What changed in this filing

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Item 8. Financial Statements and Supplementary Data

2024-02-28 compared with 2023-02-28 · 339 added, 353 removed, 922 unchanged (43% of the section changed)

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Consolidated Statements of Cash Flows for the years ended December 31, 2023, 2022 and 2021

Consolidated Statements of Changes in Stockholders’

Equity for the years ended December 31, 2022, 2021 and 2020

Consolidated Statements of Changes in Stockholders’ Equity for the years ended December 31, 2023, 2022 and 2021

Notes to Consolidated Financial Statements

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We have audited the accompanying consolidated balance sheets of SS&C Technologies Holdings, Inc.

and its subsidiaries (the “Company”) as of December 31, 2022 and 2021, and the related consolidated statements of comprehensive income, of changes in stockholders’

equity and of cash flows for each of the three years in the period ended December 31, 2022, including the related notes (collectively referred to as the “consolidated financial statements”).

and its subsidiaries (the “Company”) as of December 31, 2023 and 2022, and the related consolidated statements of comprehensive income, of changes in stockholders’ equity and of cash flows for each of the three years in the period ended December 31, 2023, including the related notes (collectively referred to as the “consolidated financial statements”).

We also have audited the Company's internal control over financial reporting as of December 31, 2023, based on criteria established in Internal Control - Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO).

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The Company's management is responsible for these consolidated financial statements, for maintaining effective internal control over financial reporting, and for its assessment of the effectiveness of internal control over financial reporting, included in the Report of Management on Internal Control Over Financial Reporting appearing under Item 9A.

Our responsibility is to express opinions on the Company’s consolidated financial statements and on the Company's internal control over financial reporting based on our audits.

We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (PCAOB) and are required to be independent with respect to the Company in accordance with the U.S.

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We believe that our audits provide a reasonable basis for our opinions.

As described in the Report of Management on Internal Control over Financial Reporting, management has excluded Blue Prism from its assessment of internal control over financial reporting as of December 31, 2022 because they were acquired by the Company in a purchase business combination during 2022.

We have also excluded Blue Prism from our audit of internal control over financial reporting.

Blue Prism and its wholly-owned subsidiaries' total assets and total revenues excluded from management’s assessment and our audit of internal control over financial reporting collectively represent approximately 1% and 4%, respectively, of the related consolidated financial statement amounts as of and for the year ended December 31, 2022.

Definition and Limitations of Internal Control over Financial Reporting

A company’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles.

A company’s internal control over financial reporting includes those policies and procedures that (i) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company;

(ii) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in

accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company;

and (iii) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements.

(ii) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company;

Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements.

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Critical Audit Matters

The critical audit matters communicated below are matters arising from the current period audit of the consolidated financial statements that were communicated or required to be communicated to the audit committee and that (i) relate to accounts or disclosures that are material to the consolidated financial statements and (ii) involved our especially challenging, subjective, or complex judgments.

The communication of critical audit matters does not alter in any way our opinion on the consolidated financial statements, taken as a whole, and we are not, by communicating the critical audit matters below, providing separate opinions on the critical audit matters or on the accounts or disclosures to which they relate.

Goodwill Impairment Assessment –

Health Business Reporting Unit

As described in Notes 2 and 9 to the consolidated financial statements, the Company’s consolidated goodwill balance was $8,863.0 million as of December 31, 2022, a portion of which relates to the health business reporting unit.

The critical audit matter communicated below is a matter arising from the current period audit of the consolidated financial statements that was communicated or required to be communicated to the audit committee and that (i) relates to accounts or disclosures that are material to the consolidated financial statements and (ii) involved our especially challenging, subjective, or complex judgments.

The communication of critical audit matters does not alter in any way our opinion on the consolidated financial statements, taken as a whole, and we are not, by communicating the critical audit matter below, providing a separate opinion on the critical audit matter or on the accounts or disclosures to which it relates.

Goodwill Impairment Assessment – Health Business Reporting Unit

As described in Notes 2 and 9 to the consolidated financial statements, the Company’s consolidated goodwill balance was $8,969.5 million as of December 31, 2023, a portion of which relates to the health business reporting unit.

Management tests goodwill annually for impairment as of December 31 and in interim periods if certain events occur or circumstances change that would more likely than not reduce the fair value of a reporting unit below its carrying amount.

Management measures the fair value of the Company’s reporting units utilizing the income method.

Significant judgment is required to determine appropriate revenue growth rates and to estimate the fair value of the Company’s reporting units.

Management measures the fair value of the Company’s reporting units utilizing the income method.

Significant judgment is required to determine appropriate revenue growth rates and to estimate the fair value of the Company’s reporting units.

The principal considerations for our determination that performing procedures relating to the goodwill impairment assessment of the health business reporting unit is a critical audit matter are (i) the significant judgment by management when developing the fair value estimate of the reporting unit;

(ii) a high degree of auditor judgment, subjectivity and effort in performing procedures and evaluating management’s significant assumption related to the revenue growth rates;

and (iii) the audit effort involved the use of professionals with specialized skill and knowledge.

Addressing the matter involved performing procedures and evaluating audit evidence in connection with forming our overall opinion on the consolidated financial statements.

These procedures included testing the effectiveness of controls relating to management’s quantitative goodwill impairment assessment, including controls over the valuation of the health business reporting unit.

These procedures also included, among others, (i) testing management’s process for developing the fair value estimate of the health business reporting unit;

(ii) evaluating the appropriateness of the income method;

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and (iv) evaluating the reasonableness of the significant assumption used by management related to the revenue growth rates.

Evaluating management’s assumption related to the revenue growth rates involved evaluating whether the assumption used by management was reasonable considering (i) the current and past performance of the reporting unit;

(ii) the consistency with external market and industry data;

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Professionals with specialized skill and knowledge were used to assist in evaluating the appropriateness of the income method.

Acquisition of Blue Prism Group PLC –

Valuation of Completed Technology and Customer Relationships Intangible Assets

As described in Note 8 to the consolidated financial statements, the Company completed the acquisition of Blue Prism Group PLC (Blue Prism) for a cash purchase price of $1.5 billion, net of cash acquired, which resulted in $250 million of completed technology and $520 million of customer relationships intangible assets being recorded.

The fair value of the completed technology and customer relationships was determined using the income approach.

Specifically, the relief-from-royalty method was utilized for completed technology and the excess earnings method was utilized for customer relationships.

Significant assumptions used in the determination of fair value for completed technology were projected future revenues, royalty rate, obsolescence rate and discount rate.

Significant assumptions used in the determination of fair value for customer relationships were projected future revenues and costs and discount rate.

The principal considerations for our determination that performing procedures relating to the valuation of the completed technology and customer relationships intangible assets acquired in the Blue Prism acquisition is a critical audit matter are (i) the significant judgment by management when developing the fair value estimate of the completed technology and customer relationships intangible assets acquired;

(ii) a high degree of auditor judgment, subjectivity, and effort in performing procedures and evaluating management’s significant assumptions related to the projected future revenues, royalty rate, obsolescence rate and discount rate for completed technology, and the projected future revenues and costs and discount rate for the customer relationships intangible asset;

and (iii) the audit effort involved the use of professionals with specialized skill and knowledge.

Addressing the matter involved performing procedures and evaluating audit evidence in connection with forming our overall opinion on the consolidated financial statements.

These procedures included testing the effectiveness of controls relating to the acquisition accounting, including controls over management’s valuation of the completed technology and customer relationships intangible assets and the development of the significant assumptions related to the projected future revenues, royalty rate, obsolescence rate and discount rate for completed technology, and the projected future revenues and costs and discount rate for the customer relationships.

These procedures also included, among others, (i) reading the purchase agreement;

(ii) testing management’s process for developing the fair value estimates of the completed technology and customer relationships intangible assets, (iii) evaluating the appropriateness of the relief-from-royalty and excess earnings valuation methods;

(iv) testing the completeness and accuracy of data used in the valuation methods;

and (v) evaluating the reasonableness of the significant assumptions used by management related to the projected future revenues, royalty rate, obsolescence rate and discount rate for completed technology, and the projected future revenues and costs and discount rate for the customer relationships.

Evaluating the reasonableness of the projected future revenues and projected future revenues and costs considered (i) the past performance of the acquired business and (ii) consistency with external market and industry data.

Professionals with specialized skill and knowledge were used to assist in evaluating the appropriateness of the valuation methods and the reasonableness of the royalty rate, obsolescence rate, and discount rate assumptions.

/s/ PricewaterhouseCoopers LLP

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February 28, 2024

We have served as the Company’s auditor since 1995.

SS&C TECHNOLOGIES HOLDINGS, INC.

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Accounts receivable, net of allowance for credit losses of $ 25.1 and $ 21.7 , respectively (Note 3)

Contract asset

Contract assets

Prepaid expenses and other current assets

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Unconsolidated affiliates (Note 7)

Contract asset

Contract assets

Goodwill (Note 9)

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Long-term debt, net of current portion (Note 10)

Operating lease liabilities

Operating lease liabilities (Note 5)

Other long-term liabilities

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Redeemable noncontrolling interest (Note 6)

Stockholders’

equity (Note 11):

Stockholders’ equity (Note 11):

Preferred stock, $ 0.01 par value per share, 5.0 million shares authorized;

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Common stock, $ 0.01 par value per share, 400.0 million shares authorized;

271.9 million shares

and 269.1 million shares issued, respectively, and 251.0 million shares and 256.0 million shares

outstanding, respectively

275.9 million shares and 271.9 million shares issued, respectively, and 246.6 million shares and 251.0 million shares outstanding, respectively

Additional paid-in capital

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Cost of common stock in treasury, 29.3 and 20.9 million shares, respectively

Total SS&C stockholders’

Total SS&C stockholders’ equity

Noncontrolling interest (Note 12)

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Provision for income taxes (Note 17)

Net loss (income) attributable to noncontrolling interest

Net (income) loss attributable to noncontrolling interest

Net income attributable to SS&C common stockholders

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Diluted weighted-average number of common and common equivalent shares outstanding

Other comprehensive (loss) income, net of tax:

Change in unrealized gain (loss) on interest rate swaps

Other comprehensive income (loss), net of tax:

Change in unrealized gain on interest rate swaps

Defined benefit pension adjustment

Foreign currency exchange translation adjustment

Total other comprehensive (loss) income, net of tax

Total other comprehensive income (loss), net of tax

Comprehensive income

Comprehensive loss (income) attributable to noncontrolling interest

Comprehensive (income) loss attributable to noncontrolling interest

Comprehensive income attributable to SS&C common stockholders

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Proceeds from sales / maturities of investments

Distributions received from (contributions to) unconsolidated affiliates

(Contributions to) distributions received from unconsolidated affiliates

Collection of other non-current receivables

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Payment of deferred financing fees

Net (decrease) increase in client funds obligations

Net increase (decrease) in client funds obligations

Proceeds from exercise of stock options

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Proceeds from noncontrolling interests

Net cash (used in) provided by financing activities

Net cash provided by (used in) financing activities

Effect of exchange rate changes on cash, cash equivalents and restricted cash

Net (decrease) increase in cash, cash equivalents and restricted cash

Net increase (decrease) in cash, cash equivalents and restricted cash

Cash, cash equivalents and restricted cash, beginning of period

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Income taxes, net of refunds

Supplemental disclosure of non-cash investing activities:

Property and equipment acquired through tenant improvement allowances

The accompanying notes are an integral part of these Consolidated Financial Statements.

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AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CH ANGES IN STOCKHOLDERS’

CONSOLIDATED STATEMENTS OF CH ANGES IN STOCKHOLDERS’ EQUITY

FOR THE YEARS ENDED DECEMBER 31, 2023, 2022 AND 2021

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Noncontrolling

Stockholders’

(Loss) Income

Balance, at December 31, 2020

Noncontrolling interest upon consolidation (Note 12)

Foreign exchange translation adjustment

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taxes (Note 14)

Non-cash purchase price consideration

Dividends declared - $ 0.68 per share

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Balance, at December 31, 2021

Noncontrolling interest upon consolidation (Note 12)

Foreign exchange translation adjustment

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Foreign exchange translation adjustment

Net change in interest rate swaps (Note 11)

Defined benefit pension adjustment (Note 11)

Stock-based compensation expense

Exercise of options, net of withholding

taxes (Note 14)

Exercise of options (Note 14)

Withholding taxes related to equity award net share settlement (Note 14)

Dividends declared - $ 0.88 per share

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The accompanying notes are an integral part of these Consolidated Financial Statements.

