8-K

HACKETT GROUP, INC. (HCKT)

8-K 2025-08-05 For: 2025-08-05
View Original
Added on April 08, 2026

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the

Securities Exchange Act of 1934

Date of report (Date of earliest event reported): August 5, 2025

The Hackett Group, Inc.

(Exact name of registrant as specified in its charter)

FLORIDA 333-48123 65-0750100
(State or other jurisdiction of<br><br>incorporation or organization) (Commission File Number) (I.R.S. Employer<br><br>Identification No.)
1001 Brickell Bay Drive, Suite 3000<br><br>Miami, Florida 33131
--- ---
(Address of principal executive offices) (Zip Code)

(305) 375-8005

(Registrant’s telephone number, including area code)

Not Applicable

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class Trading Symbol(s) Name of each exchange on which registered
Common Stock, par value $.001 per share HCKT NASDAQ Stock Market

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR § 230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR § 240.12b-2).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 2.02 Results of Operations and Financial Condition.

On August 5, 2025, The Hackett Group, Inc. (the “Company”) issued a press release setting forth its consolidated financial results for the second fiscal quarter ended June 27, 2025. A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated herein.

The information contained in Item 2.02 of this current report on Form 8-K, as well as Exhibit 99.1, is being furnished to the Securities and Exchange Commission and shall not be deemed “filed” with the Securities and Exchange Commission nor incorporated by reference in any registration statement filed by the Company under the Securities Act of 1933, as amended.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

Exhibit<br><br>Number Description
99.1 Press Release of The Hackett Group, Inc., dated August 5, 2025
104 Cover Page Interactive Data File (the cover page XBRL tags are embedded in the Inline XBRL document)

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

THE HACKETT GROUP, INC.
Date: August 5, 2025 By: /s/ Robert A. Ramirez
Robert A. Ramirez
Executive Vice President, Finance and Chief Financial Officer

EX-99.1

img28798785_0.jpg WWW.THEHACKETTGROUP.COM

Exhibit 99.1

The Hackett Group Announces Second Quarter 2025 Results

MIAMI – August 5, 2025 – The Hackett Group, Inc. (NASDAQ: HCKT), a leading generative artificial intelligence (Gen AI) consultancy and executive advisory firm that enables Digital World Class® performance, today announced its financial results for the second quarter, which ended on June 27, 2025.

“We reported operating results that were above and at the mid-range of our revenue and adjusted earnings per share guidance, respectively. This was achieved while aggressively investing and growing our Gen AI platforms and revenues,” stated Ted A. Fernandez, Chairman and CEO of The Hackett Group, Inc. “What distinguished this quarter was our rapid pace of innovation which is allowing us to release our AI XPLR V4 in an accelerated timeline. This release allows us to identify and design Gen AI solutions and agentic workflows while considering functionality alternatives from the client’s existing enterprise technology landscape at unprecedented speed. We believe this capability enables us to attract clients and channel partners that should accelerate our growth.

Financial Highlights

  • Total revenue in the second quarter of 2025 was $78.9 million and revenue before reimbursements was $77.6 million which exceeded the high end of our guidance. This compares to total revenue of $77.7 million and revenue before reimbursements of $75.9 million in the second quarter of the prior year.
  • GAAP diluted earnings per share was $0.06 in the second quarter of 2025, as compared to $0.31 in the second quarter of 2024. 2025 second quarter GAAP net income was impacted by non-cash compensation expense recognized in association with the stock price award program announced in September 2024 of $5.1 million, or $0.18 per diluted earnings per share. In addition, 2025 second quarter GAAP net income was also impacted by LeewayHertz acquisition related cash and non-cash compensation and related expenses, including expenses related to the Spend Matters acquisition, of $2.5 million, or $0.07 per diluted earnings per share.
  • Adjusted diluted earnings per share, a non-GAAP measure, for the second quarter of 2025 was $0.38, which came in at the mid-point of our guidance, as compared to $0.39 in the second quarter of 2024. Adjusted financial information is provided to enhance the understanding of the Company's financial performance and is reconciled to the Company's GAAP information in the accompanying tables.
  • As of June 27, 2025, the Company's cash balances were $10.1 million, with $23.0 million outstanding on the Company's credit facility. Additionally, during the quarter the Company repurchased 180 thousand shares of its stock at an average price of $24.50 for a total of $4.4 million. As of the end of the second quarter of 2025, the Company’s remaining share repurchase program authorization was $17.0 million.
  • Subsequent to the end of the second quarter, the Company's Board of Directors approved an additional $13.0 million under the share repurchase program to increase the Company’s authorization to $30.0 million and declared the third quarterly dividend of $0.12 per share for its shareholders of record on September 19, 2025, to be paid on October 3, 2025.

