What changed in this filing

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Item 2. Management’s Discussion and Analysis

2025-12-18 compared with 2025-06-20 · 110 added, 217 removed, 172 unchanged (66% of the section changed)

Management’s Discussion and Analysis of Financial Condition and Results of Operations 24

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.

Revenues for the first quarter of fiscal 2026 increased 6% in U.S.

dollars and 5% in local currency compared to the first quarter of fiscal 2025.

During the first quarter of fiscal 2026, revenue growth in local currency was very strong in Asia Pacific and solid in the Americas and EMEA.

We experienced local currency revenue growth that was very strong in Financial Services and Communications, Media & Technology, solid in Products and modest in Resources, partially offset by a slight decline in Health & Public Service.

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

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 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.

This includes moving to the cloud, embedding security and responsible AI across the enterprise and leveraging our change capabilities to help our clients build new skills and drive the successful adoption of new processes and technologies.

In addition, clients continue to be focused on initiatives designed to deliver cost savings and supply chain and operational resilience, as well as projects to accelerate growth and improve customer experiences.

In our consulting business, revenues for the first quarter of fiscal 2026 increased 4% in U.S.

dollars and 3% in local currency compared to the first quarter of fiscal 2025.

Consulting revenue growth in local currency for the first quarter of fiscal 2026 was driven by strong growth in Asia Pacific, modest growth in the Americas and slight growth in EMEA.

Our consulting revenue continues to be driven by helping our clients accelerate their reinvention, leveraging cloud, enterprise platforms, security, AI and data, including advanced AI, as well as our change capabilities to help clients build new skills and drive the successful adoption of new processes and technologies.

In addition, clients continue to be focused on initiatives designed to deliver cost savings, supply chain and operational resilience, as well as to accelerate growth and improve customer experiences.

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 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.

In addition, clients continue to be focused on transforming their operations through technology, data and AI, and leveraging our digital platforms and talent to drive productivity and operational cost savings.

In our managed services business, revenues for the first quarter of fiscal 2026 increased 8% in U.S.

dollars and 7% in local currency compared to the first quarter of fiscal 2025.

Managed services revenue growth in local currency for the first quarter of fiscal 2026 was driven by very strong growth in Asia Pacific and strong growth in EMEA and the Americas.

We continue to experience growing demand to assist clients with reinvented operations, application development and maintenance, and infrastructure management including cloud and security.

Clients continue to be focused on transforming their operations through technology, AI and data, and leveraging our proprietary assets and platforms and talent to drive productivity and cost savings.

As we are a global company, our revenues are denominated in multiple currencies and may be significantly affected by currency exchange rate fluctuations.

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dollars may be lower.

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.

dollar weakened against various currencies during the first quarter of fiscal 2026 compared to the first quarter of fiscal 2025, resulting in favorable currency translation and U.S.

dollar revenue growth that was 1.4% higher than our revenue growth in local currency.

Assuming that exchange rates stay within recent ranges for the remainder of fiscal 2026, we estimate that our full fiscal 2026 revenue growth in U.S.

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

dollars will be approximately 2% higher than our revenue growth in local currency.

People Metrics

Annualized Voluntary Attrition

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.

compared to 91% in the first quarter of fiscal 2025 compared to approximately 799,000 as of November 30, 2024

compared to 12% in the first quarter of fiscal 2025

Utilization for the first quarter of fiscal 2026 was 93%, compared to 91% in the first quarter of fiscal 2025.

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

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 solutions and services, given that compensation costs are the most significant portion of our operating expenses.

Our workforce, the majority of which serves our clients, was approximately 784,000 as of November 30, 2025, compared to approximately 779,000 as of August 31, 2025 and 799,000 as of November 30, 2024.

For the first quarter of fiscal 2026, annualized attrition, excluding involuntary terminations, was 13% compared to 12% in the first quarter of fiscal 2025.

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.

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Management’s Discussion and Analysis of Financial Condition and Results of Operations 25

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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Our ability to grow our revenues and maintain or increase our margin could be adversely affected if we are unable to:

match people and skills with the types or amounts of services and solutions clients are demanding;

match people and skills with the types or amounts of solutions and services clients are demanding;

recover or offset (increases) in compensation;

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Dollars Percent

Currency Nine Months Ended Percent

Dollars Percent

(in billions of U.S.

