FACTSET RESEARCH SYSTEMS INC 10-K

ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA Index to Consolidated Financial Statements Page Management’s Statement of Responsibility for Financial Statements 49 Management’s Report on Internal Control O ver Financial Reporting 49 Reports of Independent Registered Public Accounting Firm Reports of Independent Registered Public Accounting Firm (PCAOB ID: 42 ) 51 Consolidated Financial Statements: Consolidated Statements of Income for the years ended August 31, 2024, 2023 and 2022 55 Consolidated Statements of Comprehensive Income for the years ended August 31, 202 4 , 202 3 and 202 2 56 Consolidated Balance Sheets at August 31, 202 4 and 202 3 57 Consolidated Statements of Cash Flows for the years ended August 31, 202 4 , 202 3 and 202 2 58 Consolidated Statements of Changes in Stockholders’ Equity for the years ended August 31, 202 4 , 202 3 and 202 2 59 Notes to the Consolidated Financial Statements 60 Financial Statement Schedule: Schedule II – Valuation and Qualifying Accounts 98 48 Table of Contents Management’s Statement of Responsibility for Financial Statements Our management prepares and is responsible for the fairness, integrity and objectivity of our Consolidated Financial Statements. The accompanying Consolidated Financial Statements have been prepared in conformity with accounting principles generally accepted in the United States of America ("GAAP") and include amounts based on our management’s estimates and judgments. All financial information in this Report on Form 10-K has been presented on a basis consistent with the information included in the accompanying financial statements. Our policies and practices reflect corporate governance initiatives that are compliant with the listing requirements of the New York Stock Exchange, the NASDAQ Stock Market and the corporate governance requirements of the Sarbanes-Oxley Act of 2002. Our management, with oversight by our Board of Directors, has established and maintains a strong ethical climate so that our affairs are conducted to the highest standards of personal and corporate conduct. We maintain accounting systems, including internal accounting controls, designed to provide reasonable assurance of the reliability of financial records and the protection of assets. The concept of reasonable assurance is based on recognition that the cost of a system should not exceed the related benefits. The effectiveness of those systems depends primarily upon the careful selection of financial and other managers, clear delegation of authority and assignment of accountability, inculcation of high business ethics and conflict-of-interest standards, policies and procedures for coordinating the management of corporate resources, and the leadership and commitment of top management. In compliance with the Sarbanes-Oxley Act of 2002, we assessed our internal control over financial reporting as of August 31, 2024 and issued a report (see below). Management’s Report on Internal Control Over Financial Reporting Our management is responsible for establishing and maintaining adequate internal control over financial reporting for FactSet. Internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with GAAP. Internal control over financial reporting includes those policies and procedures that (i) pertain to the maintenance of records that in reasonable detail accurately and fairly reflect the transactions and dispositions of our assets; (ii) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles and that our receipts and expenditures are being made only in accordance with authorizations of our management and directors; and (iii) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of our assets that could have a material effect on the financial statements. Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions or that the degree of compliance with the policies or procedures may deteriorate. Our management (with the participation of the Chief Executive Officer and Chief Financial Officer) conducted an evaluation of the effectiveness of our internal control over financial reporting based on the framework in Internal Control—Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission. Based on this evaluation, our management concluded that our internal control over financial reporting was not effective as of August 31, 2024 as a result of the material weakness in internal control over financial reporting described below. Our management has identified certain control deficiencies related to the design and operation of our information technology (“IT”) general controls (“ITGCs”) that support our revenues, accounts receivable, and deferred revenues processes which, in the aggregate, rise to a material weakness in internal control over financial reporting. The deficiencies related to program change management and user access in connection with segregation of duties and restriction to appropriate users. As a result, the automated controls and IT dependent manual business process controls that rely upon information from the affected financial applications were also deemed not effective. A material weakness is a deficiency, or a combination of deficiencies, in internal control over financial reporting, such that there is a reasonable possibility that a material misstatement of a company’s annual or interim financial statements will not be prevented or detected on a timely basis. While we have concluded that these control deficiencies did not result in any material misstatements in our Consolidated Financial Statements or disclosures in any of the fiscal years ended August 31, 2024, 2023 or 2022, they were not remediated as of August 31, 2024, and thus created a reasonable possibility that they could result in a material misstatement to the Consolidated Financial Statements that would not be prevented or detected on a timely basis. Accordingly, we determined that these control deficiencies constituted a material weakness. After giving full consideration to the material weakness, and the additional analyses and other procedures we performed to ensure that our Consolidated Financial Statements included in this Annual Report on Form 10-K were prepared in accordance 49 Table of Contents with GAAP, our management has concluded that our Consolidated Financial Statements present fairly, in all material respects, our financial position, results of operations and cash flows for the periods disclosed in conformity with GAAP. Ernst & Young LLP (PCAOBID: 42), an independent registered public accounting firm, has audited the effectiveness of our internal control over financial reporting and has issued an adverse opinion on the effectiveness of our internal control over financial reporting as stated in their report on the subsequent page. 50 Table of Contents Report of Independent Registered Public Accounting Firm To the Stockholders and the Board of Directors of FactSet Research Systems Inc. Opinion on the Financial Statements We have audited the accompanying consolidated balance sheets of FactSet Research Systems Inc. (the Company) as of August 31, 2024 and 2023, the related consolidated statements of income, comprehensive income, changes in stockholders’ equity and cash flows for each of the three years in the period ended August 31, 2024, and the related notes and financial statement schedule listed in the Index at Item 15(a) (collectively referred to as the “consolidated financial statements”). In our opinion, the consolidated financial statements present fairly, in all material respects, the financial position of the Company at August 31, 2024 and 2023, and the results of its operations and its cash flows for each of the three years in the period ended August 31, 2024, in conformity with U.S. generally accepted accounting principles. We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the Company’s internal control over financial reporting as of August 31, 2024, based on criteria established in Internal Control—Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (2013 framework), and our report dated October 29, 2024 expressed an adverse opinion thereon. Basis for Opinion These financial statements are the responsibility of the Company’s management. Our responsibility is to express an opinion on the Company’s financial statements based on our audits. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB. We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audits provide a reasonable basis for our opinion. Critical Audit Matter The critical audit matter communicated below is a matter arising from the current period audit of the financial statements that was communicated or required to be communicated to the audit committee and that: (1) relates to accounts or disclosures that are material to the financial statements and (2) involved our especially challenging, subjective or complex judgments. The communication of the critical audit matter does not alter in any way our opinion on the consolidated financial statements, taken as a whole, and we are not, by communicating the critical audit matter below, providing a separate opinion on the critical audit matter or on the account or disclosure to which it relates. 51 Table of Contents Measurement of income tax provision Description of the Matter As discussed in Note 2, Summary of Significant Accounting Policies, and Note 10, Income Taxes, of the Consolidated Financial Statements, the Company serves international markets and is subject to income taxes in the U.S. and numerous foreign jurisdictions, which affect the Company’s provision for income taxes. The tax provision is an estimate based on management’s understanding of current enacted tax laws and tax rates of each tax jurisdiction and the use of subjective allocation methodologies to allocate taxable income to tax jurisdictions based upon the structure of the Company’s operations and customer arrangements. For the year-ended August 31, 2024, the Company recognized a consolidated provision for income taxes of $114.4 million with $55.2 million related to its U.S. operations and $59.2 million related to its Non-U.S. operations. Management’s calculation of the provision for income taxes was significant to our audit because the provision for income taxes involved subjective estimation and complex audit judgement related to the evaluation of tax laws, including the methods used to allocate taxable income, and the amounts and disclosures are material to the financial statements. How We Addressed the Matter in Our Audit We obtained an understanding, evaluated the design and tested the operating effectiveness of internal controls over management’s calculation of its provision for income taxes. For example, we tested controls over management’s evaluation of the allocation methodologies and management’s review of the assumptions and data utilized in determining the allocation of income to applicable tax jurisdictions. Among other audit procedures performed, we evaluated the reasonableness of management’s allocation methodologies by analyzing the methodology based on the Company’s structure, operations and current tax law. We recalculated income tax expense using management’s methodology and agreed the data used in the calculations to the Company’s underlying books and records. We involved our tax professionals to evaluate the application of tax law to management’s allocation methodologies and tax position. This included evaluating third-party reports and advice obtained by the Company. We also performed a sensitivity analysis to evaluate the effect from changes in management’s allocation methodologies and assumptions. We have evaluated the Company’s income tax disclosures included in Note 10, Income Taxes , of the Consolidated Financial Statements in relation to these matters. /s/ Ernst & Young LLP We have served as the Company’s auditor since 2013. Stamford, Connecticut October 29, 2024 52 Table of Contents Report of Independent Registered Public Accounting Firm To the Stockholders and the Board of Directors of FactSet Research Systems Inc. Opinion on Internal Control Over Financial Reporting We have audited FactSet Research Systems Inc.’s internal control over financial reporting as of August 31, 2024, based on criteria established in Internal Control—Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (2013 framework) (the COSO criteria). In our opinion, because of the effect of the material weakness described below on the achievement of the objectives of the control criteria, FactSet Research Systems Inc. (the Company) has not maintained effective internal control over financial reporting as of August 31, 2024, based on the COSO criteria. A material weakness is a deficiency, or combination of deficiencies, in internal control over financial reporting, such that there is a reasonable possibility that a material misstatement of the company’s annual or interim financial statements will not be prevented or detected on a timely basis. The following material weakness has been identified and included in management’s assessment. Management has identified a material weakness related to the design and operation of information technology (“IT”) general controls for certain financial applications that support the revenue, accounts receivable, and deferred revenue processes. Consequently, automated controls and IT dependent manual business process controls that rely upon information from the affected financial applications were also deemed ineffective. We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the consolidated balance sheets of the Company as of August 31, 2024 and 2023, the related consolidated statements of income, comprehensive income, changes in stockholders’ equity and cash flows for each of the three years in the period ended August 31, 2024, and the related notes and financial statement schedule listed in the Index at Item 15(a). This material weakness was considered in determining the nature, timing and extent of audit tests applied in our audit of the 2024 and 2023 consolidated financial statements, and this report does not affect our report dated October 29, 2024, which expressed an unqualified opinion thereon. Basis for Opinion The Company’s management is responsible for maintaining effective internal control over financial reporting and for its assessment of the effectiveness of internal control over financial reporting included in the accompanying Management’s Report on Internal Control Over Financial Reporting. Our responsibility is to express an opinion on the Company’s internal control over financial reporting based on our audit. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB. We conducted our audit in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether effective internal control over financial reporting was maintained in all material respects. Our audit included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, testing and evaluating the design and operating effectiveness of internal control based on the assessed risk, and performing such other procedures as we considered necessary in the circumstances. We believe that our audit provides a reasonable basis for our opinion. Definition and Limitations of Internal Control Over Financial Reporting A company’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company’s internal control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements. 53 Table of Contents Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate. /s/ Ernst & Young LLP Stamford, Connecticut October 29, 2024 54 Table of Contents FactSet Research Systems Inc. Consolidated Statements of Income (in thousands, except per share data) For the years ended August 31, 2024 2023 2022 Revenues $ 2,203,056 $ 2,085,508 $ 1,843,892 Operating expenses Cost of services 1,011,945 973,225 871,106 Selling, general and administrative 485,135 457,130 433,032 Asset impairments 4,677 25,946 64,272 Total operating expenses 1,501,757 1,456,301 1,368,410 Operating income 701,299 629,207 475,482 Other income (expense), net Interest income 14,447 12,809 6,175 Interest expense ( 65,778 ) ( 66,319 ) ( 35,697 ) Other income (expense), net 1,535 8,257 ( 2,366 ) Total other income (expense), net ( 49,796 ) ( 45,253 ) ( 31,888 ) Income before income taxes 651,503 583,954 443,594 Provision for income taxes 114,377 115,781 46,677 Net income $ 537,126 $ 468,173 $ 396,917 Basic earnings per common share $ 14.11 $ 12.26 $ 10.48 Diluted earnings per common share $ 13.91 $ 12.04 $ 10.25 Basic weighted average common shares 38,059 38,194 37,864 Diluted weighted average common shares 38,618 38,898 38,736 The accompanying notes are an integral part of these Consolidated Financial Statements. 55 Table of Contents FactSet Research Systems Inc. Consolidated Statements of Comprehensive Income (in thousands) For the years ended August 31, 2024 2023 2022 Net income $ 537,126 $ 468,173 $ 396,917 Other comprehensive income (loss), net of tax Net unrealized gain (loss) on cash flow hedges (1) ( 1,037 ) ( 269 ) 5,245 Foreign currency translation adjustment gains (losses) 8,565 21,511 ( 74,666 ) Other comprehensive income (loss) 7,528 21,242 ( 69,421 ) Comprehensive income $ 544,654 $ 489,415 $ 327,496 (1) Presented net of a tax benefit of $ 369 thousand, tax benefit of $ 61 thousand, and a tax expense of $ 1,657 thousand for the years ended August 31, 2024, 2023 and 2022, respectively. The accompanying notes are an integral part of these Consolidated Financial Statements. 