Business Outlook for the Third Quarter of 2025

Based on the Company’s current outlook:

• The Company estimates total revenue before reimbursements for the third quarter of 2025 will be in the range of $73.0 million to $74.5 million.

• The Company estimates adjusted diluted earnings per share for the third quarter of 2025 to be in the range of $0.36 and $0.38, assuming a GAAP effective tax rate of 26.5%.

Conference Call and Webcast Details

On Tuesday, August 5, 2025, senior management will discuss second quarter results in a conference call at 5:00 P.M. ET. The number for the conference call is (800) 593-0486, [Passcode: Second Quarter]. For International callers, please dial (517) 308-9371. Please dial in at least 5-10 minutes prior to start time. If you are unable to participate on the conference call, a rebroadcast will be available beginning at 8:00 P.M. ET on Tuesday, August 5, 2025 and will run through 5:00 P.M. ET on Tuesday, August 19, 2025. To access the rebroadcast, please dial (866) 443-8027. For International callers, please dial (203) 369-1125.

In addition, The Hackett Group will also be webcasting this conference call live. To participate, simply visit https://www.thehackettgroup.com approximately 10 minutes prior to the start of the call and click on the conference call link provided. An online replay of the call will be available after 8:00 P.M. ET on Tuesday, August 5, 2025 and will run through 5:00 P.M. ET on Tuesday, August 19, 2025. To access the replay, visit www.thehackettgroup.com .

Use of Non-GAAP Financial Measures

The Company provides adjusted earnings results (which excluded non-cash stock-based compensation expense, acquisition-related cash and non-cash stock-based compensation expense, acquisition related costs, amortization expense, legal settlement and related costs and includes a GAAP tax rate) as a complement to results provided in accordance with Generally Accepted Accounting Principles (GAAP). These non-GAAP results are provided to enhance the users' overall understanding of the Company's current financial performance and its prospects for the future. The Company believes the non-GAAP results provide useful information to both management and investors and by excluding certain expenses that it believes are not indicative of its core operating results. The non-GAAP measures are included to provide investors and management with an alternative method for assessing operating results in a manner that is focused on the performance of its ongoing primary operations and to provide a consistent basis for comparison between quarters. Further, these non-GAAP results are one of the primary indicators management uses for planning and forecasting. The presentation of this additional non-GAAP information should be considered in addition to, and not as a substitute for or superior to, any results prepared in accordance with GAAP. See the reconciliation of actual results titled “Reconciliation of GAAP to Non-GAAP Measures” in the accompanying tables.

About The Hackett Group®

The Hackett Group, Inc. (NASDAQ: HCKT) is an IP and platform-based, Gen AI strategic consulting and executive advisory firm that enables Digital World Class® performance. Using AI XPLRä and ZBrainä – our ideation through implementation platforms – our experienced professionals help organizations realize the power of Gen AI and achieve quantifiable, breakthrough results, allowing us to be key architects of their Gen AI journey.

