significant financing component because they are used to meet working capital demands in the early stages of a contract and to protect us from

Notes to Consolidated Financial Statements — (continued)

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ACCENTURE 2024 FORM 10-K

the other party failing to complete its obligations under the contract.

For some managed services contracts, we receive payments for transition or set-up activities, which are deferred and recognized as revenue as the services are provided.

These advance payments are typically not a significant financing component because they are used to meet working capital demands in the early stages of a contract and to protect us from the other party failing to complete its obligations under the contract.

We elected the practical expedient to report revenues net of any revenue-based taxes assessed by governmental authorities that are imposed on and concurrent with specific revenue-producing transactions.

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Cash and cash equivalents consist of all cash balances and liquid investments with original maturities of three months or less, including certificates of deposit and time deposits.

As a result of certain subsidiaries’ cash management systems, checks issued but not presented to the banks for payment may create negative book cash balances.

Such negative balances are classified as Current portion of long term debt and bank borrowings.

Allowance for Credit Losses—Client Receivables and Contract Assets

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As of August 31, 2024 and 2023, the total allowances recorded for credit losses recorded for client receivables and contract assets was $ 27,561 and $ 26,343 , respectively.

The change in the allowance is primarily due to immaterial write-offs and changes in gross client receivables and contract assets.

The change in the allowance is primarily due to changes in gross client receivables, contract assets and immaterial write-offs.

Concentrations of Credit Risk

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All available-for-sale securities and liquid investments with an original maturity greater than three months but less than one year are considered to be Short-term investments.

Non-current investments consist of equity securities in publicly-traded and privately-held companies and are accounted for using either the equity or fair value measurement alternative method of accounting (for investments without readily determinable fair values).

Non-current investments consist of equity securities in privately-held companies and are accounted for using either the equity or fair value measurement alternative method of accounting (for investments without readily determinable fair values).

Investments are periodically assessed for other-than-temporary impairment.

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Equity method investments are initially recorded at cost and our proportionate share of gains and losses of the investee are included as a component of Other income (expense), net.

As of August 31, 2022, our equity method investments consisted primarily of an investment in Duck Creek Technologies.

On March 30, 2023, Duck Creek Technologies was acquired by Vista Equity Partners for $ 19.00 per share.

As part of this transaction, we received proceeds of $ 400,355 and recorded a gain of $ 252,920 in Other income (expense), net during fiscal 2023.

For equity securities without a readily determinable fair value, we use the fair value measurement alternative and measure the securities at cost less impairment, if any, plus or minus observable price changes in orderly transactions for an identical or similar investment of the same issuer.

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See table below for summary of depreciation on fixed assets, deferred transition amortization, intangible assets amortization and operating lease cost for fiscal 2024, 2023 and 2022, respectively.

2024 2023 2022

Depreciation $ 547,935 $ 620,659 $ 591,748

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Leasehold improvements Lesser of lease term or 15 years

Goodwill represents the excess of the purchase price of an acquired entity over the fair value of net assets acquired.

We review the recoverability of goodwill by operating segment annually, or more frequently when indicators of impairment exist.

Based on the results of our annual impairment analysis, we determined that no impairment existed as of August 31, 2024 or 2023, as each reportable segment’s estimated fair value substantially exceeded its carrying value.

Notes to Consolidated Financial Statements — (continued)

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ACCENTURE 2024 FORM 10-K

Goodwill represents the excess of the purchase price of an acquired entity over the fair value of net assets acquired.

We review the recoverability of goodwill by operating segment annually, or more frequently when indicators of impairment exist.

Based on the results of our annual impairment analysis, we determined that no impairment existed as of August 31, 2023 or 2022, as each reportable segment’s estimated fair value substantially exceeded its carrying value.

Long-Lived Assets

Long-lived assets, including deferred contract costs and identifiable intangible assets, are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset or group of assets may not be recoverable.

Recoverability of long-lived assets or groups of assets is assessed based on a comparison of the carrying amount to the estimated future net cash flows.

Long-lived assets, including lease assets, deferred contract costs and identifiable intangible assets, are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset or group of assets may not be recoverable.

Recoverability of long-lived assets or groups of assets is assessed based on a comparison of the carrying amount to the undiscounted estimated future net cash flows.

If estimated future undiscounted net cash flows are less than the carrying amount, the asset is considered impaired and a loss is recorded equal to the amount required to reduce the carrying amount to fair value.

Intangible assets with finite lives are generally amortized using the straight-line method over their estimated economic useful lives, ranging from one to fifteen years .

Intangible assets with finite lives are generally amortized using the straight-line method over their estimated economic useful lives, ranging from one to eighteen years .

