What changed in this filing

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Item 1. Financial Statements

2025-08-01 compared with 2025-04-29 · 120 added, 82 removed, 308 unchanged (40% of the section changed)

2 unchanged sentences

(in millions)

March 31, 2025 December 31, 2024

June 30, 2025 December 31, 2024

Cash and cash equivalents $ 441 $ 1,039

29 unchanged sentences

Total noncurrent liabilities 549 570

Commitments and contingencies

Common stock 1 1

5 unchanged sentences

See accompanying notes.

Insperity | 2025 First Quarter Form 10-Q

Insperity | 2025 Second Quarter Form 10-Q

FINANCIAL STATEMENTS

CONSOLIDATED STATEMENTS OF INCOME

Three Months Ended March 31,

Three Months Ended

June 30, Six Months Ended

(in millions, except per share amounts)

2025 2024 2025 2024

$ 1,658 $ 1,605 $ 3,521 $ 3,407

Payroll taxes, benefits and workers’ compensation costs

1,435 1,345 2,988 2,802

Gross profit 223 260 533 605

6 unchanged sentences

Total operating expenses 230 237 472 474

Operating income 68 108

Operating income (loss)

( 7 ) 23 61 131

Other income (expense):

1 unchanged sentence

Interest expense ( 6 ) ( 7 ) ( 12 ) ( 14 )

Income before income tax expense 72 111

Income tax expense 21 32

Net income $ 51 $ 79

Net income per share of common stock

Income (loss) before income tax (benefit) expense

( 6 ) 25 66 136

Income tax (benefit) expense

( 1 ) 7 20 39

Net income (loss)

$ ( 5 ) $ 18 $ 46 $ 97

Net income (loss) per share of common stock

Basic $ ( 0.14 ) $ 0.48 $ 1.22 $ 2.58

1 unchanged sentence

See accompanying notes.

Insperity | 2025 First Quarter Form 10-Q

Insperity | 2025 Second Quarter Form 10-Q

FINANCIAL STATEMENTS

CONSOLIDATED STATEMENTS OF CASH FLOWS

Three Months Ended March 31,

Six Months Ended June 30,

(in millions)

29 unchanged sentences

Client funds liability and other

( 14 ) ( 46 )

Net cash used in financing activities ( 78 ) ( 127 )

5 unchanged sentences

See accompanying notes.

Insperity | 2025 First Quarter Form 10-Q

Insperity | 2025 Second Quarter Form 10-Q

FINANCIAL STATEMENTS

CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY

For the Three Months Ended March 31, 2025 and 2024

For the Six Months Ended June 30, 2025 and 2024

Common Stock Issued Additional Paid-In Capital Treasury Stock Retained Earnings and AOCI Total

(in millions)

Shares Amount

(in millions) Shares Amount

Balance at December 31, 2024 55 $ 1 $ 222 $ ( 864 ) $ 738 $ 97

5 unchanged sentences

Net income — — — — 46 46

Balance at March 31, 2025 55 $ 1 $ 209 $ ( 855 ) $ 764 $ 119

Balance at June 30, 2025 55 $ 1 $ 228 $ ( 853 ) $ 736 $ 112

Balance at December 31, 2023 55 $ 1 $ 185 $ ( 831 ) $ 739 $ 94

5 unchanged sentences

Net income — — — — 97 97

Balance at June 30, 2024 55 $ 1 $ 191 $ ( 838 ) $ 788 $ 142

Insperity | 2025 Second Quarter Form 10-Q

FINANCIAL STATEMENTS

CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY (Continued)

For the Three Months Ended June 30, 2025 and 2024

Common Stock Issued Additional Paid-In Capital Treasury Stock Retained Earnings and AOCI Total

(in millions)

Shares Amount

Balance at March 31, 2025 55 $ 1 $ 209 $ ( 855 ) $ 764 $ 119

Issuance of equity-based incentive awards and dividend equivalents — — — 1 ( 1 ) —

Stock-based compensation expense — — 19 1 — 20

Dividends paid — — — — ( 22 ) ( 22 )

