8-K
HOULIHAN LOKEY, INC. (HLI)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 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):
January 28, 2026
| Houlihan Lokey, Inc. |
|---|
(Exact Name of Registrant as Specified in Charter)
| Delaware | 001-37537 | 95-2770395 |
|---|---|---|
| (State or Other Jurisdiction of<br>Incorporation) | (Commission File Number) | (IRS Employer<br>Identification No.) |
10250 Constellation Blvd.
5th Floor
Los Angeles, California 90067
(Address of principal executive offices) (Zip Code)
310-553-8871
Registrant’s telephone number, including area code:
N/A
(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 |
|---|---|---|
| Class A Common Stock, par value $0.001 | HLI | New York Stock Exchange |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
| 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 January 28, 2026, Houlihan Lokey, Inc. issued a press release announcing its financial results for the third fiscal quarter ended December 31, 2025. A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated by reference herein.
The information in Item 2.02 of this Current Report on Form 8-K, including the information contained in Exhibit 99.1, is being furnished to the Securities and Exchange Commission pursuant to Item 2.02, and shall not be deemed to be “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, and shall not be deemed to be incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by a specific reference in such filing.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits
99.1 Press Release dated January 28, 2026
104 Cover Page Interactive Data File (embedded within the Inline XBRL document)
SIGNATURE
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.
| Date: | January 28, 2026 | Houlihan Lokey, Inc. | |
|---|---|---|---|
| By: | /s/ J. Lindsey Alley | ||
| Name: J. Lindsey Alley | |||
| Position: Chief Financial Officer |
EXHIBIT INDEX
| Exhibit No. | Description |
|---|---|
| 99.1 | Press Release dated January 28, 2026 |
Document
Houlihan Lokey Reports Third Quarter Fiscal 2026 Financial Results
– Third Quarter Fiscal 2026 Revenues of $717 million –
– Third Quarter Fiscal 2026 Diluted EPS of $1.70 –
– Adjusted Third Quarter Fiscal 2026 Diluted EPS of $1.94 –
– Announces Dividend of $0.60 per Share for Fourth Quarter Fiscal 2026 –
LOS ANGELES and NEW YORK - January 28, 2026 - Houlihan Lokey, Inc. (NYSE:HLI) (“Houlihan Lokey” or the “Company”) today reported financial results for its third quarter ended December 31, 2025.
For the third quarter ended December 31, 2025, revenues were $717 million, compared with $634 million for the third quarter ended December 31, 2024. Net income was $117 million, or $1.70 per diluted share, for the third quarter ended December 31, 2025, compared with $95 million, or $1.39 per diluted share, for the third quarter ended December 31, 2024. Adjusted net income for the third quarter ended December 31, 2025 was $133 million, or $1.94 per diluted share, compared with $114 million, or $1.64 per diluted share, for the third quarter ended December 31, 2024.
“We are pleased with our results for the quarter and our performance year-to-date. We continue to benefit from improving investor sentiment and acceleration in the private equity markets. Most importantly, we continue to broaden and deepen our bench of exceptional talent around the world, most recently with our two transactions in Europe,” stated Scott Adelson, Chief Executive Officer of Houlihan Lokey.
Selected Financial Data
| (In thousands, except per share data) | U.S. GAAP | |||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Three Months Ended December 31, | Nine Months Ended December 31, | |||||||||||
| 2025 | 2024 | 2025 | 2024 | |||||||||
| Revenues by segment | ||||||||||||
| Corporate Finance | $ | 473,688 | $ | 421,602 | $ | 1,310,868 | $ | 1,114,047 | ||||
| Financial Restructuring | 156,253 | 130,942 | 418,272 | 379,932 | ||||||||
| Financial and Valuation Advisory | 87,131 | 81,884 | 252,733 | 229,015 | ||||||||
| Revenues | $ | 717,072 | $ | 634,428 | $ | 1,981,873 | $ | 1,722,994 | ||||
| Operating expenses: | ||||||||||||
| Compensation | $ | 458,571 | $ | 402,971 | $ | 1,274,610 | $ | 1,093,724 | ||||
| Non-compensation | 97,771 | 95,355 | 305,392 | 267,759 | ||||||||
| Operating income | 160,730 | 136,102 | 401,871 | 361,511 | ||||||||
| Other (income) expense, net | (8,918) | (9,016) | (25,880) | (19,569) | ||||||||
| Income before provision for income taxes | 169,648 | 145,118 | 427,751 | 381,080 | ||||||||
| Provision for income taxes | 53,100 | 49,816 | 101,889 | 103,289 | ||||||||
| Net income | $ | 116,548 | $ | 95,302 | $ | 325,862 | $ | 277,791 | ||||
| Diluted earnings per share | $ | 1.70 | $ | 1.39 | $ | 4.74 | $ | 4.05 |
Revenues
For the third quarter ended December 31, 2025, revenues were $717 million, compared with $634 million for the third quarter ended December 31, 2024. For the third quarter ended December 31, 2025, Corporate Finance (“CF”) revenues increased 12%, Financial Restructuring (“FR”) revenues increased 19%, and Financial and Valuation Advisory (“FVA”) revenues increased 6%, in each case, when compared with the third quarter ended December 31, 2024.
