What changed in this filing

/stocks — the workspaceLOADING

Item 1. Financial Statements

2025-05-02 compared with 2024-10-30 · 136 added, 149 removed, 436 unchanged (40% of the section changed)

3 unchanged sentences

(in thousands, except share amounts)

September 30,

2025 December 31,

37 unchanged sentences

Three Months Ended

September 30, Nine Months Ended

September 30,

2024 2023 2024 2023

Service revenues $ 1,351,907 $ 1,475,937

3 unchanged sentences

Selling, general and administrative expenses 460,163 521,899

Operating income 38,882 40,898

(Income) loss from investments held in employee deferred compensation trusts (which is completely offset by related costs and expenses - Note A) 20,171 ( 43,376 )

Amortization of intangible assets 305 720 913 2,162

Interest income, net ( 3,572 ) ( 6,413 )

15 unchanged sentences

Three Months Ended

September 30, Nine Months Ended

September 30,

2024 2023 2024 2023

COMPREHENSIVE INCOME (LOSS):

23 unchanged sentences

102,164 $ 102 $ 1,366,786 $ ( 53,666 ) $ — $ 1,313,222

Net income — — — — 68,156 68,156

Other comprehensive income (loss) — — — ( 6,586 ) — ( 6,586 )

Dividends declared ($ 0.53 per share)

— — — — ( 55,407 ) ( 55,407 )

Net issuances of restricted stock 27 — — — — —

Stock-based compensation — — 15,631 — — 15,631

Repurchases of common stock ( 903 ) ( 1 ) — — ( 60,883 ) ( 60,884 )

Balance at June 30, 2024 104,056 $ 104 $ 1,387,110 $ ( 50,591 ) $ 143,532 $ 1,480,155

Net income — — — — 65,451 65,451

Other comprehensive income (loss) — — — 17,130 — 17,130

Dividends declared ($ 0.53 per share)

— — — — ( 54,760 ) ( 54,760 )

Net issuances of restricted stock ( 8 ) — — — — —

Stock-based compensation — — 15,707 — — 15,707

Repurchases of common stock ( 801 ) ( 1 ) — — ( 49,847 ) ( 49,848 )

Balance at September 30, 2024

103,247 $ 103 $ 1,402,817 $ ( 33,461 ) $ 104,376 $ 1,473,835

The accompanying Notes to Condensed Consolidated Financial Statements (Unaudited)

are an integral part of these financial statements.

ROBERT HALF INC.

CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY (UNAUDITED)

(in thousands, except per share amounts)

Common Stock Additional Paid-In Capital Accumulated Other Comprehensive Loss Retained Earnings Total

9 unchanged sentences

Balance at March 31, 2024 104,932 $ 105 $ 1,371,479 $ ( 44,005 ) $ 191,666 $ 1,519,245

Net income — — — — 106,292 106,292

Other comprehensive income (loss) — — — 2,148 — 2,148

Dividends declared ($ 0.48 per share)

— — — — ( 51,565 ) ( 51,565 )

Net issuances of restricted stock 23 — — — — —

Stock-based compensation — — 15,453 — — 15,453

Repurchases of common stock ( 654 ) ( 1 ) — — ( 45,537 ) ( 45,538 )

Balance at June 30, 2023 107,132 $ 107 $ 1,324,451 $ ( 36,589 ) $ 337,302 $ 1,625,271

Net income — — — — 95,545 95,545

Other comprehensive income (loss) — — — ( 13,408 ) — ( 13,408 )

Dividends declared ($ 0.48 per share)

— — — — ( 51,228 ) ( 51,228 )

Net issuances of restricted stock ( 10 ) — — — — —

Stock-based compensation — — 15,233 — — 15,233

Repurchases of common stock ( 1,227 ) ( 1 ) — — ( 91,441 ) ( 91,442 )

Balance at September 30, 2023 105,895 $ 106 $ 1,339,684 $ ( 49,997 ) $ 290,178 $ 1,579,971

The accompanying Notes to Condensed Consolidated Financial Statements (Unaudited)

3 unchanged sentences

(in thousands)

Nine Months Ended

September 30,

Three Months Ended

CASH FLOWS FROM OPERATING ACTIVITIES:

