What changed in this filing

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Item 1. Business

2022-07-28 compared with 2021-07-23 · 124 added, 78 removed, 170 unchanged (54% of the section changed)

Resources Global Professionals is a global consulting firm helping clients match the right professional talent needed to tackle transformation, change and compliance challenges.

As a next-generation human capital partner for our clients, we specialize in solving today’s most pressing business problems across the enterprise in the areas of transactions, regulations, and transformations.

Resources Global Professionals is a global consulting firm focused on project execution services that power clients’ operational needs and change initiatives utilizing on-demand, experienced and diverse talent.

As a next-generation human capital partner for our clients, we specialize in co-delivery of enterprise initiatives typically precipitated by business transformation, strategic transactions or regulatory change.

Our engagements are designed to leverage human connection and collaboration to deliver practical solutions and more impactful results that power our clients’, consultants’ and partners’ success.

Disrupting the professional services industry since Resources Global Professionals was founded in 1996, we are the “now of work” – and are focused on attracting the best talent in an increasingly fluid gig-oriented environment.

Based in Irvine, California, with offices worldwide, our agile human capital model attracts top-caliber professionals with in-demand skillsets who seek a workplace environment that embraces flexibility, collaboration and human connection.

Our agile professional services model quickly aligns the right resources for the work at hand with speed and efficiency .

Our approach to workforce strategy uniquely positions us to help our clients transform their businesses and workplaces.

Our approximately 5,000 professionals collectively engaged with over 2,100 clients around the world in fiscal 2021, including over 85% of the Fortune 100 as of July 2021.

A disruptor within the professional services industry since its founding in 1996, today the Company finds itself enjoying a highly favorable macro environment that embraces its differentiated agile delivery model.

The trends in today’s marketplace favor the flexibility and agility that Resources Global Professionals (“RGP”) provides as businesses confront transformation pressures and speed-to-market challenges.

While these forces were already well underway in 2019, the COVID-19 pandemic (the “Pandemic”) has served to significantly transform the modern workplace in ways that offer us a clear competitive advantage.

As talent preferences have shifted dramatically in the direction of flexibility, choice and control, employers struggling to compete in today’s environment must rethink the way work gets done and consider implementing new, more agile workforce strategies.

Based in Irvine, California, with offices worldwide, RGP’s agile human capital delivery model attracts top-caliber professionals with in-demand skillsets who seek a workplace environment that embraces flexibility, collaboration and human connection.

Our agile professional services model allows us to quickly align the right resources for the work at hand with speed and efficiency in ways that bring value to both our clients and talent.

Our unique approach to workforce strategy strongly positions us to help our clients transform their businesses and workplaces, especially in a time where high-quality talent is increasingly scarce and the usage of a flexible workforce to execute transformational projects has become the dominant operating model.

Our approximately 4,300 professionals collectively engaged with over 2,200 clients around the world in fiscal 2022, including over 88% of the Fortune 100 as of May 2022.

Business Segments

We operate in three business segments, including:

 RGP – a global business consulting practice which operates primarily under the RGP brand and focuses on project consulting and professional staffing services in areas such as finance and accounting, business strategy and transformation, risk and compliance, and technology and digital;

In fiscal 2022, we operated in three business segments, consisting of:

 RGP – a global business consulting firm focused on project execution services that power clients’ operational and change initiatives with experienced and diverse talent;

 taskforce – a German professional services firm that operates under the taskforce brand.

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The discussions in this section apply to both our entire business and RGP.

We regularly evaluate all parts of our business to ensure that we align our time, resources and efforts to market opportunities that will enable us to maximize profitability and shareholder value.

On May 31, 2022, we completed the sale of taskforce to the original founder and a member of the senior leadership team of taskforce .

We believe the interim management business that primarily serves the middle-market client base in the German market no longer aligns with our strategy in the European region, which highly focuses on providing project consulting and execution services to large global clients.

Beginning in fiscal 2023, we will operate in the remaining two operating segments, RGP and Sitrick.

See discussion in Note 2 – Summary of Significant Accounting Policies and Note 20 – Subsequent Events in the Notes to Consolidated Financial Statements included in Part II, Item 8 of this Annual Report on Form 10-K .