Operating Expenses

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During the second quarter of fiscal 2023, we initiated actions to streamline our operations, transform our non-billable corporate functions and consolidate our office space to reduce costs.

We recorded $ 1,063,146 of business optimization costs during fiscal 2023, including $ 769,909 for em ployee severance and other personnel costs and $ 293,237 related to the consolidation of office space.

Total b usiness optimization costs by reportable operating segment are as follows:

We recorded a total of $ 1.5 billion related to these actions, primarily for employee severance, which have been completed as of August 31, 2024.

Total b usiness optimization costs by reportable operating segment for fiscal 2024 and 2023 were as follows:

North America $ 68,201 $ 464,879

Europe 432,853

EMEA (1) 248,724 438,093

Growth Markets (1) 121,515 160,174

Total business optimization costs $ 438,440 $ 1,063,146

We continue to expect to record total business optimization costs of approximately $ 1.5 billion related to these actions, with approximately $ 450 million in fiscal 2024 related primarily to employee severance.

The actual amount and timing of severance and other personnel costs are dependent in part upon local country consultation processes and regulations and may differ from our current expectations and estimates.

(1) During the first quarter of fiscal 2024, we revised the reporting of our geographic markets for the movement of our Middle East and Africa market units from Growth Markets to Europe, and the Europe market became our EMEA (Europe, Middle East and Africa) geographic market.

Prior period amounts have been reclassified to conform with the current period presentation.

New Accounting Pronouncements

On November 27, 2023, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No.

2023-07, Improvements to Reportable Segment Disclosures, which requires entities to enhance disclosures regarding their segments, including significant segment expenses.

The ASU will be effective beginning with our annual fiscal 2025 financial statements and requires a retrospective method upon adoption.

We are currently evaluating the impact of this standard on our segment disclosures.

On December 14, 2023, the FASB issued ASU No.

2023-09, Improvements to Income Tax Disclosures, which requires disclosure of disaggregated income taxes paid, prescribes standard categories for the components of the effective tax rate reconciliation, and modifies other income tax-related disclosures.

The ASU will be effective beginning with our annual fiscal 2026 financial statements and allows for adoption on a prospective basis, with a retrospective option.

We are in the process of assessing the impacts and method of adoption.

This ASU will impact our income tax disclosures, but not our financial position or results of operations.

Notes to Consolidated Financial Statements — (continued)

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The following table provides information about the balances of our Receivables and Contract assets, net of allowance, and Contract liabilities (Deferred revenues):

As of August 31, 2023 As of August 31, 2022

August 31, 2024 August 31, 2023

Receivables $ 11,873,442 $ 10,690,713

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The income effect does not take into account “Net income attributable to noncontrolling interests - other,” since those shares are not redeemable or exchangeable for Accenture plc Class A ordinary shares.

(2) The weighted average diluted shares outstanding for the calculation of diluted earnings per share excludes an immaterial amount of shares issuable upon the vesting of restricted stock units because their effects were antidilutive.

Notes to Consolidated Financial Statements — (continued)

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Ending balance (1) ( 4,827 ) ( 5,966 ) 10,749

Beginning balance — — ( 49 )

Unrealized gain (loss) — — 49

Income tax benefit (expense) — — —

Portion attributable to noncontrolling interests — — —

Investments, net of tax — — 49

Ending balance — — —

Accumulated other comprehensive loss $ ( 1,554,742 ) $ ( 1,743,101 ) $ ( 2,190,342 )

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August 31, 2024 August 31, 2023

Buildings and land $ — $ 5,609

Computers, related equipment and software $ 2,163,222 $ 2,112,846

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Intangible assets 1,265,290 544,661 737,040

The intangible assets primarily consist of customer-related intangibles, which are being amortized over one to fifteen years .

The intangible assets primarily consist of customer-related intangibles, which are being amortized over one to eighteen years .

The goodwill was allocated among our reportable operating segments and is partially deductible for U.S.

federal income tax purposes.

During fiscal 2022, we disposed of our business in Russia, which was part of our Europe segment.

During fiscal 2022, we disposed of our business in Russia, which was part of our Europe segment (now referred to as our EMEA segment).

The transaction resulted in a non-operating loss of $ 96,294 , which was not deductible for tax purposes and did not have a material effect on our operations or financial results.