Net income $ 17,350 $ 63,701

Adjustments to reconcile net income to net cash provided by operating activities:

Adjustments to reconcile net income to net cash used in operating activities:

Allowance for credit losses 1,232 183

2 unchanged sentences

Amortization of intangible assets 304 304

Realized and unrealized gains from investments held in employee deferred

Realized and unrealized (gains) losses from investments held in employee deferred

compensation trusts

10 unchanged sentences

Other assets and liabilities, net ( 29,995 ) ( 24,570 )

Net cash flows provided by operating activities 255,636 522,248

Net cash flows used in operating activities ( 59,347 ) ( 15,919 )

CASH FLOWS FROM INVESTING ACTIVITIES:

2 unchanged sentences

Proceeds from employee deferred compensation trust redemptions 22,106 22,389

Payments for acquisition ( 264 ) ( 1,035 )

Net cash flows used in investing activities ( 32,708 ) ( 22,034 )

15 unchanged sentences

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

September 30, 2024

March 31, 2025

Note A— Summary of Significant Accounting Policies

12 unchanged sentences

The results of operations for any interim period are not necessarily indicative of, nor comparable to, the results of operations for a full year.

Certain reclassifications have been made to prior year’s Financial Statements to conform to the 2025 presentation.

Principles of Consolidation.

3 unchanged sentences

The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements, and the reported amounts of revenues and expenses during the reporting period.

As of September 30, 2024, such estimates include allowances for credit losses, variable consideration, workers’ compensation losses, accrued medical expenses, income and other taxes, and assumptions used in the Company’s goodwill impairment assessment and in the valuation of stock grants subject to market conditions.

As of March 31, 2025, such estimates include allowances for credit losses, variable consideration, workers’ compensation losses, accrued medical expenses, income and other taxes, and assumptions used in the Company’s goodwill impairment assessment and in the valuation of stock grants subject to market conditions.

Actual results and outcomes may differ from management’s estimates and assumptions.

10 unchanged sentences

The Company expenses all advertising costs as incurred.

Advertising costs were $ 13.0 million and $ 40.8 million for the three and nine months ended September 30, 2024, respectively, and $ 13.4 million and $ 41.3 million for the three and nine months ended September 30, 2023, respectively.

Advertising costs were $ 12.0 million and $ 13.2 million for the three months ended March 31, 2025, and 2024, respectively.

(Income) Loss from Investments Held in Employee Deferred Compensation Trusts .

1 unchanged sentence

As realized and unrealized investment gains and losses occur, the Company’s employee deferred compensation plan obligations change and adjustments are recorded in selling, general and administrative expenses or, in the case of Protiviti, costs of services.

The value of the related investment trust assets also changes by an equal and offsetting amount, leaving no net cost to the Company.

The Company’s (income) loss from investments held in employee deferred compensation trusts consists of unrealized and realized gains and losses, and dividend income from trust investments and is presented separately on the unaudited Condensed Consolidated Statements of Operations.

The value of the related investment trust assets also changes by an equal and offsetting amount, leaving no net cost to the Company, and therefore no effect on reported net income.

ROBERT HALF INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)—(Continued)

September 30, 2024

March 31, 2025

The following table presents the Company’s (income) loss from investments held in employee deferred compensation trusts (in thousands):

Three Months Ended

September 30, Nine Months Ended

September 30,

2024 2023 2024 2023

Dividend income $ ( 1,940 ) $ ( 2,071 )

3 unchanged sentences

Three Months Ended

September 30, Nine Months Ended

September 30,

2024 2023 2024 2023

Increase (decrease) in employee deferred compensation costs and expense related to changes in the fair value of trust assets $ ( 20,171 ) $ 43,376

7 unchanged sentences

Unobservable inputs in which there is little or no market data, which requires management’s best estimates and assumptions that market participants would use in pricing the asset or liability

The carrying value of cash, net accounts receivable, and accounts payable and accrued expenses approximates fair value because of their short-term nature.

The carrying value of cash and cash equivalents, net accounts receivable, and accounts payable and accrued expenses approximates fair value because of their short-term nature.

The Company holds mutual funds and money market funds to satisfy its obligations under its employee deferred compensation plans which are carried at fair value based on quoted market prices in active markets for identical assets (Level 1).