Our expertise is grounded in unparalleled best practices insights from benchmarking the world’s leading businesses – including 97% of the Dow Jones Industrials, 90% of the Fortune 100, 70% of the DAX 40 and 51% of the FTSE 100. Visit us at www.thehackettgroup.com.

#

Trademarks

The Hackett Group®, quadrant logo, and Digital World Class® are the registered marks of The Hackett Group®.

Cautionary Statement Regarding “Forward-Looking” Statements

This release contains “forward-looking” statements within the meaning of Section 27A of the Securities Act of 1933 as amended and Section 21E of the Securities Exchange Act of 1934, as amended. Statements including without limitation, words such as “expects,” “anticipates,” “intends,” “plans,” “believes,” “seeks,” “estimates,” or other similar phrases or variations of such words or similar expressions indicating, present or future anticipated or expected occurrences or outcomes are intended to identify such forward-looking statements. Forward-looking statements are not statements of historical fact and involve known and unknown risks, uncertainties and other factors that may cause the Company’s actual results, performance or achievements to be materially different from the results, performance or achievements expressed or implied by the forward-looking statements. Factors that may impact such forward-looking statements include without limitation, the ability of The Hackett Group to effectively market its digital transformation, our ability to transition our capabilities to support generative artificial intelligence (AI)-related consulting services and solutions and other consulting services, our ability to effectively integrate acquisitions, including the LeewayHertz and Spend Matters acquisitions into our operations, our ability to manage joint ventures and successfully cooperate with our joint venture partners, competition from other consulting and technology companies that may have or develop in the future, similar offerings, the commercial viability of The Hackett Group and its services as well as other risk detailed in The Hackett Group’s reports filed with the United States Securities and Exchange Commission. The Hackett Group does not undertake any duty to update this release or any forward-looking statements contained herein.

Contact

Robert A. Ramirez, CFO, 305-375-8005 or rramirez@thehackettgroup.com

Page 4 of 8 - The Hackett Group, Inc. Announces Second Quarter Results

The Hackett Group, Inc.

CONSOLIDATED STATEMENTS OF OPERATIONS

(in thousands, except per share data)

(unaudited)

Six Months Ended
June 28, June 27, June 28,
2024 2025 2024
Revenue:
Revenue before reimbursements 77,629 $ 75,896 $ 153,860 $ 151,623
Reimbursements 1,270 1,760 2,904 3,220
Total revenue 78,899 77,656 156,764 154,843
Costs and expenses:
Cost of service:
Personnel costs before reimbursable expenses (includes 4,985 and 9,913 and 1,640 and 3,033 of non-cash stock based compensation expense in the three and six months ended June 27, 2025 and June 28, 2024, respectively) 49,672 45,395 98,052 91,166
Reimbursable expenses 1,270 1,760 2,904 3,220
Total cost of service 50,942 47,155 100,956 94,386
Selling, general and administrative costs (includes 4,736 and 9,480 and 1,210 and 2,416 of non-cash stock based compensation expense in the three and six months ended June 27, 2025 and June 28, 2024, respectively) 23,362 17,985 46,810 36,314
Legal settlement and related costs - - - 102
Total costs and operating expenses 74,304 65,140 147,766 130,802
Operating income 4,595 12,516 8,998 24,041
Other expense, net:
Interest expense, net (366 ) (512 ) (568 ) (984 )
Income before income taxes 4,229 12,004 8,430 23,057
Income tax expense 2,568 3,256 3,626 5,578
Net income 1,661 $ 8,748 $ 4,804 $ 17,479
Basic net income per common share:
Income per common share 0.06 $ 0.32 $ 0.17 $ 0.64
Weighted average common shares outstanding 27,602 27,616 27,595 27,519
Diluted net income per common share:
Income per common share 0.06 $ 0.31 $ 0.17 $ 0.63
Weighted average common and common equivalent shares outstanding 28,482 27,943 28,433 27,809

All values are in US Dollars.

Page 5 of 8 - The Hackett Group, Inc. Announces Second Quarter Results

The Hackett Group, Inc.