Industry Background and Trends

Changing Market for Project- or Initiative-Based Professional Services

Our services respond to what we believe is a growing marketplace trend:

Our services respond to what we believe is a permanent marketplace shift:

namely, organizations are increasingly choosing to address their workforce needs in more flexible ways.

We believe this growing shift in workforce strategy towards a project-based orientation was also accelerated by the COVID-19 pandemic (the “Pandemic”) with an enhanced emphasis on business agility.

We believe this growing shift in workforce strategy towards a project-based orientation was greatly accelerated by the Pandemic, which placed an enhanced emphasis on business agility, and continues to be

hastened by the competition for talent.

Permanent professional personnel positions are being reduced as organizations engage agile talent for project initiatives and transformation work.

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Some companies rely solely on their own employees who may lack the requisite time, experience or skills for specific projects.

Other companies may outsource entire projects to consulting firms, which provides them access to the expertise of the firm but often entails significant cost and less management control of the project.

Other companies may outsource entire projects to consulting firms, which provides them access to the expertise of the firm but often entails significant cost, insufficient management control of the project and a lack of ultimate ownership at project completion.

As a more cost-efficient alternative, companies sometimes use temporary employees from traditional and internet-based staffing firms, although these employees may be less experienced or less qualified than employees from professional services firms.

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The use of project consultants as a viable alternative to traditional accounting, consulting, and law firms allows companies to:

 Strategically access specialized skills and expertise for projects of set duration;

 Access the very best talent across regions and geographies;

 Strategically access specialized skills and expertise for projects of set durations;

 Engage the very best talent across regions and geographies;

 Be nimble and mobilize quickly;

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Supply of Project Consultants

Based on discussions with our consultants, we believe the number of professionals seeking to work on an agile basis has been increasing due to a desire for:

Based on our review of labor market dynamics and discussions with our consultants, we believe the number of professionals seeking to work on an agile basis has been increasing due to a desire for:

 More flexible hours and work arrangements, including working-from-home options, coupled with an evolving professional culture that offers competitive wages and benefits;

 The ability to learn and contribute in different environments and collaborate with diverse team members;

 Challenging engagements that advance their careers, develop their skills and add to their experience base;

 Challenging engagements that advance their careers, develop their skills and add to their portfolio of experience;

 A work environment that provides a diversity of, and more control over, client engagements;

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A professional working for a Big Four firm or a consulting firm may receive challenging assignments and training;

however, he or she may encounter a career path with less choice and less flexible hours, extensive travel and limited control over work engagements.

On the other hand, a professional who works as an independent contractor faces the ongoing task of sourcing assignments and significant administrative burdens, including potential tax and legal issues.

however, he or she may encounter a career path with less choice and less flexible hours, extensive travel demands and limited control over work engagements.

On the other hand, a professional who works as an independent contractor assumes the ongoing burden of sourcing assignments and significant administrative obligations, including potential tax and legal issues.

Resources Global Professionals’ Solution

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 Highly qualified and pedigreed consultants with the requisite expertise, experience and points of view;

 Competitive rates on an hourly, rather than project, basis;

 Competitive rates on an hourly basis as well as on a project basis;

 Significant client control of their projects with effective knowledge transfer and change management.

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 Data design and analytics

Our objective is to build and maintain Resources Global Professionals’ reputation as the premier provider of agile human capital solutions for companies facing transformation, change and compliance challenges.

Our objective is to build and maintain Resources Global Professionals’ reputation as the premier provider of project execution services for companies facing transformation, change and compliance challenges.

We have developed the following business strategies to achieve our objectives:

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We believe our highly qualified, experienced consultants provide us with a distinct competitive advantage.

Therefore, one of our priorities is to continue to attract and retain high-caliber consultants who are committed to serving clients and solving their problems.

We believe we have been successful in attracting and retaining qualified professionals by providing challenging work assignments, competitive compensation and benefits, and continuing professional development and learning opportunities as well as membership to an exclusive community of likeminded professionals, while offering flexible work schedules and more control over choosing client engagements.

Therefore, one of our top priorities is to continue to attract and retain high-caliber consultants who are committed to serving clients and solving their problems.

We believe we have been successful in attracting and retaining qualified professionals by providing interesting work assignments within a blue-chip client base, competitive compensation and benefits, and continuing professional development and learning opportunities, as well as membership to an exclusive community of like-minded professionals, while offering flexible work schedules and more control over choosing client engagements.