SS&C Technologies Holdings, Inc., or “Holdings,”

is our top-level holding company.

SS&C Technologies, Inc., or “SS&C,”

is our primary operating company and a wholly-owned subsidiary of SS&C Technologies Holdings, Inc.

”We,”

“us,”

“our,”

and the “Company”

means SS&C Technologies Holdings, Inc.

SS&C Technologies Holdings, Inc., or “Holdings,” is our top-level holding company.

SS&C Technologies, Inc., or “SS&C,” is our primary operating company and a wholly-owned subsidiary of SS&C Technologies Holdings, Inc.

”We,” “us,” “our,” and the “Company” means SS&C Technologies Holdings, Inc.

and its consolidated subsidiaries, including SS&C.

Note 1—

Note 1— Organization

We provide software products and software-enabled services to the financial services and healthcare industries, primarily in North America.

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Our products and software-enabled services in the healthcare industry support claims adjudication, benefit management, care management and business intelligence services.

Note 2—Summary of Significant Accounting Policies

Use of Estimates

The preparation of the Consolidated Financial Statements in conformity with generally accepted accounting principles (“GAAP”) requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and the 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.

Estimates are used for, but not limited to, collectability of accounts receivable, valuation of non-marketable securities, costs to complete certain contracts, valuation of acquired assets and liabilities, valuation of stock options, income tax accruals and the value of deferred tax assets and liabilities.

Estimates are used for, but not limited to, collectability of accounts receivable, valuation of non-marketable securities, costs to complete certain contracts, valuation of acquired assets and liabilities, valuation of stock options, assessment of probability of vesting of performance-based equity awards, income tax accruals and the value of deferred tax assets and liabilities.

Estimates are also used to determine the remaining economic lives and carrying value of fixed assets, goodwill and intangible assets.

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We consolidate any entity in which we have a controlling financial interest.

Under the voting interest model, generally the investor that has voting control (usually more than 50 % of an entity’s voting interests) consolidates the entity.

Under the variable interest entity (“VIE”) model, the party that has the power to direct the entity’s most significant economic activities and the ability to participate in the entity’s economics consolidates the entity.

Under the voting interest model, generally the investor that has voting control (usually more than 50 % of an entity’s voting interests) consolidates the entity.

An entity is considered a VIE if it possesses any one or more of the following characteristics:

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3) equity holders are shielded from economic losses;

4) equity holders do not participate fully in an entity’s residual economics;

and 5) the entity was established with non-substantive voting interests.

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Our investments in private equity funds meet the definition of a VIE;

however, the private equity fund investments are not consolidated as we do not have the power to direct the entities’

most significant economic activities.

however, the private equity fund investments are not consolidated as we do not have the power to direct the entities’ most significant economic activities.

We are the lessee in a series of operating leases covering a large portion of our Kansas City, Missouri-based leased office facilities.

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Revenue Recognition

We account for the recognition of our revenue in accordance with the relevant accounting literature, primarily Accounting Standards Update (“ASU”) 2014-09, Revenue from Contracts with Customers (ASC 606).

Our sources of revenue are described below.

Software-enabled Services Revenue

We primarily offer software-enabled outsourcing services in which we utilize our own software to offer comprehensive fund administration services for alternative investment managers, including fund manager services, transfer agency services, funds-of-funds services, tax processing and accounting.

We also use our own software applications to provide healthcare organizations a variety of

medical and pharmacy benefit solutions to satisfy their information processing, quality of care, cost management concerns and payment integrity programs.

services, tax processing and accounting.

We also use our own software applications to provide healthcare organizations a variety of medical and pharmacy benefit solutions to satisfy their information processing, quality of care, cost management concerns and payment integrity programs.

Our healthcare solutions include claims adjudication, benefit management, care management, business intelligence and other ancillary services.

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The software-enabled services arrangements provide an alternative for clients who do not wish to install, run and maintain complicated financial software.

Under these arrangements, the client does not have the right to take possession of the software, rather, we agree to provide access to our applications, remote use of our equipment to process transactions, access to client’s data stored on our equipment and connectivity between our environment and the client’s computing systems.

Software-enabled services are generally provided under contracts with initial terms of one to five years that require monthly or quarterly payments, and are subject to automatic annual renewal at the end of the initial term unless terminated by either party.

In software-enabled services arrangements, the arrangement is a single performance obligation or a stand-ready performance obligation, which in either case is comprised of a series of distinct services that are substantially the same and have the same pattern of transfer to the customer (i.e.

distinct days or months of service).

We apply a measure of progress (typically time-based) to any fixed consideration and allocate variable consideration to the distinct periods of service based on usage or summarization of account information.

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these fees are independent of the transfer of past or future goods or services.

These fees meet the allocation objective of Accounting Standards Codification (“ASC”) 606 because they represent the amount of consideration we are entitled to for these services.

Revenue is generally recognized over the period the services are provided, which results in revenue recognition that corresponds with the value to the client of the services transferred to date relative to the remaining services promised.

For our software-enabled services contracts, which are cancelable with 90 days’

notice or meet the allocation objective for a series of performance obligations under ASC 606, we have not disclosed the transaction price for the remaining performance obligations as of the end of each reporting period or when we expect to recognize this revenue.

For our software-enabled services contracts which are cancelable with 90 days’ notice or meet the allocation objective for a series of performance obligations under ASC 606, we have not disclosed the transaction price for the remaining performance obligations as of the end of each reporting period or when we expect to recognize this revenue.

License, Maintenance and Related Revenue Agreements

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If the standalone selling price for a performance obligation is not directly observable, we estimate it maximizing the use of observable inputs.

For maintenance and support, we determine the standalone selling price based on the price at which we separately sell a renewal contract and the economic relationship between licenses and maintenance.

We primarily determine the standalone selling

price for sales of license arrangements using the residual approach.

For maintenance and support, we determine the standalone selling price based on the price at which we separately sell a

renewal contract and the economic relationship between licenses and maintenance.

We primarily determine the standalone selling price for sales of license arrangements using the residual approach.

In situations when the software license and the right to unspecified product upgrades are not distinct in the context of the contract, they are combined into a single performance obligation and revenue is recognized on a straight line basis over the contract duration.

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Capitalization of internally developed computer software costs in the case of internal use software begins when management authorizes and commits funding to a project and the preliminary design stage has been completed.

Our policy is to amortize these costs upon a product’s general release to the client.

Amortization of capitalized software costs is calculated by the greater of (a) the ratio that current gross revenues for a product bear to the total of current and anticipated future gross revenues for that product or (b) the straight-line method over the remaining estimated economic life of the product, including the period being reported on, typically two to five years .

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Forfeitures are accounted for as they occur.

A deferred income tax asset is recorded over the vesting period as stock compensation expense is recorded for non-qualified option awards.

A deferred income tax asset is recorded over the vesting period as stock compensation expense is recorded for non-qualified option

The realizability of the deferred tax asset is ultimately based on the actual value of the stock-based award upon exercise.

the actual value is lower than the fair value determined on the date of grant, then there would be an income tax expense for the portion of the deferred tax asset that is not realizable.

If the actual value is lower than the fair value determined on the date of grant, then there would be an income tax expense for the portion of the deferred tax asset that is not realizable.

We account for income taxes in accordance with the relevant accounting literature.

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End-of-day available client bank balances for full service mutual fund transfer agency clients are invested overnight in credit quality government money market funds, bank deposits and repurchase agreements.

Invested balances are returned to the full service mutual fund transfer agency clients’

accounts the following business day.

Invested balances are returned to the full service mutual fund transfer agency clients’ accounts the following business day.

Funds received from clients for the payment of pharmacy claims incurred by its members are invested in credit quality government money market funds, bank deposits and repurchase agreements until the paid claims are settled.

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We have included funds held on behalf of clients that meet the definition of restricted cash and restricted cash equivalents in the beginning and end of period balances in the Consolidated Statements of Cash Flows.

Cash inflows and outflows related to investment of funds held on behalf of clients are reported on a gross basis as “Investments in securities”

and “Proceeds from sales / maturities of investments”

in the investing section of the Consolidated Statements of Cash Flows.

Cash inflows and outflows related to investment of funds held on behalf of clients are reported on a gross basis as “Investments in securities” and “Proceeds from sales / maturities of investments” in the investing section of the Consolidated Statements of Cash Flows.

Client Funds Obligations

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The equity method of accounting is used for investments in entities, partnerships and similar interests (including investments in private equity funds where we are a limited partner and hold a greater than 5 % partnership interest in the fund) in which we have significant influence but do not control.

Under the equity method, we recognize income or losses from our pro-rata share of these unconsolidated affiliates’

net income or loss, which changes the carrying value of the investment of the unconsolidated affiliate.

Under the equity method, we recognize income or losses from our pro-rata share of these unconsolidated affiliates’ net income or loss, which changes the carrying value of the investment of the unconsolidated affiliate.

We measure equity investments in marketable securities, seed capital investments and other investments, other than those accounted for under the equity method of accounting or those that result in consolidation of the investee, at fair value, with changes in the fair value recognized in earnings.

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Property, plant and equipment are stated at cost.

Depreciation of property, plant and equipment is calculated using a combination of straight-line and accelerated methods over the estimated useful lives of the assets as follows:

Depreciation of property, plant and equipment is calculated using the straight-line method over the estimated useful lives of the assets as follows:

Building improvements

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Our lease agreements consist primarily of operating leases for office space.

Our operating leases are included on the Consolidated Balance Sheets as operating lease assets and operating lease liabilities, under ASC 842.

An operating lease asset represents our right to use an underlying asset over the term of a lease while an operating lease liability represents our obligation to make lease payments arising from the lease.

Our operating leases are included on the Consolidated Balance Sheets as operating lease right-of-use assets and operating lease liabilities, under ASC 842.

An operating lease right-of-use asset represents our right to use an underlying asset over the term of a lease while an operating lease liability represents our obligation to make lease payments arising from the lease.

Operating lease liabilities are recognized at the commencement date at the present value of the base minimum rent payments.

Operating lease assets are also recognized at the commencement date as the total operating lease liability adjusted for prepaid rents, deferred rent liabilities and lease fair value adjustments that existed under ASC 840.

As most of our leases do not provide an implicit rate, we use our estimated secured

incremental borrowing rate within each of the significant geographic regions in which we operate based on the information available at lease commencement date in determining the present value of lease payments.

As most of our leases do not provide an implicit rate, we use our estimated secured incremental borrowing rate within each of the significant geographic regions in which we operate based on the information available at lease commencement date in determining the present value of lease payments.

Our lease agreements typically do not contain variable lease payments, residual value guarantees or restrictive covenants.

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We measure the fair value of our reporting units utilizing the income method.

Significant judgment is required to determine appropriate revenue growth rates and estimate the fair value of our reporting units.

Significant judgment is required to determine appropriate revenue growth rates and to estimate the fair value of our reporting units.

There were no other indefinite-lived intangible assets as of December 31, 2023 or 2022.

Customer relationships, completed technology, trade names and other identifiable intangible assets are amortized over lives ranging from two to 17 years .

Customer relationships, completed technology and trade names are amortized over lives ranging from six to 17 years .

Completed technology and customer relationships are amortized each year based on the ratio that the projected cash flows for the intangible assets bear to the total of current and expected future cash flows for the intangible asset.

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We have identified no such impairment losses in the years ended December 31, 2023 and 2022.

Long-lived assets that are held for sale are evaluated for possible impairment by comparing the carrying value of the asset with its fair value less the cost to sell.

If the net book value exceeds the fair value less cost to sell, the asset is considered impaired and adjusted to the lower value

Concentration of Credit Risk

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Revenues and expenses are translated using the average rates during the period.

The resulting translation adjustments are excluded from net earnings and accumulated as a separate component of stockholders’

Foreign currency transaction gains and losses are included within other income (expense) in the Consolidated Statements of Comprehensive Income in the periods in which they occur.

The resulting translation adjustments are excluded from net earnings and accumulated as a separate component of stockholders’ equity.

Foreign currency transaction gains and losses are included within other income (expense), net in the Consolidated Statements of Comprehensive Income in the periods in which they occur.

Comprehensive Income

Our comprehensive income consists of net income, foreign currency translation adjustments, a defined benefit pension plan and our proportionate share of the change in value of an interest rate swap agreement that one of our unconsolidated affiliates is a party to, which are presented in the Consolidated Statements of Comprehensive Income, net of tax and reclassifications to earnings.