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North America $ 7,744,582 $ 1,145,007 $ ( 13,539 ) $ 8,876,050 $ 2,733,720 $ 5,124 $ 11,614,894

Europe 3,329,746 1,447,463 ( 643,118 ) 4,134,091 596,352 378,718 5,109,161

EMEA (1) 4,178,853 596,341 376,955 5,152,149 2,021,785 167,752 7,341,686

Growth Markets (1) 1,209,858 389,318 ( 54,372 ) 1,544,804 594,095 24,700 2,163,599

Total $ 13,133,293 $ 2,130,666 $ 309,044 $ 15,573,003 $ 5,349,600 $ 197,576 $ 21,120,179

Prior period amounts have been reclassified to conform with the current period presentation.

Goodwill includes immaterial adjustments related to prior period acquisitions.

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Lease costs are as follows:

2024 2023 2022

Operating lease cost $ 719,434 $ 868,082 $ 769,806

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Supplemental information related to operating lease transactions is as follows:

2024 2023 2022

Lease liability payments $ 678,489 $ 768,797 $ 730,815

Lease assets obtained in exchange for liabilities 590,892 434,179 690,767

As of August 31, 2023 and 2022, our operating leases had a weighted average remaining lease term of 6.9 years and 7.3 years, respectively, and a weighted average discount rate of 3.8 % and 3.7 %, respectively.

As of August 31, 2024 and 2023, our operating leases had a weighted average remaining lease term of 6.7 and 6.9 years, respectively, and a weighted average discount rate of 4.2 % and 3.8 %, respectively.

Notes to Consolidated Financial Statements — (continued)

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As of August 31, 2024, we have entered into leases that have not yet commenced with future lease payments of $ 60,580 that are not reflected in the table above.

These leases are primarily related to office real estate and will commence in or before fiscal 2025 with lease terms of up to 10 years.

These leases are primarily related to office real estate and will commence in fiscal 2025 with lease terms of up to 11 years.

Notes to Consolidated Financial Statements — (continued)

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For a cash flow hedge, the effective portion of the change in estimated fair value of a hedging instrument is recorded in Accumulated other comprehensive loss as a separate component of Shareholders’ Equity and is reclassified into Cost of services in the Consolidated Income Statements during the period in which the hedged transaction is recognized.

The amounts related to derivatives designated as cash flow hedges that were reclassified into Cost of services were net losses of $ 27,865 , and net gains of $ 92,275 and $ 102,676 during fiscal 2023, 2022 and 2021, respectively.

The amounts related to derivatives designated as cash flow hedges that were reclassified into Cost of services were net gains of $ 28,386 , net losses of $ 27,865 and net gains of $ 92,275 during fiscal 2024, 2023 and 2022, respectively.

The ineffective portion of the change in fair value of a cash flow hedge is recognized immediately in Other income (expense), net in the Consolidated Income Statements and for fiscal 2024, 2023 and 2022, was not material.

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Total $ 7,744,602

(1) This facility, which matures on April 24, 2026, provides unsecured, revolving borrowing capacity for general corporate capital purposes, including the issuance of letters of credit and short-term commercial paper.

(1) On May 14, 2024, we replaced our $ 3,000,000 syndicated 5-year credit facility with a new $ 5,500,000 syndicated credit facility maturing on May 14, 2029.

This facility provides unsecured, revolving borrowing capacity for general corporate capital purposes, including the issuance of letters of credit and short-term commercial paper.

Borrowings under this facility will accrue interest at the applicable risk-free rate plus a spread.

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The facility is subject to annual commitment fees.

As of August 31, 2023, we had $ 100,000 of commercial paper outstanding and backed by this facility, with a weighted-average effective interest rate of 5.4 %.

We did not have any commercial paper outstanding as of August 31, 2022.

As of August 31, 2024, we had $ 935,000 of commercial paper outstanding (excluding unamortized discounts) and backed by this facility, with a weighted-average effective interest rate of 5.4 %, maturing at various dates through the first quarter of fiscal 2025.

As of August 31, 2023 we had $ 100,000 of commercial paper outstanding backed by our $ 3,000,000 syndicated 5-year credit facility, with a weighted-average effective interest rate of 5.4 %.

(2) We maintain separate, uncommitted and unsecured multicurrency revolving credit facilities.

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As of August 31, 2024 and 2023, we had no borrowings under these various facilities.

Under the borrowing facilities described above, we had an aggregate of $ 1,080,819 and $ 892,340 of letters of credit outstanding as of August 31, 2023 and 2022, respectively.

We also had $ 100,000 of commercial paper outstanding as of August 31, 2023.

We did no t have any commercial paper outstanding as of August 31, 2022.

The amount of commercial paper and letters of credit outstanding reduces the available borrowing capacity under these facilities.

We had an aggregate of $ 1,269,178 and $ 1,080,819 of letters of credit outstanding and $ 935,000 (excluding unamortized discounts) and $ 100,000 of commercial paper outstanding as of August 31, 2024 and 2023, respectively.