 Maintain our distinctive culture.

Our corporate culture is the foundation of our business strategy and we believe it has been a significant component of our success.

Our corporate culture is a core pillar of our business strategy, and we believe it has been a significant component of our success.

See “Human Capital Management” below for further discussions about our culture.

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Our revenue team regularly meets with our existing and prospective clients to understand their business issues and help them define their project needs.

Our talent team then identifies consultants with the appropriate skills and experience from our global talent pool to meet the client’s objectives.

Our talent team then identifies consultants with the appropriate skills and experience from our global talent pool to meet the clients’ objectives.

We believe that by establishing relationships with our clients to solve their professional service needs, we are more likely to identify new opportunities to serve them.

The strength and depth of our client relationships is demonstrated by the approximately 74% retention rate of our top 100 clients over the last five years.

The strength and depth of our client relationships is demonstrated by the 75% retention rate of our top 100 clients over the last five fiscal years.

 Build the RGP brand.

We want to be the preferred provider in the “now of work,” providing the best talent in an increasingly fluid gig-oriented environment.

Our primary means of building our brand continues to be the consistent and reliable delivery of high-quality, value-added services to our clients.

We have also built a significant referral network through our 2,902 consultants and 851 management and administrative employees as of May 29, 2021.

In addition, we have invested in global, regional and local marketing and brand activation efforts that reinforce our brand.

We want to maintain a leadership position in today’s world of work, providing the best talent to execute on client projects in an increasingly fluid gig-oriented environment.

We have historically built our brand through the consistent and reliable delivery of high-quality, value-added services to our clients as well as a significant referral network of 3,388 consultants and 871 management and administrative employees as of May 28, 2022.

In recent years, we have invested in global, regional and local marketing and brand activation efforts that reinforce our brand.

In fiscal 2022, we introduced our new tagline ― Dare to Work Differently ― to clarify our brand.

We are now in the process of further clarifying our brand and will be activating our new brand positioning early next fiscal year.

We rely on trademark registrations and common law trademark rights to protect the distinctiveness of our brand.

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Since inception, our growth has been primarily organic with certain strategic acquisitions along the way that augmented our physical presence or solution offerings.

We believe we have significant opportunity for continued organic growth in our core business while also growing opportunistically through strategic and highly targeted acquisitions as the global economy recovers from the Pandemic and our clients continue to accelerate their digital and workforce paradigm transformations .

In both our core and acquired businesses, key elements of our growth strategy include:

We believe we have significant opportunity for continued organic growth in our core business while also growing through strategic and highly targeted acquisitions as our clients continue to accelerate their digital, workforce and workplace paradigm transformations .

Key elements of our growth strategy include:

 Further our strategic brand marketing.

RGP has always focused our business on project execution, which is a distinct space on the continuum between strategy consulting and interim deployment.

Our business model of utilizing experienced talent to flatten the traditional consulting delivery pyramid is highly sought after in today’s market.

Most clients are capable of formulating business strategy organically or with the help of a strategy firm;

where they need help is in the ownership of executing the strategy.

Our co-delivery ethos is focused around partnering with clients on project execution.

Our brand marketing will continue to emphasize and accentuate our unique qualifications in this arena.

We believe clear articulation and successful marketing of our distinctive market position is key to attracting and retaining both clients and talent, enabling us to drive continued growth.

 Increase penetration of existing client base.

A principal component of our strategy is to secure additional work from the clients we have served.

Based on discussions with our clients, we believe that the amount of revenue we currently generate from many of our clients represents a relatively small percentage of the total amount that they spend on professional services.

A principal component of our strategy is to secure additional work from the clients that we serve.

Based on discussions with our clients, we believe that the amount of revenue that we currently generate from many of our clients represents a relatively small percentage of the total amount that they spend on professional services.

Consistent with current industry trends, we believe our clients may also continue to increase that spend as the global economy recovers and as businesses adopt a more agile workforce strategy.

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We maintain our Strategic Client Account program to serve a number of our largest clients with dedicated global account teams.

We have and will continue to expand the Strategic Client Account Program by adding additional clients and taking a more client centric and borderless approach to serving these clients.

We have and will continue to expand the Strategic Client Account program by adding clients and taking a more client-centric and borderless approach to serving these clients.

We believe this focus enhances our opportunities to develop in-depth knowledge of these clients’ needs and the ability to increase the scope and size of projects with those clients.

