What changed in this filing

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Item 1. Financial Statements

2026-08-06 compared with 2026-05-07 · 96 added, 56 removed, 355 unchanged (30% of the section changed)

3 unchanged sentences

(in thousands, except per share data)

Fiscal Quarter Ended

2026 March 29,

Fiscal Quarter Ended Fiscal Year-to-Date

2026 June 28,

Revenues $ 210,815 $ 186,878 $ 411,790 $ 368,729

18 unchanged sentences

(in thousands)

Fiscal Quarter Ended

2026 March 29,

Fiscal Quarter Ended Fiscal Year-to-Date

2026 June 28,

Net income $ 13,508 $ 12,122 $ 24,640 $ 30,124

54 unchanged sentences

(in thousands)

Fiscal quarter ended

2026 March 29,

Fiscal Year-to-Date Period Ended

2026 June 28,

OPERATING ACTIVITIES:

31 unchanged sentences

Noncash investing and financing activities:

Increase (decrease) in accounts payable and accrued expenses for property and equipment $ 52 $ ( 596 )

Decrease in accounts payable and accrued expenses for property and equipment $ ( 128 ) $ ( 585 )

Excise tax on share repurchases $ ( 462 ) $ ( 388 )

25 unchanged sentences

BALANCE AT APRIL 4, 2026 6,444,116 $ — $ 209,189 $ ( 10,799 ) $ 198,390

Net income — — 13,508 — 13,508

Foreign currency translation adjustment — — — ( 19 ) ( 19 )

Share-based compensation expense — 2,411 — — 2,411

Restricted shares vesting 9,457 — — — —

Redemption of vested employee restricted shares for tax withholding ( 4,306 ) ( 686 ) — — ( 686 )

Shares repurchased ( 192,945 ) ( 1,299 ) ( 26,541 ) — ( 27,840 )

Accrued excise tax on shares repurchased — — ( 270 ) — ( 270 )

Accrued dividends on unvested shares — — ( 14 ) — ( 14 )

Cash dividends paid ($ 0.57 per share)

— — ( 3,632 ) — ( 3,632 )

BALANCE AT JULY 4, 2026 6,256,322 $ 426 $ 192,240 $ ( 10,818 ) $ 181,848

See accompanying notes to the condensed consolidated financial statements.

18 unchanged sentences

BALANCE AT MARCH 29, 2025 6,789,893 $ 599 $ 240,028 $ ( 13,308 ) $ 227,319

Net income — — 12,122 — 12,122

Foreign currency translation adjustment — — — 3,823 3,823

Share-based compensation expense — 962 — — 962

Restricted shares vesting 4,487 — — — —

Redemption of vested employee restricted shares for tax withholding ( 2,144 ) ( 355 ) — — ( 355 )

Shares repurchased ( 230,673 ) ( 1,206 ) ( 41,944 ) — ( 43,150 )

Accrued excise tax on shares repurchased — — ( 428 ) — ( 428 )

Accrued dividends on unvested shares — — 77 — 77

Cash dividends paid ($ 0.49 per share)

— — ( 3,370 ) — ( 3,370 )

BALANCE AT JUNE 28, 2025 6,561,563 $ — $ 206,485 $ ( 9,485 ) $ 197,000

See accompanying notes to the condensed consolidated financial statements.

56 unchanged sentences

The following tables disaggregate CRA’s revenue by type of contract and geographic location (in thousands):

Fiscal Quarter Ended

Type of Contract April 4,

2026 March 29,

Fiscal Quarter Ended Fiscal Year-to-Date

Type of Contract July 4,

2026 June 28,

Consulting services revenues:

3 unchanged sentences

Revenues have been attributed to locations based on the location of the legal entity generating the revenues.