1 unchanged sentence

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)—(Continued)

September 30, 2024

March 31, 2025

The following tables summarize the Company’s financial instruments by significant category and fair value measurement on a recurring basis (in thousands):

Fair Value Measurements Using

Balance at September 30, 2024

Balance at March 31, 2025

Quoted Prices

32 unchanged sentences

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)—(Continued)

September 30, 2024

The following table sets forth the activity in the allowance for credit losses from December 31, 2023, through September 30, 2024 (in thousands):

March 31, 2025

The following table sets forth the activity in the allowance for credit losses from December 31, 2024, through March 31, 2025 (in thousands):

Allowance for Credit Losses

3 unchanged sentences

Other, including foreign currency translation adjustments 415

Balance as of September 30, 2024

Balance as of March 31, 2025

Note B— New Accounting Pronouncements

1 unchanged sentence

Recently Issued Accounting Pronouncements Not Yet Adopted

Segment Reporting.

In December 2023, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No.

2023-07, Segment Reporting (Topic 280):

Improvements to Reportable Segment Disclosures.

The amendments in the ASU are intended to improve reportable segment disclosure requirements primarily through enhanced disclosures about significant segment expenses.

This ASU is effective for public filers for fiscal periods beginning after December 15, 2023, and interim periods beginning after December 15, 2024, however early adoption is permitted.

The Company will first apply this amendment to its annual disclosures for the year ending December 31, 2024, and expects this amendment will result in additional disclosures to the Company’s segment financial information footnote.

This amendment is not expected to have a material impact on the Company's consolidated financial statements.

Income Tax Disclosures .

6 unchanged sentences

The Company is currently evaluating the impact of the new guidance on its consolidated financial statements and related disclosures.

Income Statement Disclosures.

In November 2024, the FASB issued ASU 2024-03, Income Statement, Reporting Comprehensive Income, Expense Disaggregation Disclosures (Subtopic 220-40).

This ASU requires disclosure of disaggregated information about specific categories underlying certain income statement expense line items in the notes to the financial statements.

This guidance is effective for public filers for annual periods beginning after December 15, 2026, and interim reporting periods beginning after December 15, 2027.

Early adoption is permitted.

The Company is currently evaluating the impact of the new guidance on its consolidated financial statements and related disclosures.

Note C— Revenue Recognition

2 unchanged sentences

Revenues are recognized when promised goods or services are delivered to customers in an amount that reflects the consideration the Company expects to be entitled to in exchange for those goods or services.

Service revenues, as presented on the unaudited Condensed Consolidated Statements of Operations, represent services rendered to customers less variable consideration, such as sales adjustments and allowances.

Service revenues, as presented on the Condensed Consolidated Statements of Operations, represent services rendered to customers less variable consideration, such as sales adjustments and allowances.

Reimbursements, including those related to travel and out-of-pocket expenses, are also included in service revenues, and equivalent amounts of reimbursable expenses are included in costs of services.

4 unchanged sentences

The Company assumes the risk of acceptability of its employees to its customers.

The Company records contract talent solutions revenue on a gross basis as a principal versus on a net basis as an agent in the presentation of revenues and expenses.

The Company has concluded that gross reporting is appropriate because the Company (i) has the risk of identifying and hiring qualified employees, (ii) has the discretion to select the employees and

ROBERT HALF INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)—(Continued)

September 30, 2024

The Company records contract talent solutions revenue on a gross basis as a principal versus on a net basis as an agent in the presentation of revenues and expenses.

The Company has concluded that gross reporting is appropriate because the Company (i) has the risk of identifying and hiring qualified employees, (ii) has the discretion to select the employees and establish their price and duties, and (iii) bears the risk for services that are not fully paid for by customers.

March 31, 2025

establish their price and duties, and (iii) bears the risk for services that are not fully paid for by customers.

Fees paid to time management or vendor management service providers selected by clients are recorded as a reduction of revenues, as the Company is not the primary obligor with respect to those services.

6 unchanged sentences

Protiviti revenues.

Protiviti’s consulting services are generally provided on a time-and-material basis or fixed-fee basis.

Protiviti’s consulting services are generally provided on a time-and-material basis, fixed-fee basis, or unit basis.