56 Table of Contents FactSet Research Systems Inc. Consolidated Balance Sheets (in thousands, except share data) August 31, 2024 2023 ASSETS Cash and cash equivalents $ 422,979 $ 425,444 Investments 69,619 32,210 Accounts receivable, net of reserves of $ 14,581 at August 31, 2024 and $ 7,769 at August 31, 2023 228,054 237,665 Prepaid taxes 55,103 24,206 Prepaid expenses and other current assets 60,093 50,610 Total current assets 835,848 770,135 Property, equipment and leasehold improvements, net 82,513 86,107 Goodwill 1,011,129 1,004,736 Intangible assets, net 1,844,141 1,859,202 Deferred taxes 61,337 27,229 Lease right-of-use assets, net 130,494 141,837 Other assets 89,578 73,676 TOTAL ASSETS $ 4,055,040 $ 3,962,922 LIABILITIES Accounts payable and accrued expenses $ 178,250 $ 121,816 Current debt 124,842 — Current lease liabilities 31,073 28,839 Accrued compensation 93,279 112,892 Deferred revenues 159,761 152,430 Current taxes payable 40,391 31,009 Dividends payable 39,470 37,265 Total current liabilities 667,066 484,251 Long-term debt 1,241,131 1,612,700 Deferred taxes 8,452 6,737 Deferred revenues, non-current 1,344 3,734 Taxes payable 40,452 30,344 Long-term lease liabilities 177,521 198,382 Other liabilities 6,614 6,844 TOTAL LIABILITIES $ 2,142,580 $ 2,342,992 Commitments and contingencies (see Note 13) STOCKHOLDERS’ EQUITY Preferred stock, $ 0.01 par value, 10,000,000 shares authorized, none issued $ — $ — Common stock, $ 0.01 par value, 150,000,000 shares authorized, 42,598,915 and 42,096,628 shares issued, 37,952,270 and 38,025,372 shares outstanding at August 31, 2024 and 2023, respectively 426 421 Additional paid-in capital 1,478,839 1,323,631 Treasury stock, at cost: 4,646,645 and 4,071,256 shares at August 31, 2024 and 2023, respectively ( 1,375,696 ) ( 1,122,077 ) Retained earnings 1,888,504 1,505,096 Accumulated other comprehensive loss ( 79,613 ) ( 87,141 ) TOTAL STOCKHOLDERS’ EQUITY $ 1,912,460 $ 1,619,930 TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY $ 4,055,040 $ 3,962,922 The accompanying notes are an integral part of these Consolidated Financial Statements. 57 Table of Contents FactSet Research Systems Inc. Consolidated Statements of Cash Flows (in thousands) Years ended August 31, 2024 2023 2022 CASH FLOWS FROM OPERATING ACTIVITIES Net income $ 537,126 $ 468,173 $ 396,917 Adjustments to reconcile net income to net cash provided by operating activities Depreciation and amortization 125,187 105,384 86,683 Amortization of lease right-of-use assets 30,407 32,344 43,032 Stock-based compensation expense 63,501 62,038 56,003 Deferred income taxes ( 32,020 ) ( 31,119 ) ( 8,715 ) Asset impairments 4,677 25,946 64,272 Changes in assets and liabilities, net of effects of acquisitions Accounts receivable 2,195 ( 40,103 ) ( 32,980 ) Accounts payable and accrued expenses 55,347 8,393 12,815 Accrued compensation ( 20,213 ) ( 3,431 ) 14,524 Deferred revenues 4,939 ( 3,387 ) ( 6,100 ) Taxes payable, net of prepaid taxes ( 11,448 ) 41,396 ( 19,275 ) Lease liabilities, net ( 39,320 ) ( 39,704 ) ( 48,628 ) Other, net ( 20,040 ) 19,643 ( 20,271 ) Net cash provided by operating activities 700,338 645,573 538,277 CASH FLOWS FROM INVESTING ACTIVITIES Purchases of property, equipment, leasehold improvements and capitalized internal-use software ( 85,681 ) ( 60,786 ) ( 51,156 ) Acquisition of businesses, net of cash and cash equivalents acquired — ( 23,593 ) ( 1,981,641 ) Purchases of investments ( 58,636 ) ( 11,014 ) ( 878 ) Net cash provided by (used in) investing activities ( 144,317 ) ( 95,393 ) ( 2,033,675 ) CASH FLOWS FROM FINANCING ACTIVITIES Proceeds from debt — — 2,238,355 Repayments of debt ( 250,000 ) ( 375,000 ) ( 825,000 ) Payments of debt issuance costs — — ( 9,736 ) Dividend payments ( 150,667 ) ( 138,601 ) ( 125,934 ) Proceeds from employee stock plans 91,711 72,006 86,047 Repurchases of common stock ( 235,235 ) ( 176,720 ) ( 18,639 ) Other financing activities ( 16,659 ) ( 13,709 ) ( 5,859 ) Net cash provided by (used in) financing activities ( 560,850 ) ( 632,024 ) 1,339,234 Effect of exchange rate changes on cash and cash equivalents 2,364 4,015 ( 22,428 ) Net increase (decrease) in cash and cash equivalents ( 2,465 ) ( 77,829 ) ( 178,592 ) Cash and cash equivalents at beginning of period 425,444 503,273 681,865 Cash and cash equivalents at end of period $ 422,979 $ 425,444 $ 503,273 Supplemental Disclosure of Cash Flow Information Cash paid during the year for interest $ 65,920 $ 76,524 $ 29,525 Cash paid during the year for income taxes, net of refunds $ 157,015 $ 91,170 $ 76,252 Supplemental Disclosure of Non-Cash Transactions Dividends declared, not paid $ 39,470 $ 37,265 $ 33,860 The accompanying notes are an integral part of these Consolidated Financial Statements. 58 Table of Contents FactSet Research Systems Inc. Consolidated Statements of Changes in Stockholders’ Equity (in thousands, except share data) Common Stock Additional Paid-in Capital Treasury Stock Retained Earnings Accumulated Other Comprehensive Loss Total Stockholders’ Equity Shares Par Value Shares Amount Balance as of August 31, 2021 41,163,192 $ 412 $ 1,048,305 3,547,773 $ ( 905,917 ) $ 912,515 $ ( 38,962 ) $ 1,016,353 Net income 396,917 396,917 Other comprehensive income (loss) ( 69,421 ) ( 69,421 ) Common stock issued for employee stock plans 450,527 5 86,042 260 ( 128 ) 85,919 Vesting of restricted stock 39,499 — 14,229 ( 6,031 ) ( 6,031 ) Repurchases of common stock 46,200 ( 18,639 ) ( 18,639 ) Stock-based compensation expense 56,003 56,003 Dividends declared ( 129,693 ) ( 129,693 ) Balance as of August 31, 2022 41,653,218 $ 417 $ 1,190,350 3,608,462 $ ( 930,715 ) $ 1,179,739 $ ( 108,383 ) $ 1,331,408 Net income 468,173 468,173 Other comprehensive income (loss) 21,242 21,242 Common stock issued for employee stock plans 360,375 3 72,003 410 ( 166 ) 71,840 Vesting of restricted stock 83,035 1 ( 1 ) 32,034 ( 13,544 ) ( 13,544 ) Excise tax on share repurchases ( 932 ) ( 932 ) Repurchases of common stock 430,350 ( 176,720 ) ( 176,720 ) Stock-based compensation expense 62,038 62,038 Dividends declared ( 142,816 ) ( 142,816 ) Other ( 759 ) ( 759 ) Balance as of August 31, 2023 42,096,628 $ 421 $ 1,323,631 4,071,256 $ ( 1,122,077 ) $ 1,505,096 $ ( 87,141 ) $ 1,619,930 Net income 537,126 537,126 Other comprehensive income (loss) 7,528 7,528 Common stock issued for employee stock plans 407,542 4 91,708 831 ( 376 ) 91,336 Vesting of restricted stock 94,745 1 ( 1 ) 36,758 ( 16,283 ) ( 16,283 ) Excise tax on share repurchases ( 1,725 ) ( 1,725 ) Repurchases of common stock 537,800 ( 235,235 ) ( 235,235 ) Stock-based compensation expense 63,501 63,501 Dividends declared ( 153,718 ) ( 153,718 ) Balance as of August 31, 2024 42,598,915 $ 426 $ 1,478,839 4,646,645 $ ( 1,375,696 ) $ 1,888,504 $ ( 79,613 ) $ 1,912,460 The accompanying notes are an integral part of these Consolidated Financial Statements. 59 Table of Contents NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FactSet Research Systems Inc. August 31, 2024 Page Note 1 Description of Business 60 Note 2 Summary of Significant Accounting Policies 61 Note 3 Revenue Recognition 68 Note 4 Fair Value Measures 69 Note 5 Derivative Instruments 71 Note 6 Acquisitions 73 Note 7 Property, Equipment and Leasehold Improvements 75 Note 8 Goodwill 76 Note 9 Intangible Assets 76 Note 10 Income Taxes 77 Note 11 Leases 80 Note 12 Debt 82 Note 13 Commitments and Contingencies 84 Note 14 Stockholders' Equity 86 Note 15 Earnings Per Share 87 Note 16 Stock-Based Compensation 88 Note 17 Employee Benefit Plans 91 Note 18 Segment Information 91 Note 19 Subsequent Events 93 1. DESCRIPTION OF BUSINESS FactSet Research Systems Inc. and its wholly-owned subsidiaries (collectively, "we," "our," "us," the "Company" or "FactSet") is a global financial digital platform and enterprise solutions provider with open and flexible technologies that aims to supercharge financial intelligence. Our platform delivers expansive data, sophisticated analytics, and flexible technology used by global financial professionals to power their critical investment workflows. As of August 31, 2024, we had more than 8,200 clients comprised of over 216,000 investment professionals, including institutional asset managers, bankers, wealth managers, asset owners, partners, hedge funds, corporate users, and private equity and venture capital professionals. Our revenues are primarily derived from subscriptions to our multi-asset class data and solutions powered by our connected data and technology platform. Our products and services include workstations, portfolio analytics and enterprise data solutions. We also offer managed services that operate as an extension of our clients' internal teams to support data, performance, risk and reporting workflows. We drive our business based on detailed understanding of our clients’ workflows, which helps us to solve their most complex challenges. We provide financial data and market intelligence on securities, companies, industries and people to enable our clients to research investment ideas and analyze, monitor and manage their portfolios. Our solutions span the investment lifecycle of investment research, portfolio construction and analysis, trade execution, performance measurement, risk management and reporting. We provide open and flexible technology offerings, including a configurable desktop and mobile platform, comprehensive data feeds, cloud-based digital solutions, and application programming interfaces ("APIs"). The CUSIP Global Services ("CGS") business supports security master files relied on by the investment industry for critical front, middle and back-office functions. All of our platforms and solutions are supported by our dedicated client service team. We operate our business through three reportable segments ("segments"): the Americas, EMEA and Asia Pacific. During fiscal 2024, we revised our internal organization within each segment to offer data, products and analytical applications by firm type: Institutional Buyside, Dealmakers, Wealth, and Partnerships and CGS. 60 Table of Contents Our chief operating decision maker ("CODM") continues to review our business and operating results based on our segments, the realignment of our internal organization by firm type did not impact our segments for fiscal 2024. Refer to Note 18, Segment Information for further discussion on our segments and CODM. 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Basis of Presentation We conduct business globally and manage our business on a geographic basis. The accompanying Consolidated Financial Statements and Notes to the Consolidated Financial Statements included in this Annual Report on Form 10-K are prepared in accordance with generally accepted accounting principles in the United States ("GAAP") for annual financial information and the instructions to Form 10-K and Article 10 of Regulation S-X. The accompanying Consolidated Financial Statements include our accounts and those of our wholly-owned subsidiaries; all intercompany activity and balances have been eliminated. Use of Estimates The preparation of our Consolidated Financial Statements and related disclosures in conformity with GAAP required management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Significant estimates may include income taxes, stock-based compensation, goodwill and intangible assets, business combinations, property, equipment and leasehold improvements ("PPE"), contingencies and impairment assessments. We base our estimates on historical experience and on various other assumptions that are believed to be reasonable, the results of which form the basis for making judgments about the carrying values of our assets and liabilities. Actual results could differ materially from those estimates. Revenue Recognition The majority of our revenues are derived from client access to our multi-asset solutions powered by our platform of connected data and technology that is available over the contractual term (referred to as the "Hosted Platform"). The Hosted Platform is a subscription-based service that provides client access to various combinations of products and services including workstations, portfolio analytics and enterprise solutions. In addition, through the CGS platform, we provide subscription access to a database of universally recognized identifiers reflecting differentiating characteristics for issuers and their financial instruments (referred to as the "Identifier Platform"). Revenues from our products and services are recognized as we transfer control to our clients, in an amount that reflects the consideration we expect to receive in exchange for satisfying our performance obligations. We determined the majority of our contracts with clients, whether for our Hosted Platform or Identifier Platform service, each represent a single performance obligation covering a series of distinct products and services that are substantially the same and that have the same pattern of transfer to the client. The primary nature of our promise to the client is to provide daily access to each of these data and analytics platforms, with revenue recognized over-time as performance is satisfied on an output time-based measure of progress, as the client is simultaneously receiving and consuming the benefits of the platform. We record deferred revenues when payments are received in advance of performance under the client contract. Stock-Based Compensation Our stock-based compensation expense consists of: • Stock options, restricted stock units ("RSUs") and/or performance share units ("PSUs") issued to eligible employees under the FactSet Research Systems Inc. Stock Option and Award Plan, as Amended and Restated (the "LTIP"). • Stock options and RSUs issued to non-employee members of the Board of Directors ("non-employee directors") under the FactSet Research Systems Inc. Non-Employee Directors’ Stock Option and Award Plan as Amended and Restated (the "Director Plan"). • Common stock purchased by eligible employees under the FactSet Research Systems Inc. Employee Stock Purchase Plan as Amended and Restated (the "ESPP"). We measure and recognize stock-based compensation expense for all stock-based awards and purchases of common stock under the ESPP based on their estimated grant date fair value. To estimate the grant date fair value, we utilize a lattice-binomial option-pricing model ("binomial model") for our employee stock options and the Black-Scholes model for non-employee director stock options and common stock purchased by eligible employees under our ESPP. 61 Table of Contents Both the binomial model and Black-Scholes model involve certain estimates and assumptions such as: • Risk-free interest rate - based on the U.S. Treasury yield curve in effect at the time of grant with maturities equal to the expected terms of the stock-based awards granted. • Expected life - the weighted average period the stock-based awards are expected to remain outstanding. • Expected volatility - based on a blend of historical volatility of the stock-based award's useful life and the weighted average implied volatility for call option contracts traded in the 90 days preceding the stock-based award's valuation date. • Dividend yield - the expectation of dividend payouts based on our history. The binomial model also incorporates market conditions, vesting restrictions and exercise patterns. For RSUs and PSUs (collectively, "Restricted Stock Awards"), the grant date fair value is measured by reducing the grant date price of our common stock by the present value of expected future dividend payments on the underlying stock during the requisite service period, discounted at the appropriate risk-free interest rate. The number of PSUs granted assumes target-level achievement of the specified performance levels within the payout range. The ultimate number of common shares that may be earned pursuant to our PSU awards depends on the level of our achievement of stated financial performance objectives. Stock-based compensation expense for stock option and RSU awards is recognized over the requisite service period using the straight-line method. For stock options and RSU grants, the amount of stock-based compensation expense recognized on any date is at least equal to the vested portion of the award on that date. Our PSUs require us to make assumptions regarding the probability of achieving specified performance levels established at the time of grant. We recognize stock-based compensation expense for PSUs using the straight-line method over the requisite service period. The probability of achieving the specified performance levels is reviewed on a quarterly basis to ensure the amount of stock-based compensation expense appropriately reflects the expected achievement. For our ESPP, stock-based compensation expense is recognized on a straight-line basis over the offering period. Our stock-based awards are generally subject to the continued employment and continued service at the time of vesting by employees and non-employee directors, respectively. Compensation expense for stock-based awards is recorded net of estimated forfeitures, which are based on historical forfeiture rates and are revised if actual forfeitures differ from those estimates. Research and Product Development Costs We do not have a separate research and product development ("R&D") department, but rather we rely on collaboration across departments, with costs primarily consisting of employee compensation costs, such as salaries and related benefits for our product development, software engineering and technical support departments, as well as certain third party costs. These teams collaborate with our strategists, product and content managers, technologists, sales and other team members to develop new products and process innovations and enhance existing products. Our R&D costs are expensed as incurred and are primarily recorded in employee compensation costs, which are included in our Cost of services and Selling, general and administrative ("SG&A") expenses in the Consolidated Statements of Income, dependent on the nature of the team. We incurred R&D costs of $ 265.2 million, $ 267.4 million and $ 255.1 million during fiscal 2024, 2023 and 2022, respectively. Income Taxes We account for income taxes using the asset and liability method. Under this method, deferred tax assets and liabilities are recorded for the temporary differences between the financial statement and