What changed in this filing

/stocks — the workspaceLOADING

Item 1. Financial Statements

2025-05-06 compared with 2024-11-05 · 137 added, 288 removed, 542 unchanged (44% of the section changed)

4 unchanged sentences

in thousands, except share data)

September 30, December 31,

March 31, December 31,

Current assets:

Cash and cash equivalents $ 2,091,048 $ 1,933,147

Fees receivable, net of allowances of $ 9,000 for both periods

Fees receivable, net of allowances of $ 7,500 and $ 8,500 , respectively

1,503,582 1,696,225

12 unchanged sentences

Deferred revenues 2,922,518 2,762,927

Current portion of long-term debt — 9,600

Total current liabilities 3,791,695 3,969,016

20 unchanged sentences

in thousands, except per share data)

Three Months Ended Nine Months Ended

September 30, September 30,

2024 2023 2024 2023

Three Months Ended

Research $ 1,321,827 $ 1,268,172

8 unchanged sentences

Acquisition and integration charges — 460

Gain from sale of divested operation

— — — ( 135,410 )

Total costs and expenses 1,256,098 1,199,041

1 unchanged sentence

Interest expense, net ( 13,413 ) ( 19,219 )

Gain on event cancellation insurance claims 300,000 — 300,000 3,077

Other (expense) income, net ( 991 ) 1,877 4,404 5,086

Other income, net 2,389 4,891

Income before income taxes 267,008 259,557

12 unchanged sentences

in thousands)

Three Months Ended Nine Months Ended

September 30, September 30,

2024 2023 2024 2023

Three Months Ended

Net income $ 210,939 $ 210,545

10 unchanged sentences

in thousands)

Three and Nine Months Ended September 30, 2024

Three Months Ended March 31, 2025

Common Stock Additional Paid-In Capital Accumulated Other Comprehensive Loss, Net Accumulated Earnings Treasury Stock Total

1 unchanged sentence

Net income — — — 210,939 — 210,939

Other comprehensive loss

— — ( 6,055 ) — — ( 6,055 )

Issuances under stock plans — 2,712 — — 5,360 8,072

Common share repurchases (including excise tax) — — — — ( 225,522 ) ( 225,522 )

Stock-based compensation expense — 50,500 — — — 50,500

Balance at March 31, 2024 $ 82 $ 2,373,501 $ ( 82,386 ) $ 4,949,837 $ ( 6,522,860 ) $ 718,174

Net income — — — 229,548 — 229,548

Other comprehensive income — — 20,484 — — 20,484

— — 733 — — 733

Issuances under stock plans — 5,872 — — 3,894 9,766

1 unchanged sentence

Stock-based compensation expense — 50,168 — — — 50,168

Balance at June 30, 2024 $ 82 $ 2,421,835 $ ( 81,653 ) $ 5,179,385 $ ( 6,872,990 ) $ 646,659

Net income — — — 415,049 — 415,049

Other comprehensive income

— — 26,020 — — 26,020

Issuances under stock plans — 4,486 — — 1,869 6,355

Common share repurchases (including excise tax) — — — — ( 63,744 ) ( 63,744 )

Stock-based compensation expense — 34,343 — — — 34,343

Balance at September 30, 2024 $ 82 $ 2,460,664 $ ( 55,633 ) $ 5,594,434 $ ( 6,934,865 ) $ 1,064,682

Three and Nine Months Ended September 30, 2023

Balance at March 31, 2025 $ 82 $ 2,553,170 $ ( 67,849 ) $ 6,203,946 $ ( 7,191,495 ) $ 1,497,854

Three Months Ended March 31, 2024

Common Stock Additional Paid-In Capital Accumulated Other Comprehensive Loss, Net Accumulated Earnings Treasury Stock Total

1 unchanged sentence

Net income — — — 210,545 — 210,545

Other comprehensive income

— — 5,700 — — 5,700

Issuances under stock plans — ( 2,141 ) — — 9,520 7,379

Common share repurchases — — — — ( 108,850 ) ( 108,850 )

Stock-based compensation expense — 45,048 — — — 45,048

Balance at March 31, 2023 $ 82 $ 2,222,511 $ ( 95,910 ) $ 4,152,609 $ ( 5,806,434 ) $ 472,858

Net income — — — 198,043 — 198,043

Other comprehensive income

— — 10,783 — — 10,783

Issuances under stock plans — 4,313 — — 1,586 5,899

Common share repurchases (including excise tax) — — — — ( 133,310 ) ( 133,310 )

Stock-based compensation expense — 32,233 — — — 32,233

Balance at June 30, 2023 $ 82 $ 2,259,057 $ ( 85,127 ) $ 4,350,652 $ ( 5,938,158 ) $ 586,506

Net income — — — 180,009 — 180,009

Other comprehensive loss — — ( 6,055 ) — — ( 6,055 )

2 unchanged sentences

Stock-based compensation expense — 50,500 — — — 50,500

Balance at September 30, 2023 $ 82 $ 2,291,013 $ ( 94,558 ) $ 4,530,661 $ ( 6,160,560 ) $ 566,638

Balance at March 31, 2024 $ 82 $ 2,373,501 $ ( 82,386 ) $ 4,949,837 $ ( 6,522,860 ) $ 718,174

See the accompanying notes to Condensed Consolidated Financial Statements.

3 unchanged sentences

in thousands)

Nine Months Ended

September 30,

Three Months Ended

Operating activities:

4 unchanged sentences

Deferred taxes ( 29,710 ) ( 17,823 )

Gain from sale of divested operation — ( 135,410 )

Loss on impairment of lease related assets — 527

14 unchanged sentences

Acquisition of business

( 2,000 ) ( 3,800 )

Proceeds from sale of divested operation — 156,057

Cash (used in) provided by investing activities ( 79,796 ) 77,112

Cash used in investing activities ( 25,569 ) ( 24,660 )

Financing activities:

6 unchanged sentences

Cash used in financing activities ( 152,936 ) ( 219,681 )

Net increase in cash and cash equivalents and restricted cash 454,214 574,495

Net increase (decrease) in cash and cash equivalents and restricted cash 135,007 ( 55,505 )

Effects of exchange rates on cash and cash equivalents 22,894 ( 27,693 )

Cash and cash equivalents and restricted cash, beginning of period 1,933,147 1,319,599

Cash and cash equivalents and restricted cash, end of period $ 1,768,292 $ 1,249,955

Cash and cash equivalents, end of period $ 2,091,048 $ 1,236,401

See the accompanying notes to Condensed Consolidated Financial Statements.

14 unchanged sentences

In the opinion of management, all normal recurring accruals and adjustments considered necessary for a fair presentation of financial position, results of operations and cash flows at the dates and for the periods presented herein have been included.