The accumulated balance of other comprehensive income is reported separately from retained earnings and additional paid-in capital in the stockholders’

equity section of the Consolidated Balance Sheets.

Total comprehensive income consists of net income and other accumulated comprehensive (loss) income disclosed in the equity section of the Consolidated Balance Sheets.

Our comprehensive income consists of net income, foreign currency translation adjustments and a defined benefit pension plan, which are presented in the Consolidated Statements of Comprehensive Income, net of tax and reclassifications to earnings.

The accumulated balance of other comprehensive income is reported separately from retained earnings and additional paid-in capital in the stockholders’ equity section of the Consolidated Balance Sheets.

Total comprehensive income consists of net income and other accumulated comprehensive income disclosed in the equity section of the Consolidated Balance Sheets.

Treasury Stock

Treasury stock purchases are accounted for under the cost method and are included as a deduction from equity in the stockholders’

equity section of the Consolidated Balance Sheets.

Under the cost method, the price paid for the stock is charged to the treasury stock account.

Treasury stock purchases are accounted for under the cost method and are included as a deduction from equity in the stockholders’ equity section of the Consolidated Balance Sheets.

Under the cost method, the price paid for the stock, including any taxes associated with the purchase of the stock, is charged to the treasury stock account.

We use the average cost method to reduce the value of the treasury stock account if treasury stock is re-issued.

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Recently Adopted Accounting Pronouncements

In October 2021, the FASB issued ASU 2021-08, Business Combinations (Topic 805):

Accounting for Contract Assets and Contract Liabilities From Contracts with Customer.

ASU 2021-08 requires companies to apply ASC 606 to recognize and measure contract assets and contract liabilities from contracts with customers acquired in a business combination on the acquisition date.

ASU 2021-08 is effective for fiscal years beginning after December 15, 2022, and interim periods within those fiscal years.

Early adoption is permitted, including adoption in an interim period.

ASU 2021-08 should be applied prospectively to business combinations that occur after the effective date.

We adopted ASU 2021-08 as of January 1, 2022 on a prospective basis and applied it to the business combinations completed during 2022.

Recent Accounting Pronouncements Not Yet Effective

In March 2020, the FASB issued ASU 2020-04, Reference Rate Reform (Topic 848):

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Deferral of the Sunset Date of Topic 848, which deferred the sunset date of Topic 848 from December 31, 2022 to December 31, 2024 to align with the amended cessation date of LIBOR.

A substantial portion of our indebtedness bears interest at variable interest rates, primarily based on USD-LIBOR.

We continue to monitor the impact the discontinuance of LIBOR or another reference rate will have on our contracts, hedging relationships and other transactions.

We will apply the guidance to impacted transactions during the transition period.

The adoption of this standard does not have a material impact on our financial position, results of operations or cash flows.

Note 3—Accounts Receivable, net

We have adopted ASU 2020-04 and the adoption of this standard did not have a material impact on our financial position, results of operations or cash flows.

Recent Accounting Pronouncements Not Yet Effective

In November 2023, the FASB issued ASU 2023-07, Segment Reporting (Topic 280):

Improvements to Reportable Segment Disclosures.

The standard is applicable to all public entities, including public entities with a single reportable segment, and requires enhanced reportable segment disclosures.

The disclosures include significant segment expenses regularly provided to the chief operating decision maker (“CODM”) and included within each reported measure of segment profit or loss.

The standard also requires disclosure of the title and position of the CODM as well as how the CODM uses the reported measures of a segment’s profit or loss to assess segment performance and decide how to allocate resources.

The new standard is effective for fiscal years beginning after December 15, 2023, and interim periods within fiscal years beginning after December 31, 2024.

Early adoption is permitted.

We are currently evaluating the potential impact the standard will have on our disclosures.

In December 2023, the FASB issued ASU 2023-09, Improvements to Income Tax Disclosures (Topic 740) .

The standard requires more enhanced disclosures specifically related to effective tax rate reconciliation and income taxes paid.

The new requirements will be effective for fiscal years beginning after December 15, 2024, on a prospective basis.

Early adoption and retrospective application are permitted.

We are currently evaluating the potential impact the standard will have on our income tax disclosures.

Note 3—Accounts Receivable, net

Accounts receivable are as follows (in millions):

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In addition, management analyzes client accounts, client concentrations, client creditworthiness, current economic trends and changes in client payment terms when evaluating the adequacy of the allowance for credit losses.

Note 4—Property, Plant and Equipment, net

Property, plant and equipment and the related accumulated depreciation are as follows (in millions):

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Depreciation expense for the years ended December 31, 2023, 2022 and 2021 was $ 73.8 million, $ 76.2 million and $ 81.1 million, respectively.

Note 5—Leases

As of December 31, 2023 and 2022 , assets held for sale were $ 9.0 million and $ 8.7 million, respectively, and are presented in prepaid assets and other current assets in our consolidated balance sheet.

Unpaid property, plant and equipment additions of $ 2.9 million and $ 5.1 million are included in accounts payable and other accrued expenses as of December 31, 2023 and 2022 , respectively, in our consolidated balance sheet.

Note 5—Leases

Our total operating lease costs were $ 66.6 million, $ 72.3 million and $ 78.0 million during the years ended December 31, 2023, 2022 and 2021, respectively.

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Total lease payments

Note 6—Investments

Investments are as follows (in millions):

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Unrealized gains on equity securities held as of the end of the period

Realized (losses) gains for equity securities sold during the period

Realized gains (losses) for equity securities sold during the period

Total gains recognized in other income (expense), net

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(1) Included in cash and cash equivalents and funds receivable and funds held on behalf of clients on the Consolidated Balance Sheet.

(1) As of December 31, 2023, included $ 131.7 million of cash and cash equivalents, $ 1.8 million of restricted cash and $ 2,079.1 million of funds receivable and funds held on behalf of clients on the Consolidated Balance Sheet.

As of December 31, 2022, included $ 156.5 million of cash and cash equivalents, $ 2.2 million of restricted cash and $ 515.8 million of funds receivable and funds held on behalf of clients on the Consolidated Balance Sheet.

(2) Included in investments on the Consolidated Balance Sheet.

(3) Included in other long-term liabilities on the Consolidated Balance Sheet.

During the years ended December 31, 2022 and 2021, we provided $ 10.0 million and $ 20.0 million, respectively, in seed capital funding to either mutual funds or exchange-traded funds issued by one of our subsidiaries.

During the year ended December 31, 2022, we provided $ 10.0 million in seed capital funding to either mutual funds or exchange-traded funds issued by one of our subsidiaries.

During the years ended December 31, 2023 and 2022, we redeemed $ 5.7 million and $ 7.6 million, respectively, of our seed capital investments.

In February 2020, we entered into a Series A Convertible Share Purchase Agreement with SILAC, Inc.

(“SILAC”), pursuant to which we acquired 40 million shares of Series A convertible preferred stock of SILAC for a purchase price of $ 40 million.

The investment is classified as a non-marketable equity security without a readily determinable fair value.

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During the year ended December 31, 2022, as a result of an observable price change, we recorded a fair value adjustment of $ 39.5 million to increase the carrying value of SILAC.

The fair value adjustment was recorded as an unrealized gain in Other income (expense) on our Consolidated Statements of Comprehensive Income.

In each of the years ended December 31, 2022 and 2021, we received a preferred stock dividend from SILAC of $ 8.0 million which is recorded in Other income (expense) on our Consolidated Statements of Comprehensive Income.

The fair value adjustment was recorded as an unrealized gain in other income (expense), net on our Consolidated Statements of Comprehensive Income.

In each of the years ended December 31, 2023, 2022 and 2021, we received a preferred stock dividend from SILAC of $ 8.0 million which is recorded in other income (expense), net on our Consolidated Statements of Comprehensive Income.

We have partnership interests in various private equity funds that are not included in the table above.

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Shares in those investments not owned by us are reflected as a redeemable noncontrolling interest on the condensed consolidated balance sheet.

Note 7—Unconsolidated Affiliates

There were no seed capital investments consolidated as of December 31, 2023.

Note 7—Unconsolidated Affiliates

Investments in unconsolidated affiliates are as follows (in millions):

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International Financial Data Services L.P.

Pershing Road Development Company, LLC

Broadway Square Partners, LLP

Pershing Road Development Company, LLC

Other unconsolidated affiliates

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We have a 9.8 % ownership interest in Orbit Private Investments L.P.

(“Orbit Private Investments”), which is a provider of shareholder and pension technology.

International Financial Data Services L.P.

(“IFDS L.P.”) is a 50 % owned joint venture with State Street Corporation with operations in Canada, Ireland and Luxembourg.

Pershing Road Development Company, LLC (“PRDC LLC”) is a 50 % owned special-purpose entity formed to develop and lease office space to the U.S.

Broadway Square Partners, LLP (“Broadway Square Partners”) is a 50 % owned real estate joint venture formed to purchase, finance and engage in leasing activities with us and unrelated third parties.

(“IFDS L.P.”) is a 50 % owned joint venture with State Street Corporation with operations in Canada, Ireland and Luxembourg.

Pershing Road Development Company, LLC (“PRDC LLC”) is a 50 % owned special-purpose entity formed to develop and lease office space to the U.S.

The difference between the amount at which each of IFDS L.P., PRDC LLC and Broadway Square Partners is carried and the amount of underlying equity in net assets, will be amortized as a component of equity in earnings of unconsolidated affiliates over approximately 15 years, 28 years and 40 years, respectively.

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and payments to other unconsolidated real estate joint ventures for rent and other facility costs.

During the year ended December 31, 2022, we received a distribution of $ 64.5 million from our unconsolidated affiliate, Pershing Road Development Company, LLC (“PRDC”), which reduced our investment in the affiliate.

In addition, the interest rate swap agreement to which PRDC was a party to was terminated.

For the year ended December 31, 2023, distributions received include $ 22.5 million return on investment related to our investments in IFDS L.P.

and the Kansas City Downtown Hotel Group, L.L.C.

For the year ended December 31, 2021, distributions received include $ 10.0 million return on investment and $ 20.0 million return of investment related to our investments in IFDS L.P.

and the Kansas City Downtown Hotel Group, L.L.C., respectively.

For the year ended December 31, 2020, distributions received include $ 8.0 million return on investment related to our investments in IFDS L.P.

and PRDC LLC.

Note 8—Acquisitions

2023 Acquisitions

On March 16, 2022 , we purchased all of the outstanding stock of Blue Prism Group plc (“Blue Prism”) for approximately $ 1.6 billion in cash, plus the costs of effecting the transaction pursuant to a Scheme of Arrangement entered into under the U.K.

Iress Managed Funds Administration Business

On October 1, 2023 , we purchased the managed funds administration business from Iress Limited (“Iress Managed Funds Administration Business”) for approximately $ 32.5 million in cash.

The Iress Managed Funds Administration Business provides software and services for trading and market data, financial advice, investment management, mortgages, superannuation, life and pensions and data intelligence.

The net assets and results of operations of the Iress Managed Funds Administration Business have been included in our Consolidated Financial Statements from October 1, 2023.

The preliminary fair value of the intangible assets, consisting of customer relationships and trade names, was determined using the income approach.

Specifically, the excess earnings method was utilized for customer relationships and the relief-from-royalty method was utilized for trade names.

Customer relationships and trade names are expected to be amortized over approximately twelve and ten years, respectively, in each case the estimated life of the assets.

The remainder of the purchase price was allocated to goodwill and is not tax deductible.

The Consolidated Statements of Comprehensive Income for the year ended December 31, 2023 includes $ 3.6 million in revenues from the Iress Managed Funds Administration Business’s operations.

2022 Acquisitions

Takeover Code.

We financed the acquisition by entering into an Incremental Joinder (the “Incremental Joinder”) to the amended and restated credit agreement.

Blue Prism is a global leader in enterprise robotics process automation and intelligent automation.

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The remainder of the purchase price was allocated to goodwill and is not tax deductible.

The Consolidated Statements of Comprehensive Income for the year ended December 31, 2022 includes $ 201.2 milli on in revenues from Blue Prism’s operations.

The Consolidated Statements of Comprehensive Income for the year ended December 31, 2022 included $ 201.2 million in revenues from Blue Prism’s operations.

Blue Prism generates revenues primarily from software license fees and related maintenance and service fees.

On March 25, 2022 , we purchased all of the outstanding stock of Hubwise Holdings Limited (“Hubwise”) for approximately $ 75.0 million in cash, plus the costs of effecting the transaction.

