What changed in this filing

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Item 2. Management’s Discussion and Analysis

2025-06-20 compared with 2025-03-20 · 136 added, 114 removed, 253 unchanged (50% of the section changed)

Management’s Discussion and Analysis of Financial Condition and Results of Operations 26

Revenues for the second quarter of fiscal 2025 increased 5% in U.S.

dollars and 8.5% in local currency compared to the second quarter of fiscal 2024.

During the second quarter of fiscal 2025, revenue growth in local currency was very strong in the Americas and EMEA, while Asia Pacific experienced slight growth.

We experienced local currency revenue growth that was very strong in Financial Services, Health & Public Service and Products, strong in Communications, Media & Technology and solid in Resources.

Three Months Ended Percent

Dollars Percent

Currency Percent of Revenues

for the Three Months Ended

(in billions of U.S.

dollars) May 31, 2025 May 31, 2024 May 31, 2025 May 31, 2024

Geographic Markets Americas (1) $ 9.0 $ 8.3 8 % 9 % 51 % 50 %

EMEA 6.2 5.8 8 6 35 35

Asia Pacific (1) 2.5 2.4 5 4 14 15

Total Revenues $ 17.7 $ 16.5 8 % 7 % 100 % 100 %

Industry Groups Communications, Media & Technology $ 2.9 $ 2.8 5 % 5 % 16 % 17 %

Financial Services 3.3 2.9 13 13 18 18

Health & Public Service 3.8 3.5 7 7 21 21

Products 5.3 5.0 7 7 30 30

Resources 2.4 2.3 5 4 14 14

Total Revenues $ 17.7 $ 16.5 8 % 7 % 100 % 100 %

Type of Work Consulting $ 9.0 $ 8.5 7 % 6 % 51 % 51 %

Managed Services 8.7 8.0 9 9 49 49

Total Revenues $ 17.7 $ 16.5 8 % 7 % 100 % 100 %

Amounts in table may not total due to rounding.

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

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

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

Revenues for the third quarter of fiscal 2025 increased 8% in U.S.

dollars and 7% in local currency compared to the third quarter of fiscal 2024.

During the third quarter of fiscal 2025, revenue growth in local currency was very strong in the Americas, strong in EMEA and solid in Asia Pacific.

We experienced local currency revenue growth that was very strong in Financial Services, strong in Health & Public Service and Products and solid in Communications, Media & Technology and Resources.

Revenue growth in local currency was very strong in managed services and strong in consulting.

While the business environment remained competitive, pricing was relatively stable.

While the business environment remained competitive, pricing improved in several areas of our business.

We define pricing as the contract profitability or margin on the work that we sell.

In our consulting business, revenues for the second quarter of fiscal 2025 increased 3% in U.S.

dollars and 6% in local currency compared to the second quarter of fiscal 2024.

Consulting revenue growth in local currency for the second quarter of fiscal 2025 was driven by very strong growth in the Americas and strong growth in EMEA, partially offset by a modest decline in Asia Pacific.

In our consulting business, revenues for the third quarter of fiscal 2025 increased 7% in U.S.

dollars and 6% in local currency compared to the third quarter of fiscal 2024.

Consulting revenue growth in local currency for the third quarter of fiscal 2025 was driven by strong growth in the Americas and EMEA and modest growth in Asia Pacific.

Our consulting revenue continues to be driven by helping our clients accelerate their reinvention, in particular technology, data, and AI led digital transformations.

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While we continue to experience demand for these services, we are seeing a slower pace and level of client spending, particularly for smaller contracts with a shorter duration.

In our managed services business, revenues for the second quarter of fiscal 2025 increased 8% in U.S.

dollars and 11% in local currency compared to the second quarter of fiscal 2024.

Managed services revenue growth in local currency for the second quarter of fiscal 2025 was driven by very strong growth in the Americas and EMEA and strong growth in Asia Pacific.

In our managed services business, revenues for the third quarter of fiscal 2025 increased 9% in both U.S.

dollars and local currency compared to the third quarter of fiscal 2024.

Managed services revenue growth in local currency for the third quarter of fiscal 2025 was driven by very strong growth in the Americas and strong growth in EMEA and Asia Pacific.

We continue to experience growing demand to assist clients with application modernization and maintenance, cloud enablement and cybersecurity-as-a-service.

