3 unchanged sentences
(unaudited - in thousands, except par value)
−Removed: ASSETS March 29,
+Added: ASSETS June 28,
2026 September 28,
30 unchanged sentences
Preferred stock - authorized, 2,000 shares of $ 0.01 par value;
−Removed: no shares issued and outstanding at March 29, 2026 and September 28, 2025
+Added: no shares issued and outstanding at June 28, 2026 and September 28, 2025
Common stock - authorized, 750,000 shares of $ 0.01 par value;
−Removed: issued and outstanding, 259,525 and 261,418 shares at March 29, 2026 and September 28, 2025, respectively
+Added: issued and outstanding, 256,044 and 261,418 shares at June 28, 2026 and September 28, 2025, respectively
Accumulated other comprehensive loss ( 105,779 ) ( 95,777 )
8 unchanged sentences
(unaudited – in thousands, except per share data)
−Removed: Three Months Ended Six Months Ended
−Removed: 2026 March 30,
−Removed: 2025 March 29,
−Removed: 2026 March 30,
+Added: Three Months Ended Nine Months Ended
+Added: 2026 June 29,
+Added: 2025 June 28,
+Added: 2026 June 29,
Revenue $ 1,308,555 $ 1,369,816 $ 3,739,374 $ 4,112,490
24 unchanged sentences
(unaudited – in thousands)
−Removed: Three Months Ended Six Months Ended
−Removed: 2026 March 30,
−Removed: 2025 March 29,
−Removed: 2026 March 30,
+Added: Three Months Ended Nine Months Ended
+Added: 2026 June 29,
+Added: 2025 June 28,
+Added: 2026 June 29,
Net income $ 109,801 $ 113,883 $ 308,821 $ 120,073
−Removed: Other comprehensive income (loss), net of tax
+Added: Other comprehensive income, net of tax
Foreign currency translation adjustment, net of tax
2 unchanged sentences
Other comprehensive income (loss), net of tax ( 11,095 ) 88,063 ( 10,002 ) 13,758
−Removed: Comprehensive income (loss), net of tax 75,470 39,986 200,113 ( 68,115 )
+Added: Comprehensive income, net of tax 98,706 201,946 298,819 133,831
Comprehensive income attributable to noncontrolling interests, net of tax 217 39 586 94
−Removed: Comprehensive income (loss) attributable to Tetra Tech, net of tax $ 75,295 $ 39,962 $ 199,744 $ ( 68,170 )
+Added: Comprehensive income attributable to Tetra Tech, net of tax $ 98,489 $ 201,907 $ 298,233 $ 133,737
See Notes to Consolidated Financial Statements.
2 unchanged sentences
(unaudited – in thousands)
−Removed: Six Months Ended
−Removed: 2026 March 30,
+Added: Nine Months Ended
+Added: 2026 June 29,
Cash flows from operating activities:
4 unchanged sentences
Deferred income taxes 42,433 ( 7,656 )
−Removed: Provision for losses on accounts receivables — 3,331
Gain on sale of divested business ( 12,361 ) —
22 unchanged sentences
Repayments on long-term debt ( 210,000 ) ( 665,000 )
+Added: Payment of debt issuance costs — ( 2,738 )
Repurchases of common stock ( 202,010 ) ( 199,984 )
6 unchanged sentences
Effect of exchange rate changes on cash and cash equivalents 1,505 ( 3,434 )
−Removed: Net increase (decrease) in cash and cash equivalents 55,240 ( 53,256 )
+Added: Net increase in cash and cash equivalents 62,463 10,144
Cash and cash equivalents at beginning of period 168,372 232,689
14 unchanged sentences
Consolidated Statements of Stockholders' Equity
−Removed: Three Months Ended March 30, 2025 and March 29, 2026
+Added: Three Months Ended June 29, 2025 and June 28, 2026
(unaudited – in thousands)
7 unchanged sentences
Shares Amount
−Removed: BALANCE AT DECEMBER 29, 2024 268,028 $ 2,680 $ 21,153 $ ( 187,754 ) $ 1,855,818 $ 1,691,897 $ 122 $ 1,692,019
+Added: BALANCE AT MARCH 30, 2025 263,503 $ 2,635 $ — $ ( 153,180 ) $ 1,724,203 $ 1,573,658 $ 123 $ 1,573,781
Net income — — — — 113,844 113,844 39 113,883
7 unchanged sentences
Stock repurchases ( 767 ) ( 8 ) ( 8,712 ) — ( 16,526 ) ( 25,246 ) — ( 25,246 )
+Added: BALANCE AT JUNE 29, 2025 262,752 $ 2,628 $ — $ ( 65,117 ) $ 1,804,429 $ 1,741,940 $ 156 $ 1,742,096
BALANCE AT MARCH 29, 2026 259,525 $ 2,595 $ — $ ( 94,684 ) $ 1,955,468 $ 1,863,379 $ 370 $ 1,863,749
−Removed: BALANCE AT DECEMBER 28, 2025 260,799 $ 2,608 $ — $ ( 76,356 ) $ 1,919,840 $ 1,846,092 $ 546 $ 1,846,638
Net income — — — — 109,584 109,584 217 109,801
7 unchanged sentences
Stock repurchases ( 3,497 ) ( 35 ) ( 9,823 ) — ( 91,140 ) ( 100,998 ) — ( 100,998 )
−Removed: BALANCE AT MARCH 29, 2026 259,525 $ 2,595 $ — $ ( 94,684 ) $ 1,955,468 $ 1,863,379 $ 370 $ 1,863,749
+Added: BALANCE AT JUNE 28, 2026 256,044 $ 2,560 $ — $ ( 105,779 ) $ 1,955,291 $ 1,852,072 $ 505 $ 1,852,577
Tetra Tech, Inc.
Consolidated Statements of Stockholders' Equity
−Removed: Six Months Ended March 30, 2025 and March 29, 2026
+Added: Nine Months Ended June 29, 2025 and June 28, 2026
(unaudited – in thousands)
19 unchanged sentences
Stock repurchases ( 5,933 ) ( 59 ) ( 63,260 ) — ( 138,178 ) ( 201,497 ) — ( 201,497 )
−Removed: BALANCE AT MARCH 30, 2025 263,503 $ 2,635 $ — $ ( 153,180 ) $ 1,724,203 $ 1,573,658 $ 123 $ 1,573,781
+Added: BALANCE AT JUNE 29, 2025 262,752 $ 2,628 $ — $ ( 65,117 ) $ 1,804,429 $ 1,741,940 $ 156 $ 1,742,096
BALANCE AT SEPTEMBER 28, 2025 261,418 $ 2,614 $ — $ ( 95,777 ) $ 1,872,948 $ 1,779,785 $ 379 $ 1,780,164
10 unchanged sentences
Stock repurchases ( 6,392 ) ( 64 ) ( 28,081 ) — ( 173,419 ) ( 201,564 ) — ( 201,564 )
−Removed: BALANCE AT MARCH 29, 2026 259,525 $ 2,595 $ — $ ( 94,684 ) $ 1,955,468 $ 1,863,379 $ 370 $ 1,863,749
+Added: BALANCE AT JUNE 28, 2026 256,044 $ 2,560 $ — $ ( 105,779 ) $ 1,955,291 $ 1,852,072 $ 505 $ 1,852,577
See Notes to Consolidated Financial Statements.