The amount of letters of credit and commercial paper outstanding reduces the available borrowing capacity under these facilities.

Subsequent Events

On October 4, 2024, Accenture Capital Inc.

(“Accenture Capital”), an indirect wholly owned finance subsidiary of Accenture plc, issued $ 5.0 billion aggregate principal amount of senior unsecured notes, comprised of $ 1.1 billion of 3.90 % senior notes due October 4, 2027, $ 1.2 billion of 4.05 % senior notes due October 4, 2029, $ 1.2 billion of 4.25 % senior notes due October 4, 2031 and $ 1.5 billion of 4.50 % senior notes due October 4, 2034.

Accenture plc fully and unconditionally guarantees these notes.

Net proceeds from the offering will be used for general corporate purposes, including repayment of outstanding commercial paper borrowings.

Interest on the senior unsecured notes is payable semi-annually in arrears.

Accenture Capital may redeem the senior unsecured notes at any time in whole, or from time to time, in part at specified redemption prices.

Accenture plc and Accenture Capital are not subject to any financial covenants under the senior unsecured notes.

Notes to Consolidated Financial Statements — (continued)

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The unrecognized deferred tax liability (the amount payable if distributed) is approximately $ 290,000 .

Portions of our operations are subject to reduced tax rates or are free of tax under various tax holidays which expire in fiscal 2031.

Portions of our operations are subject to reduced tax rates or are free of tax under various tax holidays which expire through fiscal 2031.

The income tax benefits attributable to the tax status of these subsidiaries were estimated to be approximately $ 44,000 , $ 40,000 and $ 29,000 in fiscal 2024, 2023 and 2022, respectively.

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Pensions ( 162,221 ) ( 205,411 )

Revenue recognition ( 77,864 ) ( 106,580 )

Investments in subsidiaries ( 243,796 ) ( 176,539 )

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During fiscal 2024 and 2023, we recorded net increases of $ 137,737 and $ 424,656 in the valuation allowance, respectively, primarily related to valuation allowances on certain tax credit carryforwards, as we believe it is more likely than not that these assets will not be realized.

We had tax credit carryforwards as of August 31, 2023 of $ 1,380,841 , of which $ 31,995 will expire between 2024 and 2033, $ 336 will expire between 2034 and 2043, and $ 1,348,510 has an indefinite carryforward period.

We had tax credit carryforwards as of August 31, 2024 of $ 1,481,510 , of which $ 35,984 will expire between 2025 and 2034 and $ 1,445,526 has an indefinite carryforward period.

We had net operating loss carryforwards as of August 31, 2024 of $ 1,254,124 .

102 unchanged sentences

Participant contributions — 20,524 — 21,868 — —

Pension settlement — — — 378 — —

Benefits paid ( 18,269 ) ( 102,054 ) ( 17,463 ) ( 119,697 ) ( 21,183 ) ( 19,698 )

103 unchanged sentences

Mutual fund equity securities $ 20,205 $ 253,494 $ — $ 273,699

corporate equity securities — 18,163 — 18,163

government, state and local debt securities

— 9,765 — 9,765

government debt securities 208,550 18,821 — 227,371

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Mutual fund equity securities $ 7,430 $ 188,796 $ — $ 196,226

corporate equity securities — 18,163 — 18,163

government debt securities 192,484 88,274 — 280,758

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Share Incentive Plans

The Amended and Restated Accenture plc 2010 Share Incentive Plan, as amended and approved by our shareholders in 2022 (the “Amended 2010 SIP”), is administered by the Compensation, Culture & People Committee of the Board of Directors of Accenture and provides for the grant of nonqualified share options, incentive stock options, restricted share units and other share-based awards.

The Amended and Restated Accenture plc 2010 Share Incentive Plan (the “Amended 2010 SIP”), is administered by the Compensation, Culture & People Committee of the Board of Directors of Accenture and provides for the grant of nonqualified share options, incentive stock options, restricted share units and other share-based awards.

A maximum of 141,000,000 Accenture plc Class A ordinary shares are currently authorized for awards under the Amended 2010 SIP.

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These purchases of shares in connection with employee share plans do not affect our aggregate available authorization for our publicly announced open-market share purchase and the other share purchase programs.

Cancellation of Treasury Shares

During fiscal 2023, we cancelled 8,828,496 Accenture plc Class A ordinary shares that were held as treasury shares and had an aggregate cost of $ 2,595,281 .

The effect of the cancellation of these treasury shares was recognized in Class A ordinary shares and Additional paid-in capital with the residual recorded in Retained earnings.

There was no effect on total shareholders’ equity as a result of this cancellation.