— — — — ( 5 ) ( 5 )

Balance at June 30, 2025 55 $ 1 $ 228 $ ( 853 ) $ 736 $ 112

Balance at March 31, 2024 55 $ 1 $ 172 $ ( 826 ) $ 793 $ 140

Purchase of treasury stock, at cost — — — ( 14 ) — ( 14 )

Stock-based compensation expense — — 19 1 — 20

Other — — — 1 — 1

Dividends paid — — — — ( 23 ) ( 23 )

Net income — — — — 18 18

Balance at June 30, 2024 55 $ 1 $ 191 $ ( 838 ) $ 788 $ 142

See accompanying notes.

Insperity | 2025 First Quarter Form 10-Q

Insperity | 2025 Second Quarter Form 10-Q

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

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Insperity, Inc., a Delaware corporation (“Insperity,” “we,” “our,” and “us”), provides an array of human resources (“HR”) and business solutions designed to help improve business performance.

Our most comprehensive HR services offerings are provided through our professional employer organization (“PEO”) services, known as our Workforce Optimization ® and Workforce Synchronization TM solutions (together, our “PEO HR Outsourcing Solutions”), which we provide by entering into a co-employment relationship with our clients.

Our PEO HR Outsourcing Solutions encompass a broad range of HR functions, including payroll and employment administration, employee benefits, workers’ compensation, government compliance, performance management, and training and development services, along with our cloud-based human capital management solution, the Insperity Premier TM platform.

In addition to our PEO HR Outsourcing Solutions, we offer a comprehensive traditional payroll and human capital management solution, known as our Workforce Acceleration TM solution (our “Traditional Payroll Solution”).

Our most comprehensive HR services offerings are provided through our professional employer organization (“PEO”) services, known as our Insperity ® HR 360 solution (formerly our Workforce Optimization ® solution) and Insperity ® HR 360 Select Edition (formerly our Workforce Synchronization TM solution) (together, our “PEO HR Solutions”), which we provide by entering into a co-employment relationship with our clients.

Our PEO HR Solutions encompass a broad range of HR functions, including payroll and employment administration, employee benefits, workers’ compensation, government compliance, performance management, and training and development services, along with our cloud-based human capital management solution, the Insperity Premier TM platform.

In addition to our PEO HR Solutions, we offer a comprehensive traditional payroll and human capital management solution, known as our Insperity HR Core™ solution (formerly our Workforce Acceleration™ solution), which we refer to as our “Traditional HR Solution”.

We also offer a number of other business performance solutions, including Recruiting Services, Employment Screening, Retirement Services, and Insurance Services.

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The accompanying Consolidated Financial Statements should be read in conjunction with our audited Consolidated Financial Statements at and for the year ended December 31, 2024.

Our Condensed Consolidated Balance Sheet at December 31, 2024 has been derived from the audited financial statements at that date, but does not include all of the information or footnotes required by GAAP for complete financial statements.

Our Condensed Consolidated Balance Sheet at March 31, 2025 and our Consolidated Statements of Income for the three month periods ended March 31, 2025 and 2024, our Consolidated Statements of Cash Flows for the three month periods ended March 31, 2025 and 2024 and our Consolidated Statements of Stockholders' Equity for the three months ended March 31, 2025 and 2024, have been prepared by us without audit.

Our Condensed Consolidated Balance Sheets at December 31, 2024 has been derived from the audited financial statements at that date, but does not include all of the information or footnotes required by GAAP for complete financial statements.

Our Condensed Consolidated Balance Sheets at June 30, 2025 and our Consolidated Statements of Income for the three and six month periods ended June 30, 2025 and 2024, our Consolidated Statements of Cash Flows for the six month periods ended June 30, 2025 and 2024 and our Consolidated Statements of Stockholders' Equity for each of the three and six month periods ended June 30, 2025 and 2024, have been prepared by us without audit.

In the opinion of management, all adjustments necessary to present fairly the consolidated financial position, results of operations and cash flows have been made, and all such adjustments are of a normal recurring nature.