52 unchanged sentences
The following tables present our revenue disaggregated by client sector and contract type (in thousands):
−Removed: Three Months Ended Six Months Ended
−Removed: 2026 March 30,
−Removed: 2025 March 29,
−Removed: 2026 March 30,
+Added: Three Months Ended Nine Months Ended
+Added: 2026 June 29,
+Added: 2025 June 28,
+Added: 2026 June 29,
Client Sector:
16 unchanged sentences
Other than the U.S.
−Removed: federal government, no single client accounted for more than 10% of our revenue for the three and six months ended March 29, 2026 and March 30, 2025.
+Added: federal government, no single client accounted for more than 10% of our revenue for the three and nine months ended June 28, 2026 and June 29, 2025.
Contract Assets and Contract Liabilities
18 unchanged sentences
Net contract liabilities $ ( 268,102 ) $ ( 284,650 )
−Removed: (1) Incl udes $ 10.7 million and $ 12.8 million of contract retentions at March 29, 2026 and September 28, 2025, respectively.
−Removed: (2) Reported under "Other non-current liabilities" on our consolidated balance sheet as of March 29, 2026 and September 28, 2025.
−Removed: For the first halves of fiscal 2026 and 2025, we recognized revenue of approximately $ 230 million and $ 175 million, respectively, from the amounts included in the contract liability balances at the end of fiscal 2025 and 2024, respectively.
+Added: (1) Incl udes $ 11.0 million and $ 12.8 million of contract retentions at June 28, 2026 and September 28, 2025, respectively.
+Added: (2) Reported under "Other non-current liabilities" on our consolidated balance sheet as of June 28, 2026 and September 28, 2025.
+Added: For the first nine months of fiscal 2026 and 2025, we recognized revenue of approximately $ 269 million and $ 213 million, respectively, from the amounts included in the contract liability balances at the end of fiscal 2025 and 2024, respectively.
Revenue is recognized by measuring progress over time under Accounting Standards Codification Topic 606, "Revenue from Contracts with Customers".
1 unchanged sentence
Changes in those estimates could result in the recognition of cumulative catch-up adjustments to the contract’s inception-to-date revenue, costs and profit in the period in which such changes are made.
−Removed: As a result, for the second quarters and first halves of fiscal 2026 and 2025, we recognized net favorable revenue and operating income adjustments of approximately $ 14 million and $ 4 million, respectively, and $ 32 million and $ 7 million respectively.
+Added: As a result, for the third quarter and first nine months of fiscal 2026 and 2025, we recognized net favorable revenue and operating income adjustments of approximately $ 6 million and $ 10 million, respectively, and $ 38 million and $ 17 million, respectively.
Accounts Receivable, Net
8 unchanged sentences
Unbilled accounts receivable, which represent an unconditional right to payment subject only to the passage of time, include unbilled amounts typically resulting from revenue recognized but not yet billed pursuant to contract terms or billed after the period end date.
−Removed: Substantially all of our unbilled receivables at March 29, 2026 are expected to be billed and collecte d within 12 months.
+Added: Substantially all of our unbilled receivables at June 28, 2026 are expected to be billed and collecte d within 12 months.
The allowance for doubtful accounts represents amounts that are expected to become uncollectible or unrealizable in the future.
3 unchanged sentences
Other than the U.S.
−Removed: federal government, no single client accounted for more than 10% of our accounts receivable at March 29, 2026 and September 28, 2025.
+Added: federal government, no single client accounted for more than 10% of our accounts receivable at June 28, 2026 and September 28, 2025.
Remaining Unsatisfied Performance Obligation (“ RUPO”)
Our RUPO represents a measure of the total dollar value of work to be performed on contracts awarded and in progress.
−Removed: We had $ 4.2 billion of RUPO at March 29, 2026.
+Added: We had $ 4.4 billion of RUPO at June 28, 2026.
Our RUPO increases with awards from new contracts or additions on existing contracts and decreases as work is performed and revenue is recognized on existing contracts.
1 unchanged sentence
We include a contract within our RUPO when the contract is awarded and an agreement on contract terms has been reached.
−Removed: We expect to satisfy our RUPO at March 29, 2026 over the following periods (in thousands):
+Added: We expect to satisfy our RUPO at June 28, 2026 over the following periods (in thousands):
Within 12 months $ 3,252,193
9 unchanged sentences
federal defense and civilian agencies.
−Removed: Halvik is included in our Government Services Group (“GSG”) se gment.
−Removed: The fair value of the purchase price was approximately $ 210 million.
−Removed: This amount consisted of $ 150 million in initial cash payments made to the sellers, as well as $ 25 million of cash held in escrow and $ 35 million of the estimated fair value of contingent earn-out obligations, with a total maximum of $ 97 million based on the achievement of specified operating income targets in each of the three years following the acquisition date.
−Removed: The purchase price allocation consists of $ 24 million to net tangible assets, $ 26 million to identifiable intangible assets and $ 160 million to goodwill.
−Removed: The purchase price allocation is preliminary and subject to adjustment as the estimates, assumptions, valuations and other analyses have not yet been finalized in order to make a definitive allocation.
−Removed: In the second quarter of fiscal 2025, we acquired Carron + Walsh ("CAW"), based in the Republic of Ireland.
+Added: Halvik is included in our Government Services Group (“GSG”) se gme nt.
+Added: In the third quarter of fiscal 2026, we acquired Providence Consulting Group Pty Ltd ("Providence"), an advisory and project management consultancy based in Australia.
+Added: Providence is included in our Commercial/International Services Group ("CIG") segment.
+Added: The aggregate fair value of the purchase price for the Halvik and Providence acquisitions was approximately $ 232 million.
+Added: This amount consisted of $ 168 million in initial cash payments made to the sellers, as well as $ 25 million of cash held in escrow and $ 39 million of the estimated fair value of contingent earn-out obligations, with a total maximum of $ 108 million based on the achievement of specified operating income targets in each of the three years following the acquisition dates.
+Added: The purchase price allocation consisted of $ 26 million to net tangible assets, $ 27 million to identifiable intangible assets and $ 179 million to goodwill.
+Added: The purchase price allocations for these acquisitions are preliminary and subject to adjustment as the estimates, assumptions, valuations and other analyses have not yet been finalized in order to make a definitive allocation.
+Added: In fiscal 2025, we acquired Carron + Walsh ("CAW"), based in the Republic of Ireland.
CAW delivers project and cost management solutions for large-scale commercial, life science, residential and infrastructure programs across Europe.
−Removed: In the third quarter of fiscal 2025, we also acquired SAGE Group Holdings ("SAGE"), an Australian consulting firm that provides innovative technology and high-quality automation services that optimize operational efficiency and drive digital transformation for commercial and government clients across the municipal water, energy, transportation, defense and manufacturing sectors.
−Removed: Both CAW and SAGE are included in our Commercial/International Services Group ("CIG") segment.
−Removed: The aggregate fair value of the purchase price of these two acquisitions was $ 147 million.
+Added: In fiscal 2025, we also acquired SAGE Group Holdings ("SAGE"), an Australian consulting firm that provides innovative technology and high-quality automation services that optimize operational efficiency and drive digital transformation for commercial and government clients across the municipal water, energy, transportation, defense and manufacturing sectors.
+Added: Both CAW and SAGE are included in our CIG segment.
+Added: The aggregate fair value of the purchase price for these two acquisitions was $ 147 million.