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We anticipate our growth efforts will continue to pivot on identifying strategic target accounts especially in the large and middle-market client segments and within certain focus industries, such as healthcare, technology and financial services.

 Diversify service offerings.

We continue to develop and consider entry into new professional service offerings.

Since our founding, we have diversified our professional service offerings from a primary focus on accounting and finance to other areas in which our clients have significant needs such as integration and divestitures, financial process optimization, accounting regulations, internal audit and compliance, healthcare compliance, finance transformation, digital transformation, and data design and analytics.

 Optimize service offerings with a focus on digital capabilities.

We continue to evolve and optimize our portfolio of professional service offerings, and when appropriate, consider entry into new professional service offerings.

Since our founding, we have diversified our professional service offerings from a primary focus on accounting and finance to other areas in which our clients have significant needs such as digital transformation, finance transformation, accounting regulations, internal audit and compliance, healthcare compliance, integration and divestitures, and supply chain management.

We continuously identify project opportunities we can market at a broader level with our talent, tools and methodologies and commercialize projects into solution offerings.

When evaluating new solution offerings to market to current and prospective clients, we consider (among other things) cultural fit, growth potential, profitability, cross-marketing opportunities and competition.

When evaluating new or existing solution offerings to invest in, we consider (among other things) profitability, cross-marketing opportunities, competition, growth potential and cultural fit.

With the addition of Veracity Consulting Group, LLC (“Veracity”), a digital consulting firm that we acquired in July 2019, we added significant digital consulting capabilities, particularly as related to experience and automation.

Customer experience and employee and workspace experience continue to be growing themes in the marketplace and within our client portfolio.

The need for automation and self-service has been an increasing trend, especially in light of the Pandemic.

We will continue to focus on expanding our digital consulting capabilities and their geographic reach to drive growth in the business by capturing the market demand and opportunities.

 Expand sales channel through our digital engagement platform (HUGO).

Consumer buying habits continue to dictate a more self-serve frictionless experience.

We believe the use of technology platforms to match clients and talent is the future of professional staffing.

HUGO, our digital engagement platform, allows such an experience for clients and talent in the professional staffing space to connect, engage and even transact directly.

We piloted the platform in limited markets in October 2021 and continued to enhance its functionality with further artificial intelligence and machine learning.

We also have been developing sales and marketing strategies to increase client and talent adoption of the platform.

We plan to expand the geographic reach to other key markets within the United States (“U.S.”) such as California and Texas in fiscal 2023 .

Additionally, we will direct clients that typically use RGP more episodically and almost exclusively for interim staffing to the HUGO platform, allowing a broader array of clients to be reached and lowering the overall cost to serve in that client segment.

Over time, we expect to be able to drive volume through the HUGO platform by attracting more small- and medium-sized businesses looking for interim support and by serving a large percentage of our current interim business, which in turn will not only drive top-line growth but also enhance profitability.

 Engage in strategic acquisitions .

Our acquisition strategy is to engage in targeted M&A efforts that are designed to complement our core service offerings and enhance our consulting capabilities that are in line with market demands and trends.

In fiscal 2020, we acquired Veracity Consulting Group, LLC (“ Veracity”).

The acquisition of Veracity accelerated our digital capabilities and our ability to offer comprehensive digital innovation services.

We will continue to seek acquisition opportunities to augment and expand the breadth and depth of our digital and other core capabilities.

Human Capital Management

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Our Culture and Values

Our company culture is the cornerstone of all our human capital programs.

Our culture is the cornerstone of all our human capital programs.

Our senior management team, the majority of whom are Big Four, management consulting and/or Fortune 500 alumni, has created a culture that combines the commitment to quality and the client service focus of a Big Four firm with the entrepreneurial energy of an innovative , high-growth company.

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As a human-first company, we recognize diversity as a strength that is cultivated through our culture, our people, our business, and our clients.

We are a Paradigm for Parity Coalition company and a 2020 Women on Boards “W” Winning Company.

Our gender and racial diversity representation in the C-suite positions (i.e., our “Chief” level positions), board of directors and U.S.-based workforce is presented in the following table:

We are proud to be a Paradigm for Parity Coalition member, which is a coalition of companies committed to addressing the corporate leadership gender and diversity gaps, and are proud that 100% of our C-suite members (i.e., our “Chief” level positions) are women or minorities.