Revenues earned under time-and-material arrangements and fixed-fee arrangements are recognized using a proportional performance method.

3 unchanged sentences

Revenues are recognized over time as the performance obligations are satisfied, because the services provided do not have any alternative use to the Company, and contracts generally include language giving the Company an enforceable right to payment for services provided to date.

Unit-based revenues are recognized when the service has transferred to the customer.

Revenue is recognized based on unit price multiplied by the number of units delivered and based on specific terms outlined in contracts

The Company periodically evaluates the need to provide for any losses on these projects, and losses are recognized when it is probable that a loss will be incurred.

1 unchanged sentence

Three Months Ended

September 30, Nine Months Ended

September 30,

2024 2023 2024 2023

Contract talent solutions

13 unchanged sentences

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)—(Continued)

September 30, 2024

March 31, 2025

Contracts with multiple performance obligations are recognized as performance obligations are delivered, and contract value is allocated based on relative stand-alone selling values of the services and products in the arrangement.

As of September 30, 2024, aggregate transaction price allocated to the performance obligations that were unsatisfied for contracts with an expected duration of greater than one year was $ 187.0 million.

As of March 31, 2025, aggregate transaction price allocated to the performance obligations that were unsatisfied for contracts with an expected duration of greater than one year was $ 227.4 million.

Of this amount, $ 209.4 million is expected to be recognized within the next 12 months.

As of September 30, 2023, aggregate transaction price allocated to the performance obligations that were unsatisfied for contracts with an expected duration of greater than one year was $ 150.2 million.

As of March 31, 2024, aggregate transaction price allocated to the performance obligations that were unsatisfied for contracts with an expected duration of greater than one year was $ 176.1 million.

Contract liabilities are recorded when cash payments are received or due in advance of performance and are reflected in accounts payable and accrued expenses on the unaudited Condensed Consolidated Statements of Financial Position.

The following table sets forth the activity in contract liabilities from December 31, 2023, through September 30, 2024 (in thousands):

The following table sets forth the activity in contract liabilities from December 31, 2024, through March 31, 2025 (in thousands):

Contract Liabilities

3 unchanged sentences

Other, including translation adjustments 388

Balance as of September 30, 2024

Balance as of March 31, 2025

Note D— Other Current Assets

Other current assets consisted of the following (in thousands):

September 30,

2025 December 31,

5 unchanged sentences

Property and equipment consisted of the following (in thousands):

September 30,

2025 December 31,

8 unchanged sentences

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)—(Continued)

September 30, 2024

March 31, 2025

Note F— Other Noncurrent Assets

Other noncurrent assets consisted of the following (in thousands):

September 30,

2025 December 31,

5 unchanged sentences

The Company’s leases have remaining lease terms of less than one year to 11 years, some of which include options to extend the leases for up to seven years , and some of which include options to terminate the leases within one year .

Operating lease expense was $ 20.6 million and $ 62.9 million for the three and nine months ended September 30, 2024, respectively, and $ 22.2 million and $ 67.1 million for the three and nine months ended September 30, 2023, respectively.

Operating lease expense was $ 20.0 million and $ 21.2 million for the three months ended March 31, 2025 and 2024, respectively.

Supplemental cash flow information related to leases consisted of the following (in thousands):

Nine Months Ended

September 30,

Three Months Ended

Cash paid for operating lease liabilities $ 19,579 $ 23,029

1 unchanged sentence

Supplemental balance sheet information related to leases consisted of the following:

September 30,

2025 December 31,

1 unchanged sentence

Weighted average discount rate for operating leases 4.0 % 3.9 %

Future minimum lease payments under non-cancellable leases as of September 30, 2024, were as follows (in thousands):

2024 (excluding the nine months ended September 30, 2024)

Future minimum lease payments under noncancelable leases as of March 31, 2025, were as follows (in thousands):

2025 (excluding the three months ended March 31, 2025)

Thereafter 40,900

2 unchanged sentences

(a) Includes the current portion of $ 67.3 million for operating leases.

As of September 30, 2024, the Company had additional future minimum lease obligations totaling $ 16.2 million under executed operating lease contracts that had not yet commenced.