This amount consisted of $ 104 million in initial cash payments and $ 43 million of the estimated fair value of contingent earn-out obligations, with a maximum of approximately $ 60 million, based on the achievement of specified operating income targets in each of the three years following their respective acquisition dates.
−Removed: The allocation of the $ 147 million purchase price consists of $ 13 million to net tangible assets, $ 14 million to identifiable intangible assets, $ 4 million to deferred income tax liability and $ 124 million to goodwill.
−Removed: The purchase price allocations for these acquisitions are preliminary and subject to adjustment as the estimates, assumptions, valuations and other analyses have not yet been finalized in order to make a definitive allocation.
+Added: The allocation of the $ 147 million purchase price consisted of $ 13 million to net tangible assets, $ 16 million to identifiable intangible assets, $ 4 million to deferred income tax liability and $ 122 million to goodwill.
The aforementioned acquisitio ns in fiscal 2026 and 2025 were no t considered material, individually or in aggregate, to our consolidated financial statements.
As a result, no pro forma information has been provided.
−Removed: The fiscal 2026 goodwill addition from the Halvik acquisition reflects the extensive technical knowledge of the acquired workforce and the anticipated synergies in data analytics, system modernization and cybersecurity services.
−Removed: The fiscal 2025 goodwill additions from the CAW and SAGE acquisitions reflect the anticipated synergies related to proven systems and technology in project management, cost management, project controls and automation services which will provide superior project outcomes and drive digital transformation for defense, government and commercial customers, as delivered by a workforce with extensive technical expertise.
−Removed: The fiscal 2026 goodwill addition is deductible for tax purposes, and the fiscal 2025 goodwill additions are not.
+Added: The fiscal 2026 goodwill addition from the Providence acquisition reflects the anticipated synergies across defense and government clients and the technical knowledge of the acquired workforce.
+Added: The Halvik acquisition goodwill reflects the extensive technical knowledge of the acquired workforce and the anticipated synergies in data analytics, system modernization and cybersecurity services.
+Added: The fiscal 2025 goodwill additions from the CAW and SAGE acquisitions reflect the anticipated synergies related to proven systems and technology in project management, cost management, project controls and automation services for defense, government and commercial customers, as delivered by a workforce with extensive technical expertise.
+Added: The Halvik goodwill addition is deductible for tax purposes, and the Providence and fiscal 2025 goodwill additions are not.
Intangible assets with finite lives arise from business acquisitions and are amortized based on the period over which the contractual or economic benefit of the intangible assets are expected to be realized on a straight-line basis over the useful lives of the underlying assets, ranging from one to 12 years.
4 unchanged sentences
The fair values of any earn-out arrangements are included as part of the purchase price of the acquired companies on their respective acquisition dates.
−Removed: For each transaction, we estimate the fair value of contingent earn-out payments as part of the initial purchase price and record the estimated fair value of contingent consideration as a liability in “Current contingent earn-out liabilities” and “Non-current contingent earn-out liabilities” on the consolidated balance sheets.
+Added: For each transaction, we estimate the fair value of contingent earn-out payments as part of the initial purchase price and record the estimated fair value of contingent consideration as a liability in “Current contingent earn-out liabilities” and “Non-current contingent earn-out liabilities” on our consolidated balance sheets.
We consider several factors when determining that contingent earn-out liabilities are part of the purchase price, including the following:
5 unchanged sentences
The significant unobservable inputs used in the fair value measurements are operating income projections over the earn-out period (generally three to five years ) and the probability outcome percentages we assign to each scenario.
−Removed: Significant increases or decreases to either of these inputs in isolation would result in a significantly higher or lower liability, with a higher liability capped by the contractual maximum of
−Removed: the contingent earn-out obligation.
+Added: Significant increases or decreases to either of these inputs in
+Added: isolation would result in a significantly higher or lower liability, with a higher liability capped by the contractual maximum of the contingent earn-out obligation.
Ultimately, the liability will be equivalent to the amount paid, and the difference between the fair value estimate and amount paid will be recorded in earnings.
4 unchanged sentences
Adjustments to the estimated fair value related to changes in all other unobservable inputs are reported in operating income .
−Removed: In the first half of fiscal 2026, we evaluated our estimates for contingent consideration liabilities for the remaining earn-out periods for each individual acquisition, which included a review of their financial results to-date, the status of ongoing projects in their RUPO and the inventory of prospective new contract awards.
+Added: In the firs t nine months of fis cal 2026, we evaluated our estimates for contingent consideration liabilities for the remaining earn-out periods for each individual acquisition, which included a review of their financial results to-date, the status of ongoing projects in their RUPO and the inventory of prospective new contract awards.
The following table summarizes the changes in the fair value of estimated contingent consideration (in thousands):
−Removed: Three Months Ended Six Months Ended
−Removed: 2026 March 30,
−Removed: 2025 March 29,
−Removed: 2026 March 30,
+Added: Three Months Ended Nine Months Ended
+Added: 2026 June 29,
+Added: 2025 June 28,
+Added: 2026 June 29,
Beginning balance $ 108,331 $ 31,270 $ 56,961 $ 48,746
7 unchanged sentences
Total potential maximum outstanding (1)
−Removed: (1) For the second quarter and first six months of fiscal 2026, the estimated earn-out liabilities and the potential maximum outstanding amounts include the fair values of the holdback amounts held in escrow related to the acquisition of Halvik.
−Removed: Subsequent Event.
−Removed: On April 17, 2026, we acquired Providence Consulting Group Pty Ltd ("Providence"), an advisory and project management consultancy based in Australia.
−Removed: Providence will be included in our CIG segmen t.
−Removed: This acquisition is not material to our consolidated financial statements.
+Added: (1) For the third quarter and first nine months of fiscal 2026, the estimated earn-out liabilities and the potential maximum outstanding amounts include the fair values of the holdback amounts held in escrow.
In the first quarter of fiscal 2026, we divested our operations in Norway, which were in our CIG segment.
−Removed: We received proceeds of $ 40.3 million and recognized non-operating gains of $ 4.7 million and $ 12.4 million in our consolidated statements of income in the second quarter and first half of fiscal 2026, respectively.
+Added: We received proceeds of $ 40.3 million and recognized a non-operating gain of $ 12.4 million in our consolidated statements of income for the first nine months of fiscal 2026.
We concluded that the planned divestiture in fiscal 2025 met all the requisite held-for-sale criteria;
7 unchanged sentences
Goodwill reallocation 83,179 ( 83,179 ) —
−Removed: Acquisition activity 160,126 — 160,126
−Removed: Translation adjustments 580 ( 992 ) ( 412 )
−Removed: Balance at March 29, 2026 $ 902,396 $ 1,307,192 $ 2,209,588
+Added: Acquisition activities 160,126 18,825 178,951
+Added: Translation and other adjustments
+Added: ( 1,225 ) ( 11,281 ) ( 12,506 )
+Added: Balance at June 28, 2026 $ 900,591 $ 1,315,728 $ 2,216,319
Translation adjustments resulted from our goodwill amounts in foreign subsidiaries with functional currencies that are different than our reporting currency.