the tax basis of assets and liabilities. In addition, deferred tax assets and liabilities are recorded for net operating loss carryforwards ("NOLs") and tax credit carryforwards. Deferred tax assets and liabilities are measured using the currently enacted tax rates that apply to taxable income in effect for the years in which they are expected to be realized or settled. Deferred tax assets are evaluated for future realization and reduced by a valuation allowance to the amount that is more likely than not (defined as a likelihood of more than 50%) to be realized. Applicable accounting guidance prescribes a comprehensive model for financial statement recognition, measurement, classification and disclosure of uncertain tax positions that a company has taken or expects to take on a tax return. We follow a two-step approach in recognizing and measuring uncertain tax positions. The first step is to evaluate the tax position for recognition by determining if the weight of available evidence indicates that it is more likely than not (defined as a likelihood of 62 Table of Contents more than 50%) that a tax position will be sustained based on its technical merits as of the reporting date. The second step, for those positions that meet the recognition criteria, is to measure and recognize the largest amount of benefit that is greater than 50% likely of being realized upon effective settlement with a taxing authority. We classify the liability for unrecognized tax benefits as Taxes Payable (non-current) and to the extent we anticipate payment of cash within one year, the benefit is classified as Current taxes payable in the Consolidated Balance Sheets. The determination of liabilities related to uncertain tax positions and associated interest and penalties requires significant estimates and assumptions; as such, there can be no assurance that we will accurately predict the outcomes of these audits. For this reason and due to ongoing audits by multiple tax authorities, we regularly engage in discussions and negotiations with tax authorities regarding tax matters in various jurisdictions. We adjust these reserves in light of changing facts and circumstances, such as the closing of a tax audit or the refinement of an estimate. To the extent that the final outcome of these matters is different than the amounts recorded, such differences will affect the provision for income taxes in the period in which such determination is made. We accrue interest on all income tax exposures for which reserves have been established consistent with jurisdictional tax laws, and recognize this interest in the Provision for income taxes in the Consolidated Statements of Income and in Current taxes payable or Taxes payable (non-current), based on the expected timing of the payment, within the Consolidated Balance Sheets. Cash and Cash Equivalents Cash and cash equivalents consist of cash and highly liquid investments including demand deposits and money market funds available for withdrawal without restriction or with original maturities of 90 days or less. The carrying value of our cash and cash equivalents approximates fair value. Accounts Receivable Accounts receivable includes both invoiced and unbilled receivables, net of allowance for any potential uncollectible amounts. Unbilled receivables reflect revenues earned for which we have the unconditional right to payment, even though we have not yet issued an invoice. Amounts included in accounts receivable are expected to be collected within one year. Our allowance for expected credit losses is based on a variety of factors, including collectability trends, our historical write-off activity, current economic environment, customer-specific information and expectations of future economic conditions. Our allowance is recorded to SG&A in the Consolidated Statements of Income and we assess the adequacy of the allowance on a quarterly basis. Recoveries of accounts previously reserved are recognized as a reversal to SG&A when payment is received. We write-off accounts receivable balances when we have exhausted our collection efforts. Property, Equipment and Leasehold Improvements PPE are stated at cost, less accumulated depreciation and amortization. Property and equipment are depreciated based on the straight-line method over the estimated useful lives of the assets, ranging from three to five years for computers and related equipment and seven years for furniture and fixtures. Leasehold improvements are amortized on a straight-line basis over the shorter of their respective useful lives or the related lease term. Repairs and maintenance expenditures, which are not considered leasehold improvements and do not extend the useful life of the property and equipment, are expensed as incurred. We review our PPE to determine if any indicators of impairment are present on a quarterly basis or whenever events or changes in circumstances indicate that the carrying amount of an asset group may not be recoverable. If indicators of impairment are present, the asset group is tested for impairment by comparing its carrying value to its undiscounted cash flows and if impaired, written down to fair value based on its discounted cash flows. In addition, we periodically evaluate the estimated remaining useful lives of our PPE to determine whether events or changes in circumstances warrant a revision to the remaining period of depreciation or amortization. Goodwill We recognize the excess of the purchase price over the fair value of identifiable net assets acquired at the acquisition date as goodwill. Goodwill is not amortized as it is estimated to have an indefinite life and is teste d for impairment at the reporting unit level annually, or more frequently if impairment indicators occur. Goodwill is deemed to be impaired and written-down in the period in which the carrying value of the reporting unit exceeds its fair value. We have three reporting units, Americas, EMEA and Asia Pacific, which are consistent with our operating segments. When assessing goodwill for impairment, we may first elect to perform a qualitative analysis for the reporting units to determine whether it is more likely than not (a likelihood of more than 50 percent) that the fair value of the reporting unit is less than its carrying value. If the qualitative analysis indicates that it is more likely than not the fair value of a reporting unit is less 63 Table of Contents than its carrying value or if we elect not to perform a qualitative analysis, a quantitative analysis is performed to determine whether a goodwill impairment exists. The quantitative goodwill impairment analysis is used to identify potential impairment by comparing the carrying value of a reporting unit with its fair value. To perform this analysis, we apply the income approach which utilizes discounted cash flows, along with other relevant market information. The annual review of the carrying value of goodwill requires us to develop estimates of expected cash flows by reporting unit, based on future business performance, discounted by their respective weighted average cost of capital. Changes in our estimates can impact the present value of expected cash flows used in determining fair value of a reporting unit. If the carrying value of the reporting unit exceeds the fair value, then the goodwill is considered impaired and written down to the reporting unit’s fair value. The impairment loss for the reporting unit cannot exceed the carrying value of the goodwill allocated to that reporting unit. Intangible Assets We amortize intangible assets over their estimated useful lives, assuming no residual value. We evaluate the useful lives annually to determine whether events and circumstances warrant a revision to the remaining period of amortization. If the estimate of the remaining useful life is changed, the remaining carrying amount of the intangible asset is amortized prospectively over that revised remaining useful life. Intangible assets are tested for impairment qualitatively on a quarterly basis or whenever events or changes in circumstances indicate that the carrying amount of an asset group is not recoverable. If indicators of impairment are present, our intangible assets are tested for impairment by comparing the carrying value to undiscounted cash flows and, if impaired, written down to fair value based on discounted cash flows. Internal-use Software and Implementation Costs of Hosting Arrangements Our developed technology intangible assets (“Developed technology”) include capitalized internal-use software costs related to internal employee compensation costs and external expenses incurred during the application development phase. These costs relate to the development, modification, or acquisition of software for internal-use and are recorded in Intangible assets, net on the Consolidated Balance Sheets. Development costs related to software upgrades and enhancements are capitalized if they provide additional functionality. We also capitalize qualifying implementation costs for hosting arrangements that meet the capitalization criteria per the internal-use software guidance. These implementation costs are recorded in Other assets on the Consolidated Balance Sheets. Our Developed technology and implementation assets are typically amortized over three to five years using the straight-line method. Leases Our operating lease arrangements relate to our office space and data centers . We determine if an arrangement qualifies as a lease at inception by evaluating if there is an identified asset and whether we obtain substantially all the economic benefits of and have the right to control the use of an asset. For operating leases with a term greater than one year, we recognize lease right-of-use ("ROU") assets and lease liabilities as the present value of future minimum lease payments over the reasonably certain lease term beginning at the commencement or modification date. The future minimum lease payments include fixed lease payments and certain qualifying index-based variable payments. Our lease ROU assets may further be impacted by prepayments, lease incentives received and initial direct costs incurred. Our operating leases are classified within Lease right-of-use assets, net, Current lease liabilities and Long-term lease liabilities on our Consolidated Balance Sheets. Our leases generally do not have a readily determinable implicit rate, therefore we use our incremental borrowing rate ("IBR") at the lease commencement or modification date, or on the date of lease modification, if applicable, in determining the present value of future payments. Our IBR is derived by selecting U.S. corporate yield curves observed for public companies that are reflective of our credit rating, adjusted to approximate a secured rate of borrowing. We also consider revisions to the rate to reflect the geographic location where the leased asset is located. Certain of our lease agreements include options to extend and/or terminate the lease, which we do not include in our minimum lease terms unless we are reasonably certain to exercise these options. We account for the lease and non-lease components as a single lease component, which we recognize over the expected term on a straight-line expense basis in occupancy costs (a component of SG&A expense in the Consolidated Statements of Income). Variable lease payments that are not included in the calculation of lease ROU assets and lease liabilities are expensed as incurred within occupancy costs. We review our lease ROU assets for impairment when there are indicators that an asset may no longer be recoverable. The impairment assessment requires significant judgments and estimates, including estimating subtenant rental income, calculating 64 Table of Contents an appropriate discount rate and assessing other applicable future cash flows associated with the leased location. These estimates are based on our experience and knowledge of the market in which the property is located, previous efforts to dispose of similar assets and the assessment of existing market conditions. Impairments are recognized as a reduction to the carrying value of the Lease right-of-use assets, net with a corresponding increase to Asset impairments on our Consolidated Balance Sheets and Consolidated Statements of Income, respectively. Derivative Instruments We use derivative financial instruments ("derivatives") to manage exposure to foreign currency exchange rates and variable interest rates. Our primary objective in holding derivatives is to reduce the volatility in cash flows associated with foreign currency fluctuations and funding activities arising from changes in interest rates. We do not employ derivatives for trading or speculative purposes. Foreign Currency Forward Contracts As we conduct business outside the U.S. in several currencies, we utilize derivative instruments (foreign currency forward contracts) to mitigate our currency exposures from fluctuations in foreign currency exchange rates that can create volatility in our results of operations, cash flows and financial condition. Our primary currency exposures include the British Pound Sterling, Euro, Indian Rupee and Philippine Peso. In designing a specific hedging approach, we consider several factors, including offsetting exposures, significance of exposures, forecasting risk and potential effectiveness of the hedge. Interest Rate Swap Agreement We leverage interest rate swap agreements to hedge the variability of our cash flows resulting from floating interest rates on our debt. Through a swap agreement, for the portion of the debt that is hedged, we pay interest at a fixed interest rate as opposed to a floating interest rate per the contractual terms of our debt agreement, at specified intervals throughout the life of the interest rate swap agreement. Derivative Instrument Classification At inception of the hedge accounting relationship and on a quarterly basis, we formally assess whether derivatives designated as cash flow hedges are highly effective in offsetting changes to the forecasted cash flows of the hedged items. If the cash flow hedges are deemed to be highly effective, the gain or loss on the cash flow hedges are initially reported as a component of Accumulated other comprehensive loss ("AOCL") on the Consolidated Balance Sheets. These changes are subsequently reclassified to the Consolidated Statements of Income and recorded in SG&A for the foreign currency forward contracts and Interest expense for the interest rate swap agreements, when the hedged exposure affects earnings. All our derivatives are assessed for effectiveness at each reporting period and are designated as hedging instruments. Treasury Stock We account for treasury stock under the cost method and include Treasury stock as a component of Stockholders' equity on the Consolidated Balance Sheets. We may repurchase shares of our common stock under our share repurchase program in the open market or via privately negotiated transactions, subject to market conditions. Repurchased shares of our common stock are recorded at the market price on the trade date and are held as treasury shares until they are reissued or retired. When treasury shares are reissued, if the issuance price is higher than the average price paid to acquire the shares ("the cost"), the excess of the issuance price over the cost is credited to additional paid-in capital ("APIC"). If the issuance is lower than the cost, the difference is first charged against any credit balance in APIC from Treasury stock, with the remaining balance charged to Retained earnings on the Consolidated Balance Sheets. We account for the formal retirement of treasury shares by deducting its par value from Common stock, reflecting any excess over par value as a reduction to APIC (to the extent created by previous issuances of the shares) and then Retained earnings on the Consolidated Balance Sheets. The Inflation Reduction Act of 2022 ("IRA"), which was enacted into law on August 16, 2022, imposed a nondeductible 1% excise tax on the net value of certain stock repurchases made after December 31, 2022. During fiscal 2024, we recorded the applicable excise tax in Treasury stock as part of the cost basis of the stock repurchased and recorded a corresponding liability for the excise taxes payable in Accounts payable and accrued expenses on the Consolidated Balance Sheets. 