8-K
MANHATTAN ASSOCIATES INC (MANH)
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): October 21, 2025
Manhattan Associates, Inc.
(Exact Name of Registrant as Specified in Its Charter)
| Georgia | 0-23999 | 58-2373424 |
|---|---|---|
| (State or Other Jurisdiction of<br>Incorporation or organization) | (Commission<br>File Number) | (I.R.S. Employer<br>Identification No.) |
2300 Windy Ridge Parkway, Tenth Floor, Atlanta, Georgia
30339
(Address of Principal Executive Offices)
(Zip Code)
(770) 955-7070
(Registrant’s telephone number, including area code)
NONE
(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:
| ☐ | 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<br><br>Symbol(s) | Name of each exchange on which registered |
|---|---|---|
| Common stock | MANH | Nasdaq Global Select Market |
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 October 21, 2025, Manhattan Associates, Inc. (“we”, “our”, or the “Company”) issued a press release providing its financial results for the three and nine months ended September 30, 2025. A copy of this press release is attached as Exhibit 99.1. Pursuant to General Instruction B.2 of Form 8-K, this exhibit is “furnished” and not “filed” for purposes of Section 18 of the Securities Exchange Act of 1934.
Non-GAAP Financial Measures in the Press Release
The press release includes, as additional information regarding our operating results, our adjusted operating income and margin, adjusted income tax provision, adjusted net income and adjusted diluted earnings per share (collectively, “adjusted results”), which exclude the impact of equity-based compensation, expense related to an unusual health insurance claim, net of insurance recoveries, restructuring expense, and related income tax effects.
These various measures are not in accordance with, or alternatives for, financial measures calculated in accordance with generally accepted accounting principles in the United States (“GAAP”) and may be different from similarly titled non-GAAP financial measures used by other companies. Non-GAAP financial measures should not be used as a substitute for, or considered superior to, measures of financial performance prepared in accordance with GAAP.
Non-GAAP measures used in the press release exclude the impact of the items described above for the following reasons:
- Equity-Based Compensation: Equity-based compensation expense typically does not require cash settlement by the Company. We also exclude the tax benefits or deficiencies of vested stock awards caused by differences in the amount deductible for tax purposes related to the stock award from the compensation expense recorded for financial reporting purposes.
- Unusual Health Insurance Claim, Net of Insurance Recoveries: Due to the uncommonly large magnitude and nature of the health insurance claim, we do not believe that this expense is a typical cost that results from normal operating activities.
- Restructuring Expense: We do not believe that the restructuring expense related to a reduction in our workforce recorded in 2025 is a common cost that results from normal operating activities; rather, it relates to aligning our services capacity with customer demand which has been impacted by macro-economic uncertainty.
We assess our operating performance using these adjusted measures, and we rely on adjusted results as primary measures to review and assess the operating performance of our management team in connection with our executive compensation and bonus plans. Further, we believe our peers also typically present non-GAAP results similarly adjusted.
Management refers to adjusted results in making operating decisions because we believe they provide meaningful information regarding our operational performance and our ability to invest in research and development and fund capital expenditures and acquisitions. In addition, adjusted results facilitate management’s internal comparisons to our historical operating results and comparisons to competitors’ operating results.
We similarly believe reporting adjusted results facilitates investors’ understanding of our historical operating trends because it provides supplemental measurement information in evaluating the operating results of our business. We also believe that adjusted results provide a basis for comparisons to other
companies in the industry and enable investors to evaluate our operating performance in a manner consistent with our internal basis of measurement.
Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
Chairman Transition to Non-Executive Status
As previously reported, on February 10, 2025, the Company’s Board of Directors elected Mr. Eddie Capel as Executive Vice Chairman of the Board in connection with the election of his successor as the Company’s president and chief executive officer. On May 13, 2025, upon the retirement of the Board’s previous chairman, the Board elected Mr. Capel to serve as Executive Chairman of the Board.
On October 15, 2025, the Board confirmed the expectation that Mr. Capel would transition to non-executive and non-employee status, effective January 1, 2026, and would continue as Chairman of the Board. The Company further expects that independent director Mr. Thomas E. Noonan will continue to serve as the Board’s Lead Independent Director.