Expenses
The Company’s compensation expenses, non-compensation expenses, and provision for income taxes during the periods presented and described below are on a GAAP and an adjusted basis.
| U.S. GAAP | Adjusted (Non-GAAP) * | |||||||||||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Three Months Ended December 31, | ||||||||||||||||||||||||||
| ($ in thousands) | 2025 | 2024 | 2025 | 2024 | ||||||||||||||||||||||
| Expenses: | ||||||||||||||||||||||||||
| Compensation | $ | 458,571 | $ | 402,971 | $ | 441,001 | $ | 390,173 | ||||||||||||||||||
| % of Revenues | 64.0 | % | 63.5 | % | 61.5 | % | 61.5 | % | ||||||||||||||||||
| Non-compensation | $ | 97,771 | $ | 95,355 | $ | 93,699 | $ | 83,002 | ||||||||||||||||||
| % of Revenues | 13.6 | % | 15.0 | % | 13.1 | % | 13.1 | % | ||||||||||||||||||
| Per full-time employee (1) | $ | 36 | $ | 35 | $ | 34 | $ | 31 | ||||||||||||||||||
| Provision for income taxes | $ | 53,100 | $ | 49,816 | $ | 58,465 | $ | 56,734 | ||||||||||||||||||
| % of Pre-tax income | 31.3 | % | 34.3 | % | 30.6 | % | 33.3 | % | U.S. GAAP | Adjusted (Non-GAAP) * | ||||||||||||||||
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | ||||||||||||||
| Nine Months Ended December 31, | ||||||||||||||||||||||||||
| ($ in thousands) | 2025 | 2024 | 2025 | 2024 | ||||||||||||||||||||||
| Expenses: | ||||||||||||||||||||||||||
| Compensation | $ | 1,274,610 | $ | 1,093,724 | $ | 1,218,852 | $ | 1,059,641 | ||||||||||||||||||
| % of Revenues | 64.3 | % | 63.5 | % | 61.5 | % | 61.5 | % | ||||||||||||||||||
| Non-compensation | $ | 305,392 | $ | 267,759 | $ | 270,487 | $ | 244,211 | ||||||||||||||||||
| % of Revenues | 15.4 | % | 15.5 | % | 13.6 | % | 14.2 | % | ||||||||||||||||||
| Per full-time employee (1) | $ | 113 | $ | 101 | $ | 100 | $ | 92 | ||||||||||||||||||
| Provision for income taxes | $ | 101,889 | $ | 103,289 | $ | 110,820 | $ | 140,583 | ||||||||||||||||||
| % of Pre-tax income | 23.8 | % | 27.1 | % | 21.4 | % | 32.0 | % |
*Adjusted figures represent non-GAAP information. See “Non-GAAP Financial Measures” and the tables at the end of this release for an explanation of the adjustments and reconciliations to the comparable GAAP numbers.
(1)Calculated using the average of the number of full-time employees at the beginning of the reporting period and the end of the reporting period.
Compensation expenses were $459 million for the third quarter ended December 31, 2025, compared with $403 million for the third quarter ended December 31, 2024. This resulted in a compensation ratio of 64.0% for the third quarter ended December 31, 2025, compared with 63.5% for the third quarter ended December 31, 2024. Adjusted compensation expenses were $441 million for the third quarter ended December 31, 2025, compared with $390 million for the third quarter ended December 31, 2024. This resulted in an adjusted compensation ratio of 61.5% for both the third quarter ended December 31, 2025 and the third quarter ended December 31, 2024. The increase in GAAP and adjusted compensation expenses was a result of an increase in revenues for the quarter when compared with the same quarter last year.