65 Table of Contents Fair Value Measurements Fair value is defined as the price that would be received from selling an asset or paid to transfer a liability (i.e., the "exit price") in an orderly transaction between market participants at the measurement date. In determining fair value, the use of various valuation methodologies, including market, income and cost approaches is permissible. The inputs to these methodologies consider market comparable information, taking into account the principal or most advantageous market in which we would transact. The accounting guidance for fair value measurements establishes a fair value hierarchy that requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. There are three levels of inputs that may be used to measure fair value based on the reliability of inputs. A financial instrument’s categorization within the fair value hierarchy is based upon the lowest level of input that is significant to the fair value measurement. Foreign Currency Translation and Remeasurement Certain wholly-owned subsidiaries operate under a functional currency different from the U.S. dollar. Our primary currency exposures include th e British Pound Sterling, Euro, Indian Rupee and Philippine Peso. The financial statements of our foreign subsidiaries that are local currency functional are translated into U.S. dollars using period-end rates of exchange for assets and liabilities and average monthly rates for revenues and expenses. The resulting translation gains and losses that arise from translating these assets, liabilities, revenues and expenses of our foreign operations are recorded in AOCL in the Consolidated Balance Sheets. For the financial statements of our foreign subsidiaries that are U.S. dollar functional, but maintain their books of record in their respective local currency, we remeasure our revenues and expenses into U.S. dollars at the average rates of exchange for the period, monetary assets and liabilities using period-end rates and non-monetary assets and liabilities at their historical rates. The resulting remeasurement gains and losses are recorded to SG&A in the Consolidated Statements of Income. Concentrations of Credit Risk Credit risk arises from the potential nonperformance by counterparties to fulfill their financial obligations. Our financial instruments that potentially subject us to concentrations of credit risk consist primarily of our cash, cash equivalents, accounts receivable, investments in mutual funds and derivative instruments. The maximum credit exposure of our cash, cash equivalents, accounts receivable and investments in mutual funds is their carrying values as of the balance sheet date. The maximum credit exposure related to our derivative instruments is based upon their respective gross fair values as of the balance sheet date. Cash, Cash Equivalents and Investments We are exposed to credit risk on our cash, cash equivalents and investments in mutual funds in the event of default by the financial and governmental institutions with which we transact. We invest in a manner that aligns with our restrictive cash investment practices, preserves capital and provides liquidity, while minimizing our exposure to credit risk. We limit our exposure to credit loss by investing with multiple financial and governmental institutions that we believe are high-quality and credit-worthy. We have not experienced any credit losses relating to our cash, cash equivalents and investments in mutual funds. Accounts Receivable Our accounts receivable credit risk is dependent upon the financial stability of our individual clients. As of August 31, 2024 and August 31, 2023, our accounts receivable reserve was $ 14.6 million and $ 7.8 million, respectively. We do not require collateral from our clients; however, no single client represented more than 3.5% of our total annual revenues for fiscal 2022 through fiscal 2024. Due to our large and geographically dispersed client base, our concentration of credit risk related to our accounts receivable is generally limited. Derivative Instruments Our use of derivative instruments exposes us to credit risk to the extent counterparties may be unable to meet the terms of their agreements. To mitigate credit risk, we limit counterparties to financial institutions we believe are credit-worthy and use several institutions to reduce concentration risk. We do not expect any losses as a result of default by our counterparties. 66 Table of Contents Concentrations of Data Providers We integrate data from various third-party sources into our hosted proprietary data and analytics platform. As certain data sources have a limited number of suppliers, we make every effort to assure that, where reasonable, alternative sources are available. We are not dependent on any individual third-party data supplier to meet the needs of our clients, with only two data suppliers each representing more than 10 % of our total data costs for the year ended August 31, 2024. Concentrations of Cloud Providers Our clients rely on us for the delivery of time-sensitive, up-to-date data and applications. Our business is dependent on our ability to process substantial volumes of data and transactions rapidly and efficiently. We currently use multiple providers of cloud services; however, one supplier provided the majority of our cloud computing support for fiscal 2024. We maintain back-up facilities and other redundancies at our data centers, take security measures and have emergency planning procedures to minimize the risk that an event will disrupt our operations. Recently Adopted Accounting Pronouncements We did not adopt any new standards or updates issued by the Financial Accounting Standards Board ("FASB") during fiscal 2024 that had a material impact on our Consolidated Financial Statements. Accounting Pronouncements Not Yet Adopted SEC Disclosures - The Enhancement and Standardization of Climate-Related Disclosures for Investors In March 2024, the SEC adopted a final rule under SEC Release Nos. 33-11275 and 34-99678, The Enhancement and Standardization of Climate-Related Disclosures for Investors , which would require disclosure of certain climate-related information in various filings with the SEC. In April 2024, the SEC stayed implementation of the final rule pending completion of judicial review. We are currently assessing the potential impact of the rule on our disclosures. Codification Improvements - Amendments to Remove References to the Concepts Statements In March 2024, the FASB issued Accounting Standards Update ("ASU") 2024-02, Codification Improvements - Amendments to Remove References to the Concepts Statements . This ASU amends the FASB Accounting Standards Codification ("the Codification") to remove references to various FASB Concepts Statements and impacts a variety of topics in the Codification. The amendments apply to all reporting entities within the scope of the affected accounting guidance, but in most instances the references removed are extraneous and not required to understand or apply the guidance. The amendments in this ASU are to be applied prospectively, although retrospective application is permitted, and are effective for our interim and annual financial statements starting in fiscal 2026. Early adoption is permitted. This ASU is not expected to have a material impact on our Consolidated Financial Statements or related disclosures. Income Taxes - Improvements to Income Tax Disclosures In December 2023, the FASB issued ASU 2023-09, Income Taxes (Topic 740) - Improvements to Income Tax Disclosures . This ASU enhances annual income tax disclosures primarily related to our effective tax rate reconciliation and income taxes paid. The amendments in this ASU are to be applied prospectively, although retrospective application is permitted, and are effective for our annual financial statements starting in fiscal 2026. Early adoption is permitted. This ASU is not expected to have a material impact on our Consolidated Financial Statements. We are currently assessing the impact of the new requirements on our disclosures. Segment Reporting - Improvements to Reportable Segment Disclosures In November 2023, the FASB issued ASU 2023-07, Segment Reporting (Topic 280) - Improvements to Reportable Segment Disclosures . This ASU enhances segment disclosures primarily related to significant segment expenses for both interim and annual periods. The amendments in this ASU are to be applied retrospectively and are effective for our annual financial statements starting in fiscal 2025 and interim periods starting in fiscal 2026. Early adoption is permitted. This ASU is not expected to have a material impact on our Consolidated Financial Statements. We are currently assessing the impact of the new requirements on our disclosures. 67 Table of Contents Disclosure Improvements - Codification Amendment in Response to the Securities and Exchange Commission's ("SEC") Disclosure Update and Simplification Initiative In October 2023, the FASB issued ASU 2023-06, Disclosure Improvements - Codification Amendment in Response to the SEC’s Disclosure Update and Simplification Initiative . The ASU incorporates several disclosure and presentation requirements currently residing in the SEC Regulations S-X and S-K. The amendments will be applied prospectively and are effective when the SEC removes the related requirements from Regulations S-X or S-K. Any amendments the SEC does not remove by June 30, 2027 will not be effective. As we are currently subject to these SEC requirements, this ASU is not expected to have a material impact on our Consolidated Financial Statements or related disclosures. No other new accounting pronouncements issued or effective during fiscal 2024 have had, or are expected to have, a material impact on our Consolidated Financial Statements. 3. REVENUE RECOGNITION We derive most of our revenues by delivering client access to our Hosted Platform, which is a subscription-based service that provides clients with a tailored selection of products and services including workstations, portfolio analytics and enterprise solutions. We also derive revenues from the Identifier Platform, a subscription-based CGS platform service that provides access to a database of universally recognized security identifiers and related descriptive data for issuers and their financial instruments. The majority of each of our contracts with clients, whether for Hosted Platform or Identifier Platform services, represents a single performance obligation covering a series of distinct products and services that are substantially the same and that have the same pattern of transfer to the client. The primary nature of the promise to the client is to provide daily access to each of these data and analytics platforms over the associated contractual term. These platforms provide integrated financial information, analytical applications and industry-leading service for the investment community. Based on the nature of the products and services offered by these platforms, we apply an output time-based measure of progress as the client is simultaneously receiving and consuming the benefits of the respective platform. We recognize revenue for the majority of these platforms in accordance with the 'as invoiced' practical expedient, because the consideration that we have the right to invoice corresponds directly with the value of our performance to date. There are no significant judgments that would impact the timing of revenue recognition. Due to our election of the practical expedient, we do not consider payment terms as a financing component within a client contract when, at contract inception, the period between the transfer of the promised services to the client and the payment timing for those services will be one year or less. The majority of client contracts have a duration of one year, or the amount we are entitled to receive corresponds directly with the value of our performance obligations completed to date. Therefore, we do not disclose the value of the remaining unsatisfied performance obligations. Disaggregated Revenues We disaggregate revenues from our client contracts by segment based on the geographic region where the sale originated. Our business segmentation by geography is aligned with the operational and economic characteristics of our business. Refer to Note 18, Segment Information , for further information. The following table presents revenues disaggregated by segment: Years ended August 31, (in thousands) 2024 2023 2022 Americas $ 1,419,901 $ 1,335,484 $ 1,173,946 EMEA 563,128 539,843 484,279 Asia Pacific 220,027 210,181 185,667 Total Revenues $ 2,203,056 $ 2,085,508 $ 1,843,892 We have not disclosed revenues from external clients by product and service, as it is impracticable for us to do so. 68 Table of Contents 4. FAIR VALUE MEASURES Fair value is defined as the price that would be received from selling an asset or paid to transfer a liability (i.e., the "exit price") in an orderly transaction between market participants at the measurement date. In determining fair value, the use of various valuation methodologies, including market, income and cost approaches are permissible. When pricing an asset or liability, the inputs to these valuation methodologies consider market comparable information, taking into account the principal or most advantageous market in which we would transact. Fair Value Hierarchy The accounting guidance for fair value measurements establishes a three-level fair value hierarchy that requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. The hierarchy ranks the reliability of the inputs, based upon the lowest level of input that is significant to the fair value measurement, used to determine fair value. Our assessment of the significance of a particular input to the fair value measurement requires judgment and may affect its placement within the fair value hierarchy. We have categorized our assets and liabilities within the fair value hierarchy as follows: Level 1 – applies to assets or liabilities for which there are quoted prices in active markets for identical assets or liabilities. Level 2 – applies to assets or liabilities for which there are inputs other than quoted prices that are observable for the asset or liability such as quoted prices for similar assets or liabilities in active markets; quoted prices for identical assets or liabilities in markets with insufficient volume or infrequent transactions (less active markets); or model-derived valuations in which significant inputs are observable or can be derived principally from, or corroborated by, observable market data. Level 3 – applies to assets or liabilities for which there are unobservable inputs to the valuation methodology that are significant to the measurement of the fair value of the assets or liabilities. The assumptions used in determining fair value represent our best estimates, but these estimates involve inherent uncertainties and the application of our judgment. As a result, if factors change, our fair value estimates could be materially different in the future and may adversely affect our business and financial results. (a) Assets and Liabilities Measured at Fair Value on a Recurring Basis The following tables show, by level within the fair value hierarchy, our assets and liabilities that are measured at fair value on a recurring basis as of August 31, 2024 and August 31, 2023. We did not have any transfers between levels of fair value measurements during fiscal 2024 and 2023. (in thousands) Fair Value Measurements as of August 31, 2024 Level 1 Level 2 Level 3 Total Assets Money market funds (1) $ 129,635 $ — $ — $ 129,635 Mutual funds (2) — 69,619 — 69,619 Derivative instruments (3) — 2,619 — 2,619 Total assets measured at fair value $ 129,635 $ 72,238 $ — $ 201,873 Liabilities Derivative instruments (3) $ — $ 250 $ — $ 250 Contingent liability (4) — — 4,193 4,193 Total liabilities measured at fair value $ — $ 250 $ 4,193 $ 4,443 69 Table of Contents (in thousands) Fair Value Measurements as of August 31, 2023 Level 1 Level 2 Level 3 Total Assets Money market funds (1) $ 137,125 $ — $ — $ 137,125 Mutual funds (2) — 32,210 — 32,210 Derivative instruments (3) — 4,383 — 4,383 Total assets measured at fair value $ 137,125 $ 36,593 $ — $ 173,718 Liabilities Derivative instruments (3) $ — $ 608 $ — $ 608 Contingent liability (4) — — 8,008 8,008 Total liabilities measured at fair value $ — $ 608 $ 8,008 $ 8,616 (1) Our money market funds are readily convertible into cash. The net asset value of each fund on the last day of the reporting period is used to determine its fair value. Our money market funds are included in Cash and cash equivalents within the Consolidated Balance Sheets. (2) Our mutual funds' fair value is based on the fair value of the underlying investments held by the mutual funds, allocated to each share of the mutual fund using a net asset value approach. The fair value of the underlying investments is based on observable inputs. Our mutual funds are included in Investments within the Consolidated Balance Sheets. (3) Our derivative instruments include our foreign exchange forward contracts and interest rate swap agreements. We utilize the income approach to measure fair value for our foreign exchange forward contracts. The income approach uses pricing models that rely on market observable inputs such as spot, forward and interest rates, as well as credit default swap spreads. To estimate fair value for our interest rate swap agreement, we utilize a present value of future cash flows, leveraging a model-derived valuation that uses observable inputs such as interest rate yield curves. Refer to Note 5, Derivative Instruments for more information on our derivative instruments and their classification within the Consolidated Balance Sheets. (4) Our contingent liability resulted from the acquisition of a business during fiscal 2023. This liability reflects the present value of potential future payments that are contingent upon the achievement of certain specified milestones. The acquisition date fair value of the contingent liability was $ 7.9 million and was valued using a scenario-based method. This method incorporates unobservable inputs and assumptions made by management, including the probability of achieving specified milestones, expected time until payment and the discount rate. The fair value of the contingent liability is remeasured each reporting period until the contingency is resolved, with any changes in fair value recorded in SG&A within the Consolidated Statements of Income. During fiscal 2024, as the achievement of a specified milestone was met, we reclassified $ 4.7 million from our contingent liability to Accounts payable and accrued expenses. The remaining change in the fair value of the contingent liability from the acquisition date through August 31, 2024 was driven by the passage of time, with no changes made to key assumptions used in our fair value estimates. (b) Assets and Liabilities Measured at Fair Value on a Non-Recurring Basis Assets that are measured at fair value on a non-recurring basis primarily include our PPE, lease ROU assets, goodwill and intangible assets. These assets are assessed for impairment whenever events or circumstances indicate their carrying value may not be fully recoverable, and at least annually for goodwill. The fair values of these non-financial assets are determined based on valuation techniques using the best information available, and may include quoted market prices, market comparable information and discounted cash flow projections. We recorded asset impairments in the Consolidated Statements of Income of $ 4.7 million and $ 25.9 million during fiscal 2024 and fiscal 2023, respectively, to reflect the difference between the fair market value and carrying value of certain assets. These impairments were the result of a $ 3.4 million and $ 18.0 million charge during fiscal 2024 and fiscal 2023, respectively, related to our lease ROU assets and PPE. These charges were associated with vacating certain leased office space to rightsize our real estate footprint. As there were no expected future cash flows from the lease ROU assets for locations we will not sublease, nor for PPE linked to the vacated leased office space, we concluded that these assets hold no remaining fair value and were fully impaired. For those locations we anticipated subleasing, we estimated the fair value of the lease ROU assets as of the cease use date, using a market approach, based on expected future cash flows from sublease income. For this assessment we relied on certain assumptions, which included estimates of the rental rate, period of vacancy, incentives and annual rent increases. Due to the subjective nature of the unobservable inputs used, the fair value measurement for the asset impairments was classified within Level 3 of the fair value hierarchy. 