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Health Insurance Costs

We provide group health insurance coverage under a single-employer plan that covers both our WSEEs in our PEO HR Outsourcing Solutions and our corporate employees and utilizes a national network of carriers, including UnitedHealthcare (“United”), UnitedHealthcare of California, Kaiser Permanente, Blue Shield of California, HMSA BlueCross BlueShield of Hawaii, and Harvard Pilgrim Health Care, formerly known as Tufts, all of which provide fully insured policies or service contracts.

Approximately 83 % of our costs related to health insurance coverage are provided under our policy with United.

We provide group health insurance coverage under a single-employer plan that covers both our WSEEs in our PEO HR Solutions and our corporate employees and utilizes a national network of carriers, including UnitedHealthcare (“United”), UnitedHealthcare of California, Kaiser Permanente, Blue Shield of California, HMSA BlueCross BlueShield of Hawaii, and Harvard Pilgrim Health Care, formerly known as Tufts, all of which provide fully insured policies or service contracts.

Approximately 84 % of our costs related to health insurance coverage are incurred under our policy with United.

While the policy with United is a fully insured plan, as a result of certain contractual terms, we have accounted for this plan since its inception using a partially self-funded insurance accounting model.

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The estimated incurred but not reported claims are based upon:

(1) the level of claims processed during each quarter;

(2) estimated completion rates based upon recent claim development

Insperity | 2025 First Quarter Form 10-Q

Insperity | 2025 Second Quarter Form 10-Q

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

patterns under the plan;

level of claims processed during each quarter;

(2) estimated completion rates based upon recent claim development patterns under the plan;

and (3) the number of participants in the plan, including both active and COBRA enrollees.

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The terms of the arrangement require us to maintain an accumulated cash surplus in the plan of $ 9 million, which is reported as long-term prepaid health insurance.

In addition, United requires a deposit equal to approximately one day of claims funding activity, which was $ 7 million at March 31, 2025, and is included in deposits - health insurance as a long-term asset on our Condensed Consolidated Balance Sheets.

As of March 31, 2025, Plan Costs were less than the net premiums paid and owed to United by $ 52 million, which is $ 43 million in excess of our agreed-upon $ 9 million surplus maintenance level.

The $ 43 million difference is therefore reflected as a current asset and $ 9 million is reflected as a long-term asset on our Condensed Consolidated Balance Sheet at March 31, 2025.

In addition, the premiums owed to United at March 31, 2025, were $ 64 million, which is included in accrued health insurance costs, a current liability, on our Condensed Consolidated Balance Sheet.

Our benefits costs incurred in the 2025 period included an increase of $ 12 million for changes in estimated run-off related to prior periods, net of Individual Claims Limit.

Our benefits costs incurred in the first three months of 2024 included a decrease of $ 18 million for changes in estimated run-off related to prior periods, net of Individual Claims Limit.

In addition, United requires a deposit equal to approximately one day of claims funding activity, which was $ 7 million at June 30, 2025, and is included in deposits - health insurance as a long-term asset on our Condensed Consolidated Balance Sheets.

As of June 30, 2025, Plan Costs were less than the net premiums paid and owed to United by $ 35 million, which is $ 26 million in excess of our agreed-upon $ 9 million surplus maintenance level.

The $ 26 million difference is therefore reflected as a current asset and $ 9 million is reflected as a long-term asset on our Condensed Consolidated Balance Sheets at June 30, 2025.

In addition, the premiums owed to United at June 30, 2025, were $ 53 million, which is included in accrued health insurance costs, a current liability, on our Condensed Consolidated Balance Sheets.

Our benefits costs incurred in the first six months of 2025 included an increase of $ 11 million for changes in estimated run-off related to prior periods, net of Individual Claims Limit.

Our benefits costs incurred in the first six months of 2024 included a decrease of $ 26 million for changes in estimated run-off related to prior periods, net of Individual Claims Limit.

Workers’ Compensation Costs

Our workers’ compensation coverage for our WSEEs in our PEO HR Outsourcing Solutions has been provided through arrangements with the Chubb Group of Insurance Companies or its predecessors (the “Chubb Program”) since 2007.