Non-compensation expenses were relatively flat at $98 million for the third quarter ended December 31, 2025, compared with $95 million for the third quarter ended December 31, 2024. Adjusted non-compensation expenses were $94 million for the third quarter ended December 31, 2025, compared with $83 million for the third quarter ended December 31, 2024. The increase in adjusted non-compensation expenses was primarily a result of increases in information technology and communications expense and professional fees.
The provision for income taxes was $53 million, representing an effective tax rate of 31.3% for the third quarter ended December 31, 2025, compared with $50 million, representing an effective tax rate of 34.3% for the third quarter ended December 31, 2024. The adjusted provision for income taxes was $58 million, representing an adjusted effective tax rate of 30.6% for the third quarter ended December 31, 2025, compared with $57 million, representing an adjusted effective tax rate of 33.3% for the third quarter ended December 31, 2024. The decrease in the Company’s GAAP and adjusted effective tax rate was primarily a result of decreased state taxes and decreased non-deductible expenses.
Segment Reporting for the Third Fiscal Quarter
Corporate Finance
CF revenues were $474 million for the third quarter ended December 31, 2025, compared with $422 million for the third quarter ended December 31, 2024, representing an increase of 12%. Revenues increased due to an increase in the average transaction fee on closed transactions, which was driven by transaction mix and does not represent a short-term trend in the average fee on closed transactions. Revenues also increased due to an increase in the number of closed transactions during the quarter, which was driven by favorable market conditions.
| Three Months Ended December 31, | Nine Months Ended December 31, | |||||||
|---|---|---|---|---|---|---|---|---|
| ($ in thousands) | 2025 | 2024 | 2025 | 2024 | ||||
| Corporate Finance | ||||||||
| Revenues | $ | 473,688 | $ | 421,602 | $ | 1,310,868 | $ | 1,114,047 |
| # of Managing Directors (1) | 238 | 238 | 238 | 238 | ||||
| # of Closed transactions (2) | 177 | 170 | 473 | 417 |
Financial Restructuring
FR revenues were $156 million for the third quarter ended December 31, 2025, compared with $131 million for the third quarter ended December 31, 2024, representing an increase of 19%. Revenues increased due to an increase in the average transaction fee on closed transactions, which was driven by transaction mix and does not represent a trend in the average fee on closed transactions.
| Three Months Ended December 31, | Nine Months Ended December 31, | |||||||
|---|---|---|---|---|---|---|---|---|
| ($ in thousands) | 2025 | 2024 | 2025 | 2024 | ||||
| Financial Restructuring | ||||||||
| Revenues | $ | 156,253 | $ | 130,942 | $ | 418,272 | $ | 379,932 |
| # of Managing Directors (1) | 59 | 57 | 59 | 57 | ||||
| # of Closed transactions (2) | 41 | 41 | 113 | 107 |
Financial and Valuation Advisory
FVA revenues were $87 million for the third quarter ended December 31, 2025, compared with $82 million for the third quarter ended December 31, 2024, representing an increase of 6%. Revenues increased due to an increase in the number of Fee Events, driven by improvements in the M&A markets.
| Three Months Ended December 31, | Nine Months Ended December 31, | |||||||
|---|---|---|---|---|---|---|---|---|
| ($ in thousands) | 2025 | 2024 | 2025 | 2024 | ||||
| Financial and Valuation Advisory | ||||||||
| Revenues | $ | 87,131 | $ | 81,884 | $ | 252,733 | $ | 229,015 |
| # of Managing Directors (1) | 44 | 42 | 44 | 42 | ||||
| # of Fee Events (2) | 1,103 | 1,005 | 1,987 | 1,804 |
(1)As of the end of the respective reporting period.
(2)A Fee Event includes any engagement that involves revenue activity during the measurement period based on a revenue minimum of one thousand dollars. References in this press release to closed transactions should be understood to be the same as transactions that are “effectively closed” as described in our annual report on Form 10-K.
Balance Sheet and Capital Allocation
The Board of Directors of the Company declared a regular quarterly cash dividend of $0.60 per share of Class A and Class B common stock. The dividend will be payable on March 15, 2026 to stockholders of record as of the close of business on March 2, 2026. Also in our third quarter, we repurchased approximately 418,000 shares as part of our share repurchase program. As of December 31, 2025, the Company had $1.18 billion of unrestricted cash and cash equivalents and investment securities.