Until his transition to non-executive and non-employee status, Mr. Capel’s employment with the Company will continue to be governed by the terms and conditions of his existing Executive Employment Agreement, dated October 24, 2018, as amended by the First Amendment to that Agreement, dated March 5, 2025 and effective as of February 12, 2025. To the extent applicable to Mr. Capel’s continued service as Chairman of the Board effective January 1, 2026, Mr. Capel’s Executive Employment Agreement, as amended by the First Amendment, will continue to govern his service. Following his transition to non-executive status, his compensation will be determined by the Company’s standard non-employee director compensation policy.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
| Exhibit | |
|---|---|
| Number | Description |
| 10.1 | Form of Executive Employment Agreement (incorporated by reference to Exhibit 10.1 to the Company’s Quarterly Report on Form 10-Q for the quarterly period ended September 30, 2018 filed on October 25, 2018) (SEC File #000-23999) |
| 10.2 | First Amendment to Executive Employment Agreement (Eddie Capel) effective as of February 12, 2025 (incorporated by reference to Exhibit 10.2 to the Company’s Current Report on Form 8-K filed on March 6, 2025) (SEC File #000-23999) |
| 99.1 | Press Release, dated October 21, 2025 |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the Company has duly caused this report to be signed on its behalf by the undersigned, hereunto duly authorized.
Manhattan Associates, Inc.
By: /s/ Dennis B. Story
Dennis B. Story
Executive Vice President, Chief Financial Officer and Treasurer
Dated: October 21, 2025
EX-99.1
Exhibit 99.1
| Contact: | Michael Bauer | Devika Goel |
|---|---|---|
| Senior Director,<br><br>Investor Relations | Senior Manager,<br><br>Public Relations | |
| Manhattan Associates, Inc. | Manhattan Associates, Inc. | |
| 678-597-7538 | 678-597-6754 | |
| mbauer@manh.com | dgoel@manh.com |
Manhattan Associates Reports Third Quarter Results
RPO Bookings Increased 23% over Prior Year
ATLANTA – October 21, 2025 – Leading Supply Chain and Omnichannel Commerce Solutions provider Manhattan Associates Inc. (NASDAQ: MANH) today reported revenue of $275.8 million for the third quarter ended September 30, 2025. GAAP diluted earnings per share for Q3 2025 was $0.96 compared to $1.03 in Q3 2024. Non-GAAP adjusted diluted earnings per share for Q3 2025 was $1.36 compared to $1.35 in Q3 2024.
“Manhattan delivered record third quarter and year-to-date results. Solid demand drove cloud revenue growth of 21% and better than expected services revenue generation in the quarter,” said Manhattan Associates president and CEO Eric Clark.
“We are optimistic about our expanding market opportunity. To capitalize on this, we are making targeted investments in our people, enhancing our industry-leading solutions, and developing processes designed to increase the adoption of Manhattan Active solutions across our customer base,” Mr. Clark concluded.
THIRD QUARTER 2025 FINANCIAL SUMMARY:
Consolidated total revenue was $275.8 million for Q3 2025, compared to $266.7 million for Q3 2024.
Cloud subscription revenue was $104.9 million for Q3 2025, compared to $86.5 million for Q3 2024.
License revenue was $1.4 million for Q3 2025, compared to $3.8 million for Q3 2024.
Services revenue was $133.0 million for Q3 2025, compared to $137.0 million for Q3 2024.
GAAP diluted earnings per share was $0.96 for Q3 2025, compared to $1.03 for Q3 2024.
Adjusted diluted earnings per share, a non-GAAP measure, was $1.36 for Q3 2025, compared to $1.35 for Q3 2024.
GAAP operating income was $75.8 million for Q3 2025, compared to $75.1 million for Q3 2024.
Adjusted operating income, a non-GAAP measure, was $103.4 million for Q3 2025, compared to $98.9 million for Q3 2024.
Cash flow from operations was $93.1 million for Q3 2025, compared to $62.3 million for Q3 2024. Days Sales Outstanding was 73 days at September 30, 2025, compared to 70 days at June 30, 2025.
Cash totaled $263.6 million at September 30, 2025, compared to $230.6 million at June 30, 2025.
During the three months ended September 30, 2025, the Company repurchased 233,425 shares of Manhattan Associates common stock under the share repurchase program authorized by our Board of Directors for a total investment of $49.9 million. In October 2025, our Board of Directors replenished the Company’s remaining share repurchase authority to an aggregate of $100.0 million of our common stock.
NINE MONTH 2025 FINANCIAL SUMMARY:
Consolidated total revenue for the nine months ended September 30, 2025, was $811.0 million, compared to $786.6 million for the nine months ended September 30, 2024.
Cloud subscription revenue was $299.6 million for the nine months ended September 30, 2025, compared to $246.9 million for the nine months ended September 30, 2024.
License revenue was $12.2 million for the nine months ended September 30, 2025, compared to $9.6 million for the nine months ended September 30, 2024.
Services revenue was $383.0 million for the nine months ended September 30, 2025, compared to $406.0 million for the nine months ended September 30, 2024.
GAAP diluted earnings per share for the nine months ended September 30, 2025, was $2.75, compared to $2.74 for the nine months ended September 30, 2024.