Fiscal Quarter Ended

Geographic Breakdown April 4,

2026 March 29,

Fiscal Quarter Ended Fiscal Year-to-Date

Geographic Breakdown July 4,

2026 June 28,

Consulting services revenues:

14 unchanged sentences

The following table presents CRA's bad debt expense, net of recoveries of previously written-off allowances (in thousands):

Fiscal Quarter Ended

2026 March 29,

Fiscal Quarter Ended Fiscal Year-to-Date

2026 June 28,

Bad debt expense (recovery), net $ ( 10 ) $ 129 $ ( 117 ) $ 563

3 unchanged sentences

The following expenses are subject to reimbursement (in thousands):

Fiscal Quarter Ended

2026 March 29,

Fiscal Quarter Ended Fiscal Year-to-Date

2026 June 28,

Reimbursable expenses $ 20,085 $ 19,615 $ 39,143 $ 36,121

8 unchanged sentences

CRA defines contract assets as assets for which it has recorded revenue because it determines that it is probable that it will earn a performance-based or contingent fee, but is not yet entitled to receive a fee because certain events, such as completion of the measurement period or client approval, must occur.

The contract assets balance was immaterial as of April 4, 2026, January 3, 2026, and December 28, 2024.

The contract assets balance was immaterial as of July 4, 2026, January 3, 2026, and December 28, 2024.

CRA INTERNATIONAL, INC.

8 unchanged sentences

CRA recognized the following revenue that was included in the contract liabilities balance as of the opening of the respective period or for performance obligations satisfied in previous periods (in thousands):

Fiscal Quarter Ended

2026 March 29,

Fiscal Quarter Ended Fiscal Year-to-Date

2026 June 28,

Amounts included in contract liabilities at the beginning of the period $ 4,127 $ 2,567 $ 8,339 $ 6,983

5 unchanged sentences

The principal amount of forgivable loans and accrued interest is forgiven by CRA over the term of the loans, so long as the employee or non-employee expert continues employment or affiliation with CRA and complies with certain contractual requirements.

During the fiscal quarter ended April 4, 2026 and fiscal year ended January 3, 2026 there were no balances due under these loans for which the full principal and interest were not forgiven or not collected upon termination of employment or affiliation with CRA.

During the fiscal year-to-date period ended July 4, 2026 and fiscal year ended January 3, 2026 there were no balances due under these loans for which the full principal and interest were not forgiven or not collected upon termination of employment or affiliation with CRA.

The forgiveness of the principal amount of the loans is recorded as compensation over the service period, which is consistent with the term of the loans.

The following table presents forgivable loan activity for the respective periods (in thousands):

Fiscal Quarter Ended Fiscal Year Ended

Fiscal Year-to-Date Period Ended Fiscal Year Ended

2026 January 3,

11 unchanged sentences

_______________________________

(1) Relates to the reclassification of performance awards previously recorded as accrued expenses or forgivable loans that have been reclassified to other receivables.

CRA INTERNATIONAL, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued)

(2) During the fiscal quarter ended April 4, 2026, approximately $ 0.1 million of amortization was accelerated due to involuntary terminations.

(1) Relates to the reclassification of performance awards previously recorded as accrued expenses or forgivable loans that have been reclassified to other receivables.

(2) During the fiscal year-to-date period ended July 4, 2026, approximately $ 0.1 million of amortization was accelerated due to involuntary terminations.

During the fiscal year ended January 3, 2026, approximately $ 1.1 million of amortization was accelerated due to terminations.

Goodwill and Intangible Assets

The changes in the carrying amount of goodwill for the fiscal quarter ended April 4, 2026 are summarized as follows (in thousands):

The changes in the carrying amount of goodwill for the fiscal year-to-date period ended July 4, 2026 are summarized as follows (in thousands):

Goodwill, at January 3, 2026 $ 166,611

2 unchanged sentences

Foreign currency translation adjustment ( 133 )

Goodwill, net at April 4, 2026 $ 94,473

Goodwill, net at April 4, 2026 is comprised of goodwill of $ 166.4 million and accumulated impairment of $ 71.9 million.