70 Table of Contents The remaining asset impairments for fiscal 2024 and 2023 were $1.3 million related to impairment of Developed technology and $ 7.9 million related to Developed technology and Trade names, respectively. (c) Assets and Liabilities Measured at Fair Value for Disclosure Purposes Only We elected not to carry our debt, which includes our Current debt and Long-term debt, at fair value on the Consolidated Balance Sheets. The carrying value of our debt is net of related unamortized discounts and debt issuance costs. Our debt is comprised of our Senior Notes and 2022 Credit Facilities. Our Senior Notes are publicly traded; therefore, the fair value of our Senior Notes is estimated based on quoted prices in active markets as of the reporting date, which are considered Level 1 inputs. The fair value of our 2022 Credit Facilities is estimated based on quoted market prices for similar instruments, adjusted for unobservable inputs to ensure comparability to our investment rating, maturity terms and principal outstanding, which are considered Level 3 inputs. Refer to Note 12, Debt for definitions of, and more information on, our Senior Notes and 2022 Credit Facilities. The following table summarizes information on our outstanding debt as of August 31, 2024 and August 31, 2023: August 31, 2024 August 31, 2023 (in thousands) Fair Value Hierarchy Principal Amount Estimated Fair Value Principal Amount Estimated Fair Value 2027 Notes Level 1 $ 500,000 $ 479,760 $ 500,000 $ 460,890 2032 Notes Level 1 500,000 449,380 500,000 423,700 2022 Revolving Facility Level 3 250,000 246,578 250,000 246,875 2022 Term Facility Level 3 125,000 125,242 375,000 376,406 Total principal amount $ 1,375,000 $ 1,300,960 $ 1,625,000 $ 1,507,871 Total unamortized discounts and debt issuance costs ( 9,027 ) ( 12,300 ) Total net carrying value of debt $ 1,365,973 $ 1,612,700 5. DERIVATIVE INSTRUMENTS Cash Flow Hedges In designing our hedging approach, we consider several factors, including offsetting exposures, the significance of exposures, the forecasting of risk and the potential effectiveness of the hedge to reduce the volatility of our earnings and cash flows. Factors considered in the decision to hedge an underlying market exposure include the materiality of the risk, the volatility of the market, the duration of the hedge, the degree to which the underlying exposure is committed, and the availability, effectiveness and cost of derivative instruments. We utilize derivative instruments to manage risk and not for speculative or trading purposes. We limit counterparties to financial institutions we believe are credit-worthy. Refer to Note 2, Summary of Significant Accounting Policies - Concentrations of Credit Risk , for further discussion on counterparty credit risk. We leverage foreign currency forward contracts and interest rate swap agreements to mitigate certain operational exposures from the impact of changes in foreign currency exchange rates and to manage our floating interest rate exposure, respectively. Our foreign currency forward contracts and interest rate swap agreements are designated as cash flow hedges at inception. For highly effective cash flows hedges, the change in the derivative's fair value is recorded in AOCL, net of tax, in the Consolidated Balance Sheets. Our cash flow hedges were highly effective with no amount of ineffectiveness recorded in the Consolidated Statements of Income during fiscal 2024 and 2023. All components of each derivative’s gain or loss were included in the assessment of hedge effectiveness. Realized gains or losses from the settlement of our foreign currency forward contracts and interest rate swap agreements are subsequently reclassified into SG&A and Interest expense, respectively, in the Consolidated Statements of Income. There was no discontinuance of our foreign currency forward contracts during fiscal 2022 through fiscal 2024 nor our interest rate swap agreements during fiscal 2023 and 2024. As such, no corresponding gains or losses related to changes in the fair value of these contracts were reclassified into earnings prior to settlement during those respective periods. Our 2020 interest rate swap agreement was terminated during fiscal 2022 and resulted in a one-time benefit. Refer to the 2022 Swap Agreement discussed within this footnote for more information. 71 Table of Contents Foreign Currency Forward Contracts As we operate globally, we are exposed to the risk that our financial condition, results of operations and cash flows could be impacted by changes in foreign currency exchange rates. During fiscal 2024 and 2023, we maintained a series of foreign currency forward contracts to hedge a portion of our primary currency exposures, namely the British Pound Sterling, Euro, Indian Rupee and Philippine Peso. We entered into these contracts with the intent to hedge between 25 % to 75 % of the currency exposure related to our projected operating income in these primary currencies over their respective hedge periods. As of August 31, 2024, the hedge maturity periods of our outstanding foreign currency forward contracts range from the first quarter of fiscal 2025 through the fourth quarter of fiscal 2025. The following table summarizes the gross notional value of our foreign currency forward contracts to purchase the respective local currency with U.S. dollars as of August 31, 2024 and August 31, 2023: August 31, 2024 August 31, 2023 (in thousands) Local Currency Amount Notional Contract Amount (USD) Local Currency Amount Notional Contract Amount (USD) Indian Rupee Rs 4,651,351 $ 55,200 Rs 3,363,150 $ 40,300 British Pound Sterling £ 41,200 52,372 £ 45,000 56,098 Euro € 43,800 48,183 € 39,000 42,646 Philippine Peso ₱ 1,850,674 32,400 ₱ 1,888,541 33,600 Total $ 188,155 $ 172,644 Refer to Part II, Item 7A. Quantitative and Qualitative Disclosures About Market Risk , of this Annual Report on Form 10-K for further discussion of our exposure to foreign exchange rate fluctuations. Interest Rate Swap Agreements 2024 Swap Agreement On March 1, 2024, we entered into an interest rate swap agreement ("2024 Swap Agreement") with a notional amount of $ 200.0 million to hedge a portion of our outstanding floating Secured Overnight Financing Rate ("SOFR") debt with a fixed interest rate of 5.145 %. The notional amount of the 2024 Swap Agreement declines by $ 50.0 million on a quarterly basis beginning May 31, 2024. As of August 31, 2024, the notional amount of the 2024 Swap Agreement was $ 100.0 million. The 2024 Swap Agreement matures on February 28, 2025. 2022 Swap Agreement On March 1, 2022, we entered into an interest rate swap agreement ("2022 Swap Agreement") with a notional amount of $ 800.0 million to hedge a portion of our outstanding floating SOFR rate debt with a fixed interest rate of 1.162 %. The notional amount of the 2022 Swap Agreement declined by $ 100.0 million on a quarterly basis beginning May 31, 2022. Effective December 30, 2022, we partially novated our 2022 Swap Agreement to equally apportion the then-outstanding notional amount of the interest rate swap between two counterparties. No other terms of the 2022 Swap Agreement were amended, terminated, or otherwise modified prior to its maturity. The 2022 Swap Agreement matured on February 28, 2024. 2020 Swap Agreement On March 5, 2020, we entered into an interest rate swap agreement ("2020 Swap Agreement") with a notional amount of $ 287.5 million. The 2020 Swap Agreement hedged a portion of our then outstanding floating London Interbank Offer Rate ("LIBOR") rate debt with a fixed interest rate of 0.7995 % to mitigate our interest rate exposure. On March 1, 2022, we terminated the 2020 Swap Agreement, which resulted in a one-time benefit of $ 3.5 million recognized in Interest expense in the Consolidated Statements of Income during fiscal 2022, based on its fair market value. Refer to Note 12, Debt , for further discussion of our outstanding floating rate debt and refer to Part II, Item 7A. Quantitative and Qualitative Disclosures About Market Risk , in this Annual Report on Form 10-K for further discussion of our exposure to interest rate risk on our variable interest rate debt outstanding. 72 Table of Contents Gross Notional Value and Fair Value of Derivative Instruments The following is a summary of the gross notional values of our derivative instruments: (in thousands) Gross Notional Value August 31, 2024 August 31, 2023 Foreign currency forward contracts $ 188,155 $ 172,644 Interest rate swap agreement 100,000 200,000 Total cash flow hedges $ 288,155 $ 372,644 The following is a summary of the fair values of our derivative instruments: Fair Value of Derivative Instruments (in thousands) Derivative Assets Derivative Liabilities Derivatives designated as hedging instruments Balance Sheet Classification August 31, 2024 August 31, 2023 Balance Sheet Classification August 31, 2024 August 31, 2023 Foreign currency forward contracts Prepaid expenses and other current assets $ 2,619 $ 1,260 Accounts payable and accrued expenses $ 127 $ 608 Interest rate swap agreement Prepaid expenses and other current assets — 3,123 Accounts payable and accrued expenses 123 — Total cash flow hedges $ 2,619 $ 4,383 $ 250 $ 608 Derivative Recognition The following table provides the pre-tax effect of cash flow hedge accounting on our AOCL for the years ended August 31, 2024, 2023 and 2022: (in thousands) Gain (Loss) Recognized in AOCL on Derivatives Location of Gain (Loss) Reclassified from AOCL into Income Gain (Loss) Reclassified from AOCL into Income Derivatives in Cash Flow Hedging Relationships 2024 2023 2022 2024 2023 2022 Foreign currency forward contracts $ 1,771 $ 5,783 $ ( 16,356 ) SG&A $ ( 69 ) $ ( 3,176 ) $ ( 7,867 ) Interest rate swap agreement 41 4,368 17,245 Interest expense 3,287 13,657 1,854 Total cash flow hedges $ 1,812 $ 10,151 $ 889 $ 3,218 $ 10,481 $ ( 6,013 ) As of August 31, 2024, we estimate that net pre-tax derivative gains of $ 2.4 million included in AOCL will be reclassified into earnings within the next 12 months. Offsetting of Derivative Instruments We enter into master netting arrangements designed to permit net settlement of derivative transactions among the respective counterparties, settled on the same date and in the same currency. As of August 31, 2024 and 2023, there were no material amounts recorded net in the Consolidated Balance Sheets. 6. ACQUISITIONS Our acquisitions with the most significant cash flows during fiscal 2022 through fiscal 2024 included CGS and Cobalt Software, Inc. ("Cobalt"). Refer to Note 19, Subsequent Events for information on our proposed acquisition of Platform Group Limited (“Irwin”). 73 Table of Contents CUSIP Global Services On March 1, 2022, we completed the acquisition of CGS for a cash purchase price of $ 1.932 billion, inclusive of working capital adjustments. CGS manages a database of 60 different data elements uniquely identifying more than 50 million global financial instruments. It is the foundation for security master files relied on by critical front, middle and back-office functions. CGS, operating on behalf of the American Bankers Association ("ABA"), is the exclusive issuer of Committee on Uniform Security Identification Procedures ("CUSIP") and CUSIP International Number System ("CINS") identifiers globally and also acts as the official numbering agency for International Securities Identification Number ("ISIN") identifiers in the United States and as a substitute number agency for more than 30 other countries. We acquired CGS to expand our critical role in the global capital markets. The CGS purchase price was in excess of the fair value of net assets acquired, resulting in the recognition of goodwill. We finalized the purchase accounting for the CGS acquisition during the fourth quarter of fiscal 2022 and did not record any material changes to the preliminary purchase price allocation. The acquisition date fair values of major classes of assets acquired and liabilities assumed are as follows: Acquisition Date Fair Value Acquisition Date Useful Life Amortization Method (in thousands) (in years) Current assets (1) $ 29,728 Amortizable intangible assets ABA business process 1,583,000 36 years Straight-line Client relationships 164,000 26 years Straight-line Acquired databases 46,000 15 years Straight-line Goodwill 214,970 Current liabilities (2) ( 104,691 ) Deferred revenues, long-term ( 1,481 ) Total purchase price $ 1,931,526 (1) Includes an accounts receivable balance of $ 29.5 million. (2) Includes a deferred revenues balance of $ 99.4 million. The CGS acquisition was accounted for in accordance with ASU No. 2021-08, Business Combinations (Topic 805): Accounting for Contract Assets and Contract Liabilities from Contracts with Customers ; as such, the deferred revenues did not include a fair value adjustment. Goodwill totaling $ 215.0 million represents the excess of the CGS purchase price over the fair value of net assets acquired and considers future economic benefits that we expect to achieve as a result of the acquisition. The goodwill is included in the Americas segment and is deductible for income tax purposes. The majority of the net assets acquired relate to an ABA business process intangible which is a renewable license agreement with the ABA to manage the issuance, maintenance and access to the CUSIP numbering system and related database of CUSIP identifiers. This intangible asset's valuation and associated useful life considers the nature of the business relationship, multi-year term of the current agreement and the likelihood of long-term renewals. The useful life assigned to the Client relationships intangible asset considers the strong historical client retention and client renewals as a basis for expected future retention. The useful life assigned to Acquired databases considers the historical period of data collection and the limited changes to the data on an annual basis. The results of CGS's operations have been included in our Consolidated Financial Statements, within the Americas, EMEA and Asia Pacific segments, beginning with the closing of the acquisition on March 1, 2022. Pro forma information has not been presented because the effect of the CGS acquisition was not material to our Consolidated Financial Statements. Cobalt Software, Inc. On October 12, 2021, we acquired all of the outstanding shares of Cobalt for a purchase price of $ 50.0 million, net of cash acquired, and inclusive of working capital adjustments. Cobalt is a leading portfolio monitoring platform for the private capital industry. We acquired Cobalt to scale our data and workflow solutions through targeted investments as part of our multi-year investment plan and to expand our private markets offering. The Cobalt purchase price was in excess of the fair value of net assets acquired, resulting in the recognition of goodwill. We finalized the purchase accounting for the Cobalt acquisition during the fourth quarter of fiscal 2022 and did not record any material changes to the preliminary purchase price allocation. 74 Table of Contents The acquisition date fair values of major classes of assets acquired and liabilities assumed are as follows: Acquisition Date Fair Value Acquisition Date Useful Life Amortization Method (in thousands) (in years) Current assets $ 540 Amortizable intangible assets Software technology 7,750 5 years Straight-line Client relationships 4,800 11 years Straight-line Goodwill 41,338 Other assets 34 Current liabilities ( 4,437 ) Other liabilities ( 7 ) Total purchase price $ 50,018 Goodwill totaling $ 41.3 million represents the excess of the Cobalt purchase price over the fair value of net assets acquired and considers future economic benefits that we expect to achieve as a result of the acquisition. The goodwill is included in the Americas and EMEA segments and is not deductible for income tax purposes. The useful life assigned to Software technology considers our historical experience and anticipated technological changes. The useful life assigned to the Client relationships intangible asset considers the historical client retention as a basis for expected future retention. The results of Cobalt's operations have been included in our Consolidated Financial Statements, within the Americas and EMEA segments, beginning with its acquisition on October 12, 2021. Pro forma information has not been presented because the effect of the Cobalt acquisition was not material to our Consolidated Financial Statements. 