Hubwise is a regulated business-to-business investment platform serving advisers, discretionary wealth managers and self-directed direct-to-consumer propositions.

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The remainder of the purchase price was allocated to goodwill and is not tax deductible.

The Consolidated Statements of Comprehensive Income for the year ended December 31, 2022 includes $ 4.1 milli on in revenues from Hubwise’s operations.

On August 23, 2022 , we purchased the sell-side Tier1 customer relationship management (“CRM”) business (“Tier1”) and related assets from Tier1 Financial Solutions for approximately $ 32.5 million in cash, plus the costs of effecting the transaction.

The Consolidated Statements of Comprehensive Income for the year ended December 31, 2022 included $ 4.1 million in revenues from Hubwise’s operations.

Tier1 is a leading provider of sell-side CRM solutions targeting capital markets and investment banks.

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The remainder of the purchase price was allocated to goodwill and is tax deductible.

The Consolidated Statements of Comprehensive Income for the year ended December 31, 2022 includes $ 4.7 mi llion in revenues from Tier1’s operations.

2021 Acquisitions

On March 1, 2021 , we purchased all of the outstanding stock of Capita Life & Pensions Services (Ireland) Limited (“Capita”) and certain related businesses.

The acquisition of Capita resulted in a net receipt of approximately $ 7.1 million in cash, as the amount of cash acquired exceeded the cash paid consideration.

Capita provides business process management, technology and consultancy services to the international life and pensions sector.

Services offered include financial and back-office administration, claims management, actuarial and financial reporting, investment administration, product and IT development and business transformation services.

The net assets and results of operations of Capita have been included in our Consolidated Financial Statements from March 1, 2021.

The excess of fair values of the net assets over the purchase price was recorded as a gain on bargain purchase within other income, net on the Consolidated Statement of Comprehensive Income.

The following summarizes the allocation of the purchase price for the 2022 acquisitions of Blue Prism, Hubwise and Tier1 and the 2021 acquisition of Capita (in millions):

The Consolidated Statements of Comprehensive Income for the year ended December 31, 2022 included $ 4.7 million in revenues from Tier1’s operations.

The following summarizes the allocation of the purchase price for the 2023 acquisition of the Iress Managed Funds Administration Business and the 2022 acquisitions of Blue Prism, Hubwise and Tier1 (in millions):

Iress Managed Funds Administration Business

Accounts receivable

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Deferred income taxes

Gain on bargain purchase

Consideration paid, net of cash acquired

Additionally, we acquired 5 M’s Minerals Management, LLC (“MineralWare”) in May 2022 for approximately $ 18.0 million and Complete Financial Ops, Inc.

(“CFO”) in December 2022 for approximately $ 5.7 million.

We acquired assets related to O’Shares exchange traded funds (“O’Shares”) in June 2022 for approximately $ 28.3 million.

Additionally, we acquired 5 M’s Minerals Management, LLC (“MineralWare”) in May 2022 for approximately $ 18.0 million and Complete Financial Ops, Inc.

(“CFO”) in December 2022 for approximately $ 5.7 million.

We acquired assets related to O’Shares exchange traded funds (“O’Shares”) in June 2022 for approximately $ 28.3 million.

The goodwill associated with each of the transactions above is a result of expected synergies from combining the operations of businesses acquired with us and intangible assets that do not qualify for separate recognition, such as an assembled workforce.

The following unaudited pro forma condensed consolidated results of operations are provided for illustrative purposes only and assume that the acquisitions of Blue Prism, Hubwise, MineralWare, Tier1 and CFO occurred on January 1, 2021 and the acquisition of Capita occurred on January 1, 2020, after giving effect to certain adjustments, including amortization of intangibles, interest, transaction costs and tax effects.

The following unaudited pro forma condensed consolidated results of operations are provided for illustrative purposes only and assume that the acquisition of the Iress Managed Funds Administration Business occurred on January 1, 2022 and the acquisitions of Blue Prism, Hubwise, MineralWare, Tier1 and CFO occurred on January 1, 2021, after giving effect to certain adjustments, including amortization of intangibles, interest, transaction costs and tax effects.

This unaudited pro forma information (in millions) should not be relied upon as being indicative of the historical results that would have been obtained if the acquisitions had actually occurred on those dates, nor of the results that may be obtained in the future.

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Total severance expense

Note 9—Goodwill and Intangible Assets

The following table summarizes changes in goodwill (in millions):

Balance at December 31, 2021

Acquisitions completed in the current year

Adjustments to prior acquisitions

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Amortization expense associated with customer relationships, completed technology and other amortizable intangible assets was $ 505.3 million, $ 516.4 million and $ 526.5 million for the years ended December 31, 2023, 2022 and 2021, respectively.

Net capitalized software costs of $ 225.5 million and $ 156.6 million are included in the December 31, 2022 and 2021 Consolidated Balance Sheets, respectively, under “Intangible and other assets”.

Net capitalized software costs of $ 325.8 million and $ 225.5 million are included in the December 31, 2023 and 2022 Consolidated Balance Sheets, respectively, under “Intangible and other assets”.

Amortization expense related to capitalized software development costs was $ 91.3 million, $ 78.9 million and $ 59.8 million for each of the years ended December 31, 2023, 2022, and 2021 , respectively.

Note 10—Debt

At December 31, 2023 and 2022, debt consisted of the following (in millions):

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Fixed at 5.5 %

(1) Initially incurred interest at either LIBOR plus 2.50 % of at the base rate plus 1.50 %, and were subject to a step-down at any time our consolidated net secured leverage ratio was less than 4.75 times, to 2.25 % in the case of the LIBOR margin and 1.25 % in the case of the base rate margin.

(1) In January 2020, we entered into a pricing amendment, whereby the interest rate margin applicable to the term loans was reduced from LIBOR plus 2.25 % to LIBOR plus 1.75 %.

(2) Bears interest at, at our option, either (a) the Base Rate, plus 1.25 % per annum or the (b) Term Secured Overnight Financing Rate (“SOFR ”), which is subject to a floor of 0.50 %, plus a credit spread adjustment set forth in the Credit Agreement, plus 2.25 % per annum.

In June 2023, we entered into an amendment, whereby the interest rate provisions were amended to, at our option, either (a) the Base Rate, plus 0.75% per annum or the (b) Adjusted Term SOFR, plus 1.75% per annum.

(2) Bears interest at, at our option, either (a) the Base Rate, plus 1.25 % per annum or the (b) Adjusted Term SOFR, plus 2.25 % per annum.

(3) Bears interest at, at our option, the Base Rate per annum or the Term SOFR.

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On April 16, 2018 , in connection with our acquisition of DST, we entered into an amended and restated credit agreement with SS&C Technologies, Inc.

(“SS&C”), SS&C European Holdings SARL, an indirect wholly-owned subsidiary of SS&C (“SS&C SARL”) and SS&C Technologies Holdings Europe SARL, an indirect wholly-owned subsidiary of SS&C (“SS&C Tech SARL”) as the borrowers (“Credit Agreement”), which included Term B-3 and Term B-4 Loans.

Also in 2018, we entered into amendments to the Credit Agreement in connection with our acquisitions of Eze and Intralinks, the Term B-5 Loan.

On March 22, 2022, in connection with our acquisition of Blue Prism, we entered into an Incremental Joinder to the Credit Agreement with certain of our subsidiaries.

and together with the Term B-6 Loan, the “Incremental Term Loans”) was made available to us, the proceeds of which were used to finance substantially all of the consideration for the acquisition of Blue Prism.

The Credit Agreement had a revolving credit facility with a five-year term available for borrowings by SS&C with $ 250.0 million in available commitments (“Revolving Credit Facility”).

Pursuant to the Incremental Joinder, a new $ 650.0 million senior secured incremental term loan B facility (“Term B-6 Loan”) and a new $ 880.0 million senior secured incremental term loan B facility (“Term B-7 Loan” and together with the Term B-6 Loan, the “Incremental Term Loans”) was made available to us, the proceeds of which were used to finance substantially all of the consideration for the acquisition of Blue Prism.

The Credit Agreement had a revolving credit facility with a five-year term available for borrowings by SS&C with $ 250.0 million in available commitments (“Revolving Credit Facility”).

The Revolving Credit Facility also contained a $ 25 million letter of credit sub-facility.

On December 28, 2022, we entered into an amendment (the “Revolving Facility Amendment”) to the Credit Agreement with certain of our subsidiaries.

On December 28, 2022, we entered into an amendment (the “Revolving Facility Amendment”) to the Credit

Agreement with certain of our subsidiaries.

Pursuant to the Revolving Facility Amendment, the Revolving Credit Facility was amended to:

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As of December 31, 2023, there was $ 1.3 million utilized of the letter of credit sub-facility and $ 598.7 million available of the Revolving Facility Amendment.

SS&C’s and SS&C SARL’s obligations under the Term Loans are guaranteed by (i) our existing and future U.S.

wholly-owned restricted subsidiaries, in the case of the Term B-3 Loan, Term B-5 Loan, Term B-6 Loan and the Revolving Credit Facility and (ii) our existing and future wholly-owned restricted subsidiaries, in the case of the Term B-4 Loan and Term B-7 Loan.

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All obligations of the non-U.S.

loan parties under the Credit Agreement are secured by substantially all of our and the other guarantors’

assets (subject to customary exceptions and limitations), including a pledge of all of the capital stock of substantially all of our wholly-owned restricted subsidiaries (with customary exceptions and limitations).

loan parties under the Credit Agreement are secured by substantially all of our and the other guarantors’ assets (subject to customary exceptions and limitations), including a pledge of all of the capital stock of substantially all of our wholly-owned restricted subsidiaries (with customary exceptions and limitations).

The Credit Agreement includes negative covenants that, among other things and subject to certain thresholds and exceptions, limit our ability and the ability of its restricted subsidiaries to incur debt or liens, make investments (including in the form of loans and acquisitions), merge, liquidate or dissolve, sell property and assets, including capital stock of its subsidiaries, pay dividends on its capital stock or redeem, repurchase or retire its capital stock, alter the business we conduct, amend, prepay, redeem or purchase subordinated debt, or engage in transactions with its affiliates.

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In addition, under the Credit Agreement, certain defaults under agreements governing other material indebtedness could result in an event of default under the Credit Agreement, in which case the lenders could elect to accelerate payments under the Credit Agreement and terminate any commitments they have to provide future borrowings.

On March 28, 2019, we issued $ 2.0 billion aggregate principal amount of 5.5 % Senior Notes due 2027 (“Senior Notes”), the proceeds of which were used to repay a portion of the outstanding Term B-3 Loan under our Credit Agreement.

The Senior Notes are guaranteed, jointly and severally, by Holdings and all of its existing and future domestic restricted subsidiaries that guarantee our existing senior secured credit facilities or certain other indebtedness.

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On or after March 30, 2024

March 30, 2025 and thereafter

We may also, from time to time in our sole discretion, purchase, redeem, or retire our existing senior notes, through tender offers, in privately negotiated or open market transactions, or otherwise.

The indenture governing the Senior Notes contains a number of covenants that restrict, subject to certain thresholds and exceptions, our ability and the ability of our domestic restricted subsidiaries to incur debt or liens, make certain investments, pay

dividends, dispose of certain assets, or enter into transactions with its affiliates.

Any event of default under the Credit Agreement that leads to an acceleration of those amounts due also results in a default under the indenture governing the Senior Notes.

Debt Issuance Costs and Loss on Extinguishment of Debt

We capitalized an aggregate of $ 37.7 million and $ 3.0 million in financing costs during the twelve months ended December 31, 2022 in connection with the Incremental Joinder and Revolving Facility Amendment, respectively .

We capitalized an aggregate of $ 40.7 million in financing costs during the twelve months ended December 31, 2022 in connection with the Incremental Joinder and Revolving Facility Amendment.

We made additional principal payments prior to their scheduled maturity in 2023, 2022 and 2021, which resulted in a loss on extinguishment of debt of $ 2.1 million, $ 5.5 million and $ 10.9 million, respectively, due to the write-off of a portion of the unamortized capitalized financing fees and the unamortized original issue discount.

We accounted for the Pricing Amendment as a debt modification with respect to amounts that were obligations of lenders that exited the syndicate or remained in the syndicate but experienced a change in cash flows of greater than 10 % in accordance with FASB Accounting Standards Codification 470-50, Debt-Modifications and Extinguishments , which resulted in $ 2.8 million loss on extinguishment of debt in 2020.