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dollars may be lower.

dollar strengthened against various currencies during the three and six months ended February 28, 2025 compared to the three and six months ended February 29, 2024, resulting in unfavorable currency translation and U.S.

dollar revenue growth that was approximately 3% and 1% lower, respectively, than our revenue growth in local currency.

dollar weakened against various currencies during the third quarter of fiscal 2025 compared to the third quarter of fiscal 2024, resulting in favorable currency translation and U.S.

dollar revenue growth that was approximately 0.5% higher than our revenue growth in local currency.

dollar strengthened against various currencies during the nine months ended May 31, 2025 compared to the nine months ended May 31, 2024, resulting in unfavorable

ACCENTURE FORM 10-Q

Management’s Discussion and Analysis of Financial Condition and Results of Operations 27

currency translation and U.S.

dollar revenue growth that was approximately 0.5% lower than our revenue growth in local currency.

Assuming that exchange rates stay within recent ranges for the remainder of fiscal 2025, we estimate that our full fiscal 2025 revenue growth in U.S.

dollars will be approximately 0.5% lower than our revenue growth in local currency.

dollars will be approximately equal to our revenue growth in local currency.

People Metrics

Annualized Voluntary Attrition

compared to 92% in the second quarter of fiscal 2024

compared to approximately 742,000 as of February 29, 2024

consistent with the second quarter of fiscal 2024

Utilization for the second quarter of fiscal 2025 was 91%, compared to 92% in the second quarter of fiscal 2024.

consistent with the third quarter of fiscal 2024

compared to approximately 750,000 as of May 31, 2024

compared to 14% in the third quarter of fiscal 2024

Utilization for the third quarter of fiscal 2025 was 92%, consistent with the third quarter of fiscal 2024.

We hire to meet current and projected future demand.

We proactively plan and manage the size and composition of our workforce and take actions as needed to address changes in the anticipated demand for our services and solutions, given that compensation costs are the most significant portion of our operating expenses.

Our workforce, the majority of which serves our clients, increased to approximately 801,000 as of February 28, 2025, compared to approximately 742,000 as of February 29, 2024.

Our workforce, the majority of which serves our clients, increased to approximately 791,000 as of May 31, 2025, compared to approximately 750,000 as of May 31, 2024.

The year-over-year increase in our workforce reflects hiring for the skills needed to support demand for our services and solutions, as well as people added in connection with acquisitions.

For the second quarter of fiscal 2025, annualized attrition, excluding involuntary terminations, was 13%, consistent with the second quarter of fiscal 2024.

For the third quarter of fiscal 2025, annualized attrition, excluding involuntary terminations, was 16%, up from 14% in the third quarter of fiscal 2024.

We evaluate voluntary attrition, adjust levels of new hiring and use involuntary terminations as a means to keep our supply of skills and resources in balance with changes in client demand.

ACCENTURE FORM 10-Q

Management’s Discussion and Analysis of Financial Condition and Results of Operations 27

In addition, we adjust compensation to provide market relevant pay based on the skills of our people and locations where we operate.

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Dollars Percent

Currency Six Months Ended Percent

Currency Nine Months Ended Percent

Dollars Percent

(in billions of U.S.

dollars) February 28, 2025 February 29, 2024 February 28, 2025 February 29, 2024

dollars) May 31, 2025 May 31, 2024 May 31, 2025 May 31, 2024

Consulting $ 9.1 $ 9.3 (2) % (3) % $ 28.8 $ 28.4 1 % 2 %

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Management’s Discussion and Analysis of Financial Condition and Results of Operations 28

Results of Operations for the Three and Six Months Ended February 28, 2025 Compared to the Three and Six Months Ended February 29, 2024

Results of Operations for the Three and Nine Months Ended May 31, 2025 Compared to the Three and Nine Months Ended May 31, 2024

Revenues by geographic market, industry group and type of work are as follows:

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Dollars Percent

Currency Six Months Ended Percent

Currency Nine Months Ended Percent

Dollars Percent

(in millions of U.S.

dollars) February 28, 2025 February 29, 2024 February 28, 2025 February 29, 2024

dollars) May 31, 2025 May 31, 2024 May 31, 2025 May 31, 2024

Geographic Markets

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Geographic Markets

The following revenues commentary discusses the primary drivers of local currency revenue changes by geographic market for the three and six months ended February 28, 2025 compared to the three and six months ended February 29, 2024:

The following revenues commentary discusses the primary drivers of local currency revenue changes by geographic market for the three and nine months ended May 31, 2025 compared to the three and nine months ended May 31, 2024:

• Three Months.