5 unchanged sentences
Gross amount at September 28, 2025 $ 768,641 $ 1,512,836 $ 2,281,477
−Removed: Balance at March 29, 2026 $ 902,396 $ 1,307,192 $ 2,209,588
+Added: Balance at June 28, 2026 $ 900,591 $ 1,315,728 $ 2,216,319
Accumulated impairment 110,130 121,473 231,603
−Removed: Gross amount at March 29, 2026 $ 1,012,526 $ 1,428,665 $ 2,441,191
+Added: Gross amount at June 28, 2026 $ 1,010,721 $ 1,437,201 $ 2,447,922
We perform our annual goodwill impairment review at the beginning of our fiscal fourth quarter.
1 unchanged sentence
the first day of our fourth quarter in fiscal 2025) indicated that we had no impairment of goodwill, and all of our reporting units had estimated fair values that were in excess of their carrying values, including goodwill.
−Removed: At June 30, 2025, we had no reporting units that had estimated fair values that exceeded their carrying values by less than 38 %, except for our Global Development Services reporting unit ("GDS") as described below.
+Added: At June 30, 2025, we had no reporting units that had estimated fair values that exceeded their carrying values by less than 38 %, except for our former Global Development Services reporting unit ("GDS") as described below.
We also regularly evaluate whether events and circumstances have occurred that may indicate a potential change in the recoverability of goodwill.
4 unchanged sentences
or a decline in actual or planned revenue or earnings compared with actual and projected results of relevant prior periods.
−Removed: During the second quarter of fiscal 2025, events and circumstances occurred that indicated a potential change in the recoverability of goodwill in GDS.
−Removed: GDS provided consulting and engineering services for international development agencies supporting humanitarian programs worldwide.
+Added: During the second quarter of fiscal 2025, events and circumstances occurred that indicated a potential change in the recoverability of goodwill in GDS, which provided consulting and engineering services for international development agencies supporting humanitarian programs worldwide.
Although several agencies were supported by this work (primarily for the U.S., Australia and United Kingdom governments), over eighty percent of the activity was historically for the United States Agency for International Development ("USAID").
20 unchanged sentences
For the interim impairment analysis of GDS, we utilized the Income Approach as it had the most direct correlation to the specific economics of the reporting unit.
−Removed: The estimated fair value of equity of GDS was made using Level 3 inputs including the estimated discount rate that reflected the level of risk associated with receiving future cash flows and the forecasted long-term growth rates of GDS's revenue and operating income.
+Added: The fair value of equity of GDS was estimated using Level 3 inputs including the discount rate that reflected the level of risk associated with receiving future cash flows and the forecasted long-term growth rates of GDS's revenue and operating income.
Based on our analysis, an impairment of $ 92.4 million was calculated as the deficit between the fair value of equity of the GDS reporting unit as compared to its carrying value, including goodwill of $ 130.5 million at our fiscal period end for February 2025.
As a result, we recorded a non-cash goodwill impairment charge of $ 92.4 million included in operating income in the second quarter of fiscal 2025.
−Removed: remaining $ 38.1 million of goodwill in GDS was primarily supported by our work for the Australia and United Kingdom foreign aid government agencies.
+Added: The remaining $ 38.1 million of goodwill in GDS was primarily supported by our work for the Australia and United Kingdom foreign aid government agencies.
As of the annual impairment review date, the estimated fair value of the GDS reporting unit continued to approximate its carrying value.
1 unchanged sentence
The following table presents the gross amount and accumulated amortization of our acquired identifiable intangible assets with finite useful lives included in “Intangible assets, net” on the consolidated balance sheets ($ in thousands):
−Removed: March 29, 2026 September 28, 2025
+Added: June 28, 2026 September 28, 2025
Remaining Life
8 unchanged sentences
Total $ 275,471 $ ( 151,881 ) $ 123,590 $ 248,531 $ ( 127,371 ) $ 121,160
−Removed: Amortization expense for the identifiable intangible assets for the second quarter and first half of fi scal 2026 was $ 8.8 million and $ 17.2 million, compared to $ 8.6 million and $ 19.3 million, respectively, for the prior-year periods.
+Added: Amortization expense for the identifiable intangible assets for the third quarter and first nine months of fi scal 2026 was $ 9.0 million and $ 26.2 million, compared to $ 8.3 million and $ 27.6 million, respectively, for the prior-year periods.
Estimated amortization expense for the remainder of fiscal 2026 and succeeding years is as follows (in thousands):
10 unchanged sentences
Property and equipment, net $ 63,154 $ 66,148
−Removed: For the second quart er and first half of fiscal 2026 , o ur depreciation expense related to property and e quipment was $ 5.6 million and $ 11.2 million, compared to $ 5.2 million and $ 10.6 million, respectively, for the fiscal 2025 periods.
+Added: For the third quart er and first nine months of fiscal 2026 , o ur depreciation expense related to property and e quipment was $ 5.7 million and $ 16.9 million, compared to $ 5.4 million and $ 16.1 million, respectively, for the fiscal 2025 periods.
Stock Repurchase and Dividends
On May 5, 2025, our Board of Directors authorized an additional $ 500 million stock repurchase program in addition to the previous $ 400 million stock repurchase program authorized on October 5, 2021.
−Removed: In the first half of fiscal 2026, we repurchased and settled 2,894,539 shares with an average price of $ 34.55 per share for a total cost of $ 100.0 million in the open market.
−Removed: We repurchased and settled 5,165,715 shares with an average price of $ 33.87 per share for a total cost of $ 175.0 million in the open market in the first half of fiscal 2025.
−Removed: In the first half of fiscal 2026, we also paid $ 2.0 million of excise tax on stock
−Removed: repurchases imposed by the Inflation Reduction Act of 2022.
−Removed: At March 29, 2026, we had a remaining balance of $ 497.8 million under our stock repurchase programs.
−Removed: The following table presents dividends declared and paid in the first halves of fisc al 2026 and 2025 :
+Added: In the first nine months of fiscal 2026, we repurchased and settled 6,391,799 shares with an average price of $ 31.29 per share for a total cost of $ 200.0 million in the open market.
+Added: We repurchased and settled 5,933,085 shares with an average price of $ 33.71 per share for a total cost of $ 200.0 million in the open market in the first nine months of fiscal 2025.
+Added: In the first nine months of fiscal 2026, we also paid $ 2.0 million of excise tax on stock repurchases imposed by the Inflation Reduction Act of 2022.
+Added: At June 28, 2026, our $ 400 million stock repurchase program was fully executed and we had a remaining balance of $ 397.8 million under our $ 500 million stock repurchase program.
+Added: The following table presents dividends declared and paid in the first nine months of fisc al 2026 and 2025 :
Declare Date Dividend Paid Per Share Record Date Payment Date Dividend Paid
2 unchanged sentences
January 26, 2026 0.065 February 12, 2026 February 27, 2026 16,915
−Removed: Total dividend paid as of March 29, 2026
+Added: April 27, 2026 0.072 May 14, 2026 June 2, 2026 18,621
+Added: Total dividend paid as of June 28, 2026
November 11, 2024 $ 0.058 November 27, 2024 December 13, 2024 $ 15,549
January 27, 2025 0.058 February 12, 2025 February 26, 2025 15,351
−Removed: Total dividend paid as of March 30, 2025
+Added: May 5, 2025 0.065 May 23, 2025 June 5, 2025 17,092
+Added: Total dividend paid as of June 29, 2025
Subsequent Event.
−Removed: On April 27, 2026, our Board of Directors declared a quarterly cash dividend of $ 0.072 per share payable on June 2, 2026 to stockholders of record as of the close of business on May 14, 2026.