During 2020, we purchased $ 184.8 million principal amount of our Term Loans in privately negotiated transactions, which resulted in a gain on extinguishment of debt of $ 0.8 million.

Fair Value of Debt

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The above fair values, which are Level 2 liabilities, were computed based on comparable quoted market prices.

The fair values of cash, accounts receivable, net, short-term borrowings and accounts payable approximate the carrying amounts due to the short-term maturities of these instruments.

Future Maturities of Debt

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Year ending December 31,

Note 11—Stockholders’

Common Stock Issuance

In May 2020, we used 0.4 million shares from treasury stock in connection with our acquisition of Innovest.

Note 11—Stockholders’ Equity

In 2023 , we paid a quarterly cash dividend of $ 0.20 per share of common stock in March and June and $ 0.24 per share of common stock in September and December, totaling $ 220.9 million.

In 2022 , we paid a quarterly cash dividend of $ 0.20 per share of common stock in March, June, September and December, totaling $ 203.1 million.

In 2021 , we paid a quarterly cash dividend of $ 0.16 per share of common stock in March, June and September and $ 0.20 per share of common stock in December, totaling $ 174.0 million .

In 2020, we paid a quarterly cash dividend of

$ 0.125 per share of common stock in March and June and $ 0.14 per share of common stock in September and December, totaling $ 136.1 million .

Stock Repurchase Program

In July 2020, our Board of Directors authorized the renewal and increase of our stock repurchase program, which enabled us to repurchase up to $ 750 million in the aggregate of our outstanding common stock on the open market or in privately negotiated transactions.

In July 2021, our Board of Directors authorized a stock repurchase program which enabled us to repurchase up to $ 1 billion in the aggregate of our outstanding common stock.

In July 2022, our Board of Directors authorized a stock repurchase program which enables us to repurchase up to $ 1 billion in the aggregate of our common stock.

Our authority to repurchase shares under the program will continue until the one-year anniversary of the Board’s authorization, unless earlier terminated by the Board.

In each of July 2021, July 2022 and July 2023 our Board of Directors authorized a stock repurchase program which enabled us to repurchase up to $ 1 billion in the aggregate of our outstanding common stock.

Our authority to repurchase shares under the program continues until the one-year anniversary of the Board’s authorization, unless earlier terminated by the Board.

During 2023, 2022 and 2021 , we repurchased 8.4 million, 7.8 million and 6.8 million shares of common stock for approximately $ 474.1 million, $ 476.1 million and $ 487.9 million, respectively.

Other Comprehensive Loss

Accumulated other comprehensive loss (income) balances, net of tax consist of the following (in millions):

Accumulated other comprehensive loss balances, net of tax consist of the following (in millions):

Interest Rate Swap

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Balance, December 31, 2023

Adjustments to accumulated other comprehensive (loss) income attributable to us are as follows (in millions):

Adjustments to accumulated other comprehensive loss attributable to us are as follows (in millions):

Year Ended December 31, 2023

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Current period translation adjustments

Total other comprehensive (loss) income

Note 12—Variable Interest Entity

On July 15, 2021 (the “Effective Date”), we entered into an agreement whereby we obtained an 80.2 % interest in DomaniRx, LLC (“DomaniRx”), a variable interest entity under GAAP.

Total other comprehensive income (loss)

Note 12—Variable Interest Entity

On July 15, 2021 (the “Effective Date”), we entered into an agreement whereby we obtained an 80.2 % interest in DomaniRx, LLC (“DomaniRx”), a variable interest entity under GAAP.

The purpose of DomaniRx is to develop a contemporary, cloud-native platform to support the operation of a full service pharmacy benefits manager.

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Other liabilities

Note 13—Revenue

Deferred revenues primarily represents unrecognized fees billed or collected for maintenance and professional services.

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Deferred revenues are recorded on a net basis with contract assets at the contract level.

Accordingly, as of December 31, 2022 and 2021, approxim ately $ 68.0 mil lion and $ 61.0 million, respectively, of deferred revenue is presented net within contract assets arising from the same co ntracts.

The amount of revenues recognized in the period that was included in the opening deferred revenues balance was $ 262.9 mill ion, $ 273.8 million and $ 289.7 million for the years ended December 31, 2022, 2021 and 2020, respectively.

As of December 31, 2022 , revenue of approximately $ 1,000.3 million is expected to be recognized from remaining performance obligations for license, maintenance and related revenues, of which $ 484.8 million is e xpected to be recognized over the next twelve months.

Accordingly, as of December 31, 2023 and 2022 , approximately $ 72.0 mil lion and $ 68.0 million, respectively, of deferred revenue is presented net within contract assets arising from the same co ntracts.

The amount of revenues recognized in the period that was included in the opening deferred revenues balance was $ 393.8 million, $ 262.9 million and $ 273.8 million for the years ended December 31, 2023, 2022 and 2021, respectively.

As of December 31, 2023, revenue of approximately $ 1,013.8 m illion is expected to be recognized from remaining performance obligations for license, maintenance and related revenues, of which $ 498.0 m illion is expected to be recognized over the next twelve months.

As of December 31, 2022 , revenue of approximately $ 1,000.3 million is expected to be recognized from remaining performance obligations for license, maintenance and related revenues, of which $ 484.8 million is expected to be recognized over the next twelve months.

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Perpetual licenses

Note 14—Stock-based Compensation

In March 2019, our Board of Directors adopted the Second Amended and Restated 2014 Stock Incentive Plan, which amended and restated our Amended and Restated 2014 Stock Incentive Plan (the “Amended 2014 Plan”) (together with the Amended 2014 Plan, the “2014 Plans”), which became effective in May 2019 upon stockholder approval.

Note 14—Stock-based Compensation

In March 2023, our Board of Directors adopted the 2023 Stock Incentive Plan (the “2023 Plan”), which became effective in May 2023 upon stockholder approval and replaced, on a prospective basis, the Second Amended and Restated 2014 Stock Incentive Plan.

The 2023 Plan was adopted to increase the shares available for equity by an additional 11.5 million shares.

Plan, the “2014 Plans”), which became effective in May 2019 upon stockholder approval.

The 2014 Stock Option Plan authorized stock options to be granted for up to 6.0 million shares of our common stock.

The Amended 2014 Plan was adopted with an initial share capacity of 24.0 million shares available for the grant of awards.

The Amended 2014 Plan authorizes the issuance of equity awards, including stock options, restricted stock awards (“RSAs”) and restricted stock units (“RSUs”) and allows the class of participants to include non-employee directors.

The Amended 2014 Plan authorized the issuance of equity awards, including stock options, restricted stock awards (“RSAs”) and restricted stock units (“RSUs”) and allowed the class of participants to include non-employee directors.

The Second Amended and Restated 2014 Stock Incentive Plan was adopted to increase the shares available for equity awards by an additional 34.0 million shares.

Under the terms of the 2014 Plans, the exercise price of awards is set on the grant date and may not be less than the fair market value per share on such date.

Under the terms of the 2023 Plan and 2014 Plans, the exercise price of awards is set on the grant date and may not be less than the fair market value per share on such date.

Generally, awards expire ten years from the date of grant.

We generally settle RSUs, RSAs, stock appreciation rights (“SARs”), performance-based stock units (“PSUs”), and stock option exercises with newly issued common shares.

Restricted Stock Units

During the year ended December 31, 2022 , we granted RSUs which generally vest 33.3 % on the first anniversary of the grant and 1/4th of the remaining balance each six months thereafter for two years .

We did not grant any RSUs during the years ended December 31, 2021 and 2020.

During the years ended December 31, 2023 and 2022, we granted RSUs which generally vest 1/3rd on the first anniversary of the grant and 1/4th of the remaining balance each six months thereafter for two years .

We did not grant any RSUs during the year ended December 31, 2021.

We determine the fair value of RSUs with a service condition using the value of our common stock on the date of the grant.

At December 31, 2023 , there was approximately $ 114.5 million of unearned non-cash stock-based compensation related to RSUs that we expect to recognize as expense over a remaining period of approximately 2.1 years.

At December 31, 2021 , there was no remaining unearned non-cash stock-based compensation related to RSUs.

At December 31, 2022 , there was approximately $ 119.9 million of unearned non-cash stock-based compensation related to RSUs that we expect to recognize as expense over a remaining period of approximately 2.9 years.

Performance-based Stock Units

In July 2021 and March 2022, we granted performance-based stock units at a grant date fair value of $ 75.03 per share and $ 71.89 per sh are, respectively.

In July 2021 and March 2022, we granted performance-based stock units at a grant date fair value of $ 75.03 per share and $ 71.89 per sh are, respectively, based on the value of our common stock on the date of the grant.

These awards include established annual earnings per share growth targets and will measure performance against the target over the 2 -year performance period.

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The actual number of units that will be issued ranges from zero , if the threshold level of performance is not achieved, to 200 % of the targeted number of units, if the annual growth rate meets or exceeds a specified level.

As of December 31, 2022, the PSUs are not expected to vest.

During the year ended December 31, 2023, the Compensation Committee determined that the PSUs granted in July 2021 did not meet the threshold level of performance and were cancelled.

As of December 31, 2023, the March 2022 PSUs did not meet the threshold level of performance and will not vest.

During the year ended December 31, 2022, we recorded a true-up to reverse previously recorded stock-based compensation expense relating to the PSUs.

At December 31, 2021 there was approximately $ 25.7 million of unearned non-cash stock-based compensation related to PSUs that we expected to recognize as expense over a remaining period of approximately 1.6 years.

In 2023, we granted performance-based stock units with a market condition at a grant date fair value of $ 63.50 , estimated using a Monte Carlo simulation model as of the date of the grant using an average of implied and historical volatility.

These awards include established annual earnings per share growth targets and will measure performance against the target over the 3 -year performance period.

Performance is measured relative to a 3-year average annual growth rate that is established at the beginning of the cycle and held constant.

Participants will only be entitled to receive any portion of the PSUs that are earned if they remain employed through the final determination of the satisfaction of these performance goals.

The ultimate payout of the PSUs is also subject to a relative total shareholder return (“TSR”) performance modifier, with the ultimate payout level adjusted upwards or downwards up to 20% (subject to the maximum 200% payout);

however, no upward modifier will be applied if the Company's absolute TSR is negative for the 3-year performa nce period.

As of December 31, 2023, there was approximately $ 16.2 million of unearned non-cash stock-based compensation related to the 2023 PSUs that we expect to recognize over a remaining period of approximately 2.2 years.

For the PSUs with a market condition valued using the Monte Carlo simulation model, we used the following weighted-average assumptions:

Expected life (years)

Expected volatility

Risk-free interest rate

Expected dividend yield

Time-based Stock Options and SARs

Time-based stock options and SARs generally vest 25 % on the first anniversary of the grant date and 1/36 th of the remaining balance each month thereafter for 36 months.

All outstanding time-based stock options and SARs vest upon a change in control, subject to certain conditions.

Time-based stock options granted during 2023, 2022 and 2021 have a weighted-average grant date fair valu e of $ 17.54 , $ 15.26 and $ 22.28 per share, respectively, based on the Black-Scholes option pricing model.

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Performance-based Stock Options

In March and December 2021, we granted performance-based stock options (“PSOs”).

These awards include established annual earnings per share growth targets and will measure performance against the target over the 3 -year performance period.

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Participants will only be entitled to receive any portion of the PSOs that are earned if they remain employed through the final determination of the satisfaction of these performance goals.

The actual number of options that will be issued ranges from zero , if the threshold level of performance is not achieved, to 200 % of the targeted number of options, if the annual growth rate meets or exceeds

a specified level.

PSOs granted during 2021 have a weighted-average grant date fair value of $ 21.88 per share, based on the Black-Scholes options pricing model.

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At December 31, 2023 and 2022, there was approxima tely $ 23.3 million and $ 60.8 mi llion, respectively of unearned non-cash stock-based compensation related to PSOs that we expect to recognize as expense over a remaining period of approximately 1.2 years and 2.1 years, respectively.

For the stock-options valued using the Black-Scholes option-pricing model, we used the following weighted-average assumptions:

If the threshold level of performance is not achieved for the PSOs granted in December 2021, $ 38.5 million of previously recorded stock-based compensation expense may be reversed.

For t he stock-options valued using the Black-Scholes option-pricing model, we used the following weighted-average assumptions:

Time-based stock options

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(In millions)

Note 15—Benefit Plans

We sponsor defined contribution plans that cover our domestic and international employees.