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

dollars) November 30, 2025 November 30, 2024

Consulting $ 9.9 $ 9.2 7 % 5 %

1 unchanged sentence

Total New Bookings $ 20.9 $ 18.7 12 % 10 %

Amounts in table may not total due to rounding.

We provide information regarding our new bookings, which include new contracts, including those acquired through acquisitions, as well as renewals, extensions and changes to existing contracts, because we believe doing so provides useful trend information regarding changes in the volume of our new business over time.

New bookings can vary significantly quarter to quarter depending in part on the timing of the signing of a small number of large managed services contracts.

The types of services and solutions clients are demanding and the pace and level of their spending may impact the conversion of new bookings to revenues.

The types of solutions and services clients are demanding and the pace and level of their spending may impact the conversion of new bookings to revenues.

For example, managed services bookings, which are typically for multi-year contracts, generally convert to revenue over a longer period of time compared to consulting bookings.

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

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

Results of Operations for the Three Months Ended November 30, 2025 Compared to the Three Months Ended November 30, 2024

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

1 unchanged sentence

Dollars Percent

Currency Nine Months Ended Percent

Dollars Percent

(in millions of U.S.

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

dollars) November 30, 2025 November 30, 2024

Geographic Markets

14 unchanged sentences

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.

Geographic Markets

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

Revenue growth was driven by the United States.

• Nine Months.

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

The following revenues commentary discusses the primary drivers of local currency revenue changes by geographic market for the first quarter of fiscal 2026 compared to the first quarter of fiscal 2025:

• Americas revenues increased 4% in local currency, led by growth in Banking & Capital Markets, Industrials and Software & Platforms, partially offset by a decline in Public Service, driven by our U.S.

federal business.

Revenue growth was driven by the United States.

• Three Months.

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 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.

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

• 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.

• EMEA revenues increased 4% in local currency, led by growth in Banking & Capital Markets, Insurance and Life Sciences.

Revenue growth was driven by the United Kingdom and Italy.

• Asia Pacific revenues increased 9% in local currency, led by growth in Banking & Capital Markets, Communications & Media and Public Service.

Revenue growth was driven by Japan and Australia.

Operating Expenses

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.

Operating expenses for the first quarter of fiscal 2026 increased $1,127 million, or 8%, compared to the first quarter of fiscal 2025, and increased as a percentage of revenues to 84.7% from 83.3% during the first quarter of fiscal 2025.

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

Cost of services is primarily driven by the cost of people serving our clients, which consists mainly of compensation, subcontractor and other payroll costs, and non-payroll costs such as facilities, technology and travel.

Cost of services includes a variety of activities such as:

contract delivery;

recruiting and training;

software development;

and integration of acquisitions.

Cost of services is primarily driven by the cost of people serving our clients, which consists mainly of compensation and other payroll costs, as well as non-payroll costs such as subcontractors, facilities, technology and travel.

Cost of services and the related gross margin may be impacted by several factors, including contract profitability, which includes the pricing on the work that we sell, as well as by the investments we make in our business, such as research and development to build assets, platforms and industry and functional solutions and strategic acquisitions, as well as in our people, such as total rewards and learning and professional development.

Sales and marketing costs are driven primarily by compensation costs for business development activities;

2 unchanged sentences

General and administrative costs primarily include costs for people that are non-client-facing, information systems, office space and certain acquisition-related costs.

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

Operating expenses by category are as follows:

Three Months Ended Nine Months Ended

Three Months Ended

(in millions of U.S.

dollars) May 31, 2025 May 31, 2024 Increase

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

dollars) November 30, 2025 November 30, 2024 Increase

Operating Expenses $ 15,868 84.7 % $ 14,741 83.3 % $ 1,127

5 unchanged sentences

Cost of Services

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.

Cost of services for the first quarter of fiscal 2026 increased $678 million, or 6%, over the first quarter of fiscal 2025, and decreased as a percentage of revenues to 66.9% compared to 67.1% during this period.

Gross margin for the first quarter of fiscal 2026 increased as a percentage of revenues to 33.1% from 32.9% during the first quarter of fiscal 2025.