Additionally, 36% of our directors identify as women or minorities.

Our gender and racial diversity representation in the C-suite positions, board of directors and U.S.-based workforce is presented in the following table:

* -- Data for our C-suite and board of directors is as of May 28, 2022 and our total U.S.-based employees is as of November 2021.

In fiscal 2021, we established a Diversity Council and a Diversity Ambassador program, consisting of team members across North America from various functions.

In fiscal 2022, we continued our Diversity Council and Diversity, Equity and Inclusion Ambassador programs, consisting of employees representing a cross-section of functions and levels across the globe.

The Diversity Council serves an important role in working closely with senior leaders to facilitate alignment between our DE&I efforts and overall business strategy of promoting human capital practices that support and accelerate our DE&I goals.

Our Diversity Council hosts periodic town hall meetings that are accessible to our global workforce.

In these meetings, our council discusses the current year’s DE&I initiatives and strategy for execution on those initiatives, as well as updates to our DE&I resources.

For example, our fiscal 2021 DE&I initiatives focused on increasing DE&I awareness, education and involvement among our workforce, increasing diversity in our workforce, and promoting diversity in our Go-to-Market activities.

In fiscal 2021, we also established a Social Justice Charitable Matching Fund, which has allowed us to help raise DE&I awareness internally across our organization by matching employees’ contributions to charitable organizations that promote social justice.

In these meetings, our council discusses the current year’s DE&I initiatives and strategy for execution on those initiatives and considers ideas for new DE&I activities raised by the broader employee population.

Our fiscal 2022 DE&I initiatives focused on increasing DE&I awareness, education and involvement among our workforce, increasing diversity in our workforce, and promoting diversity in our Go-to-Market activities.

In fiscal 2022, we also continued our Social Justice Charitable Matching Fund, which has allowed us to help raise DE&I awareness internally across our organization by matching employees’ contributions to charitable organizations that promote social justice.

As of May 28, 2022, we achieved our goal of matching $100,000 in contributions during fiscal 2022.

We also support and encourage our employees to volunteer their time and donate to local or national charitable causes.

In fiscal 2020, fiscal 2021 and fiscal 2022, we sponsored Brightpath STEAM Academy, which is a robotics summer camp organized by one of our employees for under-privileged and under-represented students in St.

Louis, Missouri.

The Diversity, Equity and Inclusion Ambassador is a voluntary role, and the team is comprised of employees from a variety of functions across the globe.

This group’s mission is to “meet people where they are” in relationship to DE&I and to promote DE&I awareness in existing business forums (i.e., to raise a DE&I topic in existing business meetings or planned social gatherings).

The Ambassador teams operate at a regional level and meet quarterly to share success stories and practices across the regions.

Employee Wellbeing and Resilience

Employee safety and wellbeing is of paramount importance to us in any year and was of particular focus in our fiscal years 2020 and 2021 in light of the Pandemic.

To further this focus, we formed a Global Business Continuity Team to improve our disaster preparedness plans and implement strategies to manage the health and security of our employees, business continuity, client confidence, and excellent customer service.

Employee safety and wellbeing is of paramount importance to us in any year and continued to be of particular focus to us in fiscal 2022 in light of the Pandemic.

Our Global Business Continuity Team continued to improve our disaster preparedness plans and implement strategies to manage the health and security of our employees, business continuity, client confidence, and excellent customer service.

In response to the Pandemic, we introduced a work-from-home policy, critical safety and hygiene protocols and a limited business travel directive.

We continue to monitor changing government rules and regulations in countries where we operate and have begun to reopen our offices in accordance with local health department guidelines.

We continue to monitor changing government rules and regulations in countries where we operate and have reopened offices in accordance with local health department guidelines.

We have also evolved our work-from-home policy to a hybrid work policy, where employees are invited to work collaboratively with colleagues in the office but are also permitted to work from home as desired.

Our goal is to help every human in our workforce maintain a positive, productive and connected work experience.

We provide productivity and collaboration tools and resources for employees working remotely, and during 2020 and 2021, we enhanced and promoted programs to support our employees’ physical and mental wellbeing, including the offering of virtual fitness and education classes, and the institution of the RGP Kids Academy that offers academic and enrichment classes for children and families of our employees.