7. PROPERTY, EQUIPMENT AND LEASEHOLD IMPROVEMENTS Property, equipment and leasehold improvements consist of the following: (in thousands) August 31, 2024 2023 Leasehold improvements $ 95,840 $ 97,000 Computers and related equipment 84,447 70,641 Furniture and fixtures 28,747 32,601 Subtotal $ 209,034 $ 200,242 Less accumulated depreciation and amortization ( 126,521 ) ( 114,135 ) Property, equipment and leasehold improvements, net $ 82,513 $ 86,107 PPE depreciation and amortization expense was $ 20.2 million, $ 18.1 million and $ 24.3 million for fiscal 2024, 2023 and 2022, respectively. During fiscal 2024, 2023 and 2022, we incurred impairment charges of $ 1.8 million, $ 3.6 million and $ 30.7 million, respectively, for PPE related to vacating certain leased office space. The impairment charges are included within Asset impairments in the Consolidated Statements of Income. Refer to Note 4, Fair Value Measures , for more information on the PPE impairment methodology. 75 Table of Contents 8. GOODWILL Changes in the carrying value of goodwill by segment for the years ended August 31, 2024 and 2023 are as follows: (in thousands) Americas EMEA Asia Pacific Total Balance at August 31, 2022 $ 686,412 $ 277,087 $ 2,349 $ 965,848 Acquisitions 18,347 — — 18,347 Foreign currency translations — 20,647 ( 106 ) 20,541 Balance at August 31, 2023 $ 704,759 $ 297,734 $ 2,243 $ 1,004,736 Acquisitions ( 305 ) — — ( 305 ) Foreign currency translations — 6,708 ( 10 ) 6,698 Balance at August 31, 2024 $ 704,454 $ 304,442 $ 2,233 $ 1,011,129 We performed our annual goodwill impairment test during the fourth quarter of fiscal 2024 and 2023. During fiscal 2024, we utilized a qualitative analysis and concluded there was no impairment as it was more likely than not that the fair value of each of our reporting units was not less than its respective carrying value. During fiscal 2023, we utilized a quantitative analysis, electing to bypass the optional qualitative assessment, and concluded there was no impairment as the fair value of each of our reporting units exceeded its carrying value. 9. INTANGIBLE ASSETS We amortize intangible assets on a straight-line basis over their estimated useful lives. The following table presents the estimated useful life, gross carrying amounts and accumulated amortization related to our identifiable intangible assets as of August 31, 2024 and August 31, 2023: August 31, 2024 August 31, 2023 (in thousands, except useful lives) Estimated Useful Life (years) Gross Carrying Amount Accumulated Amortization Net Carrying Amount Gross Carrying Amount Accumulated Amortization Net Carrying Amount ABA business process 36 $ 1,583,000 $ 109,930 $ 1,473,070 $ 1,583,000 $ 65,958 $ 1,517,042 Client relationships 11 to 26 266,419 80,904 185,515 265,315 68,701 196,614 Developed technology 3 to 5 181,492 68,286 113,206 109,222 45,560 63,662 Data content (1) 7 to 20 84,374 38,725 45,649 81,021 33,108 47,913 Software technology 3 to 10 143,685 117,189 26,496 142,395 108,702 33,693 Non-compete agreements 4 290 85 205 290 12 278 Total $ 2,259,260 $ 415,119 $ 1,844,141 $ 2,181,243 $ 322,041 $ 1,859,202 (1) During fiscal 2024, we combined our Data content and Acquired databases intangible assets together, currently presented as Data content. We conformed the comparative figures as of August 31, 2023 to the current year's presentation. The weighted average useful life of our intangible assets as of August 31, 2024 was 31.9 years. During fiscal 2024 and 2023, we incurred asset impairment charges of $1.3 million related to Developed technology and $ 7.9 million related to Developed technology and Trade names, respectively, which is included in Asset impairments in the Consolidated Statements of Income. We did not identify a material change to the estimated remaining useful lives of our intangible assets during fiscal 2024 and 2023. The intangible assets have no assigned residual values. 76 Table of Contents The following table presents the amortization expense for our intangible assets which is included in Cost of services in our Consolidated Statements of Income: Years ended August 31, (in thousands) 2024 2023 2022 Amortization expense $ 104,950 $ 87,304 $ 62,382 As of August 31, 2024, estimated intangible asset amortization expense for each of the next five years and thereafter is as follows: (in thousands) Estimated Amortization Expense Fiscal Years Ended August 31, 2025 $ 115,122 2026 107,673 2027 82,033 2028 64,377 2029 60,986 Thereafter 1,413,950 Total $ 1,844,141 10. INCOME TAXES We are subject to taxation in the United States and various foreign jurisdictions in which we conduct our business. Income tax expense is based on taxable income determined in accordance with current enacted laws and tax rates. Deferred income taxes are recorded for the temporary differences between the financial statement carrying amounts and the tax basis of our assets and liabilities using currently enacted tax rates. Provision for Income Taxes and Effective Tax Rate The provision for income taxes and the effective tax rate are as follows: (in thousands) Years ended August 31, 2024 2023 2022 U.S. operations $ 416,093 $ 382,702 $ 281,971 Non-U.S. operations 235,410 201,252 161,623 Income before income taxes $ 651,503 $ 583,954 $ 443,594 U.S. operations $ 55,219 $ 54,337 $ 18,107 Non-U.S. operations 59,158 61,444 28,570 Provision for income taxes $ 114,377 $ 115,781 $ 46,677 Effective tax rate 17.6 % 19.8 % 10.5 % 77 Table of Contents The components of the provision for income taxes consist of the following: (in thousands) Years ended August 31, 2024 2023 2022 Current U.S. federal $ 46,903 $ 38,625 $ 12,766 U.S. state and local 40,926 38,600 10,936 Non-U.S. 58,568 69,675 31,690 Total current taxes $ 146,397 $ 146,900 $ 55,392 Deferred U.S. federal $ ( 26,962 ) $ ( 17,235 ) $ ( 4,722 ) U.S. state and local ( 5,648 ) ( 5,652 ) ( 874 ) Non-U.S. 590 ( 8,232 ) ( 3,119 ) Total deferred taxes $ ( 32,020 ) $ ( 31,119 ) $ ( 8,715 ) Provision for income taxes $ 114,377 $ 115,781 $ 46,677 Our effective tax rate will vary based on, among other things, changes in levels of foreign income, as well as other non-recurring events. The following table presents a reconciliation between the U.S. corporate income tax rate and our effective tax rate: Years ended August 31, (expressed as a percentage of income before income taxes) 2024 2023 2022 Tax at U.S. Federal statutory tax rate 21.0 % 21.0 % 21.0 % Increase (decrease) in taxes resulting from (1) : State and local taxes, net of U.S. federal income tax benefit 2.2 3.1 1.8 Foreign income at other than U.S. rates 1.5 ( 0.1 ) ( 1.2 ) Foreign derived intangible income ("FDII") deduction ( 2.3 ) ( 1.6 ) ( 2.2 ) Income tax benefits from R&D tax credits ( 2.8 ) ( 3.8 ) ( 4.1 ) Stock-based payments ( 2.1 ) ( 2.2 ) ( 3.4 ) U.S. impact of foreign income ( 2.5 ) ( 0.6 ) — Uncertain tax positions 2.3 0.5 0.4 One-time adjustment (2) — 3.8 — Other, net 0.3 ( 0.3 ) ( 1.8 ) Effective tax rate 17.6 % 19.8 % 10.5 % (1) During fiscal 2024, we further disaggregated our effective tax rate reconciliation. We conformed comparative figures for fiscal 2023 and 2022 to the current year’s presentation. (2) During fiscal 2023, we recorded an out-of-period adjustment related to a review and analysis of certain tax positions, resulting in a one-time net charge. The adjustment related to the accounting of tax balance sheet accounts. All local, federal and foreign taxes payable have been paid in a timely manner, subject to normal audits of open years. 78 Table of Contents Deferred Tax Assets and Liabilities The significant components of deferred tax assets and liabilities recorded within the Consolidated Balance Sheets were as follows: (in thousands) As of August 31, 2024 2023 Deferred tax assets: Lease liabilities $ 41,373 $ 55,608 Stock-based compensation 35,615 32,611 Capitalization of R&D costs 109,664 58,709 Sales Tax Dispute 14,058 — Other 28,154 21,701 Total deferred tax assets $ 228,864 $ 168,629 Deferred tax liabilities: Depreciation on PPE $ 35,666 $ 29,048 Purchased intangible assets, including acquired technology 106,131 84,102 Lease ROU assets 24,429 33,900 Other 9,753 1,087 Total deferred tax liabilities $ 175,979 $ 148,137 Total deferred tax assets (liabilities), net $ 52,885 $ 20,492 At August 31, 2024, our pre-tax federal and state NOLs were approximately $ 22.4 million and $ 11.5 million, respectively. These carryforwards may be used to offset future taxable income. Our federal NOLs have various expiration dates, beginning August 31, 2036, with some federal NOLs having an unlimited carryforward, and our state NOLs have various expiration dates, beginning August 31, 2025. Utilization of the NOLs may be subject to an annual limitation due to the ownership limitations provided by the Internal Revenue Code of 1986, as amended (the "Code"), and similar state provisions. Any annual limitation may result in the expiration of NOLs before utilization. Unrecognized Tax Benefits The determination of liabilities related to uncertain tax positions, and associated interest and penalties, requires significant estimates and assumptions; as such, there can be no assurance that we will accurately predict the outcomes of these audits. We have no reason to believe that such audits will result in the payment of additional taxes and/or penalties that would have a material adverse effect on our results of operations or financial position, beyond current estimates. The following table summarizes the changes in the balance of gross unrecognized tax benefits: (in thousands) Unrecognized tax benefits as of August 31, 2021 $ 14,870 Additions based on tax positions related to the current year 7,959 Release for tax positions of prior years ( 2,658 ) Unrecognized tax benefits as of August 31, 2022 (1) $ 20,171 Additions based on tax positions related to the current year 4,372 Release for tax positions of prior years ( 3,490 ) Unrecognized tax benefits as of August 31, 2023 (1) $ 21,053 Additions based on tax positions related to the current year 17,794 Release for tax positions of prior years ( 3,557 ) Unrecognized tax benefits as of August 31, 2024 (1) $ 35,290 (1) The unrecognized tax benefits include accrued interest of $ 3.9 million, $ 1.6 million and $ 1.4 million as of August 31, 2024, 2023 and 2022, respectively. 79 Table of Contents We do not currently anticipate that the total amount of unrecognized tax benefits will significantly change within the next 12 months. If our unrecognized tax benefits as of fiscal 2024, 2023, and 2022 were realized in a future period, this would result in a tax benefit of $ 29.1 million, $ 19.1 million and $ 16.5 million, respectively, which would affect the effective tax rate in a future period. In the normal course of business, our tax filings are subject to audit by federal, state and foreign tax authorities. At August 31, 2024, we remained subject to examination in the following significant tax jurisdictions for the fiscal years as indicated below: Significant Tax Jurisdiction Open Tax Fiscal Years U.S. Federal 2019 through 2023 State (various) 2019 through 2023 Europe United Kingdom 2021 through 2023 France 2021 through 2023 Germany 2020 through 2023 Undistributed Foreign Earnings As of August 31, 2024 , we have $ 306.6 million of undistributed foreign earnings of which $ 87.7 million are permanently reinvested. It is not practicable to determine the deferred tax liability that would be payable if these permanently reinvested earnings were repatriated to the U.S. As of August 31, 2024, we have recorded a deferred tax liability of $ 3.6 million, which represents the future tax consequences that are expected upon the ultimate repatriation of earnings that are not permanently reinvested. With respect to outside basis differences other than unremitted earnings, we continue to be permanently reinvested and have no plans to liquidate or sell any foreign subsidiaries. In addition, we have not provided for deferred taxes on any outside basis differences of our domestic subsidiaries as we have the ability and intent to recover these basis differences in a tax-free manner. It is not practicable to determine the amount of unrecognized deferred tax related to these basis differences. Inflation Reduction Act of 2022 On August 16, 2022, the IRA was signed into law. The IRA contains several revisions to the Code effective for taxable years beginning after December 31, 2022, including a 15% corporate alternative minimum tax ("CAMT") on certain large corporations. The CAMT did not have an impact on our Consolidated Financial Statements for fiscal 2024. Base Erosion and Profit Shifting Pillar Two The Organization for Economic Co-operation and Development released Base Erosion and Profit Shifting Pillar Two rules (“Pillar Two”) to introduce a global minimum corporate tax of 15% for companies with global revenues and profits above certain thresholds. Certain aspects of Pillar Two are effective for tax years beginning on or after January 1, 2024. Although the U.S. has not yet enacted legislation to adopt Pillar Two, certain countries in which we operate have already adopted, or are in the process of adopting, legislation to implement Pillar Two. We do not expect Pillar Two to have a material impact on our Consolidated Financial Statements, related disclosures or effective tax rate. 11. LEASES Our operating lease arrangements relate to our office space and data centers. We review new arrangements at inception to evaluate whether we obtain substantially all the economic benefits of and have the right to control the use of an asset. Our lease ROU assets and lease liabilities are recognized based on the present value of future minimum lease payments at lease commencement or modification date (which includes fixed lease payments and certain qualifying index-based variable payments) over the reasonably certain lease term, leveraging an estimated IBR. Certain adjustments to calculate our lease ROU assets may be required due to prepayments, lease incentives received and initial direct costs incurred. We account for lease and non-lease components as a single lease component, which we recognize over the expected lease term on a straight-line expense basis in occupancy costs (a component of SG&A expense) in our Consolidated Statements of Income. 80 Table of Contents As of August 31, 2024 , we recognized $ 130.5 million of Lease ROU assets, net and $ 208.6 million of combined Current lease liabilities and Long-term lease liabilities in the Consolidated Balance Sheets. Our leases have a remaining lease term ranging from less than one year to just over 11 years. Our lease agreements may include options to extend or terminate the lease which are included in the measurement of our lease term when it is reasonably certain that we will exercise the option. The following table presents our future minimum lease payments and a reconciliation to the combined Current lease liabilities and Long-term lease liabilities in the Consolidated Balance Sheets as of August 31, 2024: (in thousands) Minimum Lease Payments Fiscal Years Ended August 31, 2025 $ 39,773 2026 39,515 2027 38,270 2028 33,733 2029 27,903 Thereafter 62,797 Total minimum lease payments $ 241,991 Less: Imputed interest 33,397 Total lease liabilities $ 208,594 The following table includes components of our occupancy costs: Years ended August 31, (in thousands) 2024 2023 2022 Operating lease costs (1) $ 30,407 $ 32,330 $ 38,830 Variable lease costs (2) $ 17,280 $ 17,940 $ 11,542 (1) Operating lease costs include costs associated with fixed lease payments and index-based variable payments that qualified for lease accounting under ASC 842, Leases and complied with the practical expedients and exceptions we elected. (2) Variable lease costs include costs that are not fixed and are not dependent on an index or rate. These costs were not included in the measurement of lease liabilities and primarily include variable non-lease costs, such as utilities, real estate taxes, insurance and maintenance, as well as lease costs for those leases that qualified for the short-term lease exception. The following table summarizes our weighted average remaining lease term and weighted average discount rate related to our operating leases recorded on the Consolidated Balance Sheets: As of August 31, 2024 2023 Weighted average remaining lease term (in years) 6.9 7.8 Weighted average discount rate (IBR) 4.6 % 4.5 % The following table summarizes supplemental cash flow information related to our operating leases: Years ended August 31, (in thousands) 2024 2023 2022 Cash paid for amounts included in the measurement of lease liabilities $ 39,386 $ 39,392 $ 43,032 Lease ROU assets obtained in exchange for lease liabilities (1) $ 10,268 $ 16,934 $ 9,348 Reductions to ROU assets resulting from reductions to lease liabilities (2) $ ( 281 ) $ ( 1,376 ) $ ( 17,597 ) (1) Primarily includes new lease arrangements entered into during the respective period and contract modifications that extend our lease terms and/or provide additional rights. (2) Primarily relates to lease term reassessments based on contractual options to early terminate, resulting in a reduction to the lease liability and the corresponding lease ROU asset. 81 Table of Contents During fiscal 2024, 2023 and 2022, we incurred impairment charges of $ 1.6 million, $ 14.4 million and $ 31.5 million, respectively, related to our lease ROU assets associated with vacating certain leased office space, which are included in Asset impairments in the Consolidated Statements of Income. Refer to Note 4, Fair Value Measures , for more information on the lease ROU assets impairment methodology. 