The results of operations for the three and nine months ended September 30, 2024 may not be indicative of the results of operations for the remainder of 2024 or beyond.

The results of operations for the three months ended March 31, 2025 may not be indicative of the results of operations for the remainder of 2025 or beyond.

When used in these notes, the terms “Gartner,” the “Company,” “we,” “us,” or “our” refer to Gartner, Inc.

6 unchanged sentences

These estimates and the underlying assumptions affect the amounts of assets and liabilities reported, disclosures about contingent assets and liabilities, and reported amounts of revenues and expenses.

Such estimates include the valuation of fees receivable, goodwill, intangible assets and other long-lived assets, as well as tax accruals and other liabilities.

Such estimates include the valuation of fees receivable, goodwill, intangible assets, deferred tax assets and other long-lived assets, as well as tax accruals and other liabilities.

In addition, estimates are used in revenue recognition, income tax expense or benefit, performance-based compensation charges, depreciation and amortization.

Management believes its use of estimates in these interim Condensed Consolidated Financial Statements to be reasonable.

Management believes its use of estimates in the accompanying Consolidated Financial Statements to be reasonable.

Management continually evaluates and revises its estimates using historical experience and other factors, including the general economic environment and actions it may take in the future.

4 unchanged sentences

Cash and cash equivalents and restricted cash.

Below is a table presenting the beginning-of-period and end-of-period cash amounts from the Company’s Condensed Consolidated Balance Sheets and the total cash amounts presented in the Condensed Consolidated Statements of Cash Flows (in thousands).

September 30, December 31,

Cash and cash equivalents $ 1,768,292 $ 1,318,999

Restricted cash classified in (1):

Prepaid expenses and other current assets — 600

Cash and cash equivalents and restricted cash $ 1,768,292 $ 1,319,599

(1) Restricted cash consisted of an escrow account established in connection with one of the Company’s business acquisitions.

Generally, such cash is restricted to use due to provisions contained in the underlying acquisition agreement.

nine months ended September 30, 2024, the Company paid $ 0.6 million of restricted cash for deferred consideration related to a 2022 acquisition.

During the three months ended March 31, 2024, the Company paid $ 0.6 million of restricted cash for deferred consideration related to a 2022 acquisition.

Revenue recognition.

4 unchanged sentences

Note 3 — Revenue and Related Matters provides additional information regarding the Company’s revenues.

Gain on event cancellation insurance claims.

On July 25, 2024 the Company entered into a settlement agreement to resolve litigation concerning the Company's event cancellation insurance for 2020 and 2021.

The settlement resolved all remaining 2020 and 2021 event cancellation insurance claims for $ 300.0 million, which the Company received in August 2024.

In February 2023, the Company received $ 3.1 million of proceeds related to 2020 event cancellation insurance claims.

The Company does not record any gain on insurance claims in excess of expenses incurred until the receipt of the insurance proceeds is deemed to be realizable.

Adoption of new accounting standard .

The Company adopted the accounting standard described below during 2024.

Segment Reporting — In November 2023, the FASB issued ASU 2023-07, Segment Reporting:

Improvements in Reportable Segment Disclosures (“ASU 2023-07”).

The amendments in the ASU are expected to improve disclosures about a public entity’s reportable segments and addresses requests from investors and other allocators of capital for additional, more detailed information about a reportable segment’s expenses.

ASU 2023-07 requires public companies to disclose, on an annual and interim basis, significant expenses that are regularly provided to the chief operating decision maker (“CODM”) and included within each reported measure of segment profit and loss.

The amendments in the ASU require that a public company provide all annual disclosures about a reportable segment’s profit or loss and assets currently required under ASC 280 in interim periods.

The amendments in the ASU also require that a public entity disclose, on an annual and interim basis, an amount for other segment items by reportable segment and a description of its composition.

The other segment items category is the difference between segment revenue less the significant expenses disclosed and each reported measure of segment profit or loss.

The amendments in the ASU, among other items, also require that a public company disclose the title and position of the CODM and an explanation of how the CODM uses the reported measure(s) of segment profit or loss in assessing segment performance and deciding how to allocate resources.

The ASU applies to all public entities that are required to report segment information in accordance with Topic 280.

All public entities are required to report segment information in accordance with the new guidance starting in annual periods beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024.

The Company adopted ASU 2023-07 effective with the 2024 10-K and the adoption only impacted its disclosures with no impacts to the Company's results of operations, cash flows, or financial condition.

Accounting standards issued but not yet adopted.

The FASB has issued accounting standards that have not yet become effective as of September 30, 2024 and may impact the Company’s Consolidated Financial Statements or related disclosures in future periods.

The FASB has issued accounting standards that have not yet become effective as of March 31, 2025 and may impact the Company’s Consolidated Financial Statements or related disclosures in future periods.

The standards and their potential impacts are discussed below.

Income Taxes — In December 2023, the FASB issued ASU 2023-09, Improvements to Income Tax Disclosures (“ASU No.

Income Taxes — In December 2023, the FASB issued ASU 2023-09, Improvements to Income Tax Disclosures (“ASU 2023-09”).

The amendments in this ASU are expected to enhance the transparency and decision usefulness of income tax disclosures.

7 unchanged sentences

All public entities will be required to report income tax information in accordance with the new guidance starting in annual periods beginning after December 15, 2024.

The Company expects this ASU to only impact its disclosures with no impacts to the Company’s results of operations, cash flows, and financial condition.

Segment Reporting — In November 2023, the FASB issued ASU 2023-07, Segment Reporting:

Improvements in Reportable Segment Disclosures (“ASU No.

ASU 2023-07 requires public companies to disclose, on an annual and interim basis, significant expenses that are regularly provided to the chief operating decision maker (CODM) and included within each reported measure of segment profit and loss.

The amendments in the ASU require that a public company provide all annual disclosures about a reportable segment’s profit or loss and assets currently required under ASC 280 in interim periods.

The amendments in the ASU also require that a public entity disclose, on an annual and interim basis, an amount for other segment items by reportable segment and a description of its composition.

The other segment items category is the difference between segment revenue less the significant expenses disclosed and each reported measure of segment profit or loss.

The amendments in the ASU, among other items, also requires that a public company disclose the title and position of the CODM and an explanation of how the CODM uses the reported measure(s) of segment profit or loss in assessing segment performance and deciding how to allocate resources.

The ASU applies to all public entities that are required to report segment information in accordance with Topic 280.

All public entities will be required to report segment information in accordance with the new guidance starting in annual periods beginning after December 15, 2023 and for interim periods within annual periods beginning after December 15, 2024.