We also offer all U.S.-based employees participation in our Employee Assistance Program, which provides our employees with mental health support and resources.

We provide productivity and collaboration tools and resources for employees working remotely, and during fiscal 2022, we enhanced and promoted programs to support our employees’ physical and mental wellbeing, including the offering of virtual fitness and education classes, and the continuation of the RGP Kids Academy that offers academic and enrichment classes for children and families of our employees.

In addition, we continued to support and prepare our internal leaders to lead through this unprecedented time of change by integrating wellness and leadership development topics into our quarterly senior leadership meetings.

We also conducted intentional leader listening forums to help guide our leaders to establish and manage a return-to-the-office hybrid work approach.

Additionally, we offer all U.S.-based employees participation in our Employee Assistance Program, which provides our employees with mental health support and resources.

Building Strong Leaders and Talent Management

Strong leadership is critical to fostering employee engagement and positioning employees to perform at their best.

For these reasons, we invest in the ongoing professional development of our employees through curated programs that are designed to promote personal, functional and leadership growth.

For these reasons, we invest in the ongoing professional development of our employees through curated programs designed to acclimate employees to the business and promote personal, functional and leadership growth.

In fiscal 2022, we facilitated small-leader forums to foster peer mentorship opportunities and to support areas where our leaders sought reinforcement in driving alignment and building high-performing teams.

Successful talent development starts with hiring the right people.

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After onboarding, we remain dedicated to providing employees with training and development opportunities to allow our employees to progress in their careers.

We offer newly hired employees the opportunity to participate in our “RGP U” program to accelerate and support their integration into our organization.

This program gives our new hires a connected cohort to drive a sense of belonging early in their career at RGP and offers their leaders a more efficient use of individual coaching time with new employees.

Compensation and Benefits

We provide a competitive compensation and benefits program to attract and reward our employees.

In addition to salaries, our eligible employees, including our consultants, are offered participation in a comprehensive benefits program including:

In addition to salaries or hourly rates, our eligible employees, including our consultants, are offered participation in a comprehensive benefits program including:

paid time off and holidays, group medical and dental programs, a basic term life insurance program, health savings accounts, flexible spending accounts, a 401(k) retirement plan with employer matching contributions, a 2019 Employee Stock Purchase Plan (“ESPP”), which enables employees to purchase shares of our stock at a discount, and an employee assistance program.

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We also allow eligible consultants to maintain continuation of benefits for 90 days following the completion of a consulting project.

Internationally, our consultants are a blend of employees and independent contractors.

Independent contractor arrangements are more common abroad than in the U.S.

due to worker preferences, applicable laws and regulations and customs in the market.

During fiscal 2021, we introduced our Pay for Success Total Rewards Philosophy that promotes more consistent and transparent practices for rewarding and incentivizing our employees and the alignment of pay practices with Company success.

We utilize a Pay for Success Total Rewards Philosophy that promotes more consistent and transparent practices for rewarding and incentivizing our employees and the alignment of pay practices with the Company’s success.

The Total Rewards Philosophy is comprised of three main components:

base pay, designed to reflect an individual’s value given knowledge, skills, and value driven through job performance;

base pay, designed to reflect an individual’s value, knowledge and skills that contribute to the organization through an individual’s day-to-day job performance;

short-term incentives, awarded to employees based on results delivered during the applicable fiscal year and determined by quantitative metrics, qualitative contributions, individual goals, and demonstration of company values;

and long-term incentives, granted to reward and retain employees who have strategic impact on the long-term success of the Company.

During fiscal 2021, we also launched our “You Matter” digital global employee recognition and appreciation program.

In fiscal 2022, we conducted a Global Total Rewards Survey to gain input from our employees regarding our existing compensation practices and benefits offerings.

We had strong participation globally and will use this feedback, along with quantitative benchmarking data, to review and enhance our compensation and benefits in a way that is meaningful to our people and that positions us to attract and retain top talent.

During fiscal 2022, we also continued our “You Matter” digital global employee recognition and appreciation program.

You Matter includes service awards to acknowledge key milestones, including employment anniversaries and hours of service.

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Our revenues are not concentrated with any particular client.

No single customer accounted for more than 10% of revenue for the 2021, 2020 or 2019 fiscal years.

No single client accounted for more than 10% of revenue for the 2022, 2021 or 2020 fiscal years.