Our workers’ compensation coverage for our WSEEs in our PEO HR Solutions has been provided through arrangements with the Chubb Group of Insurance Companies or its predecessors (the “Chubb Program”) since 2007.

The Chubb Program is fully insured in that Chubb has the responsibility to pay all claims incurred under the policy regardless of whether we satisfy our responsibilities.

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Each reporting period, changes in the actuarial assumptions resulting from changes in actual claims experience and other trends are incorporated into our workers’ compensation claims cost estimates.

During the three months ended March 31, 2025 and 2024, we reduced accrued workers’ compensation costs by $ 7 million and $ 9 million, respectively, for changes in estimated losses related to prior periods.

During the six months ended June 30, 2025 and 2024, we reduced accrued workers’ compensation costs by $ 14 million and $ 17 million, respectively, for changes in estimated losses related to prior periods.

Workers’ compensation cost estimates are discounted to present value at a rate based upon the U.S.

Treasury rates that correspond with the weighted average estimated claim payout period (the average discount rate utilized was 4.0 % in the 2025 period and 4.5 % in the 2024 period) and are accreted over the estimated claim payment period and included as a component of direct costs in our Consolidated Statements of Income.

Insperity | 2025 First Quarter Form 10-Q

Insperity | 2025 Second Quarter Form 10-Q

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

The following table provides the activity and balances related to incurred but not paid workers’ compensation claims:

Three Months Ended March 31,

Six Months Ended June 30,

(in millions)

7 unchanged sentences

Total accrued claims $ 189 $ 211

The current portion of accrued workers’ compensation costs on our Condensed Consolidated Balance Sheets at March 31, 2025 and 2024 includes $ 2 million and $ 4 million, respectively, of workers’ compensation administrative fees.

The undiscounted accrued workers’ compensation costs were $ 234 million as of March 31, 2025 and $ 247 million as of March 31, 2024.

The current portion of accrued workers’ compensation costs on our Condensed Consolidated Balance Sheets at June 30, 2025 and 2024 includes $ 3 million and $ 2 million, respectively, of workers’ compensation administrative fees.

The undiscounted accrued workers’ compensation costs were $ 228 million as of June 30, 2025 and $ 244 million as of June 30, 2024.

At the beginning of each policy period, the workers’ compensation insurance carrier establishes monthly funding requirements comprised of premium costs and funds to be set aside for payment of future claims (“claim funds”).

1 unchanged sentence

Monies funded into the program for incurred claims expected to be paid within one year are primarily held as cash and money market funds (cash equivalents) and are recorded as restricted cash, a short-term asset, while the remainder of claim funds are included in deposits – workers’ compensation, a long-term asset in our Condensed Consolidated Balance Sheets.

At March 31, 2025, we had restricted cash of $ 74 million and deposits – workers’ compensation of $ 171 million, of which $ 242 million was held in trust bank accounts.

At June 30, 2025, we had restricted cash of $ 76 million and deposits – workers’ compensation of $ 174 million, of which $ 243 million was held in trust bank accounts.

Our estimate of incurred claim costs expected to be paid within one year is included in short-term liabilities, while our estimate of incurred claim costs expected to be paid beyond one year is included in long-term liabilities on our Condensed Consolidated Balance Sheets.

8 unchanged sentences

Customers are invoiced concurrently with each periodic payroll of its WSEEs.

Revenues that have been recognized but not invoiced represent unbilled accounts receivable of $ 819 million and $ 810 million at March 31, 2025 and December 31, 2024, respectively, and are included in accounts receivable, net on our Condensed Consolidated Balance Sheets.

Revenues that have been recognized but not invoiced represent unbilled accounts receivable of $ 829 million and $ 810 million at June 30, 2025 and December 31, 2024, respectively, and are included in accounts receivable, net on our Condensed Consolidated Balance Sheets.