+Added: On July 27, 2026, our Board of Directors declared a quarterly cash dividend of $ 0.072 per share payable on August 27, 2026 to stockholders of record as of the close of business on August 13, 2026.
Our operating leases are primarily for corporate and project office spaces.
11 unchanged sentences
The components of lease costs are as follows (in thousands):
−Removed: Three Months Ended Six Months Ended
−Removed: 2026 March 30,
−Removed: 2025 March 29,
−Removed: 2026 March 30,
+Added: Three Months Ended Nine Months Ended
+Added: 2026 June 29,
+Added: 2025 June 28,
+Added: 2026 June 29,
Operating lease cost $ 25,661 $ 25,408 $ 77,647 $ 76,147
2 unchanged sentences
Supplemental cash flow information related to leases is as follows (in thousands):
−Removed: Six Months Ended
−Removed: 2026 March 30,
+Added: Nine Months Ended
+Added: 2026 June 29,
Operating cash flows for operating leases $ 62,670 $ 56,941
12 unchanged sentences
Operating leases 4.3 % 4.2 %
−Removed: At March 29, 2026, we h a d $ 5.9 million of operating leases that have not yet commenced.
−Removed: A maturity analysis of the future undiscounted cas h flows associated with our lease liabilities at March 29, 2026 is as follows (in thousands):
+Added: At June 28, 2026, we h a d $ 6.4 million of operating leases that have not yet commenced.
+Added: A maturity analysis of the future undiscounted cas h flows associated with our lease liabilities at June 28, 2026 is as follows (in thousands):
2026 (remaining) $ 21,876
5 unchanged sentences
We recogniz e the fair value of our stock-based awards as compensation expense on a straight-line basis over the requisite service period in which the award vests.
−Removed: Stock-based compensation expense for the three and six months ended March 29, 2026 was $ 9.5 million and $ 17.7 million, compared to $ 8.9 million and $ 17.0 million for the same periods last year.
+Added: Stock-based compensation expense for the three and nine months ended June 28, 2026 was $ 9.8 million and $ 27.4 million, compared to $ 8.8 million and $ 25.8 million for the same periods last year.
Most of these amounts were included in our selling, general and administrative expenses on our consolidated statements of income.
−Removed: In the first half of fiscal 2026, we awarded 358,548 performance share units (“PSUs”) to our non-employee directors and executive officers at an estimated fair value of $ 43.72 per share on the award date.
+Added: In the first nine months of fiscal 2026, we awarded 360,437 performance share units (“PSUs”) to our non-employee directors and executive officers at an estimated fair value of $ 43.69 per share on the award date.
All PSUs are performance-based and vest, if at all, after the conclusion of the three-year performance period.
7 unchanged sentences
Potential common shares include the weighted-average dilutive effects of stock-based awards and shares underlying our Convertible Senior Notes (the "Convertible Notes").
−Removed: For the first half of fiscal 2026, our Convertible Notes, described in Note 13, "Long-Term Debt", had no impact on the calculation of dilutive potential common shares, as the price of our common stock did not exceed the conversion price.
−Removed: For the first half of fiscal 2025, the Convertible Notes had a dilution impact on the dilutive potential common shares, which was calculated using the if-converted method.
+Added: For the first nine months of fiscal 2026, our Convertible Notes, described in Note 13, "Long-Term Debt", had no impact on the calculation of dilutive potential common shares, as the price of our common stock did not exceed the conversion price.
+Added: For the first nine months of fiscal 2025, the Convertible Notes had a dilution impact on the dilutive potential common shares, which was calculated using the if-converted method.
The dilution impact was due to the price of our common stock exceeding the conversion price.
The related capped call transactions (the "Capped Call Transactions") for all of these periods were excluded from the calculation of dilutive potential common shares as their effect is anti-dilutive.
−Removed: For the second quarters and first halves of fiscal 2026 and 2025, no options were excluded from the calculation of dilutive potential common shares.
+Added: For the third quarters and first nine months of fiscal 2026 and 2025, no options were excluded from the calculation of dilutive potential common shares.
The following table presents the number of weighted-average shares used to compute ba sic and diluted EPS (in thousands, except per share data):
−Removed: Three Months Ended Six Months Ended
−Removed: 2026 March 30,
−Removed: 2025 March 29,
−Removed: 2026 March 30,
+Added: Three Months Ended Nine Months Ended
+Added: 2026 June 29,
+Added: 2025 June 28,
+Added: 2026 June 29,
Net income attributable to Tetra Tech $ 109,584 $ 113,844 $ 308,235 $ 119,979
6 unchanged sentences
Diluted $ 0.42 $ 0.43 $ 1.18 $ 0.45
−Removed: The effective tax rates for the first halves of fis cal 2026 and 2025 were 26.0 % and 86.7 %, respectively.
−Removed: Income tax expense was reduced by $ 0.6 million and $ 1.0 million of excess tax benefits on share-based payments in the first halves of fiscal 2026 and 2025, respectively.
−Removed: In addition, in the first half of fiscal 2026, we recognized a $ 12.4 million gain from the sale of our operations in Norway as described in Note 4, “Acquisitions and Divestitures”.
−Removed: The gain is not taxable for income tax purposes.
−Removed: In the first half of fiscal 2025, we recognized a $ 92.4 million goodwill impairment charge as described in Note 5, "Goodwill and Intangible Assets" and determined that $ 58.3 million of the impairment is not deductible for tax purposes.
−Removed: We also recognized a $ 115.0 million non-recurring charge in the first half of fiscal 2025 related to legal contingencies as described in Note 16, "Commitments and Contingencies".
−Removed: We determined that $ 31.3 million of this charge is not tax deductible.
−Removed: Excluding the impact of the excess tax benefits on share-based payments, the gain from sale in the first half of fiscal 2026 and the goodwill impairment and legal contingency charge in the first half of fiscal 2025, our effective tax rates in the first halves of fiscal 2026 and 2025 were 27.5 % and 27.8 %, respectively.
−Removed: At March 29, 2026 and September 28, 2025, the liability for income taxes associated with uncertain tax positions was $ 54.9 million and $ 52.8 million, respectively.
−Removed: These liabilities represent our current estimates of the additional tax liabilities that we may be assessed when the related audits are concluded.
+Added: The effective tax rates for the first nine months of fis cal 2026 and 2025 were 26.4 % and 40.9 %, respectively.
+Added: Income tax expense was reduced by $ 0.6 million and $ 1.0 million of excess tax benefits on share-based payments in the first nine months of fiscal 2026 and 2025, respectively.
+Added: In addition, in the first nine months of fiscal 2026, we recognized a $ 12.4 million gain from the sale of our operations in Norway as described in Note 4, “Acquisitions and Divestitures”.
+Added: The gain was not taxable.
+Added: In the first nine months of fiscal 2025, we recognized a $ 92.4 million goodwill impairment charge as described in Note 5, "Goodwill and Intangible Assets" and determined that $ 58.3 million of the impairment was not deductible for tax purposes.
+Added: We also recognized a $ 115.0 million non-recurring charge in the first nine months of fiscal 2025 related to legal contingencies as described in Note 16, "Commitments and Contingencies".
+Added: We determined that $ 31.3 million of this charge was not tax deductible.
+Added: Excluding the impact of the excess tax benefits on share-based payments, the gain from sale in the first nine months of fiscal 2026 and the goodwill impairment and legal contingency charge in the first nine months of fiscal 2025, our effective tax rates in the first nine months of fiscal 2026 and 2025 were 27.4 % and 27.6 %, respectively.