In fiscal 2022, our 10 largest clients accounted for approximately 20% of our revenues.

We generally provide our professional services to clients at a local level, with the oversight of our market or account leaders and consultation with our corporate management team.

The market or account leaders and client development directors in each market are responsible for initiating client relationships, ensuring client satisfaction throughout engagements, coordinating services for clients on a national and international platform and maintaining client relationships post-engagement.

The market or account leaders and client development directors in each market are responsible for new client acquisition, expanding client relationships, ensuring client satisfaction throughout engagements, coordinating services for clients on a national and international level and maintaining client relationships post-engagement.

Market or account revenue leadership and their teams identify, develop and close new and existing client opportunities, often working in a coordinated effort with other markets on multi-national/multi-location proposals.

Market or account level leadership works closely with our regionalized talent management team, who are responsible for identifying, hiring and cultivating a sustainable relationship with seasoned professionals fitting the RGP profile of client needs.

While the majority of our client relationships are driven at a local market level, our Strategic Client Accounts, which comprise approximately 75 accounts, are led by account leaders responsible for relationships across markets and who are specifically tasked with growing our global relationships in these key accounts.

Market or account level leadership works closely with our talent management team, which aligns regionally but is managed largely as three distinct groups within North America, Asia Pacific and Europe.

Our talent organization is responsible for identifying, hiring and cultivating a sustainable relationship with seasoned professionals fitting the RGP profile of client needs.

Our consultant recruiting efforts are regionally and nationally based, depending upon the skill set required;

talent management handles both the identification and hiring of consultants specifically skilled to perform client projects as well as monitoring the satisfaction of consultants during and post-completion of assignments.

The talent teams focus on getting the right talent in the right place at the right time.

In fiscal 2020, we launched our Borderless Talent initiative in response to the Pandemic to evolve towards and facilitate a virtual operating model.

With this initiative, we seek to provide borderless solutions, anytime, anywhere, bringing the best talent to meet our clients’ business needs, based on workload, not zip code.

In fiscal 2022 we continued with this initiative, as we seek to provide borderless solutions, anytime, anywhere, bringing the best talent to meet our clients’ business needs, based on expected outcome, not zip code.

We believe a substantial portion of the buying decisions made by our clients are made on a local or regional basis, and our offices most often compete with other professional services providers on a local or regional basis.

We continue to believe our local market or account leaders are well-positioned to understand the local and regional outsourced professional services market.

Additionally, the complexity of relationships with many of our multinational clients also dictates that in some circumstances a hybrid model, bringing

the best of both locally driven relationships as well as global focus and delivery, is important for employee and client satisfaction.

Additionally, the complexity of relationships with many of our multinational clients also dictates that in some circumstances a hybrid model, bringing the best of both locally driven relationships as well as global focus and delivery, is important for employee and client satisfaction.

Through our Strategic Client Account program, we aim to be the service provider that can partner with our multinational clients on a global basis by organizing the concerted effort and talent team to deliver through one integrated service platform .

Additionally, team members in our Advisory and Project Services group are individuals with requisite depth of expertise and tools to work with clients on projects requiring intimate knowledge and thought leadership on particular client concerns.

Additionally, team members in our Project Consulting Services group (formerly known as our “Advisory and Project Services” group) are individuals with the requisite and deep subject matter expertise in areas of particular client concern and assist with scoping, proposing and delivering complex engagements.

We believe our ability to deliver professional services successfully to clients is dependent on our leaders in the field working together as a collegial and collaborative team.

To build a sense of team spirit and increase camaraderie among our leaders, we have a program for field personnel that awards annual incentives based on specific agreed-upon goals focused on the performance of the individual and performance of the Company.

We also share across the Company the best and most effective practices of our highest achieving offices and accounts and use this as an introductory tool with new revenue team members.

We also share across the Company and with new revenue team members the best and most effective practices of our highest achieving offices and accounts.

New leadership also spends time in other markets or otherwise partners with experienced sales and recruiting personnel in those markets to understand how best to serve current clients, expand our presence with prospects and identify and recruit highly qualified consultants, among many other important skills.

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We also have a business support operations center in our Utrecht, Netherlands office to provide centralized finance, HR, IT, payroll and legal support to our European offices.

These centralized functions minimize the administrative burdens on our front office market leaders and enables operational efficiency and scalability throughout the enterprise.