Pursuant to the “practical expedients” provided under ASC 340-40, Other Assets and Deferred Costs - Contracts with Customers , we expense sales commissions when incurred because the terms of our contracts are cancellable by either party with a 30-day notice.

These costs are recorded in commissions in our Consolidated Statements of Income.

Insperity | 2025 First Quarter Form 10-Q

Insperity | 2025 Second Quarter Form 10-Q

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

Our revenue for our PEO HR Outsourcing Solutions by geographic region and for our other products and services offerings are as follows:

Three Months Ended March 31,

(in millions)

2025 2024 % Change

Our revenue for our PEO HR Solutions by geographic region and for our other products and services offerings are as follows:

Three Months Ended June 30, Six Months Ended June 30,

(in millions) 2025 2024 % Change 2025 2024 % Change

Northeast $ 452 $ 437 3 % $ 978 $ 946 3 %

6 unchanged sentences

Total revenue $ 1,658 $ 1,605 3 % $ 3,521 $ 3,407 3 %

Our PEO HR Outsourcing Solutions revenues are primarily derived from our gross billings, which are based on (1) the payroll cost of our WSEEs;

Our PEO HR Solutions revenues are primarily derived from our gross billings, which are based on (1) the payroll cost of our WSEEs;

and (2) a markup computed as a percentage of the payroll cost.

4 unchanged sentences

Revenues are comprised of gross billings less WSEE payroll costs as follows:

Three Months Ended March 31,

Three Months Ended June 30, Six Months Ended June 30,

(in millions) 2025 2024 2025 2024

3 unchanged sentences

Consistent with our revenue recognition policy, our direct costs do not include the payroll cost of our WSEEs.

Our direct costs associated with our revenue generating activities are primarily comprised of all other costs related to our WSEEs, such as the employer portion of payroll-related taxes, employee benefit plan costs and workers’ compensation insurance costs.

Segment Reporting

4 unchanged sentences

The CODM reviews revenues and expenses at the consolidated level as disclosed in our Consolidated Statements of Income and uses net income to evaluate income generated from segment assets (return on assets) in deciding whether to reinvest profits into our HR Solutions segment or into other areas of the entity, such as for acquisitions or to pay dividends.

Insperity | 2025 First Quarter Form 10-Q

Insperity | 2025 Second Quarter Form 10-Q

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

4 unchanged sentences

The following table summarizes our cash and investments in cash equivalents and marketable securities held by investment managers and overnight investments:

March 31, 2025 December 31, 2024

June 30, 2025 December 31, 2024

(in millions)

7 unchanged sentences

Our cash and overnight holdings fluctuate based on the timing of clients’ payroll processing cycles.

Our cash, cash equivalents and marketable securities at March 31, 2025 and December 31, 2024 included $ 404 million and $ 830 million, respectively, of funds associated with federal and state income tax withholdings, employment taxes, and other payroll deductions, as well as $ 40 million and $ 91 million, respectively, in client prepayments.

Our cash, cash equivalents and marketable securities at June 30, 2025 and December 31, 2024 included $ 316 million and $ 830 million, respectively, of funds associated with federal and state income tax withholdings, employment taxes, and other payroll deductions, as well as $ 26 million and $ 91 million, respectively, in client prepayments.

In addition, $ 440 million of client employee retention tax credits received on their behalf from the Internal Revenue Service during the fourth quarter of 2024 were distributed to clients in early 2025.

Insperity | 2025 First Quarter Form 10-Q

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

Cash, Cash Equivalents, Restricted Cash, Funds Held for Clients, and Deposits - Workers’ Compensation

The following table summarizes our cash, cash equivalents, restricted cash, funds held for clients, and deposits - workers’ compensation as reported in our Consolidated Statements of Cash Flows:

Three Months Ended March 31,

Six Months Ended June 30,

(in millions)

10 unchanged sentences

Cash, cash equivalents, restricted cash, funds held for clients, and deposits - workers’ compensation end of period $ 733 $ 948

Insperity | 2025 Second Quarter Form 10-Q

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

____________________________________

(1) Funds held for clients represent amounts held on behalf of our Traditional Payroll Solution customers that are restricted for the purpose of satisfying obligations to remit funds to clients’ employees and various tax authorities.