There were no impairment losses related to goodwill during the fiscal quarter ended April 4, 2026 or during the fiscal year ended January 3, 2026.

Goodwill, net at July 4, 2026 $ 94,585

Goodwill, net at July 4, 2026 is comprised of goodwill of $ 166.5 million and accumulated impairment of $ 71.9 million.

There were no impairment losses related to goodwill during the fiscal year-to-date period ended July 4, 2026 or during the fiscal year ended January 3, 2026.

Intangible assets that are separable from goodwill and have determinable useful lives are valued separately and amortized using the straight-line method over their expected useful lives.

There were no impairment losses related to intangible assets during the fiscal quarter ended April 4, 2026 or during the fiscal year ended January 3, 2026.

There were no impairment losses related to intangible assets during the fiscal year-to-date period ended July 4, 2026 or during the fiscal year ended January 3, 2026.

The components of acquired identifiable intangible assets are as follows (in thousands):

April 4, 2026 January 3, 2026

July 4, 2026 January 3, 2026

(in years) Gross Carrying Amount Accumulated Amortization Net Carrying Amount Gross Carrying Amount Accumulated Amortization Net Carrying Amount

1 unchanged sentence

$ 15,300 $ ( 10,379 ) $ 4,921 $ 15,300 $ ( 9,614 ) $ 5,686

Amortization expense related to intangible assets was $ 0.4 million for both the fiscal quarters ended April 4, 2026 and March 29, 2025.

Amortization expense related to intangible assets was $ 0.4 million and $ 0.8 million for the fiscal quarter and fiscal year-to-date period ended July 4, 2026, respectively.

Amortization expense related to intangible assets was $ 0.4 million and $ 0.8 million for the fiscal quarter and fiscal year-to-date period ended June 28, 2025, respectively.

Accrued Expenses

6 unchanged sentences

Total accrued expenses $ 138,776 $ 223,460

As of April 4, 2026 and January 3, 2026, approximate ly $ 68.8 million and $ 161.5 million, respectively, of accrued bonuses were included above in “Compensation and related expense s.”

CRA INTERNATIONAL, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued)

For the fiscal quarters ended April 4, 2026 and March 29, 2025, the effective income tax rate (“ETR”) was 36.0 % and 27.0 %, respectively.

The ETR for the fiscal quarter ended April 4, 2026 was higher than the fiscal quarter ended March 29, 2025 primarily due to an increase in nondeductible executive compensation, the recording of a valuation allowance in a foreign jurisdiction, and a decrease in tax benefit related to share-based compensation, partially offset by a decrease to a prior year tax reserve.

As of July 4, 2026 and January 3, 2026, approximate ly $ 97.4 million and $ 161.5 million, respectively, of accrued bonuses were included above in “Compensation and related expense s.”

For the fiscal quarters ended July 4, 2026 and June 28, 2025, the effective income tax rate (“ETR”) was 32.9 % and 29.2 %, respectively.

The ETR for the fiscal quarter ended July 4, 2026 was higher than the fiscal quarter ended June 28, 2025 primarily due to an increase in nondeductible executive compensation partially offset by a remeasurement of deferred tax assets related to changes in current-year state apportionment.

For the fiscal year-to-date periods ended July 4, 2026 and June 28, 2025, CRA's ETR was 34.3 % and 27.9 %, respectively.

The ETR for the current fiscal year-to-date period was higher than the prior year-to-date period primarily due to an increase in nondeductible executive compensation, the recording of a valuation allowance in a foreign jurisdiction, and a decrease in the tax benefit related to share-based compensation.

The increase was partially offset due to the remeasurement of deferred tax assets related to changes in current-year state apportionment and a decrease to a prior year tax reserve.

Net Income Per Share

1 unchanged sentence

CRA calculates diluted earnings per share using the more dilutive of either the two-class method or the treasury stock method.