The increase in gross margin was primarily due to a decrease in non-payroll costs.

Sales and Marketing

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.

Sales and marketing expense for the first quarter of fiscal 2026 increased $64 million, or 4%, over the first quarter of fiscal 2025, and decreased as a percentage of revenues to 10.0% from 10.2% during this period.

General and Administrative Costs

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.

General and administrative costs for the first quarter of fiscal 2026 increased $78 million, or 7%, over the first quarter of fiscal 2025, and increased as a percentage of revenues to 6.1% from 6.0% during this period.

Business Optimization Costs

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

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Management’s Discussion and Analysis of Financial Condition and Results of Operations 30

During the first quarter of fiscal 2026, we recorded business optimization costs of $308 million, primarily for employee severance.

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

Non-GAAP Financial Measures

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

Three Months Ended Nine Months Ended

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

Three Months Ended

November 30, 2025 November 30, 2024

(in millions of U.S.

4 unchanged sentences

Margin Increase

(Decrease) Operating

Income Operating

Margin Operating

Income Operating

Margin Increase

Americas $ 1,527 17 % $ 1,377 16 % $ 150

3 unchanged sentences

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.

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 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 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 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 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 increased primarily due to revenue growth.

• Nine Months.

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

Operating income for the first quarter of fiscal 2026 decreased $75 million, or 3%, compared with the first quarter of fiscal 2025.

Operating margin for the first quarter of fiscal 2026 was 15.3%, compared with 16.7% for the first quarter of fiscal 2025.

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

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

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%.

Geographic Markets

We estimate that the aggregate percentage impact of foreign currency exchange rates on our operating income during the first quarter of fiscal 2026 was similar to that disclosed for revenue for each geographic market.

Additionally, payroll costs for our geographic markets increased in line with revenues.

The commentary below provides insight into other factors affecting geographic market performance and operating income for the first quarter of fiscal 2026 compared with the first quarter of fiscal 2025:

• Americas operating income increased due to revenue growth and lower non-payroll costs, partially offset by the impact of business optimization costs.

• EMEA operating income decreased as revenue growth was offset by the impact of business optimization costs and higher non-payroll costs.

• Asia Pacific opera ting income decreased as revenue growth was offset by the impact of business optimization costs and higher non-payroll costs .

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

The business optimization costs reduced operating margin for the first quarter of fiscal 2026 by 170 basis points.

Adjusted operating margin for the first quarter of fiscal 2026 was 17.0%.

Three Months Ended

May 31, 2025 May 31, 2024

(in millions of U.S.

dollars) Operating

Income (GAAP) Operating

(GAAP) Operating

Income (GAAP) Business

Optimization (1) Operating

Income (Non-GAAP) Operating

Margin (Non-GAAP) Increase

Americas (2) $ 1,720 19 % $ 1,408 $ (4) $ 1,404 17 % $ 315

EMEA 753 12 750 75 825 14 (72)

Asia Pacific (2) 510 20 473 6 479 20 31

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

Nine Months Ended

May 31, 2025 May 31, 2024

November 30, 2025 November 30, 2024

(in millions of U.S.

dollars) Operating

Income (GAAP) Business Optimization (1) Operating Income (Non-GAAP) Operating

Margin (Non-GAAP) Operating

Income (GAAP) Operating

(GAAP) Operating

Income (GAAP) Business

Optimization (1) Operating

Income (Non-GAAP) Operating

Margin (Non-GAAP) Increase

Margin (GAAP) Increase

Americas $ 1,527 $ 67 $ 1,594 18 % $ 1,377 16 % $ 217

3 unchanged sentences

Amounts in tables may not total due to rounding.

(1) Costs recorded in connection with our business optimization initiatives, primarily for employee severance.

(2) 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.

(1) Costs recorded in connection with business optimization actions initiated during the fourth quarter of fiscal 2025 and completed during the first quarter of fiscal 2026, primarily for employee severance.

Interest Income

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 income for the first quarter of fiscal 2026 was $106 million, an increase of $30 million, or 40%, over the first quarter of fiscal 2025 primarily due to a higher average cash balance.

Interest Expense

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.

Interest expense for the first quarter of fiscal 2026 was $65 million, an increase of $35 million over the first quarter of fiscal 2025 primarily due to a higher average long-term debt balance.