Our dividend activity during fiscal 2024 is as follows:

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For arrangements with unspecified limitations, we cannot reasonably estimate the aggregate maximum potential liability, as it is inherently difficult to predict the maximum potential amount of such payments, due to the conditional nature and unique facts of each particular arrangement.

As of August 31, 2023 and 2022, we have issued or provided guarantees in the form of letters of credit and surety bonds of $ 1,294,653 and $ 1,116,298 , respectively, the majority of which support certain contracts that require us to provide them as a guarantee of our performance.

As of August 31, 2024 and 2023, we have issued or provided guarantees in the form of letters of credit and surety bonds of $ 1,758,783 ($ 1,609,046 net of recourse provisions) and $ 1,294,653 ($ 1,213,375 net of recourse provisions) respectively, the majority of which support certain contracts that require us to provide them as a guarantee of our performance.

These guarantees are typically renewed annually and remain in place until the contractual obligations are satisfied.

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Since 2009, we have provided certain IT infrastructure outsourcing services to Starwood.

On October 27, 2020, the court issued an order largely denying Accenture’s motion to dismiss the claims against us.

On May 3, 2022, the court issued an order granting in part the plaintiffs’ motion for class certification, which we appealed.

On August 17, 2023, the appeals court vacated the class certification and remanded the case to the district court for consideration of, among other things, the class action waiver signed by Starwood customer plaintiffs.

On November 29, 2023, the district court reinstated the classes previously certified by the court in May 2022.

We are appealing the district court's decision.

We continue to believe the lawsuit is without merit and we will vigorously defend it.

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AFS is responding to an administrative subpoena and cooperating with DOJ’s investigation.

This matter could subject us to adverse consequences as described in Part I, Item 1A, Risk Factors – “Our work with government clients exposes us to additional risks inherent in the government contracting environment”.

This matter could subject us to adverse consequences, including civil and criminal penalties, including under the civil U.S.

False Claims Act and/or other statutes, and administrative sanctions, such as termination of contracts, forfeiture of profits, suspension of payments, fines and suspensions or debarment from doing business with agencies of the U.S.

We cannot at this time determine when or how this matter will be resolved or estimate the cost or range of costs that are reasonably likely to be incurred in connection with this matter.

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Our operating segments are managed separately because each operating segment represents a strategic business unit providing consulting and managed services to clients across different industries.

Our three reportable segments are our geographic markets, which are North America, Europe and Growth Markets.

Our three reportable segments are our geographic markets, which are North America, EMEA and Growth Markets.

Amounts are attributed to geographic markets based on where clients are located.

In the first quarter of fiscal 2024, our Middle East and Africa market units will move from Growth Markets to Europe, and the Europe market will be referred to as our Europe, Middle East and Africa (EMEA) geographic market.

Information regarding our geographic markets is as follows:

Fiscal 2023 North America Europe Growth Markets Total

Fiscal 2024 North America (1) EMEA (2) Growth Markets (1) (2) Total

Revenues $ 30,740,611 $ 22,817,879 $ 11,337,974 $ 64,896,464

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Property & equipment, net 598,116 436,360 624,664 1,659,140

(1) In the first quarter of fiscal 2025, our Latin America market unit will move from Growth Markets to North America.

With this change, North America will become the Americas market and Growth Markets will become the Asia Pacific market.

(2) During the first quarter of fiscal 2024, we revised the reporting of our geographic markets for the movement of our Middle East and Africa market units from Growth Markets to Europe, and the Europe market became our EMEA (Europe, Middle East and Africa) geographic market.

Prior period amounts have been reclassified to conform with the current period presentation.

(3) Amounts include depreciation on property and equipment and amortization of intangible assets and deferred contract costs controlled by each reportable segment, as well as an allocation for amounts they do not directly control.

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No other country individually comprised 10% or more of our consolidated revenues during these periods.

Business in Ireland, our country of domicile, represented approximately 1 % of our consolidated revenues during fiscal 2023 and 2022 and 2 % during fiscal 2021.

Business in Ireland, our country of domicile, represented approximately 1 % of our consolidated revenues during fiscal 2024, 2023 and 2022.

Notes to Consolidated Financial Statements — (continued)

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Total $ 64,896,464 $ 64,111,745 $ 61,594,305

(1) Effective June 1, 2022, we revised the reporting of our industry groups for the movement of Aerospace & Defense from Communications, Media & Technology to Products.

Prior period amounts have been reclassified to conform with the current period presentation.

(2) Previously referred to as our outsourcing business.

Notes to Consolidated Financial Statements — (continued)

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Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-K

Item 9A. Controls and Procedures