Revenues increased 11% in local currency, led by growth in Banking & Capital Markets, Industrial, Health and Consumer Goods, Retail & Travel Services.

Revenues increased 9% in local currency, led by growth in Banking & Capital Markets, Industrial and Health.

Revenue growth was driven by the United States.

• Six Months.

Revenues increased 11% in local currency, led by growth in Industrial, Banking & Capital Markets, Software & Platforms and Consumer Goods, Retail & Travel Services.

Revenue growth was driven by the United States, as well as Argentina, which continued to grow in local currency due primarily to hyperinflation.

• Nine Months.

Revenues increased 10% in local currency, led by growth in Banking & Capital Markets, Industrial, Health and Software & Platforms.

Revenue growth was driven by the United States.

• Three Months.

Revenues increased 8% in local currency, led by growth in Public Service, Life Sciences and Consumer Goods, Retail & Travel Services.

Revenue growth was driven by the United Kingdom.

• Six Months.

Revenues increased 7% in local currency, led by growth in Public Service, Life Sciences, Consumer Goods, Retail & Travel Services and Health.

Revenue growth was driven by the United Kingdom and Italy, partially offset by a decline in France.

Revenues increased 6% in local currency, led by growth in Life Sciences, Banking & Capital Markets and Insurance.

Revenue growth was driven by the United Kingdom, Germany and Italy.

• Nine Months.

Revenues increased 7% in local currency, led by growth in Public Service, Life Sciences, Health and Consumer Goods, Retail & Travel Services.

Revenue growth was driven by the United Kingdom, Italy and Germany, partially offset by a decline in France.

• Three Months.

Revenues increased 1% in local currency, led by growth in Insurance and Utilities, partially offset by a decline in Chemicals & Natural Resources.

Revenue growth was driven by Japan, partially offset by a decline in Singapore.

Revenues increased 4% in local currency, led by growth in Public Service, Banking & Capital Markets and Insurance, partially offset by a decline in Chemicals & Natural Resources.

Revenue growth was driven by Japan and Australia, partially offset by a decline in Singapore.

ACCENTURE FORM 10-Q

Management’s Discussion and Analysis of Financial Condition and Results of Operations 29

• Six Months.

Revenues increased 2% in local currency, led by growth in Utilities, Insurance and Industrial, partially offset by a decline in Chemicals & Natural Resources.

• Nine Months.

Revenues increased 3% in local currency, led by growth in Utilities, Insurance, Public Service and Health, partially offset by a decline in Chemicals & Natural Resources.

Revenue growth was driven by Japan, partially offset by a decline in Singapore.

Operating Expenses

Operating expenses for the second quarter of fiscal 2025 increased $662 million, or 5%, compared to the second quarter of fiscal 2024, and decreased as a percentage of revenues to 86.5% from 87.0% during this period.

Operating expenses for the six months ended February 28, 2025 increased $1,743 million, or 6%, compared to the six months ended February 29, 2024, and decreased as a percentage of revenues to 84.9% from 85.6% during this period.

Operating expenses for the third quarter of fiscal 2025 increased $909 million, or 7%, compared to the third quarter of fiscal 2024, and decreased as a percentage of revenues to 83.2% from 84.0% during this period.

Operating expenses for the nine months ended May 31, 2025 increased $2,652 million, or 6%, compared to the nine months ended May 31, 2024, and decreased as a percentage of revenues to 84.3% from 85.1% during this period.

The primary categories of operating expenses include Cost of services, Sales and marketing and General and administrative costs.

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Operating expenses by category are as follows:

Three Months Ended Six Months Ended

Three Months Ended Nine Months Ended

(in millions of U.S.

dollars) February 28, 2025 February 29, 2024 Increase

(Decrease) February 28, 2025 February 29, 2024 Increase

dollars) May 31, 2025 May 31, 2024 Increase

(Decrease) May 31, 2025 May 31, 2024 Increase

Operating Expenses $ 14,745 83.2 % $ 13,836 84.0 % $ 909 $ 43,901 84.3 % $ 41,248 85.1 % $ 2,652

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Cost of Services

Cost of services for the second quarter of fiscal 2025 increased $763 million, or 7%, over the second quarter of fiscal 2024, and increased as a percentage of revenues to 70.1% compared to 69.1% during this period.

Gross margin for the second quarter of fiscal 2025 decreased as a percentage of revenues to 29.9% from 30.9% during the second quarter of fiscal 2024.