+Added: At June 28, 2026 and September 28, 2025, the liabilities for income taxes associated with uncertain tax positions were $ 55.8 million and $ 52.8 million, respectively.
+Added: These liabilities represent our current estimates of the additional tax liabilities that may be assessed when the related audits are concluded.
If these audits are resolved in a manner more unfavorable than our current expectations, our additional tax liabilities could be materially higher than the amounts currently recorded resulting in additional tax expense.
3 unchanged sentences
Prior year amounts for reportable segments have been revised to conform to the current year presentation.
−Removed: GSG provides high-end consulting and engineering services primarily to U.S.
+Added: GSG provides high-end technical and engineering services primarily to U.S.
government clients (federal, state and local).
3 unchanged sentences
based federal and municipal clients, especially in water infrastructure, flood protection and solid waste.
−Removed: CIG primarily provides high-end consulting and engineering services to U.S.
+Added: CIG primarily provides high-en d technical and engineering services to U.S.
commercial clients, and international clients inclusive of the commercial and government sectors.
17 unchanged sentences
Three Months Ended Three Months Ended
−Removed: March 29, 2026 March 30, 2025
+Added: June 28, 2026 June 29, 2025
GSG CIG Total GSG CIG Total
13 unchanged sentences
Reconciliation of profit (segment operating income):
−Removed: Other non-operating income 4,651 —
−Removed: Impairment of goodwill — ( 92,416 )
Contingent consideration - fair value adjustments ( 77 ) 58
3 unchanged sentences
Income before income tax expense $ 150,767 $ 156,698
−Removed: (1) These amounts includ e $ 0.8 million and $ 0.9 million of GSG depreciation expense for the second quarters of fiscal 2026 and 2025, respectively, and $ 4.7 million and $ 4.3 million of CIG depreciation expense for the second quarters of fiscal 2026 and 2025, respectively.
−Removed: Additionally, our GSG other segment items include the equity in the net income of investees accounted for by the equity method of $( 0.1 ) million and $ 0.3 million for the second quarters of fiscal 2026 and 2025, respectively.
−Removed: Our CIG other segment items also reflect the equity in the net income of investees accounted for by the equity method of $ 0.6 million and $ 0.9 million for the second quarters of fiscal 2026 and 2025, respectively.
−Removed: (2) Other corporate expenses include the amortization expense of intangible assets of $ 8.8 million and $ 8.6 million for the second quarters of fiscal 2026 and 2025, respectively.
−Removed: These amounts also include $ 5.8 million and $ 5.0 million of stock-based compensation expense for the second quarters of fiscal 2026 and 2025, respectively.
−Removed: Six Months Ended Six Months Ended
−Removed: March 29, 2026 March 30, 2025
+Added: (1) These amounts inclu de $ 0.8 million and $ 0.8 million of GSG depreciation expense for the third quarters of fiscal 2026 and 2025, respectively, and $ 4.8 million and $ 4.5 million of CIG depreciation expense for the third quarters of fiscal 2026 and 2025, respective ly.
+Added: Our GSG and CIG other segment items include immaterial amounts of net equity income of investees accounted for by the equity method for the third quarters of fiscal 2026 and 2025.
+Added: (2) Other corporate expenses include the amortization expense of intangible assets of $ 9.0 million and $ 8.3 million for the third quarters of fiscal 2026 and 2025, respectively.
+Added: These amounts also include $ 5.9 million and $ 5.0 million of stock-based compensation expense for the third quarters of fiscal 2026 and 2025, respectively.
+Added: Nine Months Ended Nine Months Ended
+Added: June 28, 2026 June 29, 2025
GSG CIG Total GSG CIG Total
21 unchanged sentences
Income before income tax expense $ 419,679 $ 203,118
−Removed: (1) For the first six months of fiscal 2026 and 2025 these amounts in clude $ 1.6 million and $ 1.8 million of GSG depreciation expense, respectively, and $ 9.4 million and $ 8.7 million of CIG depreciation expense for the first six months of fiscal 2026 and 2025, respectively.
−Removed: Additionally, our GSG other segment items include the equity in the net income of investees accounted for by the equity method of $ 0.1 million and $ 0.7 million for the first halves of fiscal 2026 and 2025, respectively.
−Removed: Our CIG other segment items also reflect the equity in the net income of investees accounted for by the equity method of $ 1.0 million and $ 1.3 million for the first halves of fiscal 2026 and 2025, respectively.
−Removed: (2) For the first halves of fiscal 2026 and 2025 other corporate expenses include the amortization expense of intangible assets of $ 17.2 million and $ 19.3 million, respectively.
−Removed: These amounts also include $ 10.8 million and $ 9.8 million of stock-based compensation expense for the first halves of fiscal 2026 and 2025, respectively.
+Added: (1) For the first nine months of fiscal 2026 and 2025 these amounts i nclude $ 2.4 million and $ 2.6 million of GSG depreciation expense, respectively, and $ 14.2 million and $ 13.3 million of CIG depreciation expense for the first nine months of fiscal 2026 and 2025, respectively.
+Added: Our GSG and CIG other segment items include immaterial amounts of net equity income of investees accounted for by the equity method for the first nine months of fiscal 2026 and 2025.
+Added: (2) For the first nine months of fiscal 2026 and 2025 other corporate expenses include the amortization expense of intangible assets of $ 26.2 million and $ 27.6 million, respectively.
+Added: These amounts also include $ 16.7 million and $ 14.9 million of stock-based compensation expense for the first nine months of fiscal 2026 and 2025, respectively.
Long-Term Debt
5 unchanged sentences
Long-term debt $ 801,057 $ 763,363
−Removed: On August 22, 2023, we issued $ 575.0 million in Convertible Notes that bear interest at a rate of 2.25 % per annum payable in arrears on February 15 and August 15 of each year, beginning on February 15, 2024, and mature on August 15, 2028, unless converted, redeemed or repurchased.
+Added: On August 22, 2023, we issued $ 575.0 million of Convertible Notes that bear interest at a rate of 2.25 % per annum payable in arrears on February 15 and August 15 of each year, beginning on February 15, 2024, and mature on August 15,
+Added: 2028, unless converted, redeemed or repurchased.
Prior to May 15, 2028, the Convertible Notes will be convertible at the option of the holders only upon the occurrence of certain events and during certain periods.
Thereafter, the Convertible Notes will be convertible at the option of the holders at any time until the close of business on the second scheduled trading day immediately preceding the maturity date.
−Removed: The initial conversion rate applicable to the Convertible Notes was 25.4275 shares (5.0855 pre-stock split) of our common stock per $1,000 principal amount of the Convertible Notes, which was equivalent to an initial price of approximately $ 39.33 per share ($ 196.64 pre-stock split) of our common stock.
+Added: The initial conversion rate applicable to the Convertible Notes was 25.4275 shares of our common stock per $1,000 principal amount of the Convertible Notes, which was equivalent to an initial price of approximately $ 39.33 per share of our common stock.
The conversion rate is subject to adjustment for certain events, including stock splits and issuance of certain stock dividends on our common stock.
−Removed: At March 29, 2026, the applicable conversion rate was 25.4791 shares of common stock per $1,000 principal amount of the Convertible Notes (equivalent to an adjusted conversion price of approximately $ 39.25 per share of common stock).