During the years ended December 31, 2022, 2021 and 2020, we incurred $ 111.7 m illion, $ 99.2 million and $ 92.0 million, respectively, of employer contribution expenses under these plans.

Additionally, we sponsor a defined benefit pension plan, which has total assets of $ 16.4 million and a net asset of $ 2.5 million as of December 31, 2022 .

During the years ended December 31, 2023, 2022 and 2021, we incurred $ 117.5 mill ion, $ 111.7 million and $ 99.2 million, respectively, of employer contribution expenses under these plans.

Additionally, we sponsor a defined benefit pension plan, which has total asset s of $ 17.3 milli on and a net asset of $ 2.0 million as of December 31, 2023 .

The defined benefit pension plan we sponsor had total assets of $ 16.4 million and a net asset of $ 2.5 million as of December 31, 2022 .

Note 16—Basic and Diluted Earnings per Share

Earnings per share (“EPS”) is calculated in accordance with the relevant standards.

Note 16—Basic and Diluted Earnings per Share

Earnings per share (“EPS”) is calculated in accordance with the relevant standards.

Basic EPS includes no dilution and is computed by dividing income available to our common stockholders by the weighted-average number of common shares outstanding during the period.

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Common equivalent shares consist of stock options, SARs, RSUs and PSUs using the treasury stock method.

Common equivalent shares are excluded from the computation of diluted earnings per share if the effect of including such common equivalent shares would be anti-dilutive because their total assumed proceeds exceed the average fair value of

common stock for the period.

We have two classes of common stock, each with identical participation rights to earnings and liquidation preferences, and therefore the calculation of EPS as described above is identical to the calculation under the two-class method.

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Shares attributable to SS&C:

Weighted-average common shares outstanding –

used in calculation of basic EPS

Weighted-average common stock equivalents –

stock options and restricted shares

Weighted-average common and common equivalent shares outstanding –

used in calculation of diluted EPS

Earnings per share attributable to SS&C common stockholders –

Weighted-average common shares outstanding – used in calculation of basic EPS

Weighted-average common stock equivalents – stock options and restricted shares

Weighted-average common and common equivalent shares outstanding – used in calculation of diluted EPS

Earnings per share attributable to SS&C common stockholders – Basic

Earnings per share attributable to SS&C common stockholders – Diluted

Weighted-average stock options, SARs, RSUs and PSUs representin g 23.4 million, 22.2 million and 8.9 million shares were outstanding for the years ended December 31, 2023, 2022 and 2021 , respectively, but were not included in the computation of diluted EPS because the effect of including them would be anti-dilutive.

Note 17—Income Taxes

The sources of income before income taxes were as follows (in millions):

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Year Ended December 31,

Computed “expected”

Computed “expected” tax expense

Increase (decrease) in income tax expense resulting from:

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A valuation allowance is recorded against deferred tax assets if, based on the weight of available evidence, it is more likely than not that some or all of the deferred tax assets will not be realized.

We have recorded valuation allowances of $ 67.0 million at December 31, 2022 related primarily to certain foreign and state net operating loss carryforwards, tax credit carryforwards and

disallowed interest expense carryforwards, and $ 40.7 million at December 31, 2021 related primarily to certain foreign and state net operating loss carryforwards, tax credit carryforwards and disallowed interest expense carryforwards.

We have recorded valuation allowances of $ 51.4 million and $ 67.0 million at December 31, 2023 and 2022 , respectively, related primarily to certain foreign and state net operating loss carryforwards, tax credit carryforwards and disallowed interest expense carryforwards.

Of the $ 51.4 million valuation allowance recorded at December 31, 2023, $ 26.6 million relates to foreign attribute carryforwards that do not expire.

The change in the valuation allowance from 2022 to 2023 is primarily due to the write-off of a valuation allowance on fully reserved interest carryforwards.

The following table summarizes the activity related to our unrecognized tax benefits for the years ended December 31, 2023 and 2022 (in millions):

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Increases related to current year tax positions

Increases related to prior tax positions

Decreases related to prior tax positions

Lapse in statute of limitation

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Increases related to current year tax positions

Decreases related to prior tax positions

Increases related to prior tax positions

Lapse in statute of limitation

Foreign exchange translation adjustment

Balance at December 31, 2023

We recorded a net benefit of $ 3.7 million and accrued $ 3.4 million for potential penalties and interest on the unrecognized tax benefits during 2022 and 2021 , respectively, and have recorded a total liability for potential penalties and interest, including penalties and interest related to unrecognized tax benefits, of $ 28.4 million and $ 32.8 million at December 31, 2022 and 2021, respectively.

We accrued $ 3.0 million and recorded a net benefit of $ 3.7 million for potential penalties and interest on the unrecognized tax benefits during 2023 and 2022 , respectively, and have recorded a total liability for potential penalties and interest, including penalties and interest related to unrecognized tax benefits, of $ 32.1 million and $ 28.4 million at December 31, 2023 and 2022, respectively.

Our unrecognized tax benefits increased from 2022 to 2023 due to increases in current and prior year tax positions, offset partially by a decrease due to a lapse in the statute of limitations for certain domestic and foreign tax filings.

Our unrecognized tax benefits decreased from 2021 to 2022 due to a lapse in the statute of limitations for certain domestic and foreign tax filings and decreases in prior year tax positions, offset partially by an increase in current year tax positions.

Our unrecognized tax benefits increased from 2020 to 2021 due to increases in current and prior year tax positions, offset partially by a decrease due to a lapse in the statute of limitations for certain domestic filings.

Our unrecognized tax benefits as of December 31, 2023 relate to domestic and foreign taxing jurisdictions and are recorded in other long-term liabilities on our Consolidated Balance Sheet at December 31, 2023.

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federal income tax returns are currently under audit for the tax periods ended December 31, 2017 through December 31, 2019 .

Our India income tax returns are currently under audit or in appeals for tax periods ending March 31, 2013, March 31, 2014, March 31, 2015, March 31, 2016, March 31, 2017, March 31, 2018, March 31, 2020 and March 31, 2021 .

Our India income tax returns are currently under audit or in appeals for all tax periods ending March 31, 2013 through March 31, 2018 and March 31, 2020 through March 31, 2023 .

Our California income tax returns are currently under audit or in appeals for the tax periods ended December 31, 2007 through 2018 .

Our Massachusetts income tax returns are currently under audit for the tax periods ended December 31, 2019 through 2020.

Our New York income tax returns are currently under audit for the tax periods ended December 31, 2015 through 2018 .

Note 18—

Commitments and Contingencies

Purchase Obligations

Our contractual cash obligations for our committed purchase obligations as of December 31, 2022 are as follows (in millions):

Year Ending December 31,

2027 and thereafter

Note 18— Commitments and Contingencies

Legal Proceedings

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In our opinion, we are not involved in any litigation or proceedings that would have a material adverse effect on us or our business.

In connection with recent legal proceedings related to the ongoing DST ERISA matters described below, including the arbitration awards, we have recorded an accrued liability of $ 51.5 million.

Of this amount, $ 8.1 million and $ 43.4 million were recorded in 2022 and 2021, respectively, to Other income (expense), net on the Consolidated Statements of Comprehensive Income.

Due to the inherent uncertainties associated with the resolution of these matters, the ultimate resolution of and any additional potential exposure related to these matters are uncertain at this time.

On September 1, 2017, a putative representative action was filed on behalf of the DST 401(k) Profit Sharing Plan (the “Plan”) in the United States District Court for the Southern District of New York, captioned Ferguson, et al v.

In connection with legal proceedings related to the resolved DST ERISA matters described below, including the settlement agreement which was submitted to the United States District Court for the Southern District of New York for preliminary approval on July 14, 2023, and which was granted final approval on October 25, 2023, we recorded an accrued liability of $ 55.1 million.

Of this amount, $ 3.6 million of expense was recorded in 2023, $ 8.1 million of expense was recorded in 2022 and $ 43.4 million of expense was recorded in 2021.

Expense amounts are included in other income (expense), net on the Consolidated Statements of Comprehensive Income.

As of December 31, 2023, the accrued liability decreased to $ 3.0 million as a result of $ 52.1 million in payments made in 2023.

The remaining $ 3.0 million payment was made in January 2024.

In the fourth quarter of 2023, the actions described herein were all dismissed with prejudice and claims in any way related to these matters were released.

Ruane, Cunniff & Goldfarb Inc., et al.

(“Ferguson”), naming as defendants DST, the Compensation Committee of DST’s Board of Directors, the Advisory Committee of the Plan and certain of DST’s present and/or former officers and directors (collectively the “DST Defendants”), alleging breach of fiduciary duties and other violations of the Employee Retirement Income Security Act (“ERISA”).

The DST Defendants answered the operative complaint and asserted crossclaims for contribution and/or indemnification against Ruane, Cunniff & Goldfarb Inc.

(“Ruane”).

On January 9, 2020, Ruane filed an amended answer to the amended complaint and asserted crossclaims for contribution and/or indemnification against DST.

On March 8, 2021, the Court entered an order denying without prejudice the plaintiffs’

(the “Ferguson Plaintiffs”) then-pending motions for leave to file a third amended complaint and for class certification, ordering that the parties address the effect, if any, on the Ferguson Plaintiffs’

motions of the March 4, 2021 decision by the United States Court of Appeals for the Second Circuit Court in Cooper v.

On March 8, 2021, the Court denied without prejudice the plaintiffs’ (the “Ferguson Plaintiffs”) then-pending motions for leave to file a third amended complaint and for class certification, ordering that the parties address the effect, if any, on the Ferguson Plaintiffs’ motions of the March 4, 2021 decision by the United States Court of Appeals for the Second Circuit in Cooper v.

Ruane, Cunniff & Goldfarb Inc.

The Ferguson Plaintiffs renewed their motions for leave to file a third amended complaint and for class certification, which motions were fully briefed on May 10, 2021.

On August 17, 2021, the Court entered an order certifying a mandatory, non-opt-out class under Federal Rule of Civil Procedure 23(b)(1) that includes all plan participants other than certain plan fiduciaries.

On August 17, 2021, the Court certified a mandatory, non-opt-out class under Federal Rule of Civil Procedure 23(b)(1) that included all plan participants from March 14, 2010 through July 31, 2016 other than 28 plan fiduciaries.

Arbitration Claimants, and the Canfield Plaintiffs and Mendon Plaintiffs, each as defined below, filed petitions under Federal Rule of Civil Procedure 23(f) with the Second Circuit on August 30, 2021 and August 31, 2021, respectively, seeking interlocutory review of the Ferguson class certification order, which the Ferguson Plaintiffs and the DST Defendants opposed.

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On February 4, 2022, the Ferguson Plaintiffs filed a third amended complaint, which included the class allegations.

On March 7, 2022, the DST Defendants and Ruane each filed answers to the Ferguson Plaintiffs’

third amended complaint and reasserted their respective cross-claims.

On August 23, 2021, the DST Defendants moved for a temporary restraining order and preliminary injunction against other proceedings, including the below-described arbitrations, which arise out of or relate to the allegations in Ferguson.

Following briefing, on November 18, 2021, the Court granted the DST Defendants’

motion and entered a preliminary injunction enjoining the Ferguson class members, including Arbitration Claimants, from instituting new actions or litigating in arbitration or other proceedings against the DST Defendants matters arising out of or relating to the facts or transactions alleged in the Ferguson amended complaint.

On November 18, 2021, the Court also ordered the DST Defendants and Arbitration Claimants to submit briefing regarding how the arbitration awards that have been entered against the DST Defendants should be handled in light of the Court’s class certification order and preliminary injunction.

On December 15, 2021, Arbitration Claimants and the Canfield Plaintiffs and Mendon Plaintiffs filed appeals of the Court’s preliminary injunction.

On December 23, 2021, the DST Defendants, Arbitration Claimants, and the Ferguson Plaintiffs submitted briefs concerning the treatment of the arbitration awards that have been entered against the DST Defendants, and further briefing by the DST Defendants and Arbitration Claimants was submitted on January 26, 2022.

On December 31, 2021, Arbitration Claimants moved by order to show cause for an immediate stay of the preliminary injunction pending their appeal to the Second Circuit.

On January 3, 2022, the Court denied Arbitration Claimants’

motion for an immediate stay and ordered the DST Defendants to show cause as to why the Court should not issue a stay of the preliminary injunction pending appeal.

On February 3, 2022, the Court denied Arbitration Claimants’

motion to stay the preliminary injunction pending appeal.