The decrease in gross margin was primarily due to higher subcontractor costs and the impact of our business optimization actions which reduced severance costs in gross margin during the second quarter of fiscal 2024.

Cost of services for the six months ended February 28, 2025 increased $1,854 million, or 9%, over the six months ended February 29, 2024, and increased as a percentage of revenues to 68.6% compared to 67.8% during this period.

Gross margin for the six months ended February 28, 2025 decreased as a percentage of revenues to 31.4% from 32.2% during the six months ended February 29, 2024.

Cost of services for the third quarter of fiscal 2025 increased $933 million, or 9%, over the third quarter of fiscal 2024, and increased as a percentage of revenues to 67.1% compared to 66.6% during this period.

Gross margin for the third quarter of fiscal 2025 decreased as a percentage of revenues to 32.9% from 33.4% during the third quarter of fiscal 2024.

The decrease in gross margin was primarily due to higher labor costs, partially offset by lower non-payroll costs.

Cost of services for the nine months ended May 31, 2025 increased $2,786 million, or 9%, over the nine months ended May 31, 2024, and increased as a percentage of revenues to 68.1% compared to 67.4% during this period.

Gross margin for the nine months ended May 31, 2025 decreased as a percentage of revenues to 31.9% from 32.6% during the nine months ended May 31, 2024.

The decrease in gross margin was primarily due to higher subcontractor costs.

Sales and Marketing

Sales and marketing expense for the second quarter of fiscal 2025 increased $46 million, or 3%, over the second quarter of fiscal 2024, and decreased as a percentage of revenues to 10.1% from 10.3% during this period.

Sales and marketing expense for the six months ended February 28, 2025 increased $147 million, or 4%, over the six months ended February 29, 2024, and decreased as a percentage of revenues to 10.2% from 10.4% during this period.

The decrease as a percentage of revenues for the three and six months ended February 28, 2025 was primarily due to lower labor costs compared to the same periods in fiscal 2024.

Sales and marketing expense for the third quarter of fiscal 2025 increased $12 million, or 1%, over the third quarter of fiscal 2024, and decreased as a percentage of revenues to 9.9% from 10.6% during this period primarily due to both lower non-payroll and labor costs.

Sales and marketing expense for the nine months ended May 31, 2025 increased $159 million, or 3%, over the nine months ended May 31, 2024, and decreased as a percentage of revenues to 10.1% from 10.5% during this period primarily due to lower labor costs.

General and Administrative Costs

General and administrative costs for the second quarter of fiscal 2025 decreased $32 million, or 3%, from the second quarter of fiscal 2024, and decreased as a percentage of revenues to 6.3% from 6.9% during this period.

General and administrative costs for the six months ended February 28, 2025 decreased $2 million from the six months ended February 29, 2024, and decreased as a percentage of revenues to 6.2% from 6.6% during this period.

The decrease as a percentage of revenues for the three and six months ended February 28, 2025 was primarily due to lower labor costs compared to the same periods in fiscal 2024.

General and administrative costs for the third quarter of fiscal 2025 increased $42 million, or 4%, over the third quarter of fiscal 2024, and decreased as a percentage of revenues to 6.1% from 6.3% during this period.

General and administrative costs for the nine months ended May 31, 2025 increased $39 million, or 1%, over the nine months ended May 31, 2024, and decreased as a percentage of revenues to 6.1% from 6.5% during this period primarily due to lower labor costs.

Business Optimization Costs

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Operating income and operating margin for each of the geographic markets are as follows:

Three Months Ended Six Months Ended

February 28, 2025 February 29, 2024 February 28, 2025 February 29, 2024

Three Months Ended Nine Months Ended

May 31, 2025 May 31, 2024 May 31, 2025 May 31, 2024

(in millions of U.S.

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

Operating income for the second quarter of fiscal 2025 increased $198 million, or 10%, compared with the second quarter of fiscal 2024.

Operating margin for the second quarter of fiscal 2025 was 13.5%, compared with 13.0% for the second quarter of fiscal 2024.

Operating income for the six months ended February 28, 2025 increased $582 million, or 13%, compared with the six months ended February 29, 2024.

Operating margin for the six months ended February 28, 2025 was 15.1%, compared with 14.4% for the six months ended February 29, 2024.

Operating income for the third quarter of fiscal 2025 increased $352 million, or 13%, compared with the third quarter of fiscal 2024.