The two-class method was more dilutive for the fiscal quarters ended April 4, 2026 and March 29, 2025.

The two-class method was more dilutive for the fiscal quarters and fiscal year-to-date periods ended July 4, 2026 and June 28, 2025.

Under the two-class method, net earnings are allocated to each class of common stock and participating security as if all net earnings for the period had been distributed.

CRA's participating securities consist of unvested share-based payment awards that contain a nonforfeitable right to receive dividends and therefore are considered to participate in undistributed earnings with common shareholders.

Net earnings allocable to these participating securities were not material for the fiscal quarters ended April 4, 2026 and March 29, 2025.

Net earnings allocable to these participating securities were not material for the fiscal quarters and fiscal year-to-date periods ended July 4, 2026 and June 28, 2025.

The following table presents the calculation of basic and diluted net income per share (in thousands, except per share data):

Fiscal Quarter Ended

2026 March 29,

Fiscal Quarter Ended Fiscal Year-to-Date

2026 June 28,

Net income — basic $ 13,508 $ 12,122 $ 24,640 $ 30,124

8 unchanged sentences

Anti-dilutive share-based awards are excluded from the calculation of common stock equivalents for purposes of computing diluted weighted average shares outstanding.

There were no anti-dilutive share-based awards for the fiscal quarters ended April 4, 2026 and March 29, 2025.

Credit Agreement

CRA is party to a Credit Agreement, dated as of August 19, 2022 (as amended, the "Credit Agreement") with Bank of America, N.A., as swingline lender, a letter of credit issuing bank and administrative agent, and with Citizens Bank, N.A., as a letter of credit issuing bank.

The Credit Agreement provides CRA with a $ 250.0 million revolving credit facility, which may be decreased at CRA's option to $ 200.0 million during the period from July 16 in a year through January 15 in the next year.

Additionally, for the period from January 16 to July 15 of each calendar year, CRA may elect to not increase the revolving

For the fiscal quarter and fiscal year-to-date period ended July 4, 2026,

CRA INTERNATIONAL, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued)

credit facility to $ 250.0 million.

the anti-dilutive share-based awards that were excluded from the calculation of common stock equivalents for purposes of computing diluted weighted average shares outstanding amounted to 10,163 and 2,541 shares, respectively.

For the fiscal quarter and fiscal year-to-date period ended June 28, 2025, the anti-dilutive share-based awards that were excluded from the calculation of common stock equivalents for purposes of computing diluted weighted average shares outstanding amounted to 5,229 and 1,283 shares, respectively.

Credit Agreement

CRA is party to a Credit Agreement, dated as of August 19, 2022 (as amended, the "Existing Credit Agreement") with Bank of America, N.A., as swingline lender, a letter of credit issuing bank and administrative agent, and with Citizens Bank, N.A., as a letter of credit issuing bank.

The Existing Credit Agreement provides CRA with a $ 300.0 million revolving credit facility, which may be decreased at CRA's option to $ 240.0 million during the period from July 16 in a year through January 15 in the next year.

Additionally, for the period from January 16 to July 15 of each calendar year, CRA may elect to not increase the revolving credit facility to $ 300.0 million.

The revolving credit facility includes a $ 25.0 million sublimit for the issuance of letters of credit.

Under the Credit Agreement, CRA must comply with various financial and non-financial covenants.

Under the Existing Credit Agreement, CRA must comply with various financial and non-financial covenants.

The primary financial covenants consist of a maximum consolidated net leverage ratio of 3.0 to 1.0 and a minimum consolidated interest coverage ratio of 2.5 to 1.0.

1 unchanged sentence

Any indebtedness outstanding under the revolving credit facility may become immediately due upon the occurrence of stated events of default, including CRA's failure to pay principal, interest or fees, or upon the breach of any covenant.

As of April 4, 2026, CRA was in compliance with the covenants of the Credit Agreement.