In the same order, the Court held that it would determine the status of the arbitration awards already entered against DST at final judgment in the Ferguson action, either after trial or after settlement.

On February 4, 2022, Arbitration Claimants filed a motion in the Second Circuit to stay the preliminary injunction pending their appeal of the Court’s preliminary injunction.

On June 7, 2022, the Second Circuit denied Arbitration Claimants’

motion to stay the preliminary injunction pending appeal.

On February 8, 2022, Arbitration Claimants and the Canfield Plaintiffs and Mendon Plaintiffs noticed an appeal of the Court’s February 3, 2022 order.

On March 7, 2022, the DST Defendants and Ruane each filed answers to the Ferguson Plaintiffs’ third amended complaint and reasserted their respective‌ cross-claims.

On August 23, 2021, the DST Defendants moved for a temporary restraining order and preliminary injunction against other proceedings, including the below-described arbitrations, which arose out of or related to the allegations in Ferguson.

Following briefing, on November 18, 2021, the Court granted the DST Defendants’ motion and entered a preliminary injunction enjoining the Ferguson class members, including Arbitration Claimants, from instituting new actions or litigating in arbitration or other proceedings against the DST Defendants matters arising out of or relating to the facts or transactions alleged in the operative Ferguson complaint.

On November 18, 2021, the Court also ordered the DST Defendants and Arbitration Claimants to submit briefing regarding how the arbitration awards that had been entered against the DST Defendants should be handled in light of the Court’s class certification order and preliminary injunction.

On December 15, 2021, Arbitration Claimants and the Canfield Plaintiffs and Mendon Plaintiffs appealed the Court’s preliminary injunction.

On December 23, 2021 and January 26, 2022, the DST Defendants, Arbitration Claimants, and the Ferguson Plaintiffs submitted briefs concerning the treatment of the arbitration awards that had been entered against the DST Defendants.

On December 31, 2021, Arbitration Claimants sought an immediate stay of the preliminary injunction pending their appeal to the Second Circuit.

On January 3, 2022, the Court denied Arbitration Claimants’ motion for an immediate stay and ordered the DST Defendants to show cause as to why the Court should not issue a stay of the preliminary injunction pending appeal.

On February 3, 2022, the Court denied Arbitration Claimants’ motion to stay the preliminary injunction pending appeal.

The Court also held that it would determine the status of the arbitration awards already entered against DST at final judgment in the Ferguson action, either after trial or after settlement.

On February 4, 2022, Arbitration Claimants filed a motion in the Second Circuit to stay the preliminary injunction pending their appeal of the Court’s preliminary injunction.

On June 7, 2022, the Second Circuit denied Arbitration Claimants’ motion to stay the preliminary injunction pending appeal.

On February 8, 2022, Arbitration Claimants and the Canfield Plaintiffs and Mendon

Plaintiffs appealed the Court’s February 3, 2022 order.

The February 8, 2022 appeal was consolidated with the December 15, 2021 appeal of the preliminary injunction.

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The DST Defendants filed their answering brief on September 15, 2022, and the reply was filed on October 20, 2022.

On January 30, 2023, the Second Circuit calendared oral argument for the appeal of the Court's preliminary injunction for April 20, 2023.

This appeal remains pending.

On July 10, 2020, the Ferguson Plaintiffs and the DST Defendants reached an agreement in principle to settle the class claims for $ 27 million, subject to the occurrence of certain conditions, including:

Court certification of a “non‑opt-out”

class in the case that includes as class members all participants of the Plan, Court approval of the settlement in accordance with applicable law and the satisfactory resolution of claims made by certain other litigants.

On September 18, 2020, the parties submitted a letter to the Court disclosing that the Ferguson Plaintiffs and Ruane also had reached a settlement in principle, subject to Court approval.

Plaintiffs and the DST Defendants entered into a settlement agreement dated January 8, 2021 memorializing the terms of their proposed settlement, which was filed by the Ferguson Plaintiffs with the Court on the same date.

On April 20, 2023, the Second Circuit heard oral argument on the appeals.

On July 18, 2023, the DST Defendants submitted an unopposed motion to stay these appeals pending the Ferguson Court’s consideration of whether to preliminarily and finally approve the settlement that was proposed to that court on July 14, 2023, as discussed below, and on July 19, 2023, the Second Circuit granted the motion.

Following final approval of the settlement, as discussed below, the Second Circuit dismissed these appeals with prejudice on December 4, 2023.

On July 10, 2020, the Ferguson Plaintiffs and the DST Defendants had reached an agreement in principle to settle the class claims for $ 27 million, subject to the occurrence of certain conditions, including:

Court certification of a “non‑opt-out” class in the case that included as class members all participants of the Plan, Court approval of the settlement in accordance with applicable law, and the satisfactory resolution of claims made by certain other litigants.

On September 18, 2020, the parties disclosed to the Court that the Ferguson Plaintiffs and Ruane also had reached a settlement in principle, subject to Court approval.

The Ferguson‌ Plaintiffs and the DST Defendants entered into a settlement agreement dated January 8, 2021 memorializing the terms of their proposed settlement, which was filed by the Ferguson Plaintiffs with the Court on the same date.

On January 12, 2021, the Ferguson Plaintiffs moved for preliminary approval of the settlement with the DST Defendants, as well as preliminary approval of a separate settlement reached between the Ferguson Plaintiffs and Ruane.

Arbitration Claimants and the U.S.

Department of Labor (“DOL”) objected to various aspects of those settlements in filings dated January 15, 2021, January 27, 2021, and February 5, 2021.

On August 17, 2021, the Court denied the Ferguson Plaintiffs’

motion for preliminary approval of the settlement on the terms proposed.

On November 10, 2022, the Ferguson parties filed a notice of settlement and joint motion to stay the proceedings.

The notice informed the Court that the parties had reached a settlement in principle to settle the class claims (as discussed above, the class excludes certain plan fiduciaries), and the joint motion requested a stay while the parties sought to finalize their agreement and prepare an application for Court approval of the contemplated settlement.

On November 18, 2022, the Court entered an order staying the Ferguson action for 30 days.

On December 19, 2022, the Ferguson parties filed a joint motion to stay the proceedings for an additional 30 days, which the Court granted on January 9, 2023, staying the proceedings until February 8, 2023.

On February 8, 2023, the Ferguson parties filed a joint motion to stay the proceedings for an additional 45 days, which the Court granted on February 21, 2023, staying the proceedings until April 7, 2023.

Department of Labor (“DOL”) objected to various aspects of those settlements in filings dated January 15, 2021, January 27, 2021, and February 5, 2021.

On August 17, 2021, the Court denied the Ferguson Plaintiffs’ motion for preliminary approval of the settlement on the terms proposed.

On November 10, 2022, the Ferguson parties filed another notice of settlement and a joint motion to stay the proceedings.

The notice informed the Court that the Ferguson parties had reached a settlement in principle.

On November 18, 2022, the Court stayed the Ferguson action, which stay was extended pending the Court’s consideration of the preliminary and final approval motions, as explained further below.‌

On April 5, 2023, Arbitration Claimants filed a motion to decertify the Rule 23(b)(1) class previously certified by the Court, or, in the alternative, to amend the class definition to remove Arbitration Claimants or permit them to opt out of the class.

The Court held in abeyance the deadline to respond to the motion to allow the parties to conduct settlement discussions.‌

On April 7, 2023, the Ferguson parties filed a joint status report informing the Court that they had been working diligently with the DOL to finalize all necessary papers to document the settlement reached to resolve the Ferguson matter and all other related matters, and that the parties anticipated filing a final executed settlement agreement and supporting exhibits by April 14, 2023.

On April 14, 2023, the DST Defendants informed the Court that, in response to a request from Arbitration Claimants, the United States District Court for the Western District of Missouri had entered an injunction, as discussed below, enjoining DST from entering into or effectuating an agreement that settles, disposes of, interferes with, invalidates, satisfies, sets aside, alters, or otherwise compromises any of the 55 judgments confirming arbitration awards entered by the Western District of Missouri on March 31, 2023.‌

On June 30, 2023, the Ferguson parties submitted a joint status report informing the Court that they, together with the DOL and Arbitration Claimants, had reached an agreement in principle to resolve the Ferguson matter, together with each of the related proceedings, and that the parties were working to prepare a complete written settlement agreement and supporting exhibits.

The parties stated to the Court that the settlement would include a proposed schedule for preliminary approval, notice, and a fairness hearing.

On July 5, 2023, the Court stayed all deadlines pending its consideration of the anticipated preliminary approval motion.

On July 14, 2023, the Ferguson Plaintiffs filed an unopposed motion for preliminary approval of the settlement, together with a settlement agreement and exhibits.

The settlement agreement was signed by the Ferguson Plaintiffs, DST, Ruane, and Ruane’s former Chairman and Chief Executive Officer Robert D.

Goldfarb (“Goldfarb”), and, as to certain provisions, the Secretary of the DOL, counsel for Arbitration Claimants, and counsel for the Canfield Plaintiffs and the Mendon Plaintiffs.

Pursuant to the settlement, DST, Ruane, and Goldfarb paid a total of $ 124,625,000 ;

and all pending matters related to the Plan were dismissed with prejudice and claims relating in any way thereto were released.

On August 3, 2023, the Court preliminarily approved the settlement.

On October 3, 2023, the Ferguson Plaintiffs filed an unopposed motion for final approval of the settlement.

On October 23, 2023, the Court held a fairness hearing, and on October 25, 2023, the Court granted final approval and entered a Final Approval Order, Judgment, and Permanent Injunction, and directed that the case be closed.

DST paid approximately $ 55.1 million to fund its share of the global settlement, and all pending related claims were discharged.

DST made the majority of its settlement payment in the fourth quarter of 2023, and completed the payment in January 2024.

All pending DST ERISA matters described herein have been dismissed with prejudice.

On September 28, 2018, a complaint was filed in the United States District Court for the Southern District of New York captioned Robert Canfield, et al.

SS&C Technologies Holdings, Inc., et al., on behalf of five individual plaintiffs (the “Canfield Plaintiffs”).

On November 5, 2018, a similar complaint was filed in the United States District Court for the Southern District of New York captioned Mark Mendon, et al.

SS&C Technologies Holdings, Inc., et al., on behalf of two individual plaintiffs (the “Mendon Plaintiffs”).

These complaints name as defendants SS&C, the DST Defendants, and Ruane.

The underlying claim in each complaint is the same as in the above-described Ferguson matter, with the exception that these actions purport to be brought as individual actions and not putative class actions.

On July 10, 2020, the Court entered an order granting the DST Defendants’

motion to disqualify plaintiffs’

counsel in the Canfield and Mendon actions.

On March 17, 2021, the Court issued an opinion and order denying the DST Defendants’

motion to disqualify counsel from the arbitrations described below.

SS&C Technologies Holdings, Inc., et al., on behalf of two individual plaintiffs (the “Mendon Plaintiffs”).

These complaints named as defendants SS&C, the DST Defendants, and Ruane.

The underlying claim in each complaint was the same as in the above-described Ferguson matter, with the exception that these actions purported to be brought as individual actions and not putative class actions.

On July 10, 2020, the Court granted the DST Defendants’ motion to disqualify plaintiffs’ counsel in the Canfield and Mendon actions.

On March 17, 2021, the Court denied the DST Defendants’ motion to disqualify counsel from the arbitrations described below.

On April 12, 2021, the Canfield Plaintiffs and Mendon Plaintiffs filed notices of voluntary dismissal dismissing their claims against Ruane with prejudice, which were entered by the Court on April 13, 2021.

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On November 19, 2021, the Court dismissed the Canfield and Mendon actions.

On December 17, 2021, the Canfield Plaintiffs and Mendon Plaintiffs appealed the Court’s November 19, 2021 orders dismissing their respective actions to the Second Circuit.

On December 17, 2021, the Canfield Plaintiffs and Mendon Plaintiffs appealed to the Second Circuit the Court’s November 19, 2021 orders dismissing their respective actions.

On May 17, 2022, the Canfield Plaintiffs and Mendon Plaintiffs filed their opening briefs in those appeals.

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The Canfield Plaintiffs and Mendon Plaintiffs filed their reply briefs on October 20, 2022.

On January 30, 2023, the Second Circuit calendared oral argument for the appeals of the Court's dismissal of the Canfield and Mendon actions for April 20, 2023.

These appeals remain pending.

On April 20, 2023, the Second Circuit heard oral argument on the appeals.