12. DEBT We elected not to carry our debt at fair value. The carrying value of our debt is net of related unamortized discounts and debt issuance costs. Our debt obligations as of August 31, 2024 and August 31, 2023 consisted of the following: (in thousands) Issuance Date Contractual Maturity Date August 31, 2024 August 31, 2023 Current debt 2022 Term Facility 3/1/2022 3/1/2025 $ 125,000 $ — Total unamortized debt issuance costs on Current debt ( 158 ) — Total Current debt $ 124,842 $ — Long-term debt 2022 Term Facility 3/1/2022 3/1/2025 — 375,000 2022 Revolving Facility 3/1/2022 3/1/2027 250,000 250,000 2027 Notes 3/1/2022 3/1/2027 500,000 500,000 2032 Notes 3/1/2022 3/1/2032 500,000 500,000 Total unamortized discounts and debt issuance costs ( 8,869 ) ( 12,300 ) Total Long-term debt $ 1,241,131 $ 1,612,700 Total debt $ 1,365,973 $ 1,612,700 As of August 31, 2024, annual maturities on our debt obligations, based on contractual maturity dates, were as follows: (in thousands) Maturities Fiscal Years Ended August 31, 2025 $ 125,000 2026 — 2027 750,000 2028 — 2029 — Thereafter 500,000 Total $ 1,375,000 2022 Credit Agreement On March 1, 2022, we entered into a credit agreement (the "2022 Credit Agreement") and borrowed an aggregate principal amount of $ 1.0 billion under its senior unsecured term loan credit facility (the "2022 Term Facility") and $ 250.0 million of the available $ 500.0 million under its senior unsecured revolving credit facility (the "2022 Revolving Facility" and, together with the 2022 Term Facility, the "2022 Credit Facilities"). The 2022 Term Facility matures on March 1, 2025, and the 2022 Revolving Facility matures on March 1, 2027. The 2022 Revolving Facility allows for the availability of up to $ 100.0 million in the form of letters of credit and up to $ 50.0 million in the form of swingline loans. We may seek additional commitments of up to $ 750.0 million under the 2022 Revolving Facility from lenders or other financial institutions. We used these borrowings, along with the net proceeds from the issuance of the Senior Notes (as defined below) and cash on hand, to finance the consideration for the CGS acquisition, to repay prior outstanding borrowings and to pay related transaction fees, costs and expenses. 82 Table of Contents During fiscal 2022, we incurred approximately $ 9.5 million in debt issuance costs related to the 2022 Credit Facilities. Debt issuance costs are presented in the Consolidated Balance Sheets as a direct deduction from the carrying amount of the debt liability. Debt issuance costs are amortized to Interest expense in the Consolidated Statements of Income on a straight-line basis over the contractual term of the debt, which approximates the effective interest method. We may voluntarily prepay loans under the 2022 Credit Facilities at any time without premium or penalty. During fiscal 2024, we repaid $ 250.0 million under the 2022 Term Facility, inclusive of voluntary prepayments of $ 200.0 million. Since loan inception on March 1, 2022, we have repaid $ 875.0 million under the 2022 Term Facility, inclusive of voluntary prepayments of $ 762.5 million. From the borrowing date through November 30, 2023, the outstanding borrowings under the 2022 Credit Facilities bore interest at a rate equal to the applicable one-month Term SOFR plus a 1.1 % spread (comprised of a 1.0 % interest rate margin based on a debt leverage pricing grid plus a 0.1 % credit spread adjustment). From December 1, 2023 through August 31, 2024, the spread decreased to 0.975 % (comprised of a 0.875 % interest rate margin based on a debt leverage pricing grid plus a 0.1 % credit spread adjustment). Interest on the 2022 Credit Facilities is currently payable on the last business day of each month, in arrears. Additionally, we pay a commitment fee on the daily unused amount of the 2022 Revolving Facility using a pricing grid based on our senior unsecured non-credit enhanced long-term debt rating and our total leverage ratio. From the borrowing date through November 30, 2023, the commitment fee was 0.125 %, which subsequently decreased to 0.1 % through August 31, 2024. The 2022 Credit Agreement contains usual and customary event of default provisions for facilities of this type, which are subject to usual and customary grace periods and materiality thresholds. If an event of default occurs under the 2022 Credit Agreement, the lenders may, among other things, terminate their commitments and declare all outstanding borrowings immediately due and payable. The 2022 Credit Agreement contains usual and customary affirmative and negative covenants for facilities of this type, including a financial covenant requiring maintenance of a total leverage ratio of no greater than 3.50 to 1.00 as of August 31, 2024. We were in compliance with all covenants and requirements of the 2022 Credit Agreement as of August 31, 2024. Swap Agreements 2024 Swap Agreement On March 1, 2024, we entered into the 2024 Swap Agreement to hedge a portion of our outstanding floating SOFR debt with a fixed interest rate of 5.145 %. 2022 Swap Agreement On March 1, 2022, we entered into the 2022 Swap Agreement to hedge a portion of our outstanding floating SOFR debt with a fixed interest rate of 1.162 %. Effective December 30, 2022, we apportioned the then-outstanding notional amount of the 2022 Swap Agreement between two counterparties. The 2022 Swap Agreement matured on February 28, 2024. 2020 Swap Agreement On March 5, 2020, we entered into the 2020 Swap Agreement to hedge a portion of our then outstanding floating LIBOR rate debt with a fixed interest rate of 0.7995 %. On March 1, 2022, we terminated the 2020 Swap Agreement and concurrently entered into the 2022 Swap Agreement. Refer to Note 5, Derivative Instruments for further discussion of the 2024 Swap Agreement, 2022 Swap Agreement and 2020 Swap Agreement. Senior Notes On March 1, 2022, we completed a public offering of $ 500.0 million aggregate principal amount of 2.900 % Senior Notes due March 1, 2027 (the "2027 Notes") and $ 500.0 million aggregate principal amount of 3.450 % Senior Notes due March 1, 2032 (the "2032 Notes" and, together with the 2027 Notes, the "Senior Notes"). The Senior Notes were issued pursuant to an indenture, dated as of March 1, 2022, by and between us and U.S. Bank Trust Company, National Association, as trustee (the "Trustee"), as supplemented by the supplemental indenture, dated as of March 1, 2022, between us and the Trustee (the "Supplemental Indenture"). 83 Table of Contents The Senior Notes were issued at an aggregate discount of $ 2.8 million and we incurred approximately $ 9.1 million in debt issuance costs. Debt discounts and debt issuance costs are presented in the Consolidated Balance Sheets as a net direct deduction from the carrying amount of the debt liability. The debt discounts and debt issuance costs are amortized to Interest expense in the Consolidated Statements of Income over the contractual term of the debt, leveraging the effective interest method. Interest on the Senior Notes is payable semiannually in arrears on March 1 and September 1 of each year. We may redeem the Senior Notes, in whole or in part, at any time at specified redemption prices, plus any accrued and unpaid interest. Upon the occurrence of a change of control triggering event (as defined in the Supplemental Indenture), we must offer to repurchase the Senior Notes at 101 % of their principal amount, plus any accrued and unpaid interest. 2019 Credit Agreement On March 29, 2019, we entered into a credit agreement with PNC Bank, National Association (the "2019 Credit Agreement") and borrowed $ 575.0 million of the available $ 750.0 million provided by the revolving credit facility thereunder (the "2019 Revolving Credit Facility"). Borrowings under the 2019 Revolving Credit Facility bore interest on the outstanding principal amount at a rate equal to the daily LIBOR plus a spread using a debt leverage pricing grid. Interest on the amounts outstanding under the 2019 Revolving Credit Facility was payable quarterly, in arrears, and on the maturity date. We incurred approximately $ 0.9 million in debt issuance costs related to the 2019 Credit Agreement. On March 1, 2022, we repaid in full and terminated the 2019 Credit Agreement and amortized the remaining related $ 0.4 million of capitalized debt issuance costs into Interest expense in the Consolidated Statements of Income. Interest Expense The following table presents the interest expense on our outstanding debt which is a component of Interest expense in our Consolidated Statements of Income: Years Ended August 31, (in thousands) 2024 2023 2022 Interest expense on outstanding debt (1) $ 65,412 $ 66,283 $ 35,152 (1) Interest expense on our outstanding debt includes the related amortization of debt issuance costs and debt discounts. Interest expense is net of the effects of our interest rate swap agreements. 13. COMMITMENTS AND CONTINGENCIES Commitments represent obligations, such as those for future purchases of goods or services that are not yet recorded on the balance sheet as liabilities. We record liabilities for commitments when incurred (i.e., when the goods or services are received). Except for income tax contingencies, we accrue for contingencies when we believe that a loss is probable and the amount can be reasonably estimated. Judgment is required to determine both the probability and the estimated amount of loss. If the reasonable estimate of a probable loss is a range, we record an accrual for the most probable estimate of the loss or the minimum amount when no amount within the range is a better estimate than any other amount. We review these accruals on a quarterly basis and adjust, as necessary, to reflect the impact of negotiations, settlements, rulings, advice of legal counsel and other current information. Contingent gains are recognized only when realized. Income tax contingencies related to uncertain tax positions are accounted for in accordance with applicable accounting guidance. Refer to Note 2, Summary of Significant Accounting Policies - Income Taxes for further details. Purchase Commitments with Suppliers and Vendors Purchase obligations represent our legally-binding agreements to purchase fixed or minimum quantities at determinable prices. As of August 31, 2024 and 2023, we had total purchase obligations with suppliers and vendors of $ 382.6 million and $ 362.2 million, respectively. Our total purchase obligations as of August 31, 2024 and 2023 primarily related to hosting services, acquisition of data and, to a lesser extent, third-party software providers. We also have contractual obligations related to our lease liabilities and outstanding debt. Refer to Note 11, Leases and Note 12, Debt, for information regarding lease commitments and outstanding debt obligations, respectively. 84 Table of Contents Letters of Credit From time to time, we are required to obtain letters of credit in the ordinary course of business. As of August 31, 2024 and 2023, we had $ 0.4 million and $ 0.6 million of standby letters of credit outstanding, respectively. No liabilities related to these arrangements are reflected in the Consolidated Balance Sheets. Our 2022 Revolving Facility allows for the availability of up to $ 100.0 million in the form of letters of credit. We have not obtained any letters of credit under the 2022 Revolving Facility since its inception. Refer to Note 12, Debt, for information regarding the 2022 Revolving Facility. Contingencies Legal Matters We are engaged in various legal proceedings, claims and litigation that have arisen in the ordinary course of business. The outcome of all the matters against us are subject to future resolution, including the uncertainties of litigation. Based on information available at August 31, 2024, our management believes that the ultimate outcome of these unresolved matters against us, individually or in the aggregate, will not have a material adverse effect on our consolidated financial position, our results of operations or our cash flows. Income Taxes As a multinational company operating in many states and countries, we are routinely audited by various taxing authorities and have reserved for potential adjustments to our provision for income taxes that may result from examinations by, or any negotiated settlements with, these tax authorities. We believe that the final outcome of these examinations or settlements will not have a material effect on our consolidated financial position, results of operations or our cash flows. If events occur which indicate payment of these amounts is unnecessary, the reversal of the liabilities would result in the recognition of tax benefits in the period we determine the liabilities are no longer necessary. If our estimates of the federal, state and foreign income tax liabilities are less than the ultimate assessment, additional expense would result. Sales Tax Matters On August 8, 2019, we received a Notice of Intent to Assess (the "First Notice") additional sales taxes, interest and underpayment penalties (the "Sales Taxes") from the Commonwealth of Massachusetts Department of Revenue (the "Commonwealth") relating to the tax periods from January 1, 2006 through December 31, 2013. On July 20, 2021, we received a Notice of Intent to Assess (the "Second Notice") additional Sales Taxes from the Commonwealth relating to the tax periods from January 1, 2014 through December 31, 2018. On December 29, 2022, we received a Notice of Intent to Assess (the "Third Notice"; cumulatively with the First and Second Notices, the "Notices") additional Sales Taxes from the Commonwealth relating to the tax periods from January 1, 2019 through June 30, 2021. We requested pre-assessment conferences with the Department of Revenue's Office of Appeals to appeal the Notices and on May 24, 2023, we received a Letter of Determination from the Commonwealth upholding the Notices, along with a Notice of Assessment for all the periods covered by the Notices. On June 22, 2023, we filed an Application for Abatement with the Commonwealth disputing all amounts assessed, which was subsequently denied. On February 20, 2024, we received a "Notice of Selection for Audit" for sales tax for the period from July 1, 2021 through December 31, 2023. We have filed petitions with the Appellate Tax Board to appeal the amounts assessed by the Commonwealth and, should this matter proceed further, we believe that we would prevail on all or most of the matters under dispute; however, if we do not prevail, the amount of these assessments could have a material impact on our consolidated financial position, results of operations and cash flows. We have concluded that some payment to the Commonwealth is probable. During the fourth quarter of fiscal 2024, we took a charge of approximately $ 54 million related to this dispute and subsequently, in September 2024, we made the corresponding payment of $ 54 million to the Commonwealth. In addition to reserves taken in prior fiscal years, this brings our total charge with respect to this matter to approximately $ 64 million. While we do not anticipate taking additional material charges with respect to this matter, and we believe that the assumptions and estimates used to determine the charge are reasonable, future developments could result in adjustments being made to this amount. Indemnifications As permitted or required under Delaware law and to the maximum extent allowable under that law, we have certain obligations to indemnify each of our current and former officers and directors for certain events or occurrences while the officer or director is, or was, serving at our request in such capacity. These indemnification obligations are valid as long as the director or officer acted in good faith and in a manner the person reasonably believed to be in, or not opposed to, the best interests of FactSet, and, 85 Table of Contents with respect to any criminal action or proceeding, had no reasonable cause to believe his or her conduct was unlawful. It is not possible to determine the maximum potential amount for claims made under the indemnification obligations due to the unique set of facts and circumstances likely to be involved in each particular claim and indemnification provision; however, we have purchased a director and officer insurance policy that mitigates our exposure and may enable us to recover a portion of any future amounts paid. We do not believe, based on historical experience and information currently available, that it is probable that any material amounts will be required to be paid under such indemnification obligations. 14. STOCKHOLDERS' EQUITY The following table presents the shares of common stock repurchased under our share repurchase program and acquired from holders of our stock-based awards upon vesting to satisfy tax withholding requirements: Share Repurchases (in thousands, except share data) Years Ended August 31, 2024 2023 2022 Repurchases of common stock under the share repurchase program 537,800 430,350 46,200 Total cost of common stock repurchased under the share repurchase program (1) $ 235,235 $ 176,720 $ 18,639 Repurchases of common stock to satisfy tax withholding requirements due upon vesting of stock-based awards 37,589 32,444 14,489 Total cost of repurchases of common stock to satisfy withholding requirements due upon vesting of stock-based awards $ 16,659 $ 13,710 $ 6,159 (1) For fiscal 2024 and 2023, amount excludes a 1% excise tax of $ 1.7 million and $ 0.9 million, respectively, on corporate stock repurchases required under the IRA for publicly traded U.S. corporations after December 31, 2022. We may repurchase shares of our common stock under our share repurchase program from time-to-time in the open market or via privately negotiated transactions, subject to market conditions. We suspended our share repurchase program beginning in the second quarter of fiscal 2022, with the exception of potential minor repurchases to offset dilution from grants of equity awards or repurchases to satisfy withholding tax obligations due upon the vesting of stock-based awards, to prioritize the repayment of debt under the 2022 Credit Facilities. We resumed our share repurchase program in the third quarter of fiscal 2023. There is no defined number of shares to be repurchased over a specified timeframe through the life of our share repurchase program. We had $ 64.8 million that remained authorized under our share repurchase program as of August 31, 2024, all of which expired upon the conclusion of fiscal 2024 and was not available for share repurchases after that date. On September 17, 2024, our Board of Directors authorized up to $ 300 million for share repurchases, which will be available during fiscal 2025. Refer to Part II, Item 5. Market For Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities , of this Annual Report on Form 10-K for further discussion on our share repurchase program. In addition to our share repurchase program, we also acquire shares of our common stock from holders of our stock-based awards to satisfy withholding tax requirements due at vesting. Shares acquired from these holders do not reduce the amount authorized for repurchase under the share repurchase program. Equity-based Awards Refer to Note 16, Stock-Based Compensation for more information on equity awards issued during fiscal 2022 through fiscal 2024. 