CONDENSED CONSOLIDATED BALANCE SHEETS

(in thousands)

(unaudited)

June 27, December 27,
2025 2024
ASSETS
Current assets:
Cash $ 10,142 $ 16,366
Accounts receivable and contract assets, net 63,403 57,079
Prepaid expenses and other current assets 6,662 2,901
Total current assets 80,207 76,346
Property and equipment, net 21,769 20,343
Other assets 368 350
Intangible assets 4,024 2,312
Goodwill 91,135 89,782
Operating lease right-of-use assets 3,013 2,744
Total assets $ 200,516 $ 191,877
LIABILITIES AND SHAREHOLDERS' EQUITY
Current liabilities:
Accounts payable $ 4,788 $ 6,503
Accrued expenses and other liabilities 26,775 30,789
Contract liabilities 13,773 11,118
Income tax payable 429 3,753
Operating lease liabilities 1,231 965
Total current liabilities 46,996 53,128
Long-term deferred tax liability, net 9,247 8,464
Long-term debt 22,774 12,734
Operating lease liabilities 1,697 1,977
Total liabilities 80,714 76,303
Shareholders' equity 119,802 115,574
Total liabilities and shareholders' equity $ 200,516 $ 191,877

Page 6 of 8 - The Hackett Group, Inc. Announces Second Quarter Results

The Hackett Group, Inc.

SEGMENT PROFIT

(in thousands)

(unaudited)

Quarter Ended Six Months Ended
June 27, June 28, June 27, June 28,
2025 2024 2025 2024
Global S&BT (1):
Revenue before reimbursements $ 43,611 $ 41,562 $ 86,253 $ 81,815
Cost of sales 22,760 21,733 45,086 45,017
Gross margin 20,851 19,829 41,167 36,798
Selling, general and administrative costs 7,863 7,079 15,395 13,996
Segment contribution 12,988 12,750 25,772 22,802
Oracle Solutions (2):
Revenue before reimbursements $ 20,494 $ 22,157 $ 40,890 $ 43,226
Cost of sales 13,931 14,919 27,626 28,917
Gross margin 6,563 7,238 13,264 14,309
Selling, general and administrative costs 2,112 1,870 4,447 3,679
Segment contribution 4,451 5,368 8,817 10,630
SAP Solutions (3):
Revenue before reimbursements $ 13,524 $ 12,177 $ 26,717 $ 26,582
Cost of sales 7,713 7,093 14,851 14,166
Gross margin 5,811 5,084 11,866 12,416
Selling, general and administrative costs 1,919 1,832 3,723 4,281
Segment contribution 3,892 3,252 8,143 8,135
Total Company (4):
Total segment contribution 21,331 21,370 42,732 41,567
Items not allocated to segment level (4):
Corporate general and administrative expenses 5,248 5,063 10,902 10,092
Non-cash stock based compensation expense 2,814 2,850 5,579 5,449
Stock price award program compensation expense 5,142 - 10,285 -
Acquisition-related cash compensation expense 308 - 616 -
Acquisition-related non-cash stock based compensation expense 1,765 - 3,530 -
Acquisition-related costs 194 - 387 -
Legal settlement and related costs - - - 102
Depreciation expense 1,034 941 2,059 1,883
Amortization expense 231 - 376 -
Interest expense, net 366 512 568 984
Income before taxes $ 4,229 $ 12,004 $ 8,430 $ 23,057
(1) Global S&BT includes the results of our North America and International Gen AI Consulting, Implementation and Licensing, Benchmarking and Business Transformation offerings, Executive Advisory, Market Intelligence and IP as-a-Service, OneStream and eProcurement.
(2) Oracle Solutions includes the results of our EPM/ERP and AI Enablement practices.
(3) SAP Solutions includes the results of our SAP applications and related SAP service offerings.
(4) Segment contributions consist of the revenue generated by the segment, less the direct costs of revenue and selling, general and administrative expenses that are incurred directly by the segment. Items not allocated to the segment level include corporate costs related to administrative functions that are performed in a centralized manner that are not attributable to a particular segment. Items not allocated to the segment level include corporate general and administrative expenses, non-cash stock based compensation expense, acquisition related cash and non-cash stock based compensation expense, depreciation and amortization expense, legal settlement and related costs, interest expense and foreign currency gains and losses. Corporate general and administrative expenses primarily include costs related to business support functions including accounting and finance, human resources, legal, information technology and office administration. Corporate general and administrative expenses exclude one-time, non-recurring expenses and benefits.