(1) Funds held for clients represent amounts held on behalf of our Traditional HR Solution customers that are restricted for the purpose of satisfying obligations to remit funds to clients’ employees and various tax authorities.

Please read Note 2.

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• Level 3 - significant unobservable inputs

Insperity | 2025 First Quarter Form 10-Q

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

Fair Value of Instruments Measured and Recognized at Fair Value

The following table summarizes the levels of fair value measurements of our financial assets:

March 31, 2025 December 31, 2024

June 30, 2025 December 31, 2024

(in millions)

12 unchanged sentences

Amortized Cost Gross Unrealized Gains Gross Unrealized Losses Estimated Fair Value

March 31, 2025

June 30, 2025

Treasury bills $ 15 $ — $ — $ 15

1 unchanged sentence

Treasury bills $ 16 $ — $ — $ 16

As of March 31, 2025, the contractual maturities of all marketable securities in our portfolio were less than one year.

As of June 30, 2025, the contractual maturities of all marketable securities in our portfolio were less than one year.

Insperity | 2025 Second Quarter Form 10-Q

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

Fair Value of Other Financial Instruments

The carrying amounts of cash, cash equivalents, restricted cash, accounts receivable, deposits and accounts payable approximate their fair values due to the short-term maturities of these instruments.

As of March 31, 2025, the carrying value of borrowings under our revolving credit facility approximates fair value and was classified as Level 2 in the fair value hierarchy.

As of June 30, 2025, the carrying value of borrowings under our revolving credit facility approximates fair value and was classified as Level 2 in the fair value hierarchy.

Please read Note 5, “ Long-Term Debt ,” for additional information.

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Our obligations under the Facility are secured by 100 % of the stock of our captive insurance subsidiary and are guaranteed by all of our subsidiaries other than our captive insurance subsidiary and certain other excluded subsidiaries.

At March 31, 2025, our outstanding balance on the Facility was $ 369 million, and we had an outstanding $ 1 million letter of credit issued under the Facility, resulting in an available borrowing capacity of $ 280 million.

At June 30, 2025, our outstanding balance on the Facility was $ 369 million, and we had an outstanding $ 1 million letter of credit issued under the Facility, resulting in an available borrowing capacity of $ 280 million.

The Facility matures on June 30, 2027 .

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Adjusted Term SOFR is a forward-looking term rate based on the secured overnight financing rate plus a spread adjustment, which ranges from 0.10 % to 0.25 % depending on the interest period and type of loan.

Depending on our leverage ratio, the applicable margin

Insperity | 2025 First Quarter Form 10-Q

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

varies (1) in the case of SOFR loans, from 1.50 % to 2.25 % and (2) in the case of alternate base rate loans, from 0.00 % to 0.50 %.

Depending on our leverage ratio, the applicable margin varies (1) in the case of SOFR loans, from 1.50 % to 2.25 % and (2) in the case of alternate base rate loans, from 0.00 % to 0.50 %.

The alternate base rate is the highest of (1) the prime rate most recently published in The Wall Street Journal, (2) the federal funds rate plus 0.50 %;

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We also pay an unused commitment fee on the average daily unused portion of the Facility at a rate of 0.25 % per year.

The average interest rate for the three month period ended March 31, 2025 was 6.2 %.

The average interest rate for the six month period ended June 30, 2025 was 6.2 %.

Interest expense and unused commitment fees are recorded in other income (expense).

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Effective March 31, 2025, we amended the Facility to exclude dividends from the interest coverage ratio financial covenant.

We were in compliance with all financial covenants under the Credit Agreement at March 31, 2025.

We were in compliance with all financial covenants under the Credit Agreement at June 30, 2025.

Stockholders' Equity

During the three months ended March 31, 2025, we repurchased or withheld an aggregate of 224,065 shares of our common stock, as described below.

During the six months ended June 30, 2025, we repurchased or withheld an aggregate of 224,867 shares of our common stock, as described below.