The Company expects this ASU to only impact its disclosures with no impacts to the Company’s results of operations, cash flows, and financial condition.

Note 2 — Acquisition and Divestiture

In September 2023, the Company acquired 100 % of a formerly independent sales agent of Gartner research products in the Czech Republic for an aggregate purchase price of $ 7.9 million, including cash acquired and deferred consideration.

During the nine months ended September 30, 2024, the Company paid $ 2.0 million of deferred consideration.

In February 2023, the Company completed the sale of a non-core business, TalentNeuron, for approximately $ 161.1 million net of post-close adjustments.

The Company recorded a pre-tax gain of $ 135.4 million on the sale of TalentNeuron, which is included in Gain from sale of divested operation in the Consolidated Statement of Operations during the nine months ended September 30, 2023.

TalentNeuron was included in the Company’s Research segment.

The Company expects this ASU to only impact its disclosures with no impacts to the Company's results of operations, cash flows, or financial condition.

Income Statement — In November 2024, the FASB issued ASU 2024-03, Income Statement-Reporting Comprehensive Income- Expense Disaggregation Disclosures (“ASU 2024-03”).

The amendments in this ASU are expected to improve the disclosures about a public business entity’s expenses and address requests from investors for more detailed information about the types of expenses (including employee compensation, depreciation and amortization) in commonly presented expense captions (such as cost of sales, SG&A and research and development).

ASU 2024-03 will require a quantitative disclosure of the components of each income statement line item (e.g., cost of services and product development and selling, general and administrative expenses).

It will also require entities to disclose the total amount of selling expenses, and, on an annual basis, an entity’s definition of selling expenses.

The amendments are effective for annual periods with fiscal years beginning after December 15, 2026, and interim periods in fiscal years beginning after December 15, 2027.

The Company expects this ASU to only impact its disclosures with no impacts to the Company's results of operations, cash flows, or financial condition.

Note 2 — Goodwill and Intangible Assets

2 unchanged sentences

When performing the annual assessment of the recoverability of goodwill, the Company initially performs a qualitative analysis evaluating whether any events or circumstances occurred or exist that provide evidence that it is more likely than not that the fair value of any of the Company’s reporting units is less than the related carrying amount.

If the Company does not believe that it is more likely than not that the fair value of any of the Company’s reporting units is less than the related carrying amount, then no quantitative impairment test is performed.

If the Company does not believe that

it is more likely than not that the fair value of any of the Company’s reporting units is less than the related carrying amount, then no quantitative impairment test is performed.

However, if the results of the qualitative assessment indicate that it is more likely than not that the fair value of a reporting unit is less than its respective carrying amount, then a quantitative impairment test is performed.

3 unchanged sentences

Subsequent to completing the 2024 annual impairment test, there were no events or changes in circumstances noted that required an interim impairment test.

The table below presents changes to the carrying amount of goodwill by segment during the nine months ended September 30, 2024 (in thousands).

The table below presents changes to the carrying amount of goodwill by segment during the three months ended March 31, 2025 (in thousands).

Research Conferences Consulting Total

1 unchanged sentence

Foreign currency translation impact 2,447 38 432 2,917

Balance at September 30, 2024 (1) $ 2,657,627 $ 183,998 $ 96,155 $ 2,937,780

Balance at March 31, 2025 (1) $ 2,653,428 $ 183,958 $ 95,736 $ 2,933,122

(1) The Company does no t have any accumulated goodwill impairment losses.

1 unchanged sentence

The tables below present reconciliations of the carrying amounts of the Company’s finite-lived intangible assets as of the dates indicated (in thousands).

September 30, 2024 Customer

Relationships Technology-related Other Total

March 31, 2025 Customer

Relationships Other Total

Gross cost at December 31, 2024 $ 1,071,917 $ 10,200 $ 1,082,117

3 unchanged sentences

Accumulated amortization (1) ( 683,046 ) ( 7,532 ) ( 690,578 )

Balance at September 30, 2024 $ 437,009 $ — $ 3,138 $ 440,147

Balance at March 31, 2025 $ 389,136 $ 2,668 $ 391,804

December 31, 2024 Customer

Relationships Technology-related Other Total

Relationships Other Total

Gross cost $ 1,071,917 $ 10,200 $ 1,082,117

2 unchanged sentences

(1) Finite-lived intangible assets are amortized using the straight-line method over the following periods:

Customer relationships— 6 to 13 years;

Technology-related— 3 years;

and Other— 11 years.

Amortization expense related to finite-lived intangible assets was $ 22.2 million and $ 24.0 million during the three months ended September 30, 2024 and 2023, respectively, and $ 68.1 million and $ 69.6 million during the nine months ended September 30, 2024 and 2023, respectively.

Customer relationships— 6 to 13 years and Other— 11 years.

Amortization expense related to finite-lived intangible assets was $ 21.9 million and $ 23.0 million during the three months ended March 31, 2025 and 2024, respectively.

The estimated future amortization expense by year for finite-lived intangible assets is presented in the table below (in thousands).

2024 (remaining three months) $ 22,352

Thereafter 98,081

2025 (remaining nine months) $ 59,776

Note 3 — Revenue and Related Matters

1 unchanged sentence

By Primary Geographic Market (1)

Three Months Ended September 30, 2024

Primary Geographic Market Research Conferences Consulting Total

United States and Canada $ 836,195 $ 8,191 $ 79,448 $ 923,834

Europe, Middle East and Africa 297,916 40,486 30,637 369,039

Other International 146,797 27,099 17,537 191,433

Total revenues $ 1,280,908 $ 75,776 $ 127,622 $ 1,484,306

Three Months Ended September 30, 2023

Primary Geographic Market Research Conferences Consulting Total

United States and Canada $ 822,401 $ 7,652 $ 87,409 $ 917,462

Europe, Middle East and Africa 261,813 30,398 29,502 321,713

Other International 134,525 19,150 15,934 169,609

Total revenues $ 1,218,739 $ 57,200 $ 132,845 $ 1,408,784

Nine Months Ended September 30, 2024

Three Months Ended March 31, 2025

Primary Geographic Market Research Conferences Consulting Total

3 unchanged sentences

Total revenues $ 1,321,827 $ 72,597 $ 139,706 $ 1,534,130

Nine Months Ended September 30, 2023

Three Months Ended March 31, 2024

Primary Geographic Market Research Conferences Consulting Total

6 unchanged sentences

By Timing of Revenue Recognition

Three Months Ended September 30, 2024

Timing of Revenue Recognition Research Conferences Consulting Total

Transferred over time (1) $ 1,206,182 $ — $ 101,246 $ 1,307,428

Transferred at a point in time (2) 74,726 75,776 26,376 176,878

Total revenues $ 1,280,908 $ 75,776 $ 127,622 $ 1,484,306

Three Months Ended September 30, 2023

Timing of Revenue Recognition Research Conferences Consulting Total

Transferred over time (1) $ 1,125,285 $ — $ 99,719 $ 1,225,004

Transferred at a point in time (2) 93,454 57,200 33,126 183,780

Total revenues $ 1,218,739 $ 57,200 $ 132,845 $ 1,408,784

Nine Months Ended September 30, 2024

Three Months Ended March 31, 2025

Timing of Revenue Recognition Research Conferences Consulting Total

2 unchanged sentences

Total revenues $ 1,321,827 $ 72,597 $ 139,706 $ 1,534,130

Nine Months Ended September 30, 2023

Three Months Ended March 31, 2024

Timing of Revenue Recognition Research Conferences Consulting Total

5 unchanged sentences

(2) The revenues in this category are recognized in connection with performance obligations that are satisfied at the point in time that the contractual deliverables are provided to the customer.