Investor Conference Call and Webcast
The Company will host a conference call and live webcast at 5:00 p.m. Eastern Time on Wednesday, January 28, 2026, to discuss its third quarter fiscal 2026 results. The number to call is 1-844-825-9789 (domestic) or 1-412-317-5180 (international) and entering the conference ID 10205652. A live webcast will be available in the Investor Relations section of the Company’s website. A replay of the conference call will be available from January 28, 2026 through February 4, 2026, by dialing 1-844-512-2921 (domestic) or 1-412-317-6671 (international) and entering the passcode 10205652. A replay of the webcast will be archived and available on the Company’s website.
Forward-Looking Statements
This press release contains forward-looking statements within the meaning of the federal securities laws. You can identify these statements by our use of the words “assumes,” “believes,” “estimates,” “expects,” “guidance,” “intends,” “plans,” “projects,” and similar expressions that do not relate to historical matters. You should exercise caution in interpreting and relying on forward-looking statements because they involve known and unknown risks, uncertainties, and other factors which are, in some cases, beyond the Company’s control and could materially affect actual results, performance, or achievements. For a further description of such factors, you should read the Company’s filings with the Securities and Exchange Commission. Because forward-looking statements are inherently subject to risks and uncertainties, some of which cannot be predicted or quantified, you should not rely on these forward-looking statements as predictions of future events. The events and circumstances reflected in our forward-looking statements may not be achieved or occur and actual results could differ materially from those projected in the forward-looking statements. The Company does not undertake any obligation to update or revise any forward-looking statement, whether as a result of new information, future events, or otherwise.
Non-GAAP Financial Measures
Adjusted net income, total and on a per share basis, and certain adjusted items used to determine adjusted net income, are presented and discussed in this earnings press release and are non-GAAP measures that management believes, when presented together with comparable GAAP measures, are useful to investors in understanding the Company’s operating results. The adjusted items included in this earnings press release as calculated by the Company are not necessarily comparable to similarly titled measures reported by other companies. Additionally, these adjusted amounts are not a measurement of financial performance or liquidity under GAAP and should not be considered as an alternative to the Company’s financial information determined under GAAP. For a description of the Company’s use of these adjusted items and a reconciliation with comparable GAAP items, see the section of this press release titled “Reconciliation of GAAP to Adjusted Financial Information.” Please refer to our financial statements, prepared in accordance with GAAP, for purposes of evaluating our financial condition, results of operations, and cash flows.
About Houlihan Lokey
Houlihan Lokey, Inc. (NYSE:HLI) is a leading global investment bank recognized for delivering independent strategic and financial advice to corporations, financial sponsors, and governments. With uniquely deep industry expertise, broad international reach, and a partnership approach rooted in trust, the firm provides innovative, integrated solutions across mergers and acquisitions, capital solutions, financial restructuring, and financial and valuation advisory. Our unmatched transaction volumes provide differentiated, data-driven perspectives that help our clients achieve their most critical goals. To learn more about Houlihan Lokey, please visit HL.com.
Contact Information
| Investor Relations<br>212.331.8225<br>IR@HL.com | OR | Media Relations<br>212.331.8223<br>PR@HL.com |
|---|