Page 7 of 8 - The Hackett Group, Inc. Announces Second Quarter Results

The Hackett Group, Inc.
RECONCILIATION OF GAAP TO NON-GAAP MEASURES
(in thousands, except per share data)
(unaudited)
Six Months Ended
--- --- --- --- --- --- --- ---
June 28, June 27, June 28,
2024 2025 2024
GAAP NET INCOME 1,661 $ 8,748 $ 4,804 $ 17,479
Adjustments (1):
Non-cash stock based compensation expense (2) 2,814 2,850 5,579 5,449
Stock price award program compensation expense (2)(3) 5,142 - 10,285 -
Acquisition-related cash compensation expense (4) 308 - 616 -
Acquisition-related non-cash stock based compensation expense (4) 1,765 - 3,530 -
Acquisition-related costs 194 - 387 -
Amortization expense 231 - 376 -
Legal settlement and related costs - - - 102
ADJUSTED NET INCOME BEFORE INCOME TAXES ON ADJUSTMENTS (1) 12,115 11,598 25,577 23,030
Tax effect of adjustments above (5) 1,424 748 3,280 1,455
ADJUSTED NET INCOME (1) 10,691 $ 10,850 $ 22,297 $ 21,575
GAAP diluted net income per common share 0.06 $ 0.31 $ 0.17 $ 0.63
Adjusted diluted net income per common share (1) 0.38 $ 0.39 $ 0.78 $ 0.78
Weighted average common and common equivalent shares outstanding 28,482 27,943 28,433 27,809
(1) The Company provides adjusted earnings results (which excludes non-cash stock based compensation expense, stock price award program compensation expense, acquisition-related cash and non-cash stock based compensation expense, amortization expense, acquisition related costs and legal settlement and related costs and includes a GAAP tax rate) as a complement to results provided in accordance with Generally Accepted Accounting Principles (GAAP). These non-GAAP results are provided to enhance the users' overall understanding of the Company's current financial performance and its prospects for the future. The Company believes the non-GAAP results provide useful information to both management and investors and by excluding certain expenses that it believes are not indicative of its core operating results. The non-GAAP measures are included to provide investors and management with an alternative method for assessing operating results in a manner that is focused on the performance of its ongoing primary operations and to provide a consistent basis for comparison between quarters. Further, these non-GAAP results are one of the primary indicators management uses for planning and forecasting. The presentation of this additional non-GAAP information should be considered in addition to, and not as a substitute for or superior to, any results prepared in accordance with GAAP.
(2) Non-cash stock based compensation expense is accounted for under Financial Accounting Standards Board Accounting Standards Codification Topic 718, Compensation-Stock Compensation. The Company excludes non-cash stock based compensation expense and the related tax effects for the purposes of adjusted net income and adjusted diluted earnings per share. The Company believes that non-GAAP measures of profitability, which exclude non-cash stock based compensation expense, are widely used by investors.
(3) The stock price award program compensation expense relates to equity awards that were granted with certain market share price hurdles and service conditions to meet before they are vested. The market price hurdles include twenty consecutive trading days of equal to or greater than 30, 40 and 50 per share price. As of December 27, 2024, the first market condition had been met, and although the shares have not vested they are included in the Company's dilutive shares outstanding for the quarter ended June 27, 2025. As of June 27, 2025, the second and third market conditions had not been met and as such the shares have not vested and are not included in the Company's basic or dilutive shares outstanding. Non-cash compensation of 5.1 million and 10.3 million was recorded in the second quarter and first six months of 2025, respectively.
(4) The Company incurs cash and non-cash stock based compensation expense for acquisition related consideration that is recognized over time under GAAP. The Company believes excluding these amounts more consistently presents its ongoing results of operations because they are related to acquisitions and not due to normal operating activities. The acquisition-related non-cash stock based compensation expense is also accounted for under Financial Accounting Standards Board Accounting Standards Codification Topic 718, Compensation-Stock Compensation.
(5) The adjustment for the income tax expense is based on the accounting treatment and income tax rate for the jurisdiction of each item. The impact of all of the non-cash stock based compensation expense was 0.7 million in both the second quarters of 2025 and 2024 and 1.5 million and 1.4 million in first six months of 2025 and 2024, respectively. The impact of acquisition related cash compensation expense was 80 thousand and 155 thousand in the second quarter and first six month period of 2025, respectively. The impact of the acquisition related costs were 51 thousand and 101 thousand in the second quarter and first six month period of 2025, respectively. The impact of the legal settlement and related costs was 27 thousand in in the first six months in 2024. The impact of the amortization expense was 60 thousand and 98 thousand in the second quarter and first six months in 2025.