Operating margin for the third quarter of fiscal 2025 was 16.8%, compared with 16.0% for the third quarter of fiscal 2024.

Operating income for the nine months ended May 31, 2025 increased $934 million, or 13%, compared with the nine months ended May 31, 2024.

Operating margin for the nine months ended May 31, 2025 was 15.7%, compared with 14.9% for the nine months ended May 31, 2024.

Geographic Markets

We estimate that the aggregate percentage impact of foreign currency exchange rates on our operating income during the three and six months ended February 28, 2025 was similar to that disclosed for revenue for each geographic market.

We estimate that the aggregate percentage impact of foreign currency exchange rates on our operating income during the three and nine months ended May 31, 2025 was similar to that disclosed for revenue for each geographic market.

Additionally, costs associated with our business optimization actions did not impact fiscal 2025 operating income as the actions were completed in fiscal 2024.

The commentary below provides insight into other factors affecting geographic market performance and operating income for the three and six months ended February 28, 2025 compared with the three and six months ended February 29, 2024:

The commentary below provides insight into other factors affecting geographic market performance and operating income for the three and nine months ended May 31, 2025 compared with the three and nine months ended May 31, 2024:

• Three Months.

Operatin g income increased primarily due to revenue growth, partially offset by a decline in contract profitability.

• Six Months.

Operatin g income increased primarily due to revenue growth and an increase in consulting contract profitability.

• Nine Months.

Operatin g income increased primarily due to revenue growth, partially offset by a decline in contract profitability.

• Three Months.

Operatin g income increased primarily due to revenue growth, partially offset by a decline in contract profitability.

• Six Months.

Operatin g income was relatively flat, as revenue growth was offset by higher labor costs .

• Nine Months.

Operatin g income increased primarily due to revenue growth, partially offset by a decline in contract profitability.

• Three Months.

Opera ting income decreased primarily due to a decline in contract profitability.

• Six Months.

Operating income was relatively flat as revenue growth was offset by a decline in contract profitability.

Opera ting income increased primarily due to revenue growth.

• Nine Months.

Operating income increased slightly as revenue growth was offset by a decline in contract profitability.

ACCENTURE FORM 10-Q

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Operating Income and Operating Margin Excluding Fiscal 2024 Business Optimization Costs (Non-GAAP)

The business optimization costs reduced operating margin for the second quarter of fiscal 2024 by 70 basis points .

Operating margin for the second quarter of fiscal 2025 was 13.5% compared to adjusted operating margin for the second quarter of fiscal 2024 of 13.7%.

The business optimization costs reduced operating margin for the six months ended February 29, 2024 by 80 basis points.

Operating margin for the six months ended February 28, 2025 was 15.1% compared to adjusted operating margin for the six months ended February 29, 2024 of 15.2%.

The business optimization costs reduced operating margin for the third quarter of fiscal 2024 by 40 basis points .

Operating margin for the third quarter of fiscal 2025 was 16.8% compared to adjusted operating margin for the third quarter of fiscal 2024 of 16.4%.

The business optimization costs reduced operating margin for the nine months ended May 31, 2024 by 70 basis points.

Operating margin for the nine months ended May 31, 2025 was 15.7% compared to adjusted operating margin for the nine months ended May 31, 2024 of 15.6%.

Three Months Ended

February 28, 2025 February 29, 2024

May 31, 2025 May 31, 2024

(in millions of U.S.

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Total $ 2,983 16.8 % $ 2,631 $ 77 $ 2,708 16.4 % $ 274

Six Months Ended

February 28, 2025 February 29, 2024

Nine Months Ended

May 31, 2025 May 31, 2024

(in millions of U.S.

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Interest Income

Interest income for the second quarter of fiscal 2025 was $76 million, an increase of $11 million, or 17%, over the second quarter of fiscal 2024.

The increase was primarily due to a higher average cash balance.

Interest income for the six months ended February 28, 2025 was $152 million, a decrease of $15 million or 9% from the six months ended February 29, 2024.

The decrease was primarily due to lower interest rates and a lower average cash balance.

Interest income for the third quarter of fiscal 2025 was $79 million, an increase of $25 million over the third quarter of fiscal 2024 primarily due to a higher average cash balance.

Interest income for the nine months ended May 31, 2025 was $231 million, an increase of $10 million over the nine months ended May 31, 2024.