Performance Obligations — For customer contracts that are greater than one year in duration, the aggregate amount of the transaction price allocated to performance obligations that were unsatisfied (or partially unsatisfied) as of September 30, 2024 was approximately $ 5.7 billion.

The Company expects to recognize $ 2.9 billion, $ 2.4 billion and $ 0.8 billion of this revenue (most of which pertains to Research) during the remainder of 2025, the year ending December 31, 2026 and thereafter, respectively.

7 unchanged sentences

The table below provides information regarding certain of the Company’s balance sheet accounts that pertain to its contracts with customers (in thousands).

September 30, December 31,

March 31, December 31,

Fees receivable, gross (1) $ 1,511,082 $ 1,704,725

8 unchanged sentences

Both situations occur before the completion of the Company’s performance obligation(s).

The Company recognized revenue of $ 1.1 billion and $ 1.0 billion during the three months ended September 30, 2024 and 2023, respectively and $ 2.1 billion and $ 1.9 billion during the nine months ended September 30, 2024 and 2023, respectively, that was attributable to deferred revenues that were recorded at the beginning of each such period.

The Company recognized revenue of $ 1.0 billion during both the three months ended March 31, 2025 and 2024, that was attributable to deferred revenues that were recorded at the beginning of each such period.

Those amounts primarily consisted of Research revenues that were recognized ratably as control of the goods or services passed to the customer during the reporting periods.

During each of the three and nine months ended September 30, 2024 and 2023, the Company did not record any material impairments related to its contract assets.

During each of the three months ended March 31, 2025 and 2024, the Company did not record any material impairments related to its contract assets.

Note 4 — Computation of Earnings Per Share

3 unchanged sentences

The table below sets forth the calculation of basic and diluted income per share for the periods indicated (in thousands, except per share data).

Three Months Ended Nine Months Ended

September 30, September 30,

2024 2023 2024 2023

Three Months Ended

Net income used for calculating basic and diluted income per share $ 210,939 $ 210,545

5 unchanged sentences

(1) Certain outstanding awards associated with stock-based compensation plans were not included in the computation of diluted income per share because the effect would have been anti-dilutive.

These anti-dilutive outstanding awards associated with stock-based compensation plans was de minimis and approximately 0.1 million for the three and nine months ended September 30, 2024, respectively and approximately 0.1 million for both the three and nine months ended September 30, 2023.

These anti-dilutive outstanding awards associated with stock-based compensation plans was 0.2 million and de minimis for the three months ended March 31, 2025 and 2024, respectively.

Note 5 — Stock-Based Compensation

1 unchanged sentence

The Company currently awards stock-settled stock appreciation rights, service-based and performance-based restricted stock units, and common stock equivalents.

As of September 30, 2024, the Company had 5.6 million shares of its common stock, par value $ 0.0005 per share, (the “Common Stock”) available for stock-based compensation awards under the Gartner, Inc.

As of March 31, 2025, the Company had 5.2 million shares of its common stock, par value $ 0.0005 per share, (the “Common Stock”) available for stock-based compensation awards under the Gartner, Inc.

Long-Term Incentive Plan as amended and restated in June 2023 (the “Plan”).

The tables below summarize the Company’s stock-based compensation expense by award type and expense category line item during the periods indicated (in millions).

Three Months Ended Nine Months Ended

September 30, September 30,

Three Months Ended

Award type 2025 2024

3 unchanged sentences

Total (1) $ 50.2 $ 50.5

Three Months Ended Nine Months Ended

September 30, September 30,

Three Months Ended

Expense category line item 2025 2024

2 unchanged sentences

Total (1) $ 50.2 $ 50.5

(1) Includes costs of $ 12.9 million and $ 8.5 million during the three months ended September 30, 2024 and 2023, respectively, and $ 61.9 million and $ 48.4 million during the nine months ended September 30, 2024 and 2023, respectively, for awards to retirement-eligible employees.

(1) Includes costs of $ 28.0 million and $ 30.6 million during the three months ended March 31, 2025 and 2024, respectively, for awards to retirement-eligible employees.

Those awards are expensed on an accelerated basis.

15 unchanged sentences

The tables below present information about the Company’s reportable segments for the periods indicated (in thousands).

Three Months Ended September 30, 2024 Research Conferences Consulting Consolidated

Revenues $ 1,280,908 $ 75,776 $ 127,622 $ 1,484,306

Gross contribution 943,426 30,489 41,517 1,015,432

Corporate and other expenses ( 769,608 )

Operating income $ 245,824

Three Months Ended September 30, 2023 Research Conferences Consulting Consolidated

Revenues $ 1,218,739 $ 57,200 $ 132,845 $ 1,408,784

Gross contribution 894,149 20,449 48,551 963,149

Corporate and other expenses ( 718,732 )

Operating income $ 244,417

Nine Months Ended September 30, 2024 Research Conferences Consulting Consolidated

Three Months Ended March 31, 2025 Research Conferences Consulting Consolidated

Revenues $ 1,321,827 $ 72,597 $ 139,706 $ 1,534,130

Personnel expenses 289,361 17,746 79,092 386,199

Product and content delivery expenses 41,177 24,172 3,263 68,612

Other (1) 6,766 3,297 3,959 14,022

Gross contribution 984,523 27,382 53,392 1,065,297

Corporate and other expenses ( 2,294,003 )

Operating income $ 838,492

Nine Months Ended September 30, 2023 Research Conferences Consulting Consolidated

Cost of services and product development - unallocated (2) 6,197

Selling, general and administrative 730,308

Depreciation and amortization 50,760

Interest expenses and other, net 11,024

Income before income taxes $ 267,008

Three Months Ended March 31, 2024 Research Conferences Consulting Consolidated

Revenues $ 1,268,172 $ 70,069 $ 134,685 $ 1,472,926

Personnel expenses 274,588 15,683 73,373 363,644

Product and content delivery expenses 43,587 27,793 2,191 73,571

Other (1) 5,427 3,338 4,834 13,599

Gross contribution 944,570 23,255 54,287 1,022,112

Corporate and other expenses ( 2,035,831 )

Operating income $ 935,481

The table below provides a reconciliation of total segment gross contribution to net income for the periods indicated (in thousands).