These centralized functions minimize the administrative burdens on our front office market leaders and enable operational efficiency and scalability throughout the enterprise.

Business Development

Our business development initiatives are composed of:

Our business development initiatives are comprised of:

 local and global initiatives focused on existing clients and target companies;

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In certain markets, sales efforts are also enhanced by management professionals focused solely on business development efforts on a market and national basis based on firm-wide and industry-focused initiatives.

These business development professionals, teamed with the vice-presidents and client service teams, are responsible for initiating and fostering relationships with the senior management and decision makers of our targeted client companies.

These business development professionals, in partnership with the vice-presidents and client service teams, are responsible for initiating and fostering relationships with the senior management and decision makers of our targeted client companies.

We believe our national marketing efforts have effectively generated incremental revenues from existing clients and developed new client relationships.

Our brand marketing initiatives help bolster Resources Global Professionals’ reputation in the markets we serve.

Our brand is reinforced by our professionally designed website, print, and online advertising, direct marketing, seminars, initiative-oriented brochures, social media and public relations efforts.

Our brand is reinforced by our professionally designed website, print, and online advertising, direct marketing, seminars, thought leadership whitepapers, initiative-oriented brochures, social media and public relations efforts.

We believe our branding initiatives, coupled with our high-quality client service, help to differentiate us from our competitors and to establish Resources Global Professionals as a credible and reputable global professional services firm.

We operate in a competitive, fragmented market and compete for clients and consultants with a variety of organizations that offer similar services.

We operate in an extremely competitive, highly fragmented market and compete for clients and consultants with a variety of organizations that offer similar services.

The competition for talent and clients is likely to increase in the future due to workforce gaps caused by the tightening labor market, a changing market for project- or initiative-based services and the relatively few barriers to entry.

Our principal competitors include:

 consulting firms;

 business operations and financial consulting firms;

 local, regional, national and international accounting and other traditional professional services firms;

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We compete for clients based on the quality of professionals we bring to our clients, the knowledge base they possess, our ability to mobilize the right talent quickly, the scope and price of services, and the geographic reach of services.

We believe our attractive value proposition, consisting of our highly qualified consultants, relationship-oriented approach and professional culture, enables us to compete effectively in the marketplace.

We believe our attractive value proposition, consisting of our highly qualified consultants, relationship-oriented approach, agile delivery model and professional culture, enables us to compete effectively in the marketplace.

Regulatory Environment

Our operations are subject to regulations by federal, state, local and professional governing bodies and laws and regulations in various foreign countries, including , but not limited to, (a) licensing and registration requirements and (b) regulation of the employer/employee relationship, such as worker classification regulations, wage and hour regulations, tax withholding and reporting, immigration/H-1B visa regulations, social security and other retirement, antidiscrimination, and employee benefits and workers’ compensation regulations.

Our operations are subject to regulations by federal, state, local and professional governing bodies and laws and regulations in various foreign countries, including , but not limited to:

(a) licensing and registration requirements and (b) regulation of the employer/employee relationship, such as worker classification regulations, wage and hour regulations, tax withholding and reporting, immigration/H-1B visa regulations, social security and other retirement, antidiscrimination, and employee benefits and workers’ compensation regulations.

Our operations could be impacted by legislative changes by these bodies, particularly with respect to provisions relating to payroll and benefits, tax and accounting, employment, worker classification and data privacy.

Due to the complex regulatory environment that we operate in, we remain focused on the compliance with governmental and professional organizations regulations.

Due to the complex regulatory environment that we operate in, we remain focused on compliance with governmental and professional organizations’ regulations.

For more discussion of the potential impact that the regulatory environment could have on our financial results, refer to Item 1A “Risk Factors.”

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The information set forth in our website does not constitute part of this Annual Report on Form 10-K.

We file our annual reports on Form 10-K, quarterly reports on Form 10-Q, and current reports on Form 8-K pursuant to Section 13(a) or 15(d) of the Securities Exchange Act of 1934 with the SEC electronically.

We file our annual reports on Form 10-K, quarterly reports on Form 10-Q, and current reports on Form 8-K pursuant to Section 13(a) or 15(d) of the Exchange Act with the SEC electronically.

These reports are maintained on the SEC’s website at http://www.sec.gov.

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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-K

Item 1. Business