+Added: At June 28, 2026, the applicable conversion rate was 25.4370 shares of common stock per $1,000 principal amount of the Convertible Notes (equivalent to an adjusted conversion price of approximately $ 39.31 per share of common stock).
Upon conversion, we will pay cash up to the aggregate principal amount of the Convertible Notes to be converted and pay or deliver, as the case may be, cash, shares of our common stock or a combination of cash and shares of our common stock, at our election, in respect of the remainder, if any, of our conversion obligation in excess of the aggregate principal amount of the Convertible Notes being converted.
6 unchanged sentences
We used approximately $ 51.8 million of the net proceeds to pay the cost of the Capped Call Transactions described below.
−Removed: We used the remaining net proceeds to repay all $ 185.0 million principal amount outstanding under our revolving credit facility and the remaining $ 234.4 million principal amount outstanding under our senior secured term loan due 2027 under the Second Amended and Restated Credit Agreement, as well as approximately $ 89.4 million principal amount outstanding under our senior secured term loan due 2026 under the Third Amended and Restated Credit Agreement.
+Added: We used the remaining net proceeds to repay all $ 185.0 million of the principal amount outstanding under our revolving credit facility and the remaining $ 234.4 million of principal outstanding under our senior secured term loan due 2027 under the Second Amended and Restated Credit Agreement, as well as approximately $ 89.4 million of the principal amount outstanding under our senior secured term loan due 2026 under the Third Amended and Restated Credit Agreement.
The Convertible Notes were recorded as a single unit within "Long-term debt" in our consolidated balance sheets as the conversion option within the Convertible Notes was not a derivative that would require bifurcation, and the Convertible Notes did not involve a substantial premium.
6 unchanged sentences
The following table sets forth the interest expense recognized related to the Convertible Notes (in thousands) :
−Removed: Three Months Ended Six Months Ended
−Removed: 2026 March 30,
−Removed: 2025 March 29,
−Removed: 2026 March 30,
+Added: Three Months Ended Nine Months Ended
+Added: 2026 June 29,
+Added: 2025 June 28,
+Added: 2026 June 29,
Interest expense $ 3,234 $ 3,234 $ 9,703 $ 9,703
2 unchanged sentences
Concurrent with the offering of the Convertible Notes, in August 2023, we entered into the Capped Call Transactions.
−Removed: The Capped Call Transactions are expected generally to reduce the potential dilution of our common stock upon conversion of the Convertible Notes and/or offset any cash payments we elect to make in excess of the principal amount of converted Convertible Notes, as the case may be.
+Added: The Capped Call Transactions are expected generally to reduce the potential dilution of our common stock upon conversion of
+Added: the Convertible Notes and/or offset any cash payments we elect to make in excess of the principal amount of converted Convertible Notes, as the case may be.
If, however, the market price per share of our common stock, as measured under the terms of the Capped Call Transactions, exceeds the cap price of the Capped Call Transactions, there would nevertheless be dilution and/or there would not be an offset of such cash payments, in each case, to the extent that such market price exceeds the cap price of the Capped Call Transactions.
−Removed: The cap price of the Capped Call Transactions was initially $ 51.91 per share ($ 259.56 pre-stock split), which represented a premium of 65 % over the last reported sale price of our common stock of $ 31.46 per share ($ 157.31 pre-stock split) on the NASDAQ Global Select Market on August 17, 2023.
+Added: The cap price of the Capped Call Transactions was initially $ 51.91 per share, which represented a premium of 65 % over the last reported sale price of our common stock of $ 31.46 per share on the NASDAQ Global Select Market on August 17, 2023.
The cap price is subject to adjustment for certain events, including stock splits and issuance of certain stock dividends on our common stock.
−Removed: At March 29, 2026, the adjusted cap price was approximately $ 51.81 per share.
+Added: At June 28, 2026, the adjusted cap price was approximately $ 51.89 per share.
We recorded the Capped Call Transactions as separate transactions from the issuance of the Convertible Notes.
6 unchanged sentences
On May 5, 2025 we repaid all facilities in full as detailed below.
−Removed: On May 5, 2025, we entered into a Fourth Amended and Restated Credit Agreement (“Amended Credit Agreement”) with a total borrowing capacity of $ 1.5 billion that will mature in May 2030.
+Added: On May 5, 2025, we entered into a Fourth Amended and Restated Credit Agreement (“Amended Credit Agreement”) with a total borrowing capacity of $ 1.5 billion.
The Amended Credit Agreement is a $ 1.1 billion senior secured, five-year facility that provides for a $ 250 million 3-year term loan facility (the “3Y Term Loan Facility”), a $ 250 million 5-year term loan facility (“the 5Y Term Loan Facility”), and a $ 600 million revolving credit facility (the “Amended Revolving Credit Facility”).
In addition, the Amended Credit Agreement includes a $ 400 million accordion feature that allows us to increase the Amended Credit Agreement to $ 1.5 billion subject to lender approval.
−Removed: The 5Y Term Loan Facility will be subject to quarterly amortization of principal, based upon the annual percentages of the original stated amount thereof (Year 1:
+Added: The 5Y Term Loan Facility is subject to quarterly amortization of principal, based upon the annual percentages of the original stated amount thereof (Year 1:
0.0%, Year 2:
17 unchanged sentences
The Amended Credit Agreement expires on May 5, 2030, or earlier at our discretion upon payment in full of loans and other obligations.
−Removed: At March 29, 2026, we had $ 315 million in outstanding borrowings under the Amended Credit Agreement, which consisted of $ 200 million under the 5Y Term Loan Facility and $ 115 million borrowings under the Amended Revolving Credit Facility.
−Removed: During the six months ended March 29, 2026, the weighted-average interest rate of the outstanding borrowings under the credit facilities was 5.05 %.
+Added: At June 28, 2026, we had $ 235 million in outstanding borrowings under the Amended Credit Agreement, which consisted of $ 200 million under the 5Y Term Loan Facility and $ 35 million under the Amended Revolving Credit Facility.
+Added: During the nine months ended June 28, 2026, the weighted-average interest rate of the outstanding borrowings under the credit facilities was 5.01 %.
In addition, we had $ 0.7 million in standby letters of credit under the Amended Credit Agreement.
−Removed: At March 29, 2026, we had $ 484.3 million of available credit under the Amended Revolving Credit Facility, all of which could be borrowed without a violation of our debt covenants.
+Added: At June 28, 2026, we had $ 564.3 million of available credit under the Amended Revolving Credit Facility, all of which could be borrowed without a violation of our debt covenants.
The Amended Credit Agreement contains certain affirmative and restrictive covenants, and customary events of default.
The financial covenants provide for a maximum Consolidated Leverage Ratio of 3.50 to 1.00 (total funded debt/EBITDA, as defined in the Amended Credit Agreement) and a minimum Consolidated Interest Coverage Ratio of 3.00 to 1.00 (EBITDA/Consolidated Interest Charges, as defined in the Amended Credit Agreement).
−Removed: Our obligations under the Amended Credit Agreement are guaranteed by certain of our domestic subsidiaries and are secured by first priority liens on (i) the equity interests of certain of our subsidiaries, including those subsidiaries that are guarantors or borrowers under the Amended Credit
−Removed: Agreement, and (ii) the accounts receivable, general intangibles and intercompany loans and those of our subsidiaries that are guarantors or borrowers.
−Removed: At March 29, 2026, we were in compliance with these covenants with a consolidated leverage ratio of 1.32 x and a consolidated interest coverage ratio of 18.08 x.