Three Months Ended Nine Months Ended

September 30, September 30,

2024 2023 2024 2023

Total segment gross contribution $ 1,015,432 $ 963,149 $ 3,132,495 $ 2,971,312

Costs and expenses:

Cost of services and product development - unallocated (2) 8,627

2 unchanged sentences

Acquisition and integration charges 460

Gain from sale of divested operation

— — — ( 135,410 )

Operating income 245,824 244,417 838,492 935,481

Interest expense and other, net ( 18,952 ) ( 19,943 ) ( 52,766 ) ( 68,683 )

Gain on event cancellation insurance claims 300,000 — 300,000 3,077

Provision for income taxes 111,823 44,465 230,584 196,040

Net income $ 415,049 $ 180,009 $ 855,142 $ 673,835

Interest expenses and other, net 14,328

Income before income taxes $ 259,557

(1) Other consists primarily of travel and entertainment and workplace expenses.

(2) The unallocated amounts consist of certain bonus and fringe costs recorded in consolidated Cost of services and product development that are not allocated to segment expense.

3 unchanged sentences

The Company’s total outstanding borrowings are summarized in the table below (in thousands).

September 30, December 31,

March 31, December 31,

Description 2025 2024

1 unchanged sentence

$ 274,400 $ 274,400

2020 Credit Agreement - Term loan facility — 274,400

2020 Credit Agreement - Revolving credit facility — —

4.50 % Senior Notes due 2028 (“2028 Notes”)

9 unchanged sentences

Net balance sheet carrying amount $ 2,460,949 $ 2,459,915

(1) The contractual annualized interest rate as of September 30, 2024 on the 2024 Credit Agreement was 6.600 %, which consisted of Term Secured Overnight Financing Rate (“SOFR”) of 5.250 % plus a margin of 1.350 %.

(1) The contractual annualized interest rate as of March 31, 2025 on the 2024 Credit Agreement was 5.725 %, which consisted of Term Secured Overnight Financing Rate (“SOFR”) of 4.375 % plus a margin of 1.350 %.

However, the Company has an interest rate swap contract that effectively converts the floating SOFR on outstanding amounts to a fixed base rate.

(2) The Company had approximately $ 0.7 billion of available borrowing capacity on the 2024 Credit Agreement revolver (not including the expansion feature) as of September 30, 2024.

(2) The Company had approximately $ 0.7 billion of available borrowing capacity on the 2024 Credit Agreement revolver (not including the expansion feature) as of March 31, 2025.

(3) Consists of a State of Connecticut economic development loan originated in 2019 with a 10 -year maturity and bears interest at a fixed rate of 1.75 %.

This loan may be repaid at any time by the Company without penalty.

(4) The weighted average annual effective rate on the Company’s outstanding debt for the three and nine months ended September 30, 2024, including the effects of its interest rate swaps discussed below, was 4.96 % and 5.00 %, respectively.

(4) The weighted average annual effective rate on the Company’s outstanding debt for the three months ended March 31, 2025, including the effects of its interest rate swaps discussed below, was 4.89 %.

(5) Deferred financing fees are being amortized to Interest expense, net over the term of the related debt obligation.

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The revolving loans may be borrowed, repaid and re-borrowed until March 26, 2029, at which time all amounts borrowed must be repaid, subject to customary extension mechanics.

The 2024 Credit Agreement contains certain customary restrictive loan covenants, including, among others, a financial covenant requiring a maximum leverage ratio and covenants limiting the Company’s ability to grant liens, make acquisitions, be acquired and the ability of the Company’s subsidiaries to incur indebtedness.

The Company was in compliance with all financial covenants as of March 31, 2025.

On March 26, 2024, the Company borrowed $ 274.4 million under the 2024 Credit Agreement.

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The applicable margin ranges between 1.125 % and 1.75 %, depending on the lower rate determined by either the Company’s leverage ratio or the credit rating of the Company’s senior unsecured debt.

At September 30, 2024, the applicable all-in margin on the revolving facility was 1.35 % (including the credit spread adjustment).

At March 31, 2025, the applicable all-in margin on the revolving facility was 1.35 % (including the credit spread adjustment).

The commitment fee payable on the unused portion of the facility is equal to between 0.125 % and 0.25 % based on utilization of the facility.

The Company has also agreed to pay customary letter of credit fees.

Subsidiaries of the Company are not required to

guarantee obligations under the facility, unless such subsidiaries guarantee indebtedness in excess of a threshold set out in the 2024 Credit Agreement, subject to certain limitations and exceptions.

The 2024 Credit Agreement contains customary events of default that include, among others, non-payment of principal, interest or fees, material inaccuracy of representations and warranties, violation of covenants, cross defaults to certain other indebtedness, bankruptcy and insolvency events, ERISA defaults, material judgments, and events constituting a change of control.

The occurrence of an event of default allows the lenders to terminate their obligations to lend under the 2024 Credit Agreement and could result in the acceleration of the Company’s obligations under the facility.

On June 18, 2021, the Company issued $ 600.0 million aggregate principal amount of 3.625 % Senior Notes due 2029.

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The Company may redeem some or all of the 2029 Notes at any time on or after June 15, 2024 for cash at the redemption prices set forth in the 2029 Notes Indenture, plus accrued and unpaid interest to, but excluding, the redemption date.

Prior to June 15, 2024, the Company may redeem up to 40 % of the aggregate principal amount of the 2029 Notes in connection with certain equity offerings, or some or all of the 2029 Notes with a “make-whole” premium, in each case subject to the terms set forth in the 2029 Note Indenture.

On March 26, 2024, in connection with the closing of the 2024 Credit Agreement and as a result of the termination of the 2020 Credit Agreement, the Company’s subsidiaries that guaranteed the Company’s 2029 Notes were released from their guarantee obligations with respect to the Notes, in accordance with the terms of the indenture pursuant to which the 2029 Notes was issued.

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The Company may redeem some or all of the 2028 Notes at any time on or after July 1, 2023 for cash at the redemption prices set forth in the 2028 Note Indenture, plus accrued and unpaid interest to, but excluding, the redemption date.