86 Table of Contents Dividends Our Board of Directors approved the following dividends: Year Ended Dividends per Share of Common Stock Record Date Total Amount (in thousands) Payment Date Fiscal 2024 First Quarter $ 0.98 November 30, 2023 $ 37,299 December 21, 2023 Second Quarter $ 0.98 February 29, 2024 37,360 March 21, 2024 Third Quarter $ 1.04 May 31, 2024 39,589 June 20, 2024 Fourth Quarter $ 1.04 August 30, 2024 39,470 September 19, 2024 Total Dividends $ 153,718 Fiscal 2023 First Quarter $ 0.89 November 30, 2022 $ 34,010 December 15, 2022 Second Quarter $ 0.89 February 28, 2023 34,099 March 16, 2023 Third Quarter $ 0.98 May 31, 2023 37,442 June 15, 2023 Fourth Quarter $ 0.98 August 31, 2023 37,265 September 21, 2023 Total Dividends $ 142,816 Fiscal 2022 First Quarter $ 0.82 November 30, 2021 $ 30,973 December 16, 2021 Second Quarter $ 0.82 February 28, 2022 31,065 March 17, 2022 Third Quarter $ 0.89 May 31, 2022 33,795 June 16, 2022 Fourth Quarter $ 0.89 August 31, 2022 33,860 September 15, 2022 Total Dividends $ 129,693 In the third quarter of fiscal 2024, our Board of Directors approved a 6 % increase in the regular quarterly dividend from $ 0.98 to $ 1.04 per share. Future cash dividend payments are subject to final determination by our Board of Directors and will depend on our earnings, capital requirements, financial condition and other relevant factors. Accumulated Other Comprehensive Loss The components of AOCL as of August 31, 2024 and August 31, 2023 were as follows: (in thousands) August 31, 2024 August 31, 2023 Accumulated unrealized gains (losses) on cash flow hedges, net of tax $ 1,843 $ 2,880 Accumulated foreign currency translation adjustments ( 81,456 ) ( 90,021 ) Total AOCL $ ( 79,613 ) $ ( 87,141 ) 15. EARNINGS PER SHARE Basic earnings per common share ("Basic EPS") is computed by dividing net income by the number of weighted average common shares outstanding during the fiscal year. Diluted earnings per common share ("Diluted EPS") is calculated by using the treasury stock method which assumes the issuance of common stock for all potentially dilutive stock-based awards. 87 Table of Contents The following is a reconciliation of our Basic and Diluted EPS computations: Years Ended August 31, (in thousands, except per share data) 2024 2023 2022 Numerator Net income used for calculating Basic EPS and Diluted EPS $ 537,126 $ 468,173 $ 396,917 Denominator Weighted average common shares used in the calculation of Basic EPS 38,059 38,194 37,864 Common stock equivalents associated with stock-based compensation plans 559 704 872 Shares used in the calculation of Diluted EPS 38,618 38,898 38,736 Basic EPS $ 14.11 $ 12.26 $ 10.48 Diluted EPS $ 13.91 $ 12.04 $ 10.25 The following table presents the potential common shares that were excluded from Diluted EPS as they relate to stock-based awards that were antidilutive or subject to performance conditions which have not been satisfied by the end of the reporting period: Years Ended August 31, (in thousands) 2024 2023 2022 Stock options 381 566 329 Restricted Stock Awards 88 59 61 16. STOCK-BASED COMPENSATION Our stock-based compensation expense consists of stock options, RSUs, PSUs and purchases of common stock under the ESPP. Stock-based Compensation Expense The following table presents the stock-based compensation expense for the fiscal years presented: Years Ended August 31, (in thousands) 2024 2023 2022 Stock-based compensation expense $ 63,501 $ 62,038 $ 56,003 There were no stock-based compensation costs capitalized during fiscal 2022 through fiscal 2024. As of August 31, 2024, $ 123.0 million of total unrecognized stock-based compensation expense related to non-vested stock-based awards is expected to be recognized over the remaining weighted average vesting period of 2.8 years. 88 Table of Contents Stock Option Awards A summary of stock option activity is as follows: Number Outstanding (thousands) Weighted Average Exercise Price Per Share Weighted Average Grant Date Fair Value Aggregate Intrinsic Value (millions) (1) Weighted Average Remaining Contractual Life (years) Outstanding as of August 31, 2021 2,277 $ 214.89 Granted – employees 348 $ 433.09 $ 103.49 Granted – non-employee directors 6 $ 428.71 $ 109.11 Exercised (2) ( 414 ) $ 178.57 Forfeited ( 128 ) $ 301.05 Outstanding as of August 31, 2022 2,089 $ 253.85 Granted – employees 268 $ 426.22 $ 125.57 Granted – non-employee directors 5 $ 428.70 $ 128.84 Exercised (2) ( 318 ) $ 181.67 Forfeited ( 56 ) $ 373.04 Outstanding as of August 31, 2023 1,988 $ 285.95 Granted – employees 243 $ 436.61 $ 132.59 Granted – non-employee directors 6 $ 462.23 $ 132.78 Exercised (2) ( 376 ) $ 213.62 Forfeited ( 38 ) $ 404.47 Outstanding as of August 31, 2024 1,823 (3) $ 319.07 $ 180.1 5.7 Options vested and exercisable as of August 31, 2024 1,035 $ 256.93 $ 172.9 4.3 Options expected to vest as of August 31, 2024 726 $ 398.12 $ 23.2 7.5 (1) The aggregate intrinsic value represents the difference between our closing stock price as of August 30, 2024 of $ 422.84 and the exercise price, multiplied by the number of options exercisable as of that date. (2) The total pre-tax intrinsic value of stock options exercised during fiscal 2024, 2023 and 2022 was $ 89.5 million, $ 77.5 million and $ 104.1 million, respectively. (3) As of August 31, 2024, 1,822,913 shares underlying the stock option awards were unvested and outstanding, resulting in unamortized stock-based compensation expense of $ 53.0 million that is expected to be recognized over the remaining weighted average vesting period of 3.0 years. Employee Stock Option Awards The majority of our employee stock options granted for fiscal 2024, 2023 and 2022 relate to our annual grants on November 1, 2023, November 1, 2022 and November 1, 2021, respectively. The following table presents the weighted average inputs used in the binomial model to estimate the grant-date fair value of the employee stock options granted: 2024 2023 2022 Stock options granted (1) 243,379 268,185 348,458 Risk-free interest rate 3.78 % - 5.53 % 3.37 % - 5.05 % 0.07 % - 2.99 % Expected life (years) 6.6 6.6 6.9 Expected volatility 19 % - 25 % 24 % - 25 % 24 % - 25 % Dividend yield 0.90 % 0.83 % 0.86 % Weighted average grant date fair value $ 132.59 $ 125.57 $ 103.49 Weighted average exercise price $ 436.61 $ 426.22 $ 433.09 (1) Includes the annual employee grant on November 1, 2023, November 1, 2022 and November 1, 2021 of 242,371 , 266,051 and 292,377 stock options, respectively. The majority of the stock options granted, including the annual employee grants, vest 20 % annually on the anniversary date of the grant and are fully vested after five years , expiring ten years from the date of grant. 89 Table of Contents Restricted Stock Awards A summary of Restricted Stock Award activity is as follows: (in thousands, except per award data) Number Outstanding Weighted Average Grant Date Fair Value Per Award Balance at August 31, 2021 197 $ 274.10 Granted – employee Restricted Stock Awards (1) 103 $ 418.16 Granted – non-employee directors RSUs 2 $ 425.29 Vested ( 40 ) $ 242.87 Forfeited ( 29 ) $ 323.16 Balance at August 31, 2022 233 $ 338.87 Granted – employee Restricted Stock Awards (1) 97 $ 416.58 Performance adjustment – employee PSUs (2) 9 $ 245.67 Granted – non-employee directors RSUs 2 $ 425.06 Vested ( 83 ) $ 291.80 Forfeited ( 14 ) $ 369.71 Balance at August 31, 2023 244 $ 381.15 Granted – employee Restricted Stock Awards (1) 111 $ 423.57 Performance adjustment – employee PSUs (2) 14 $ 306.33 Granted – non-employee directors RSUs 2 $ 458.23 Vested ( 95 ) $ 330.00 Forfeited ( 14 ) $ 405.37 Outstanding as of August 31, 2024 262 (3) $ 412.47 (1) During fiscal 2024, 2023 and 2022, we granted 74,456 RSUs and 37,008 PSUs; 63,009 RSUs and 34,482 PSUs; and 71,978 RSUs and 30,704 PSUs, respectively. (2) Additional PSUs were granted during fiscal 2024 and 2023 based on performance above the specified target level of achievement for PSUs granted on November 9, 2020 and November 1, 2019, respectively. (3) As of August 31, 2024, 261,639 shares underlying the Restricted Stock Awards were unvested and outstanding, which resulted in unamortized stock-based compensation expense of $ 70.0 million that is expected to be recognized over the remaining weighted average vesting period of 2.6 years. Employee Restricted Stock Awards The majority of our employee Restricted Stock Awards granted for fiscal 2024, 2023 and 2022 relate to our annual grants on November 1, 2023, November 1, 2022 and November 1, 2021, respectively. These awards entitle the holders to shares of common stock as the Restricted Stock Awards vest, but not to dividends declared on the underlying shares while the stock subject to the Restricted Stock Awards is unvested. The majority of the RSUs granted vest 20 % annually on the anniversary date of the grant and are fully vested after five years . The majority of the PSUs granted cliff vest on the third anniversary of the grant date. The ultimate number of common shares that may be earned pursuant to our PSU awards depends on the level of our achievement of stated financial performance objectives. The achievement range was 0 % to 200 % for the November 1, 2023 annual grant and 0 % to 150 % for the November 1, 2022 and November 1, 2021 annual grants. Stock-based Awards Available for Grant As of August 31, 2024, we had 3.7 million employee stock-based awards available for grant under the LTIP and 0.2 million non-employee director stock-based awards available for grant under the Director Plan. In accordance with the LTIP and Director Plan, each Restricted Stock Award granted or canceled/forfeited is equivalent to 2.5 shares deducted from or added back to, respectively, the aggregate number of stock-based awards available for grant. 90 Table of Contents 17. EMPLOYEE BENEFIT PLANS Defined Contribution Plan Our 401(k) Plan is a defined contribution plan covering all full-time, U.S. employees of FactSet and is subject to the provisions of the Employee Retirement Income Security Act of 1974 and the Code. Each year, participants may contribute up to 60 % of their eligible annual compensation, subject to annual limitations established by the Code. We match up to 4 % of employees’ earnings, capped at the Internal Revenue Service annual maximum. Company matching contributions are subject to a five-year graduated vesting schedule. All full-time, U.S. employees are eligible for the matching contribution by FactSet. We contributed $ 14.2 million, $ 16.6 million and $ 12.0 million in matching contributions to employee 401(k) accounts during fiscal 2024, 2023 and 2022, respectively. 18. SEGMENT INFORMATION Operating segments are defined as components of an enterprise that have the following characteristics: (i) they engage in business activities from which they may earn revenue and incur expense, (ii) their operating results are regularly reviewed by the CODM for resource allocation decisions and performance assessment, and (iii) their discrete financial information is available. Our Chief Executive Officer functions as our CODM. We have three operating segments: Americas, EMEA and Asia Pacific. This is how our CODM manages our business and the geographic markets in which we operate. These operating segments are consistent with our reportable segments. The Americas segment primarily sells to clients throughout North, Central, and South America. The EMEA segment primarily sells to clients in Europe, the Middle East, and Africa. The Asia Pacific segment primarily sells to clients in Asia and Australasia. Segment revenues reflect sales to our clients based on the geographic region where the sale originated. Each segment records expenses related to its individual operations with the exception of expenditures associated with our data centers, third-party data costs and corporate headquarters charges, which are recorded by the Americas segment and are not allocated to the other segments. The expenses incurred at our content collection centers, located in India, the Philippines and Latvia, are allocated to each segment based on their respective percentage of revenues as this reflects the benefits provided by each segment. Intercompany revenue and expense amounts have been eliminated within each segment in order to report on the basis that management uses internally for evaluating segment performance. 91 Table of Contents The following tables reflect the results of operations of our segments: (in thousands) Year Ended August 31, 2024 Americas EMEA Asia Pacific Total Revenues $ 1,419,901 $ 563,128 $ 220,027 $ 2,203,056 Operating income (1) $ 261,790 $ 282,963 $ 156,546 $ 701,299 Depreciation and amortization $ 110,147 $ 7,171 $ 7,869 $ 125,187 Stock-based compensation $ 51,601 $ 8,007 $ 3,893 $ 63,501 Capital expenditures (2) $ 77,417 $ 3,835 $ 4,429 $ 85,681 Year Ended August 31, 2023 Americas EMEA Asia Pacific Total Revenues $ 1,335,484 $ 539,843 $ 210,181 $ 2,085,508 Operating income (1) $ 239,438 $ 243,028 $ 146,741 $ 629,207 Depreciation and amortization $ 89,602 $ 7,305 $ 8,477 $ 105,384 Stock-based compensation $ 51,574 $ 7,280 $ 3,184 $ 62,038 Capital expenditures (2) $ 54,609 $ 2,317 $ 3,860 $ 60,786 Year Ended August 31, 2022 Americas EMEA Asia Pacific Total Revenues $ 1,173,946 $ 484,279 $ 185,667 $ 1,843,892 Operating income (1) $ 159,140 $ 196,231 $ 120,111 $ 475,482 Depreciation and amortization $ 64,916 $ 11,794 $ 9,973 $ 86,683 Stock-based compensation $ 45,319 $ 8,271 $ 2,413 $ 56,003 Capital expenditures (2) $ 44,114 $ 1,427 $ 5,615 $ 51,156 (1) Includes asset impairment charges further disclosed in the Segment Asset Impairments section below. (2) Capital expenditures include purchases of PPE and capitalized internal-use software. Segment Asset Impairments The following table reflects asset impairments by segment for each fiscal year in which impairment charges were incurred: (in thousands) Year Ended August 31, 2024 Americas EMEA Asia Pacific Total Lease ROU assets and PPE (1) $ — $ — $ 3,443 $ 3,443 Intangible assets (2) 1,234 — — 1,234 Total asset impairments $ 1,234 $ — $ 3,443 $ 4,677 Year Ended August 31, 2023 Americas EMEA Asia Pacific Total Lease ROU assets and PPE (1) $ 11,017 $ 7,009 $ — $ 18,026 Intangible assets (2) 7,920 — — 7,920 Total asset impairments $ 18,937 $ 7,009 $ — $ 25,946 Year Ended August 31, 2022 Americas EMEA Asia Pacific Total Lease ROU assets and PPE (1) $ 57,647 $ 4,237 $ 321 $ 62,205 Intangible assets (2) 2,067 — — 2,067 Total asset impairments $ 59,714 $ 4,237 $ 321 $ 64,272 (1) Asset impairments of our lease ROU assets and related PPE associated with vacating certain leased office space to rightsize our real estate footprint. See Note 4, Fair Value Measures, Note 7, Property, Equipment and Leasehold Improvements and Note 11, Leases for additional information. (2) Asset impairments related to Developed technology for fiscal 2024, Developed technology and Trade names for fiscal 2023 and Developed technology for fiscal 2022. 92 Table of Contents Segment Total Assets The following table reflects the total assets for our segments: As of August 31, (in thousands) 2024 2023 Segment Assets Americas $ 3,178,800 $ 3,148,192 EMEA 600,206 558,393 Asia Pacific 276,034 256,337 Total assets $ 4,055,040 $ 3,962,922 Geographic Information The following tables reflect our revenues and long-lived assets, split geographically by our country of domicile (the United States) and other countries where major subsidiaries are domiciled. Geographic Revenues The following table sets forth revenues by geography, attributed to countries based on the location of the client: (in thousands) Years ended August 31, 2024 2023 2022 Revenues United States $ 1,340,350 $ 1,265,002 $ 1,106,602 United Kingdom 221,850 223,809 215,369 Other European Countries 341,278 316,034 268,910 All Other Countries 299,578 280,663 253,011 Total revenues $ 2,203,056 $ 2,085,508 $ 1,843,892 Geographic Long-Lived Assets The following table sets forth long-lived assets by geographic area. Long-lived assets consist of PPE, net and Lease ROU assets, net and excludes goodwill, intangible assets, deferred taxes and other assets. (in thousands) August 31, 2024 2023 Long-lived Assets United States $ 108,208 $ 109,787 Philippines 46,191 55,934 India 22,159 25,223 United Kingdom 10,243 11,532 All Other Countries 26,206 25,468 Total long-lived assets $ 213,007 $ 227,944 19. SUBSEQUENT EVENTS On October 24, 2024, we agreed to acquire all of the outstanding shares of Platform Group Limited (“Irwin”) for a purchase price of $ 125.0 million on a cash-free, debt-free basis, subject to working capital adjustments. Irwin is a leading investor relations and capital markets platform for public companies and their advisors. We agreed to acquire Irwin to scale and expand our ability to offer workflow solutions to investor relations professionals. 93 Table of Contents ITEM 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE None.