These operating leases include agreements for corporate and field office facilities with lease terms of one to 11 years.

As of March 31, 2025, the Company had additional future minimum lease obligations totaling $ 27.2 million under executed operating lease contracts that had not yet commenced.

These operating leases include agreements for corporate and field office facilities with lease terms of three to 10 years.

ROBERT HALF INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)—(Continued)

September 30, 2024

March 31, 2025

Note H— Goodwill

The following table sets forth the activity in goodwill from December 31, 2023 through September 30, 2024 (in thousands):

The following table sets forth the activity in goodwill from December 31, 2024 through March 31, 2025 (in thousands):

Contract talent solutions Permanent placement talent solutions Protiviti Total

2 unchanged sentences

Foreign currency translation adjustments 147 29 5 181

Balance as of September 30, 2024

Balance as of March 31, 2025

$ 134,085 $ 26,092 $ 77,184 $ 237,361

1 unchanged sentence

Accrued payroll and benefit costs consisted of the following (in thousands):

September 30,

2025 December 31,

9 unchanged sentences

These plans include provisions for salary deferrals and discretionary contributions.

The asset value of the nonqualified plans was $ 667.5 million and $ 571.0 million as of September 30, 2024 and December 31, 2023, respectively.

The asset value of the nonqualified plans was $ 671.4 million and $ 673.2 million as of March 31, 2025 and December 31, 2024, respectively.

The Company holds these assets to satisfy the Company’s liabilities under its deferred compensation plans.

The liability value for the nonqualified plans was $ 664.1 million and $ 572.9 million as of September 30, 2024 and December 31, 2023, respectively.

Contribution expenses for the Company’s qualified and nonqualified defined contribution plans were $ 11.8 million and $ 36.6 million for the three and nine months ended September 30, 2024, respectively, and $ 10.7 million and $ 33.5 million for the three and nine months ended September 30, 2023, respectively.

The liability value for the nonqualified plans was $ 648.5 million and $ 678.4 million as of March 31, 2025 and December 31, 2024, respectively.

Contribution expenses for the Company’s qualified and nonqualified defined contribution plans were $ 13.8 million and $ 13.4 million for the three months ended March 31, 2025 and 2024, respectively.

The Company has statutory defined contribution plans and defined benefit plans outside the United States of America, which are not material.

3 unchanged sentences

Gentry seeks recovery on her own behalf and on behalf of the putative class in an unspecified amount for this allegedly unpaid compensation.

Gentry also seeks recovery of an unspecified amount for the alleged failure of the Company to provide her and

Gentry also seeks recovery of an unspecified amount for the alleged failure of the Company to provide her and the putative class with accurate wage statements.

Gentry also seeks an unspecified amount of other damages, attorneys’ fees and statutory penalties, including penalties for allegedly not paying all wages due upon separation to former employees and

ROBERT HALF INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)—(Continued)

September 30, 2024

the putative class with accurate wage statements.

Gentry also seeks an unspecified amount of other damages, attorneys’ fees, and statutory penalties, including penalties for allegedly not paying all wages due upon separation to former employees and statutory penalties on behalf of herself and other allegedly “aggrieved employees” as defined by California’s Labor Code Private Attorneys General Act (“PAGA”).

March 31, 2025

statutory penalties on behalf of herself and other allegedly “aggrieved employees” as defined by California’s Labor Code Private Attorneys General Act (“PAGA”).

On January 4, 2016, the Court denied a motion by the Company to compel all of Gentry’s claims, except the PAGA claim, to individual arbitration.

20 unchanged sentences

Borrowings under the Credit Agreement will bear interest in accordance with the terms of the borrowing which will be calculated according to the adjusted term Secured Overnight Financing Rate (“SOFR”), or an alternative base rate, plus an applicable margin.

The Credit Agreement is subject to certain financial covenants, and the Company was in compliance with these covenants as of September 30, 2024.

There were no borrowings under the Credit Agreement as of September 30, 2024, or December 31, 2023.

The Credit Agreement is subject to certain financial covenants, and the Company was in compliance with these covenants as of March 31, 2025.

There were no borrowings under the Credit Agreement as of March 31, 2025, or December 31, 2024.

Note L— Stockholders’ Equity

Stock Repurchase Program.