Interest Expense

Interest expense for the second quarter of fiscal 2025 was $65 million, an increase of $54 million over the second quarter of fiscal 2024.

Interest expense for the six months ended February 28, 2025 was $95 million, an increase of $70 million over the six months ended February 29, 2024.

The increase for the three and six months ended February 28, 2025 was primarily due to an increase in long-term debt compared to the three and six months ended February 29, 2024.

Interest expense for the third quarter of fiscal 2025 was $68 million, an increase of $56 million over the third quarter of fiscal 2024.

Interest expense for the nine months ended May 31, 2025 was $162 million, an increase of $126 million over the nine months ended May 31, 2024.

The increase for the three and nine months ended May 31, 2025 was primarily due to an increase in long-term debt compared to the three and nine months ended May 31, 2024.

Other Income (Expense), net

Other income (expense), net primarily consists of foreign currency gains and losses, non-operating components of pension expense, as well as gains and losses associated with our investments.

During the three and six months ended February 28, 2025, Other income (expense), net increased $38 million and $35 million over the three and six months ended February 29, 2024, respectively, primarily due to lower foreign currency exchange losses.

During the third quarter of fiscal 2025, Other income (expense), net decreased $24 million from the third quarter of fiscal 2024 primarily due to higher foreign currency exchange losses, partially offset by higher gains on investments.

During the nine months ended May 31, 2025, Other income (expense), net increased $11 million over the nine months ended May 31, 2024.

For additional information, see Note 1 (Basis of Presentation) to our Consolidated Financial Statements under Item 1, “Financial Statements."

Income Tax Expense

The effective tax rates for the second quarter of fiscal 2025 and 2024 were 20.4% and 18.4%, respectively.

The higher effective tax rate was primarily due to lower tax benefits from share-based payments.

The effective tax rate for both the six months ended February 28, 2025 and February 29, 2024 was 21.1%.

The effective tax rates for the third quarter of fiscal 2025 and 2024 were 24.0% and 25.4%, respectively.

The lower effective tax rate was primarily due to lower tax expense from changes in the geographic distribution of earnings, partially offset by higher expense from adjustments to prior year tax liabilities.

The effective tax rates for the nine months ended May 31, 2025 and 2024 were 22.1% and 22.6%, respectively.

The lower effective tax rate was primarily due to lower tax expense from changes in the geographic distribution of earnings.

ACCENTURE FORM 10-Q

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Income Tax Expense Excluding Fiscal 2024 Business Optimization Costs (Non-GAAP)

Excluding the business optimization costs of $115 million and $255 million, and related reduction in tax expense of $28 million and $62 million, our adjusted effective tax rates were 18.8% and 21.2% for the three and six months ended February 29, 2024, respectively.

Excluding the business optimization costs of $77 million and $332 million, and related reduction in tax expense of $24 million and $86 million, our adjusted effective tax rates were 25.5% and 22.8% for the three and nine months ended May 31, 2024, respectively.

Earnings Per Share

Diluted earnings per share were $2.82 for the second quarter of fiscal 2025, compared with $2.63 for the second quarter of fiscal 2024.

Diluted earnings per share were $6.42 for the six months ended February 28, 2025, compared with $5.73 for the six months ended February 29, 2024.

Diluted earnings per share were $3.49 for the third quarter of fiscal 2025, compared with $3.04 for the third quarter of fiscal 2024.

Diluted earnings per share were $9.90 for the nine months ended May 31, 2025, compared with $8.77 for the nine months ended May 31, 2024.

For information regarding our earnings per share calculations, see Note 3 (Earnings Per Share) to our Consolidated Financial Statements under Item 1, “Financial Statements.”

Earnings Per Share Excluding Fiscal 2024 Business Optimization Costs (Non-GAAP)

The business optimization costs of $87 million and $193 million, net of related taxes, decreased diluted earnings per share by $0.14 and $0.30 for the three and six months ended February 29, 2024, respectively.

Adjusted diluted earnings per share were $2.77 and $6.04 for the three and six months ended February 29, 2024, respectively.

Three Months Ended Six Months Ended

February 29, 2024 As Reported $ 2.63 $ 5.73

The business optimization costs of $54 million and $247 million, net of related taxes, decreased diluted earnings per share by $0.08 and $0.39 for the three and nine months ended May 31, 2024, respectively.

Adjusted diluted earnings per share were $3.13 and $9.16 for the three and nine months ended May 31, 2024, respectively.