Repurchase Program

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The purchases may be made from time to time in the open market or directly from stockholders at prevailing market prices based on market conditions and other factors.

During the three months ended March 31, 2025, 45,000 shares were repurchased under the Repurchase Program.

As of March 31, 2025, we were authorized to repurchase an additional 1,407,764 shares under the Repurchase Program.

During the six months ended June 30, 2025, 45,000 shares were repurchased under the Repurchase Program.

As of June 30, 2025, we were authorized to repurchase an additional 1,407,764 shares under the Repurchase Program.

Withheld Shares

During the three months ended March 31, 2025, we withheld 179,065 shares to satisfy tax withholding obligations for the vesting of long-term incentive and restricted stock unit awards.

During the six months ended June 30, 2025, we withheld 179,867 shares to satisfy tax withholding obligations for the vesting of long-term incentive and restricted stock unit awards.

Insperity | 2025 Second Quarter Form 10-Q

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

The Board declared and paid quarterly dividends as follows:

1 unchanged sentence

First quarter $ 0.60 $ 0.57

During the three months ended March 31, 2025 and 2024, we declared and paid dividends totaling $ 23 million and $ 21 million, respectively.

Second quarter 0.60 0.60

During the six months ended June 30, 2025 and 2024, we declared and paid dividends totaling $ 45 million and $ 44 million, respectively.

Earnings Per Share

1 unchanged sentence

Diluted EPS is computed by dividing net income by the weighted average number of common shares outstanding during the period, plus the dilutive effect of time-based and performance-based restricted stock units (“RSUs”).

Insperity | 2025 First Quarter Form 10-Q

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

The following table summarizes the net income and the basic and diluted shares used in the earnings per share computations:

Three Months Ended March 31,

Three Months Ended

June 30, Six Months Ended

(in millions) 2025 2024 2025 2024

Net income $ 51 $ 79

Net income (loss)

$ ( 5 ) $ 18 $ 46 $ 97

Weighted average common shares outstanding 38 38 38 38

Incremental shares from assumed time-based and performance-based RSU awards — 1

Adjusted weighted average common shares outstanding 38 38 38 38

An immaterial number of shares of time-based and performance-based RSU awards were excluded from the calculation of diluted earnings per share due to such shares being anti-dilutive during the three months ended March 31, 2025 and 2024, respectively.

Potentially dilutive securities not included in weighted average shares calculation due to anti-dilutive effect

Commitments and Contingencies

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While the results of litigation cannot be predicted with certainty, management believes the final outcome of such litigation will not have a material adverse effect on our financial position or results of operations.

Insperity | 2025 First Quarter Form 10-Q

Subsequent Events

On July 1, 2025, we granted at-risk performance-based stock units (“PSUs”) under the Insperity, Inc.

Incentive Plan to our Chairman of the Board and Chief Executive Officer and to our President and Chief Operating Officer.

These PSUs are market-based awards and vest at the end of a five-year period assuming continued employment and achievement of specified stock price targets for a sustained period.

The fair value of the PSUs was determined through the use of the Monte Carlo simulation method.

The compensation expense for the PSUs will be recognized on a straight-line basis over the vesting term beginning in the third quarter of 2025.

On July 4, 2025, H.R.1, which is known as the “One Big Beautiful Bill Act,” was signed into federal law.

This law includes significant changes to federal tax law and other regulatory provisions that may impact us.

ASC 740, “Income Taxes”, requires the effect of changes in tax rates and laws on deferred tax balances to be recognized in the period in which the

Insperity | 2025 Second Quarter Form 10-Q

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

legislation is enacted.

We are currently evaluating the provisions of H.R.1 and the potential effects on our financial position, results of operations, and cash flows.

As of the date of these financial statements, we have not completed our assessment, and therefore no adjustments have been made.

Additional disclosures of any material impact will be provided in future periods as the effect of the legislation is determined .

Insperity | 2025 Second Quarter Form 10-Q

MANAGEMENT’S DISCUSSION AND ANALYSIS OF

1 unchanged sentence

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