On July 18, 2023, the DST Defendants submitted an unopposed motion to stay these appeals pending the Ferguson Court’s consideration of whether to preliminarily and finally approve the settlement that was proposed to that court on July 14, 2023, as discussed above, and on July 19, 2023, the Second Circuit granted the motion.

Following final approval of the settlement, as discussed above, the Second Circuit dismissed these appeals with prejudice on December 4, 2023.

On October 8, 2019, a substantially similar action to the above-described Ferguson, Canfield, Mendon and below-described arbitration matters captioned Scalia v.

Ruane, Cunniff & Goldfarb Inc.

was filed by the DOL in the United States District Court for the Southern District of New York naming as defendants DST, the Advisory Committee of the Plan, the Compensation Committee of DST’s Board of Directors and certain of DST’s former officers and directors, and alleging that the DST Defendants breached fiduciary duties in violation of ERISA in connection with the Plan.

The complaint also names as defendants Ruane and its former Chairman and Chief Executive Officer Robert D.

In the complaint, the DOL seeks disgorgement, damages and any other appropriate injunctive or equitable relief.

The DST Defendants moved to dismiss the complaint on December 4, 2020 on the ground that the DOL’s complaint is time-barred.

was filed by the DOL in the United States District Court for the Southern District of New York naming as defendants DST, the Advisory Committee of the Plan, the Compensation Committee of DST’s Board of Directors, and certain of DST’s former officers and directors, and alleging that the DST Defendants breached fiduciary duties in violation of ERISA in connection with the Plan.

The complaint also named as defendants Ruane and Goldfarb.

In the complaint, the DOL sought disgorgement, damages, and any other appropriate injunctive or equitable relief.

The DST Defendants moved to dismiss the complaint on December 4, 2020 on the ground that the DOL’s complaint was time-barred.

Other defendants also filed motions to dismiss on the same and other grounds.

Briefing on the motions to dismiss was completed on February 5, 2021.

On March 28, 2022, the court denied Defendants’

motions to dismiss, and Martin J.

On March 28, 2022, the Court denied defendants’ motions to dismiss, and Martin J.

Walsh was substituted for Eugene Scalia as the plaintiff.

On April 11, 2022, the DST Defendants answered the DOL’s complaint.

DST, the Advisory Committee of the Plan, and the Compensation Committee of DST’s Board of Directors have been named in 579 substantially similar individual demands for arbitration to date, by former and current DST employees demanding arbitration under the DST Employee Arbitration Program and Agreement (the “Arbitration Claimants”).

The underlying claim in each is the same as in the above-described Ferguson matter, with the exception that the arbitrations purport to be brought as individual actions.

On November 24, 2021, in light of the preliminary injunction entered in Ferguson discussed above, the American Arbitration Association ceased administration of the arbitrations brought by members of the Ferguson class, which includes all of the Arbitration Claimants with the exception of certain former Plan fiduciaries.

As of November 24, 2021, 557 demands for arbitration had been submitted to the American Arbitration Association (the “AAA”).

On April 11, 2022, the DST Defendants answered the DOL’s complaint.

On May 5, 2023, the Court stayed the action, then captioned Julie A.

Ruane, Cunniff & Goldfarb Inc., et al.

On June 30, 2023, the parties to the DOL action informed the Court that they had reached an agreement in principle to resolve the Su action, together with each of the related proceedings, including the above-described Ferguson matter, and that the parties were working to agree on a complete written stipulation and supporting exhibits.

The parties stated that the settlement would include a proposed schedule for preliminary approval, notice, and a fairness hearing.

On July 5, 2023, the Court stayed all deadlines pending its consideration of the anticipated preliminary approval motion in the above-described Ferguson matter.

On July 14, 2023, the parties filed a Joint Stipulation of Settlement and Release of Claims, together with a settlement agreement and exhibits, as discussed above.

On October 25, 2023, in connection with the final approval of the parties’ settlement, the Court directed that the case be closed.

DST, the Advisory Committee of the Plan, and the Compensation Committee of DST’s Board of Directors were named in 579 substantially similar individual demands for arbitration, by former and current DST employees demanding arbitration under the DST Employee Arbitration Program and Agreement (“Arbitration Claimants”).

The underlying claim in each was the same as in the above-described Ferguson matter, with the exception that the arbitrations purported to be brought as individual actions.

On November 24, 2021, in light of the preliminary injunction entered in Ferguson discussed above, the American Arbitration Association (the “AAA”) ceased administration of the arbitrations brought by members of the Ferguson class, which included all Arbitration Claimants with the exception of certain former Plan fiduciaries.

As of November 24, 2021, 557 demands for arbitration had been submitted to the AAA.

As of the date on which the preliminary injunction was entered, those individual arbitrations were at various stages depending on the particular proceeding.

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Certain of the arbitration proceedings had been resolved in whole or in part by settlement.

Since November 24, 2021,

the AAA has administered only those arbitration proceedings associated with claimants who are not members of the Ferguson class, certain of which have resulted in awards against DST.

After November 24, 2021, the AAA administered only those arbitration proceedings associated with claimants who were not members of the Ferguson class, certain of which resulted in awards against DST.‌

Between August 20, 2021 and November 17, 2021, counsel for Arbitration Claimants filed 177 motions to confirm certain of the arbitration awards.

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Between October 4, 2021 and December 22, 2021, the Western District of Missouri issued orders confirming those 177 arbitration awards and entering judgments against DST.

DST appealed those judgments to the Eighth Circuit.

On November 20, 2021, DST requested that the Eighth Circuit stay the pending appeals in light of the preliminary injunction entered in Ferguson.

On December 3, 2021, the Eighth Circuit ordered the parties to brief DST’s stay request, and on January 3, 2022, the Eighth Circuit declined to stay the briefing schedule on the pending appeals and consolidated those appeals.

DST appealed those judgments

to the United States Court of Appeals for the Eighth Circuit.

On November 20, 2021, DST requested that the Eighth Circuit stay the pending appeals in light of the preliminary injunction entered in the above-described Ferguson matter.

DST filed its opening brief in the Eighth Circuit on March 24, 2022.

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The Eighth Circuit heard oral argument on June 14, 2022.

On November 28, 2022, the Eighth Circuit vacated the judgments confirming the 177 arbitration awards and remanded those actions to the Western District of Missouri to determine whether the district court has subject-matter jurisdiction and whether the district court should transfer the cases to the Southern District of New York.

On December 14, 2022, the parties submitted simultaneous briefing to the Western District of Missouri regarding transfer.

On November 9, 2021, counsel for Arbitration Claimants filed in the Western District of Missouri a petition to compel arbitration captioned Addison v.

On November 28, 2022, the Eighth Circuit vacated the judgments confirming the 177 arbitration awards and remanded those actions to the Western District of Missouri to determine whether the district court had subject-matter jurisdiction and whether the district court should transfer the cases to the Southern District of New York.

On December 14, 2022, the parties submitted simultaneous briefing to the Western District of Missouri regarding transfer.‌ On March 31, 2023, the Western District of Missouri issued an order finding that it had subject-matter jurisdiction over 55 of the 177 confirmation actions, and confirmed the 55 arbitration awards in those actions and entered judgments against DST.

The court dismissed the other 122 on the ground that it lacked subject-matter jurisdiction.

The court further denied DST’s motion to transfer any of the 177 confirmation actions to the Southern District of New York.

On April 28, 2023, DST appealed these judgments to the Eighth Circuit.

On July 17, 2023, DST submitted an unopposed motion to stay these appeals pending the Ferguson Court’s consideration of whether to preliminarily and finally approve the settlement that was proposed to that court on July 14, 2023, as discussed above, and on July 18, 2023, the Eighth Circuit granted the motion.‌ Following final approval of the settlement, as discussed above, the Eighth Circuit dismissed these appeals with prejudice on November 28, 2023.

On April 10, 2023, Arbitration Claimants filed in the Western District of Missouri an emergency motion seeking a Temporary Restraining Order and Preliminary Injunction prohibiting DST from settling or attempting to settle through any class or representative action the 55 arbitration awards the court had confirmed in its March 31, 2023 order, or any part thereof, unless such settlement was entered into individually and voluntarily by these 55 individuals.

On April 10, 2023, the Western District of Missouri entered a preliminary injunction against DST in a text-only docket entry, which stated that “[i]n each of the 55 cases in which this Court has subject matter jurisdiction and entered an order on March 31, 2023 confirming an arbitration award, the Court hereby enjoins DST or anyone on behalf of DST from entering into or effectuating an agreement that settles, disposes of, interferes with, invalidates, satisfies, sets aside, alters, or otherwise compromises each such judgment, without the express written consent of each Confirmation Plaintiff in whose favor judgment was entered by this Court.” On April 12, 2023, DST appealed the preliminary injunction to the Eighth Circuit.

On April 27, 2023, DST filed a motion in the Western District of Missouri seeking a stay of its preliminary injunction pending appeal.

On May 5, 2023, the Western District of Missouri denied DST’s motion to stay the injunction.

On July 17, 2023, DST submitted to the Eighth Circuit an unopposed motion to stay the appeals pending the Ferguson Court’s consideration of whether to preliminarily and finally approve the settlement that was proposed to that court on July 14, 2023, as discussed above, and on July 18, 2023, the Eighth Circuit granted the motion.

Following final approval of the settlement, as discussed above, the Eighth Circuit dismissed these appeals with prejudice on November 28, 2023.

On November 9, 2021, Arbitration Claimants’ counsel filed in the Western District of Missouri a petition to compel arbitration captioned Addison v.

DST Systems, Inc.

(the “Addison Petition”) on behalf of 155 Arbitration Claimants, which DST opposed.

On September 15, 2022, the Western District of Missouri dismissed the Addison Petition without prejudice, subject to that action being reopened after the Eighth Circuit’s rulings on DST’s appeals of the 177 orders confirming arbitration awards.

We continue to vigorously defend these matters.

On November 11, 2020, DST, the Compensation Committee of DST’s Board of Directors, and the Advisory Committee of the Plan as plaintiffs filed a complaint in the United States District Court for the Southern District of New York against Ruane, certain of its related entities, and certain of its current and former employees.

The complaint asserts claims for contribution, indemnification, and breach of contract arising out of Ruane’s management of the Plan’s investments and claims for actual and constructive fraudulent conveyances.

On May 24, 2021, Defendant Robert Goldfarb filed an answer to the complaint.

On December 17, 2021, the remaining defendants filed a motion to dismiss the DST plaintiffs’

(the “Addison Petition”) on behalf of 155 Arbitration Claimants, which DST opposed.

On June 20, 2023, the Western District of Missouri reopened the Addison Petition.

On July 19, 2023, the Western District of Missouri ordered that the Addison Petition be stayed in light of the Ferguson settlement, and on December 20, 2023, the Western District of Missouri dismissed the Addison Petition with prejudice.

The complaint asserted claims for contribution, indemnification, and breach of contract arising out of Ruane’s management of the Plan’s investments and claims for actual and constructive fraudulent conveyances.

On May 24, 2021, Defendant Goldfarb filed an answer to the complaint.

On December 17, 2021, the remaining defendants filed a motion to dismiss the DST plaintiffs’ complaint.

On July 27, 2022, the Court denied without prejudice the pending motion to dismiss, and ordered the parties to submit by October 3, 2022 a joint status report with a new briefing schedule on the motion.

On October 3, 2022, the parties filed a joint status report with a new briefing schedule on the motion, which the Court approved on October 4, 2022.

On December 16, 2022, and January 13, 2023, the parties filed joint motions to stay the proceedings, which were granted on January 31, 2023, staying proceedings until February 8, 2023.

On February 8, 2023, the parties filed a joint motion to stay the proceedings for an additional 45 days.

This motion remains pending.

Note 19—Segment and Geographic Information

On January 31, 2023, the Court stayed the proceedings.

On July 5, 2023, the Court stayed all deadlines pending its consideration of the anticipated preliminary approval motion in Ferguson.

As described above, on July 14, 2023, the Ferguson Plaintiffs filed an unopposed motion for preliminary approval of the proposed settlement with the Ferguson Court, together with a proposed settlement that, having been approved, resolves this action and all of the actions described above.

On November 28, 2023, the case was dismissed with prejudice.

As stated above, in the fourth quarter of 2023, the actions described herein were all dismissed with prejudice and claims in any way related to these matters were released.

Note 19—Segment and Geographic Information

We operate in one operating segment.

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Americas, excluding United States and Canada

Note 20—Subsequent Events

Dividend Declared

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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 8. Financial Statements and Supplementary Data