As of September 30, 2024, the Company is authorized to repurchase, from time to time, up to 8.3 million additional shares of the Company’s common stock on the open market or in privately negotiated transactions, depending on market conditions.

The number and the cost of common stock shares repurchased during the nine months ended September 30, 2024 and 2023, are reflected in the following table (in thousands):

Nine Months Ended

September 30,

As of March 31, 2025, the Company is authorized to repurchase, from time to time, up to 6.6 million additional shares of the Company’s common stock on the open market or in privately negotiated transactions, depending on market conditions.

The number and the cost of common stock shares repurchased during the three months ended March 31, 2025 and 2024, are reflected in the following table (in thousands):

Three Months Ended

Common stock repurchased (in shares) 668 761

2 unchanged sentences

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)—(Continued)

September 30, 2024

March 31, 2025

Additional stock repurchases were made in connection with employee stock plans, whereby Company shares were tendered by employees for the payment of applicable statutory withholding taxes.

The number and the cost of employee stock plan repurchases made during the nine months ended September 30, 2024 and 2023, are reflected in the following table (in thousands):

Nine Months Ended

September 30,

The number and the cost of employee stock plan repurchases made during the three months ended March 31, 2025 and 2024, are reflected in the following table (in thousands):

Three Months Ended

Repurchases related to employee stock plans (in shares) 190 267

2 unchanged sentences

Treasury stock is accounted for using the cost method.

Treasury stock activity for the nine months ended September 30, 2024 and 2023, (consisting of purchases of shares for the treasury) is presented in the unaudited Condensed Consolidated Statements of Stockholders’ Equity.

Treasury stock activity for the three months ended March 31, 2025 and 2024, (consisting of purchases of shares for the treasury) is presented in the unaudited Condensed Consolidated Statements of Stockholders’ Equity.

Repurchases of shares and issuances of dividends are applied first to the extent of retained earnings and any remaining amounts are applied to additional paid-in capital.

Note M— Net Income Per Share

The calculation of net income per share for the three and nine months ended September 30, 2024 and 2023, is reflected in the following table (in thousands, except per share amounts):

The calculation of net income per share for the three months ended March 31, 2025 and 2024, is reflected in the following table (in thousands, except per share amounts):

Three Months Ended

September 30, Nine Months Ended

September 30,

2024 2023 2024 2023

Net income $ 17,350 $ 63,701

11 unchanged sentences

contract talent solutions, permanent placement talent solutions and Protiviti.

Operating segments are defined as components of the Company for which separate financial information is evaluated regularly by the chief operating decision maker in deciding how to allocate resources and assess performance.

The contract talent solutions and permanent placement talent solutions segments provide specialized engagement professionals and full-time personnel, respectively, for finance and accounting, technology, marketing and creative, legal, administrative and customer support, and executive searches.

The Protiviti segment provides internal audit, risk, business, and technology consulting solutions.

The accounting policies of the segments are set forth in Note A—“Summary of Significant Accounting Policies” in the Company’s Annual Report on Form 10-K for the year ended December 31, 2023.

The Company evaluates performance based on income before intangible assets amortization expense, net interest income, and income taxes.

Operating segments are defined as components of the Company for which separate financial information is evaluated regularly by the chief operating decision maker (“CODM”), a position currently held by the Company’s Chief Executive Officer, in deciding how to allocate resources and assess performance.

The contract talent solutions reportable segment results from the aggregation of three operating segments with similar economic and qualitative characteristics:

finance and accounting, administration and customer support, and technology.

The Protiviti segment provides business and technology risk consulting and internal audit services.

ROBERT HALF INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)—(Continued)

September 30, 2024

The following table provides a reconciliation of service revenues and segment income by reportable segment to consolidated results for the three and nine months ended September 30, 2024 and 2023 (in thousands):

March 31, 2025

The CODM uses segment income to evaluate performance and allocate resources to each segment.

Segment income excludes interest income, income taxes and the impacts of the (income) loss from investments held in employee deferred compensation trusts, along with the related compensation costs and expenses.

The CODM considers variances between actual results and expectations as well as historical trends for segment income when making decisions about allocating capital and personnel resources to each segment.