Prior to July 1, 2023, the Company may redeem up to 40 % of the aggregate principal amount of the 2028 Notes in connection with certain equity offerings, or some or all of the 2028 Notes with a “make-whole” premium, in each case subject to the terms set forth in the 2028 Note Indenture.

On March 26, 2024, in connection with the closing of the 2024 Credit Agreement and as a result of the termination of the 2020 Credit Agreement, the Company’s subsidiaries that guaranteed the Company’s 2028 Notes were released from their guarantee obligations with respect to the Notes, in accordance with the terms of the indenture pursuant to which the 2028 Notes was issued.

2020 Credit Agreement

Prior to entering into the 2024 Credit Agreement, the Company had a credit facility that provided for a $ 400.0 million Term loan facility and a $ 1.0 billion Revolving credit facility (the “2020 Credit Agreement”).

The 2020 Credit Agreement contained certain customary restrictive loan covenants, including, among others, financial covenants that applied a maximum consolidated leverage ratio and a minimum consolidated interest expense coverage ratio.

On March 26, 2024, concurrently with the Company’s entry into the 2024 Credit Agreement, the Company terminated the 2020 Credit Agreement and repaid all amounts outstanding.

Interest Rate Swap

As of September 30, 2024, the Company had one fixed-for-floating interest rate swap contract with a notional value of $ 350.0 million that matures in September 2025.

As of March 31, 2025, the Company had one fixed-for-floating interest rate swap contract with a notional value of $ 350.0 million that matures in September 2025.

Under the contract, the Company pays a base fixed rate of 2.98 % and in return receives a floating Term SOFR base rate on 30-day notional borrowings.

Effective June 30, 2020, the Company de-designated all of its interest rate swaps and discontinued hedge accounting.

Accordingly, subsequent changes to the fair value of the interest rate swap are recorded in Other (expense) income, net.

Accordingly, subsequent changes to the fair value of the interest rate swap are recorded in Other income, net.

The amounts previously recorded in Accumulated other comprehensive loss are amortized into Interest expense, net over the terms of the hedged forecasted interest payments.

As of September 30, 2024, $ 17.8 million is remaining in Accumulated other comprehensive loss, net.

See Note 11 — Derivatives and Hedging for the amounts remaining in Accumulated other comprehensive loss, net of tax effect, at September 30, 2024 and December 31, 2023.

As of March 31, 2025, $ 8.7 million is remaining in Accumulated other comprehensive loss, net.

See Note 10 — Derivatives and Hedging for the amounts remaining in Accumulated other comprehensive loss, net of tax effect, at March 31, 2025 and December 31, 2024.

See Note 11 — Fair Value Disclosures for a discussion of the fair values of Company’s interest rate swaps.

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The Board authorized incremental share repurchases of up to an aggregate additional $ 4.1 billion of the Company’s common stock from February 2021 to July 2024.

As of September 30, 2024, $ 1.0 billion remained available under the share repurchase program.

As of March 31, 2025, $ 0.9 billion remained available under the share repurchase program.

The Company may repurchase its common stock from time-to-time in amounts, at prices and in the manner that the Company deems appropriate, subject to the availability of stock, prevailing market conditions, the trading price of the stock, the Company’s financial performance and other conditions.

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The Company’s share repurchase activity is presented in the table below for the periods indicated.

Three Months Ended Nine Months Ended

September 30, September 30,

2024 2023 2024 2023

Three Months Ended

Number of shares repurchased (1) 300,745 489,734

Cash paid for repurchased shares (in thousands) (2) $ 162,672 $ 225,124

(1) The average purchase price for repurchased shares was $ 466.99 and $ 341.11 for the three months ended September 30, 2024 and 2023, respectively, and $ 450.92 and $ 330.50 for the nine months ended September 30, 2024 and 2023, respectively.

The repurchased shares during the three and nine months ended September 30, 2024 and 2023 included purchases for both open market purchases and stock-based compensation award settlements.

(2) The cash paid for repurchased shares during the nine months ended September 30, 2024 excluded excise tax accrued.

The cash paid for repurchased shares during the nine months ended September 30, 2023 excluded $ 15.0 million of open market purchases with trade dates in September 2023 that settled in October 2023 and excise tax accrued.

The cash paid for repurchased shares during the three months ended September 30, 2024 included $ 5.0 million of open market purchases with trade dates in June 2024 that settled in July 2024.

The cash paid for repurchased shares during the three months ended September 30, 2023 included $ 3.1 million of open market purchases with trade dates in June 2023 that settled in July 2023, and excluded $ 15.0 million of open market purchases with trade dates in September 2023 that settled in October 2023 and excise tax accrued.

(1) The average purchase price for repurchased shares was $ 507.65 and $ 459.69 for the three months ended March 31, 2025 and 2024, respectively.

The repurchased shares during the three months ended March 31, 2025 and 2024 included purchases for both open market purchases and stock-based compensation award settlements.

(2) The cash paid for repurchased shares during the three months ended March 31, 2025 included $ 10.0 million of open market purchases with trade dates in December 2024 that settled in January 2025.

Accumulated Other Comprehensive Loss, net (“AOCL”)

The tables below provide information about the changes in AOCL by component and the related amounts reclassified out of AOCL to income during the periods indicated (net of tax, in thousands) (1).

Three Months Ended September 30, 2024

Interest Rate

Swaps Defined

Pension Plans Foreign

Adjustments Total

Balance – June 30, 2024 $ ( 16,912 ) $ ( 5,629 ) $ ( 59,112 ) $ ( 81,653 )

Other comprehensive income (loss) activity during the period:

Change in AOCL before reclassifications to income

— — 22,398 22,398

Reclassifications from AOCL to income (2), (3)

3,571 51 — 3,622

Other comprehensive income (loss), net 3,571 51 22,398 26,020

Balance – September 30, 2024 $ ( 13,341 ) $ ( 5,578 ) $ ( 36,714 ) $ ( 55,633 )

Three Months Ended September 30, 2023

Interest Rate

Swaps Defined

Pension Plans Foreign

Adjustments Total

Balance – June 30, 2023 $ ( 31,596 ) $ ( 4,180 ) $ ( 49,351 ) $ ( 85,127 )

Other comprehensive income (loss) activity during the period:

Change in AOCL before reclassifications to income

— — ( 13,171 ) ( 13,171 )

Reclassifications from AOCL to income (2), (3)

3,707 33 — 3,740

Other comprehensive income (loss), net 3,707 33 ( 13,171 ) ( 9,431 )

Balance – September 30, 2023 $ ( 27,889 ) $ ( 4,147 ) $ ( 62,522 ) $ ( 94,558 )

Nine Months Ended September 30, 2024

Three Months Ended March 31, 2025

Interest Rate

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Other comprehensive income (loss), net 3,390 48 17,046 20,484

Balance – September 30, 2024 $ ( 13,341 ) $ ( 5,578 ) $ ( 36,714 ) $ ( 55,633 )

Nine Months Ended September 30, 2023

Balance – March 31, 2025 $ ( 6,410 ) $ ( 5,166 ) $ ( 56,273 ) $ ( 67,849 )

Three Months Ended March 31, 2024

Interest Rate

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Other comprehensive income (loss), net 3,601 51 ( 9,707 ) ( 6,055 )

Balance – September 30, 2023 $ ( 27,889 ) $ ( 4,147 ) $ ( 62,522 ) $ ( 94,558 )

Balance – March 31, 2024 $ ( 20,561 ) $ ( 5,680 ) $ ( 56,145 ) $ ( 82,386 )

(1) Amounts in parentheses represent debits (deferred losses).