+Added: Our obligations under the Amended Credit Agreement are guaranteed by certain of our domestic subsidiaries and are secured by first priority liens on (i) the equity interests of certain of our subsidiaries, including those subsidiaries that are guarantors or borrowers under the Amended Credit Agreement, and (ii) the accounts receivable, general intangibles and intercompany loans and those of our subsidiaries that are guarantors or borrowers.
+Added: At June 28, 2026, we were in compliance with these covenants with a consolidated leverage ratio of 1.24 x and a consolidated interest coverage ratio of 18.98 x.
In addition to the Amended Credit Agreement, we maintain other credit facilities, which may be used for short-term cash advances and bank guarantees.
−Removed: At March 29, 2026, there were no outstanding borrowings under these facilities and the aggregate amount of standby letters of credit outstanding was $ 51.1 million.
−Removed: As of March 29, 2026, we had no bank overdrafts related to our disbursement bank accounts.
+Added: At June 28, 2026, there were no outstanding borrowings under these facilities and the aggregate amount of standby letters of credit outstanding was $ 48.2 million.
+Added: As of June 28, 2026, we had no bank overdrafts related to our disbursement bank accounts.
Fair Value Measurements
6 unchanged sentences
The fair value of long-term debt under our credit facility was determined using the present value of future cash flows based on the borrowing rates currently available for debt with similar terms and maturities (Level 2 measurement, as described in “Critical Accounting Policies and Estimates” in our Annual Report on Form 10-K for the fiscal year ended September 28, 2025).
−Removed: The carrying value of our long-term debt under our credit facility approximated fair value at March 29, 2026 and September 28, 2025.
−Removed: At March 29, 2026, we had $ 315 million in outstanding borrowings under the Amended Credit Agreement, which consisted of $ 200 million under our 5Y Term Loan Facility and $ 115 million borrowings under our revolving credit facility.
−Removed: The estimated fair value of our $ 575 million Convertible Notes was determined based on the trading price of the Convertible Notes as of the last trading day of our second quarter of fiscal 2026.
+Added: The carrying value of our long-term debt under our credit facility approximated fair value at June 28, 2026 and September 28, 2025.
+Added: At June 28, 2026, we had $ 235 million in outstanding borrowings under the Amended Credit Agreement, which consisted of $ 200 million under our 5Y Term Loan Facility and $ 35 million borrowings under our revolving credit facility.
+Added: The estimated fair value of our $ 575 million Convertible Notes was determined based on the trading price of the Convertible Notes as of the last trading day o f our third quarter of fiscal 2026.
We consider the fair value of the Convertible Notes to be a Level 2 measurement as they are not actively traded in markets.
The carrying values and estimated fair values of our financial instruments that are not recorded at fair value in our consolidated balance sheets, were as follows (in thousands):
−Removed: As of March 29, 2026 As of September 28, 2025
+Added: As of June 28, 2026 As of September 28, 2025
Carrying Value Fair Value Carrying Value Fair Value
3 unchanged sentences
Reclassifications Out of Accumulated Other Comprehensive Income
−Removed: The accumulated balances and activities for the three and six months ended March 29, 2026 and March 30, 2025 related to reclassifications out of accumulated other comprehensive income are summarized as follows (in thousands):
+Added: The accumulated balances and activities for the three and nine months ended June 28, 2026 and June 29, 2025 related to reclassifications out of accumulated other comprehensive income are summarized as follows (in thousands):
Three Months Ended
Adjustments Net Pension Adjustments Accumulated Other Comprehensive Income (Loss)
−Removed: Balance at December 29, 2024 $ ( 191,659 ) $ 3,905 $ ( 187,754 )
+Added: Balance at March 30, 2025 $ ( 157,085 ) $ 3,905 $ ( 153,180 )
Other comprehensive income
1 unchanged sentence
Net current-period other comprehensive income 88,063 — 88,063
+Added: Balance at June 29, 2025 $ ( 69,022 ) $ 3,905 $ ( 65,117 )
Balance at March 29, 2026 $ ( 98,580 ) $ 3,896 $ ( 94,684 )
−Removed: Balance at December 28, 2025 $ ( 80,252 ) $ 3,896 $ ( 76,356 )
Other comprehensive loss ( 11,095 ) — ( 11,095 )
Net current-period other comprehensive loss ( 11,095 ) — ( 11,095 )
−Removed: Balance at March 29, 2026 $ ( 98,580 ) $ 3,896 $ ( 94,684 )
−Removed: Six Months Ended
+Added: Balance at June 28, 2026 $ ( 109,675 ) $ 3,896 $ ( 105,779 )
+Added: Nine Months Ended
Adjustments Net Pension Adjustments Accumulated Other Comprehensive Income (Loss)
Balance at September 29, 2024 $ ( 82,813 ) $ 3,938 $ ( 78,875 )
−Removed: Other comprehensive loss
+Added: Other comprehensive income (loss)
13,791 ( 33 ) 13,758
−Removed: Net current-period other comprehensive loss ( 74,272 ) ( 33 ) ( 74,305 )
−Removed: Balance at March 30, 2025 $ ( 157,085 ) $ 3,905 $ ( 153,180 )
+Added: Net current-period other comprehensive income (loss) 13,791 ( 33 ) 13,758
+Added: Balance at June 29, 2025 $ ( 69,022 ) $ 3,905 $ ( 65,117 )
Balance at September 28, 2025 $ ( 99,978 ) $ 4,201 $ ( 95,777 )
−Removed: Other comprehensive income (loss) before reclassifications 1,940 ( 14 ) 1,926
+Added: Other comprehensive loss before reclassifications ( 9,155 ) ( 14 ) ( 9,169 )
Reclassification to earnings from sale of divested business ( 542 ) ( 291 ) ( 833 )
−Removed: Net current-period other comprehensive income (loss) 1,398 ( 305 ) 1,093
−Removed: Balance at March 29, 2026 $ ( 98,580 ) $ 3,896 $ ( 94,684 )
+Added: Net current-period other comprehensive loss ( 9,697 ) ( 305 ) ( 10,002 )
+Added: Balance at June 28, 2026 $ ( 109,675 ) $ 3,896 $ ( 105,779 )
Commitments and Contingencies
13 unchanged sentences
The settlement agreement and consent decree contain no admission of liability by TtEC.
−Removed: Under the terms of the settlement agreement and consent decree, TtEC agreed to pay the United States $ 57 million and $ 40 million for FCA and CERCLA claims, respectively (the "Settlement Amounts") .
+Added: Under the terms of the settlement agreement and consent decree, TtEC agreed to pay the United States $ 57 million and $ 40 million for the FCA and CERCLA claims, respectively (the "Settlement Amounts") .
In the second quarter of fiscal 2025, we paid the $ 57 million settlement related to the FCA claim.
9 unchanged sentences
The table below presents revenue and reimbursable costs related t o services we provided to our unconsolidated joint ventures (in thousands):
−Removed: Three Months Ended Six Months Ended
−Removed: 2026 March 30,
−Removed: 2025 March 29,
−Removed: 2026 March 30,
+Added: Three Months Ended Nine Months Ended
+Added: 2026 June 29,
+Added: 2025 June 28,
+Added: 2026 June 29,
Revenue $ 14,104 $ 16,267 $ 44,974 $ 48,764
6 unchanged sentences
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.