The accounting policies of the segments are set forth in Note A— “ Summary of Significant Accounting Policies.

The following tables provide a reconciliation of service revenues and segment income by reportable segment to consolidated results (in thousands):

Three Months Ended

September 30, Nine Months Ended

September 30,

2024 2023 2024 2023

Service revenues

Contract Talent Solutions 2025 2024

Permanent placement talent solutions 123,275 139,931 379,105 445,922

Service revenues (1)

$ 763,205 $ 887,058

Segment costs of services (2)

466,272 536,488

Compensation expenses (3)

220,982 227,719

69,260 72,733

Segment selling, general and administrative expenses 290,242 300,452

Segment income $ 6,691 $ 50,118

Contract talent solutions $ 25,844 $ 58,475 $ 114,108 $ 241,937

Three Months Ended

Permanent Placement Talent Solutions 2025 2024

Service revenues (1)

$ 112,091 $ 124,767

Segment costs of services (2)

Compensation expenses (3)

88,900 92,322

19,337 20,371

Segment selling, general and administrative expenses 108,237 112,693

Segment income $ 3,624 $ 11,855

Three Months Ended

Protiviti 2025 2024

Service revenues (1)

$ 476,611 $ 464,112

Segment costs of services (2)

390,399 368,076

Compensation expenses (3)

25,043 23,627

52,773 50,108

Segment selling, general and administrative expenses 77,816 73,735

Segment income $ 8,396 $ 22,301

ROBERT HALF INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)—(Continued)

March 31, 2025

Three Months Ended

Combined Segment 2025 2024

Service revenues (1)

$ 1,351,907 $ 1,475,937

Costs of services (2)

856,901 904,783

Compensation expenses (3)

334,925 343,668

141,370 143,212

Selling, general and administrative expenses 476,295 486,880

Combined segment income 18,711 84,274

Amortization of intangible assets 305 720 913 2,162

Interest income, net ( 3,572 ) ( 6,413 )

1 unchanged sentence

(1) Service revenues presented above are shown net of eliminations of intersegment revenues.

Intersegment revenues between contract talent solutions segment and Protiviti segment were $ 122.3 million and $ 351.6 million for the three and nine months ended September 30, 2024, respectively, and $ 100.6 million and $ 341.2 million for the three and nine months ended September 30, 2023, respectively.

Revenue and direct costs related to the intersegment activity are reflected in the Protiviti segment, including the costs of candidate payroll, fringe benefits and incremental recruiter compensation.

Intersegment revenues between the contract talent solutions segment and the Protiviti segment were $ 117.9 million and $ 112.8 million for the three months ended March 31, 2025 and 2024, respectively.

Service revenues related to the intersegment activity are reflected in the Protiviti segment.

(2) Segment costs of services consist of direct payroll, payroll taxes and benefit costs, as well as reimbursable expenses.

Direct costs related to the intersegment activity are reflected in the Protiviti segment, including the costs of candidate payroll, fringe benefits and incremental recruiter compensation.

For further information on costs of services, see Note A—“Summary of Significant Accounting Policies.”

(3) Includes payroll and applicable taxes, employee incentive compensation and other employee costs not included in direct cost as noted above.

(4) Other selling, general and administrative expenses is comprised of advertising, as well as other allocated expenses including lease expense, depreciation, cloud computing service costs and overhead costs.

These costs are allocated to the individual segments based on an internal allocation method.

The following table represents depreciation expense by segment (in thousands):

Three Months Ended

Depreciation expense

Contract talent solutions $ 6,498 $ 6,593

Permanent placement talent solutions 2,099 2,224

Protiviti 4,409 4,187

$ 13,006 $ 13,004

ROBERT HALF INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)—(Continued)

March 31, 2025

Note O— Subsequent Events

On October 29, 2024, the Company announced the following:

During April 2025, the Company acquired Adamantia, a management consulting firm in France, for approximately $ 14 million in a strategic transaction that will enhance the capabilities of the Company.

On May 1, 2025, the Company announced the following:

Quarterly dividend per share $ 0.59

Declaration date October 29, 2024

Record date November 25, 2024

Payment date December 13, 2024

Declaration date May 1, 2025

Record date May 23, 2025

Payment date June 13, 2025

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