Three Months Ended Nine Months Ended

May 31, 2024 As Reported $ 3.04 $ 8.77

Business optimization costs 0.12 0.52

Tax effect of business optimization costs (1) (0.04) (0.13)

February 29, 2024 As Adjusted $ 2.77 $ 6.04

February 28, 2025 As Reported $ 2.82 $ 6.42

May 31, 2024 As Adjusted $ 3.13 $ 9.16

May 31, 2025 As Reported $ 3.49 $ 9.90

Amounts in tables may not total due to rounding.

(1) The income tax effect of business optimization costs includes both the current and deferred income tax impact and was calculated by using the relevant tax rate of the country where the adjustments were recorded.

Changes in diluted earnings per share for the three and six months ended February 28, 2025 compared to adjusted diluted earnings per share for the three and six months ended February 29, 2024 were due to the following factors:

Three Months Ended Six Months Ended

February 29, 2024 As Adjusted $ 2.77 $ 6.04

Changes in diluted earnings per share for the three and nine months ended May 31, 2025 compared to adjusted diluted earnings per share for the three and nine months ended May 31, 2024 were due to the following factors:

Three Months Ended Nine Months Ended

May 31, 2024 As Adjusted $ 3.13 $ 9.16

Revenue and operating results 0.32 0.73

Effective tax rate 0.07 0.09

Lower share count 0.03 0.05

Non-operating income (0.06) (0.13)

Effective tax rate (0.06) 0.01

February 28, 2025 As Reported $ 2.82 $ 6.42

May 31, 2025 As Reported $ 3.49 $ 9.90

Liquidity and Capital Resources

As of February 28, 2025, Cash and cash equivalents was $8.5 billion, compared with $5.0 billion as of August 31, 2024.

As of May 31, 2025, Cash and cash equivalents was $9.6 billion, compared with $5.0 billion as of August 31, 2024.

Cash flows from operating, investing and financing activities, as reflected in our Consolidated Cash Flows Statements, are summarized in the following table:

Six Months Ended

Nine Months Ended

(in millions of U.S.

dollars) February 28, 2025 February 29, 2024 Change

dollars) May 31, 2025 May 31, 2024 Change

Net cash provided by (used in):

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Financing activities:

The $3,964 million increase in financing cash flows was primarily due to net proceeds from borrowings.

The $1,961 million increase in financing cash flows was primarily due to higher net proceeds from borrowings.

For additional information, see Note 9 (Borrowings and Indebtedness) to our Consolidated Financial Statements under Item 1, “Financial Statements.”

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On September 30, 2024, we filed a registration statement on Form S-3, pursuant to which Accenture plc’s wholly owned finance subsidiaries Accenture Capital and Accenture Global Capital DAC may issue debt securities.

As of February 28, 2025, we had outstanding long-term debt in the form of senior unsecured notes issued by Accenture Capital in an aggregate principal amount of $5 billion, which mature from 2027 through 2034.

As of May 31, 2025, we had outstanding long-term debt in the form of senior unsecured notes issued by Accenture Capital in an aggregate principal amount of $5 billion, which mature from 2027 through 2034.

Accenture plc fully and unconditionally guarantees these notes, as well as all future debt securities that may be issued by these entities.

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exchangeable shares held by current and former members of Accenture Leadership and their permitted transferees.

Our share purchase activity during the six months ended February 28, 2025 is as follows:

Our share purchase activity during the nine months ended May 31, 2025 is as follows:

Accenture plc Class A

10 unchanged sentences

These shares are held as treasury shares by Accenture plc and may be utilized to provide for select employee benefits, such as equity awards to our employees.

(2) During the six months ended February 28, 2025, as authorized under our various employee equity share plans, we acquired Accenture plc Class A ordinary shares primarily via share withholding for payroll tax obligations due from employees and former employees in connection with the delivery of Accenture plc Class A ordinary shares under those plans.

(2) During the nine months ended May 31, 2025, as authorized under our various employee equity share plans, we acquired Accenture plc Class A ordinary shares primarily via share withholding for payroll tax obligations due from employees and former employees in connection with the delivery of Accenture plc Class A ordinary shares under those plans.

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.

13 unchanged sentences

See Note 1 (Basis of Presentation) to our Consolidated Financial Statements under Item 1, “Financial Statements.”

ACCENTURE FORM 10-Q

Quantitative and Qualitative Disclosures About Market Risk 35

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-Q

Item 2. Management’s Discussion and Analysis