There were $ 192.0 million and $ 34.0 million in borrowings outstanding under the revolving credit facility as of April 4, 2026 and January 3, 2026, respectively.

The amounts available under the revolving credit facility were reduced by certain letters of credit outstanding, which amounted to $ 3.8 million, as of both April 4, 2026 and January 3, 2026.

As of July 4, 2026, CRA was in compliance with the covenants of the Existing Credit Agreement.

There were $ 219.0 million and $ 34.0 million in borrowings outstanding under the revolving credit facility as of July 4, 2026 and January 3, 2026, respectively.

The amounts available under the revolving credit facility were reduced by certain letters of credit outstanding, which amounted to $ 3.7 million and $ 3.8 million, as of July 4, 2026 and January 3, 2026, respectively.

CRA has chosen to classify the revolver as a current liability in its condensed consolidated balance sheet, as CRA has the intent to repay the amount within 12 months after the balance sheet date.

7 unchanged sentences

CRA manages its business globally within one operating segment, professional and consulting services, in accordance with ASC Topic 280, Segment Reporting .

The accounting policies of the professional and consulting services segment are the same as those described in Note 1 of our Annual Report on Form 10-K for the fiscal year ended January 3, 2026, filed with the SEC on February 26, 2026.

The chief operating decision maker, which is our Chief Executive Officer, assesses performance for the professional and consulting services segment and decides how to allocate resources based on consolidated net income that is also reported in the condensed consolidated statements of operations as net income.

The measure of segment assets is reported in the condensed consolidated balance sheets as total assets.

The following table represents consolidated net income reported by segment revenue, segment profit or loss, and significant segment expenses (in thousands):

The accounting policies of the professional and consulting services segment are the same as those described in Note 1 of CRA's Annual Report on Form 10-K for the fiscal year ended January 3, 2026, filed with the SEC on February 26, 2026.

The chief operating decision maker, which is CRA's Chief Executive Officer, assesses performance for the professional and consulting services segment and decides how to allocate resources based on consolidated net income that is also reported in

CRA INTERNATIONAL, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued)

Fiscal Quarter Ended

2026 March 29,

the condensed consolidated statements of operations as net income.

The measure of segment assets is reported in the condensed consolidated balance sheets as total assets.

The following table represents consolidated net income reported by segment revenue, segment profit or loss, and significant segment expenses (in thousands):

Fiscal Quarter Ended Fiscal Year-to-Date

2026 June 28,

Revenues $ 210,815 $ 186,878 $ 411,790 $ 368,729

11 unchanged sentences

Subsequent Events

On May 4, 2026, the Credit Agreement was amended and restated to increase the capacity of the revolving credit facility by $ 50.0 million to $ 300.0 million.

On May 7, 2026, CRA announced that its Board of Directors declared a quarterly cash dividend of $ 0.57 per common share, payable on June 12, 2026 to shareholders of record as of May 26, 2026.

On July 31, 2026, CRA and its subsidiaries CRA International (UK) Limited (the “UK Borrower”) and CRA International Limited (the “Canadian Borrower” and, together with the UK Borrower, the “Designated Borrowers”;

the Designated Borrowers, together with the Company, the “Borrowers”) entered into an Amended and Restated Credit Agreement (the “Credit Agreement”) among the Borrowers, Bank of America, N.A., as swingline lender, a letter of credit issuing bank and administrative agent, and the other letter of credit issuing banks and lenders party thereto.

The Credit Agreement amends and restates the Company’s Credit Agreement, dated as of August 19, 2022.

The Credit Agreement provides for aggregate credit facilities of up to $ 400 million, consisting of a $ 325 million revolving credit facility and a $ 75 million term loan facility.

On August 6, 2026, CRA announced that its Board of Directors declared a quarterly cash dividend of $ 0.57 per common share, payable on September 14, 2026 to shareholders of record as of August 25, 2026.

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 1. Financial Statements