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 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."

During the first quarter of fiscal 2026, Other income (expense), net increased $92 million from the first quarter of fiscal 2025 primarily due to higher gains on investments.

Income Tax Expense

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.

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Management’s Discussion and Analysis of Financial Condition and Results of Operations 32

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

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.

The effective tax rates for the first quarter of fiscal 2026 and 2025 were 24.5% and 21.6%, respectively.

The higher effective tax rate was primarily due to reduced benefits from adjustments to prior year tax liabilities.

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

Excluding the business optimization costs of $308 million and related reduction in tax expense of $57 million, our adjusted effective tax rate was 23.9% for the first quarter of fiscal 2026 .

Earnings Per Share

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.

Diluted earnings per share were $3.54 for the first quarter of fiscal 2026, compared with $3.59 for the first quarter of fiscal 2025.

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 $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

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

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

The business optimization costs of $250 million , net of related taxes, decreased diluted earnings per share by $0.40 for the first quarter of fiscal 2026.

Adjusted diluted earnings per share were $3.94 for the first quarter of fiscal 2026.

Three Months Ended

November 30, 2024 As Reported $ 3.59

November 30, 2025 As Reported 3.54

Business optimization costs 0.49

Tax effect of business optimization costs (1) (0.09)

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.

November 30, 2025 As Adjusted $ 3.94

(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 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

Changes in adjusted diluted earnings per share for the first quarter of fiscal 2026 compared to diluted earnings per share for the first quarter of fiscal 2025 were due to the following factors:

Three Months Ended

November 30, 2024 As Reported $ 3.59

Higher revenue and operating results 0.29

Higher non-operating income 0.11

Lower share count 0.06

Non-operating income (0.06) (0.13)

May 31, 2025 As Reported $ 3.49 $ 9.90

Lower net income attributable to noncontrolling interests 0.01

Higher effective tax rate (0.12)

November 30, 2025 As Adjusted $ 3.94

Liquidity and Capital Resources

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

As of November 30, 2025, Cash and cash equivalents was $9.6 billion, compared with $11.5 billion as of August 31, 2025.

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

Nine Months Ended

Three Months Ended

(in millions of U.S.

dollars) May 31, 2025 May 31, 2024 Change

dollars) November 30, 2025 November 30, 2024 Change

Net cash provided by (used in):

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Amounts in table may not total due to rounding.

ACCENTURE FORM 10-Q

Management’s Discussion and Analysis of Financial Condition and Results of Operations 33

Operating activities:

The $1,819 million increase in operating cash flows was primarily due to higher net income and changes in operating assets and liabilities, including lower spending on certain compensation payments.

The $642 million increase in operating cash flows was primarily due to changes in operating assets and liabilities.

Investing activities:

The $4,266 million decrease in cash used was primarily due to lower spending on business acquisitions.

The $119 million increase in cash used was primarily due to higher spending on business acquisitions.

For additional information, see Note 5 (Business Combinations) to our Consolidated Financial Statements under Item 1, “Financial Statements.”

Financing activities:

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

The $5,663 million decrease in financing cash flows was primarily due to lower net proceeds from borrowings as well as an increase in the net purchases of shares.

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

We believe that our current and longer-term working capital, investments and other general corporate funding requirements will be satisfied for the next twelve months and thereafter through cash flows from operations and, to the extent necessary, from our borrowing facilities and future financial market activities.

ACCENTURE FORM 10-Q

Management’s Discussion and Analysis of Financial Condition and Results of Operations 30

Substantially all of our cash is held in jurisdictions where there are no regulatory restrictions or material tax effects on the free flow of funds.

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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 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.

As of November 30, 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 nine months ended May 31, 2025 is as follows:

Our share purchase activity during the first quarter of fiscal 2026 is as follows:

Accenture plc Class A

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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 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.

(2) During the first quarter of fiscal 2026, 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.

5 unchanged sentences

The repurchase program may be accelerated, suspended, delayed or discontinued at any time, without notice.

ACCENTURE FORM 10-Q

Management’s Discussion and Analysis of Financial Condition and Results of Operations 34

Off-Balance Sheet Arrangements

4 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 31

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