HOULIHAN LOKEY, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS
(UNAUDITED)
| (In thousands, except share data and par value) | December 31, 2025 | March 31, 2025 | ||
|---|---|---|---|---|
| Assets: | ||||
| Cash and cash equivalents | $ | 1,056,482 | $ | 971,007 |
| Investment securities | 127,600 | 195,624 | ||
| Accounts receivable, net of allowance for credit losses | 210,876 | 257,326 | ||
| Unbilled work in process, net of allowance for credit losses | 232,673 | 157,760 | ||
| Property and equipment, net | 141,433 | 149,350 | ||
| Operating lease right-of-use assets | 415,132 | 362,669 | ||
| Goodwill | 1,292,804 | 1,284,589 | ||
| Other intangible assets, net | 199,597 | 212,670 | ||
| Other assets | 260,158 | 228,713 | ||
| Total assets | $ | 3,936,755 | $ | 3,819,708 |
| Liabilities and stockholders' equity | ||||
| Liabilities: | ||||
| Accrued salaries and bonuses | $ | 881,133 | $ | 936,619 |
| Accounts payable and accrued expenses | 107,659 | 137,228 | ||
| Operating lease liabilities | 497,131 | 438,185 | ||
| Other liabilities | 157,065 | 132,799 | ||
| Total liabilities | 1,642,988 | 1,644,831 | ||
| Stockholders' equity: | ||||
| Class A common stock, $0.001 par value. Authorized 1,000,000,000 shares; issued and outstanding 54,333,722 and 53,822,189 shares, respectively | 54 | 54 | ||
| Class B common stock, $0.001 par value. Authorized 1,000,000,000 shares; issued and outstanding 15,351,712 and 16,021,106 shares, respectively | 15 | 16 | ||
| Additional paid-in capital | 734,490 | 843,350 | ||
| Retained earnings | 1,588,678 | 1,394,738 | ||
| Accumulated other comprehensive loss | (29,470) | (63,281) | ||
| Total stockholders’ equity | 2,293,767 | 2,174,877 | ||
| Total liabilities and stockholders’ equity | $ | 3,936,755 | $ | 3,819,708 |
HOULIHAN LOKEY, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF INCOME
(UNAUDITED)
| Three Months Ended December 31, | Nine Months Ended December 31, | |||||||
|---|---|---|---|---|---|---|---|---|
| (In thousands, except share and per share data) | 2025 | 2024 | 2025 | 2024 | ||||
| Revenues | $ | 717,072 | $ | 634,428 | $ | 1,981,873 | $ | 1,722,994 |
| Operating expenses: | ||||||||
| Employee compensation and benefits | 441,001 | 390,173 | 1,218,852 | 1,059,641 | ||||
| Acquisition related compensation and benefits | 17,570 | 12,798 | 55,758 | 34,083 | ||||
| Travel, meals, and entertainment | 18,736 | 17,942 | 53,891 | 50,024 | ||||
| Rent | 19,523 | 22,259 | 55,502 | 56,717 | ||||
| Depreciation and amortization | 8,297 | 9,561 | 34,590 | 25,861 | ||||
| Information technology and communications | 20,357 | 16,945 | 54,873 | 50,889 | ||||
| Professional fees | 11,740 | 11,744 | 33,733 | 29,898 | ||||
| Other operating expenses | 19,118 | 16,904 | 54,908 | 53,542 | ||||
| Revaluation of acquisition contingent consideration | — | — | 17,895 | 828 | ||||
| Total operating expenses | 556,342 | 498,326 | 1,580,002 | 1,361,483 | ||||
| Operating income | 160,730 | 136,102 | 401,871 | 361,511 | ||||
| Other (income) expense, net | (8,918) | (9,016) | (25,880) | (19,569) | ||||
| Income before provision for income taxes | 169,648 | 145,118 | 427,751 | 381,080 | ||||
| Provision for income taxes | 53,100 | 49,816 | 101,889 | 103,289 | ||||
| Net income | $ | 116,548 | $ | 95,302 | $ | 325,862 | $ | 277,791 |
| Weighted average shares of common stock outstanding: | ||||||||
| Basic | 66,633,965 | 65,831,122 | 66,615,145 | 65,563,605 | ||||
| Fully diluted | 68,426,644 | 68,760,959 | 68,691,432 | 68,558,325 | ||||
| Earnings per share | ||||||||
| Basic | $ | 1.75 | $ | 1.45 | $ | 4.89 | $ | 4.24 |
| Fully diluted | $ | 1.70 | $ | 1.39 | $ | 4.74 | $ | 4.05 |
HOULIHAN LOKEY, INC. AND SUBSIDIARIES
RECONCILIATION OF GAAP TO ADJUSTED FINANCIAL INFORMATION
(UNAUDITED)
| Three Months Ended December 31, | Nine Months Ended December 31, | |||||||
|---|---|---|---|---|---|---|---|---|
| (In thousands, except share and per share data) | 2025 | 2024 | 2025 | 2024 | ||||
| Revenues | $ | 717,072 | $ | 634,428 | $ | 1,981,873 | $ | 1,722,994 |
| Compensation expenses | ||||||||