All values are in US Dollars.

Page 8 of 8 - The Hackett Group, Inc. Announces Second Quarter Results

The Hackett Group, Inc.

SUPPLEMENTAL FINANCIAL DATA

(unaudited)

Quarter Ended
June 27, March 28, June 28,
2025 2025 2024
Segment Total Revenue and Revenue Before Reimbursements (in thousands):
Global S&BT:
Total revenue $ 44,205 $ 43,357 $ 42,262
Reimbursements 594 715 700
Revenue before reimbursements $ 43,611 $ 42,642 $ 41,562
Oracle Solutions:
Total revenue $ 20,801 $ 21,085 $ 23,045
Reimbursements 307 689 888
Revenue before reimbursements $ 20,494 $ 20,396 $ 22,157
SAP Solutions:
Total revenue $ 13,893 $ 13,423 $ 12,349
Reimbursements 369 230 172
Revenue before reimbursements $ 13,524 $ 13,193 $ 12,177
Total segment revenue:
Total revenue $ 78,899 $ 77,865 $ 77,656
Reimbursements 1,270 1,634 1,760
Revenue before reimbursements $ 77,629 $ 76,231 $ 75,896
Revenue Concentration:
(% of total revenue)
Top customer 7 % 9 % 13 %
Top 5 customers 19 % 22 % 25 %
Top 10 customers 27 % 29 % 33 %
Key Metrics and Other Financial Data:
Total Company:
Consultant headcount 1,382 1,332 1,145
Total headcount 1,685 1,618 1,409
Days sales outstanding (DSO) 73 73 68
Cash provided by operating activities (in thousands) $ 5,649 $ 4,195 $ 13,719
Depreciation (in thousands) $ 1,034 $ 1,025 $ 941
Amortization (in thousands) $ 231 $ 145 $ -
Capital expenditures (in thousands) $ 1,910 $ 1,544 $ 884
Remaining Plan authorization:
Shares purchased (in thousands) 177 206 -
Cost of shares repurchased (in thousands) $ 4,320 $ 6,202 $
Average price per share of shares purchased $ 24.47 $ 30.16 $
Remaining Plan authorization (in thousands) $ 16,996 $ 21,315 $ 12,883
Shares Purchased to Satisfy Employee Net Vesting Obligations:
Shares purchased (in thousands) 3 173 6
Cost of shares purchased (in thousands) $ 88 $ 5,514 $ 144
Average price per share of shares purchased $ 25.77 $ 31.84 $ 22.94