(2) $ 4.8 million and $ 4.9 million of the reclassifications related to interest rate swaps (cash flow hedges) were recorded in Interest expense, net, for the three months ended September 30, 2024 and 2023, respectively.

$ 14.4 million and $ 15.2 million of the reclassifications related to interest rate swaps (cash flow hedges) were recorded in Interest expense, net, for the nine months ended September 30, 2024 and 2023, respectively.

(2) $ 4.5 million and $ 4.8 million of the reclassifications related to interest rate swaps (cash flow hedges) were recorded in Interest expense, net, for the three months ended March 31, 2025 and 2024, respectively.

See Note 7 — Debt and Note 10 — Derivatives and Hedging for information regarding the cash flow hedges.

(3) The reclassifications related to defined benefit pension plans were recorded in Other (expense) income, net.

The estimated net amount of the existing losses on the Company’s interest rate swaps that are reported in Accumulated other comprehensive loss, net at September 30, 2024 that is expected to be reclassified into earnings within the next 12 months is $ 17.8 million.

(3) The reclassifications related to defined benefit pension plans were recorded in Other income, net.

The estimated net amount of the existing losses on the Company’s interest rate swaps that are reported in Accumulated other comprehensive loss, net at March 31, 2025 that is expected to be reclassified into earnings during the remainder of 2025 is $ 8.7 million.

Note 9 — Income Taxes

The provision for income taxes was $ 111.8 million and $ 44.5 million for the three months ended September 30, 2024 and 2023, respectively.

The effective income tax rate was 21.2 % and 19.8 % for the three months ended September 30, 2024 and 2023, respectively.

The effective income tax rate is higher in the current year primarily due to favorable impact of the expiration of statutes for uncertain tax positions in the three months ended September 30, 2023.

The provision for income taxes was $ 230.6 million and $ 196.0 million for the nine months ended September 30, 2024 and 2023, respectively.

The effective income tax rate was 21.2 % and 22.5 % for the nine months ended September 30, 2024 and 2023, respectively.

The effective income tax rate was higher in the prior year primarily due to the impact of the sale of the TalentNeuron business.

The Company had gross unrecognized tax benefits of $ 166.5 million on September 30, 2024 and $ 148.4 million on December 31, 2023.

It is reasonably possible that gross unrecognized tax benefits will decrease by approximately $ 9.4 million within the next twelve months due to the anticipated closure of audits and the expiration of certain statutes of limitation.

In January 2024, the Company completed an intercompany transfer of certain intellectual property (“IP”).

The tax impact of the transfer did not have a significant impact on our effective tax rate.

Prior to the sale, the Company had a $ 103.1 million deferred

tax asset for tax basis in the related IP and a full valuation allowance due to there being no expected local tax benefit of the asset.

As a result of the IP transfer, the deferred tax asset and related valuation allowance were written off with no impact to tax expense.

The Company’s intellectual property footprint continues to evolve and may result in tax rate volatility in the future.

The provision for income taxes was $ 56.1 million and $ 49.0 million for the three months ended March 31, 2025 and 2024, respectively.

The effective income tax rate was 21.0 % and 18.9 % for the three months ended March 31, 2025 and 2024, respectively.

T he effective income tax rate is higher in the current year primarily due to larger unrecognized tax benefits compared to the same period in the prior year.

The Company had gross unrecognized tax benefits of $ 267.2 million on March 31, 2025 and $ 257.5 million on December 31, 2024.

The Organization for Economic Co-operation and Development (“the OECD”) has issued various tax proposals including a two-pillar approach to global taxation (BEPS 2.0/ Pillar Two), focusing on global profit allocation and a 15% global corporate minimum tax rate.

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The tables below provide information regarding the Company’s outstanding derivative contracts as of the dates indicated (in thousands, except for number of contracts).

September 30, 2024

March 31, 2025

Derivative Contract Type Number of

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in AOCL, net of tax

Interest rate swap (1) 1 $ 350,000 $ 1,097 Other assets $ ( 24,162 )

5,962 Other current assets

Foreign currency forwards (2) 111 525,719 180 Other current assets —

Interest rate swap (1) 1 $ 350,000 $ 3,095 Other current assets $ ( 9,800 )

Foreign currency forwards (2) 119 656,904 ( 16 ) Accrued liabilities —

Total 120 $ 1,006,904 $ 3,079 $ ( 9,800 )

(1) Effective June 30, 2020, the Company de-designated all of its interest rate swaps and discontinued hedge accounting.

Accordingly, subsequent changes to fair value of the interest rate swap are recorded in Other (expense) income, net.

Accordingly, subsequent changes to fair value of the interest rate swap are recorded in Other income, net.

The amounts previously recorded in Accumulated other comprehensive loss are amortized into Interest expense, net over the terms of the hedged forecasted interest payments.

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The Company enters into short-term foreign currency forward exchange contracts to mitigate the cash flow risk associated with changes in foreign currency rates on forecasted foreign currency transactions.

These contracts are accounted for at fair value with realized and unrealized gains and losses recognized in Other (expense) income, net because the Company does not designate these contracts as hedges for accounting purposes.

All of the outstanding foreign currency forward exchange contracts at September 30, 2024 matured before October 31, 2024.

These contracts are accounted for at fair value with realized and unrealized gains and losses recognized in Other income, net because the Company does not designate these contracts as hedges for accounting purposes.

All of the outstanding foreign currency forward exchange contracts at March 31, 2025 matured before April 30, 2025.

(3) See Note 11 — Fair Value Disclosures for the determination of the fair values of these instruments.

At September 30, 2024, all of the Company’s derivative counterparties were investment grade financial institutions.

At March 31, 2025, all of the Company’s derivative counterparties were investment grade financial institutions.

The Company did not have any collateral arrangements with its derivative counterparties and none of the derivative contracts contained credit-risk related contingent features.