| Compensation expenses (GAAP) | $ | 458,571 | $ | 402,971 | $ | 1,274,610 | $ | 1,093,724 |
| Less: Acquisition related compensation and benefits (1) | (17,570) | (12,798) | (55,758) | (34,083) | ||||
| Compensation expenses (adjusted) | 441,001 | 390,173 | 1,218,852 | 1,059,641 | ||||
| Non-compensation expenses | ||||||||
| Non-compensation expenses (GAAP) | $ | 97,771 | $ | 95,355 | $ | 305,392 | $ | 267,759 |
| Less: Acquisition related legal structure reorganization (2) | (593) | (3,619) | (1,467) | (4,824) | ||||
| Less: Integration and acquisition related costs (3) | (2,169) | (4,668) | (2,169) | (8,222) | ||||
| Less: Acquisition amortization (4) | (1,310) | (4,066) | (13,374) | (9,674) | ||||
| Less: Revaluation of acquisition contingent consideration (5) | — | — | (17,895) | (828) | ||||
| Non-compensation expenses (adjusted) | 93,699 | 83,002 | 270,487 | 244,211 | ||||
| Operating income | ||||||||
| Operating income (GAAP) | $ | 160,730 | $ | 136,102 | $ | 401,871 | $ | 361,511 |
| Plus: Adjustments (6) | 21,642 | 25,151 | 90,663 | 57,631 | ||||
| Operating income (adjusted) | 182,372 | 161,253 | 492,534 | 419,142 | ||||
| Other (income) expense, net | ||||||||
| Other (income) expense, net (GAAP) | $ | (8,918) | $ | (9,016) | $ | (25,880) | $ | (19,569) |
| Other (income) expense, net (adjusted) | (8,918) | (9,016) | (25,880) | (19,569) | ||||
| Provision for income taxes | ||||||||
| Provision for income taxes (GAAP) | $ | 53,100 | $ | 49,816 | $ | 101,889 | $ | 103,289 |
| Plus: Impact of the excess tax benefit for stock vesting (7) | — | — | — | 21,921 | ||||
| Less: Non-deductible acquisition related costs (8) | (1,250) | (1,462) | (3,303) | (1,462) | ||||
| Less: Reversal of deferred tax asset (9) | — | — | — | (1,690) | ||||
| Adjusted provision for income taxes | 51,850 | 48,354 | 98,586 | 122,058 | ||||
| Plus: Resulting tax impact (10) | 6,615 | 8,380 | 12,234 | 18,525 | ||||
| Provision for income taxes (adjusted) | 58,465 | 56,734 | 110,820 | 140,583 | ||||
| Net income | ||||||||
| Net income (GAAP) | $ | 116,548 | $ | 95,302 | $ | 325,862 | $ | 277,791 |
| Plus: Adjustments (11) | 16,277 | 18,233 | 81,732 | 20,337 | ||||
| Net income (adjusted) | $ | 132,825 | $ | 113,535 | $ | 407,594 | $ | 298,128 |
| Fully diluted shares outstanding | ||||||||
| Fully diluted shares outstanding (GAAP) | 68,426,644 | 68,760,959 | 68,691,432 | 68,558,325 | ||||
| Plus: Impact of unvested GCA retention and deferred share awards | 172,940 | 334,677 | 232,440 | 454,494 | ||||
| Fully diluted shares outstanding (adjusted) | 68,599,584 | 69,095,636 | 68,923,872 | 69,012,819 | ||||
| Fully diluted EPS (GAAP) | $ | 1.70 | $ | 1.39 | $ | 4.74 | $ | 4.05 |
| Fully diluted EPS (adjusted) | $ | 1.94 | $ | 1.64 | $ | 5.91 | $ | 4.32 |
Notes to Reconciliation of GAAP to Adjusted Financial Information
(1)Reflects acquisition related deferred retention payments.
(2)Reflects legal and other professional fees associated with the simplification of our legal entity structure that has resulted from acquisitions.
(3)Reflects integration and acquisition related costs, including asset write offs or impairments.
(4)Reflects amortization of intangible assets recognized in purchase accounting from our acquisitions.
(5)Reflects the fair value remeasurement of acquisition‑related contingent consideration.
(6)The aggregate of adjustments from compensation and non-compensation expenses.
(7)Prior to fiscal 2026, reflects the exclusion of stock-based compensation tax deductions recognized upon vesting of stock-based awards, where the fair value at vesting exceeded the grant date fair value.
(8)Reflects acquisition-related costs which are non-deductible for income tax purposes.
(9)Represents the reversal of deferred income taxes related to non-deductible expenses resulting from the senior management transition in fiscal 2025.
(10)Reflects the tax impact of utilizing the adjusted effective tax rate on the non-tax adjustments identified above.
(11)Consists of all adjustments identified above net of the associated tax impact.
9