The table below provides information regarding amounts recognized in the

accompanying Condensed Consolidated Statements of Operations for derivative contracts for the periods indicated (in thousands).

Three Months Ended Nine Months Ended

September 30, September 30,

The table below provides information regarding amounts recognized in the accompanying Condensed Consolidated Statements of Operations for derivative contracts for the periods indicated (in thousands).

Three Months Ended

Amount recorded in:

2024 2023 2024 2023

Interest expense, net (1) $ 4,464 $ 4,806

Other (income) expense, net (2) 721 ( 2,567 ) ( 5,348 ) ( 8,367 )

Total (income) expense, net $ 5,487 $ 2,381 $ 9,094 $ 6,792

Other income, net (2)

( 596 ) ( 4,314 )

Total expense, net

$ 3,868 $ 492

(1) Consists of interest expense from interest rate swap contracts.

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The table below presents the fair values of certain financial assets and liabilities that are measured at fair value on a recurring basis in the Company's financial statements (in thousands).

Description September 30,

Description March 31,

2025 December 31,

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Carrying Amount Fair Value

September 30, December 31, September 30, December 31,

March 31, December 31, March 31, December 31,

Description 2025 2024 2025 2024

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The Company’s certain long-lived assets, including identifiable intangible assets, goodwill, right-of-use assets and other long-lived assets, are measured at fair value on a nonrecurring basis when there are indicators of impairment.

The Company recorded

impairment losses during the three months ended September 30, 2024 and 2023 of $ 2.4 million and $ 0.3 million, respectively, and $ 3.0 million and $ 19.0 million for the nine months ended September 30, 2024 and 2023, respectively, on right-of-use assets and other long-lived assets primarily related to certain office leases that the Company determined will no longer be used.

impairments were derived by comparing the fair value of the impacted assets to the carrying value of those assets as of the impairment measurement date, as required under ASC Topic 360 using Level 3 inputs.

The Company recorded an impairment loss during the three months ended March 31, 2024 and $ 0.5 million on right-of-use assets and other long-lived assets primarily related to certain office leases that the Company determined will no longer be used.

The impairments were derived by comparing the fair value of the impacted assets to the carrying value of those assets as of the impairment measurement date, as required under ASC Topic 360 using Level 3 inputs.

See Note 13 — Leases for additional discussion related to these impairment charges.

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Legal Matters.

The Company is involved in legal proceedings and litigation arising in the ordinary course of business.

A provision is recorded for pending litigation in the Company’s consolidated financial statements when it is determined that an unfavorable outcome is probable and the amount of the loss can be reasonably estimated.

The Company believes that the potential liability, if any, in excess of amounts already accrued from all proceedings, claims and litigation will not have a material effect on its financial position, cash flows or results of operations when resolved in a future period.

The Company is involved in legal proceedings, claims and compliance matters arising in the ordinary course of business.

The Company records a provision in its consolidated financial statements when it is determined that an unfavorable outcome in one of these matters is probable and the amount of the loss can be reasonably estimated.

The Company believes that the potential liability, if any, in excess of amounts already accrued for these contingencies will not have a material effect on its financial position, cash flows or results of operations when resolved in a future period.

Indemnifications.

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It is not possible to predict the maximum potential amount of future payments under these indemnification agreements due to the conditional nature of the Company’s obligations and the unique facts of each particular agreement.

Historically, payments made by the Company under these agreements have not been material.

As of September 30, 2024, the Company did not have any material payment obligations under any such indemnification agreements.

Historically, payments made by the Company under

these agreements have not been material.

As of March 31, 2025, the Company did not have any material payment obligations under any such indemnification agreements.

Note 13 — Leases

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The table below presents the Company’s net lease cost and certain other information related to the Company’s leasing activities as of and for the periods indicated (dollars in thousands).

Three Months Ended Nine Months Ended

September 30,

2024 2023 2024 2023

Three Months Ended

Operating lease cost (1) $ 24,348 $ 25,903

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Right-of-use assets obtained in exchange for new operating lease liabilities $ 5,071 $ 6,791

(1) Included in operating lease cost was $ 9.1 million and $ 10.9 million for the three months ended September 30, 2024 and 2023, respectively, and $ 27.5 million and $ 32.3 million for the nine months ended September 30, 2024 and 2023, respectively, for costs related to subleasing activities.

(1) Included in operating lease cost was $ 8.5 million and $ 9.2 million for the three months ended March 31, 2025 and 2024, respectively, for costs related to subleasing activities.

(2) These amounts are primarily variable lease and nonlease costs that are not fixed at the lease commencement date or are dependent on something other than an index or a rate.

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The table below indicates where the discounted operating lease payments from the above table are classified in the accompanying Condensed Consolidated Balance Sheets (in thousands).

September 30, December 31,

March 31, December 31,

Accounts payable and accrued liabilities $ 98,477 $ 100,312

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In connection with this evaluation, the Company reviewed certain of its right-of-use assets and related other long-lived assets for impairment under ASC 360.

As a result of the evaluation, the Company recognized impairment losses during the three months ended September 30, 2024 and 2023 of $ 2.4 million and $ 0.3 million, respectively, and $ 3.0 million and $ 19.0 million for the nine months ended September 30, 2024 and 2023, respectively, which are included as a component of Selling, general and administrative expenses in the accompanying Condensed Consolidated Statements of Operations.

The impairment losses recorded include $ 2.6 million and $ 0.1 million related to other long-lived assets, primarily leasehold improvements, for the three months ended September 30, 2024 and 2023, respectively.

The impairment losses recorded include $ 0.2 million and $ 13.6 million related to right-of-use assets and $ 2.8 million and $ 5.4 million related to other long-lived assets, primarily leasehold improvements, for the nine months ended September 30, 2024 and 2023, respectively.

As a result of the evaluation, the Company recognized an impairment loss during the three months ended March 31, 2024 of $ 0.5 million which is included as a component of Selling, general and administrative expenses in the accompanying Condensed Consolidated Statements of Operations.

The impairment losses recorded include $ 0.4 million related to right-of-use assets and $ 0.1 million related to other long-lived assets, primarily leasehold improvements, for the three months ended March 31, 2024.

The fair values for the asset groups relating to the impaired long-lived assets were estimated primarily using discounted cash flow models (income approach) with Level 3 inputs.

The significant assumptions used in estimating fair values include the expected downtime prior to the commencement of future subleases, projected sublease income over the remaining lease periods and discount rates that reflect the level of risk associated with receiving future cash flows.

The significant assumptions used in estimating fair values include the

expected downtime prior to the commencement of future subleases, projected sublease income over the remaining lease periods and discount rates that reflect the level of risk associated with receiving future cash flows.

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

What changed 10-Q

Item 1. Financial Statements