Adjusted diluted earnings per share, a non-GAAP measure, was $3.85 for the nine months ended September 30, 2025, compared to $3.55 for the nine months ended September 30, 2024.
GAAP operating income was $212.8 million for the nine months ended September 30, 2025, compared to $200.9 million for the nine months ended September 30, 2024.
Adjusted operating income, a non-GAAP measure, was $295.7 million for the nine months ended September 30, 2025, compared to $271.5 million for the nine months ended September 30, 2024.
Cash flow from operations was $242.4 million for the nine months ended September 30, 2025, compared to $190.3 million for the nine months ended September 30, 2024.
During the nine months ended September 30, 2025, the Company repurchased 1,035,094 shares of Manhattan Associates common stock under the share repurchase program authorized by our Board of Directors, for a total investment of $199.5 million. In October 2025, our Board of Directors replenished the Company’s remaining share repurchase authority to an aggregate of $100.0 million of our common stock.
2025 GUIDANCE
Manhattan Associates provides the following revenue, operating margin, and diluted earnings per share guidance for the full year 2025:
| Guidance Range - 2025 Full Year | |||
|---|---|---|---|
| ($'s in millions, except operating margin and EPS) | Range | % Growth Range | |
| Total revenue | 1,073 | 3% | 3% |
| Operating Margin: | |||
| GAAP operating margin | 25.0% | ||
| Equity-based compensation | 10.1% | ||
| Unusual health insurance claim(3) | 0.2% | ||
| Restructuring expense(4) | 0.2% | ||
| Adjusted operating margin(1) | 35.5% | ||
| Diluted earnings per share (EPS): | |||
| GAAP EPS | 3.43 | -2% | -2% |
| Equity-based compensation | 1.52 | ||
| Excess tax benefit on stock vesting(2) | (0.06) | ||
| Unusual health insurance claim(3) | 0.02 | ||
| Restructuring expense(4) | 0.04 | ||
| Adjusted EPS(1) | 4.95 | 5% | 5% |
| (1) Adjusted operating margin and adjusted EPS are non-GAAP measures that exclude the impact of equity-based compensation, | |||
| expense related to an unusual health insurance claim, restructuring expense, and the related income tax effects, if applicable. | |||
| (2) The Company expects the excess tax benefit on stock vesting to occur primarily in the first quarter of 2025. | |||
| (3) Adjustment represents expense for an unusual health insurance claim, net of insurance recoveries. Based on the uncommonly large magnitude and nature of the claim, we do not believe that this expense reflects our normal operating activities, and we have excluded the amount from adjusted non-GAAP results. | |||
| (4) In January 2025, the Company eliminated about 100 positions to align our services capacity with customer demand, which has been impacted by macro-economic uncertainty. We recorded a pre-tax restructuring expense in 2025 and exclude the amount from adjusted non-GAAP results. |
All values are in US Dollars.
Manhattan Associates currently intends to make public certain expectations with respect to future financial performance. Those statements, including the guidance provided above, are forward looking. Actual results may differ materially. See our cautionary note regarding “forward-looking statements” below.
Manhattan Associates will make this earnings release and a recording of the conference call referenced below available on the investor relations section of the Manhattan Associates website at ir.manh.com. Following publication of this earnings release, any expectations with respect to future financial performance contained in this release or the conference call, including the guidance, should be considered historical only, and Manhattan Associates disclaims any obligation to update them.
CONFERENCE CALL
Manhattan Associates’ conference call regarding its third quarter financial results will be held today, October 21, 2025, at 4:30 p.m. Eastern Time. The Company will also discuss its business and expectations for the year and next quarter in additional detail during the call. We invite investors to a live webcast of the conference call through the Investor Relations section of the Manhattan Associates website at ir.manh.com. To listen to the live webcast, please go to the website at least 15 minutes before the call to download and install any necessary audio software. The Internet webcast will be available until Manhattan Associates’ fourth quarter 2025 earnings release.
GAAP VERSUS NON-GAAP PRESENTATION
Manhattan Associates provides adjusted operating income and margin, adjusted income tax provision, adjusted net income, and adjusted diluted earnings per share in this press release as additional information regarding the Company’s historical and projected operating results. These measures are not in accordance with, or alternatives to, GAAP, and may be different from similarly titled non-GAAP measures used by other companies. The Company believes the presentation of these non-GAAP financial measures facilitates investors’ ability to understand and compare the Company’s results and guidance, because the measures provide supplemental information in evaluating the operating results of its business, as distinct from results that include items not indicative of ongoing operating results, and because the Company believes its peers typically publish similar non-GAAP measures. This release should be read in conjunction with the Company’s Form 8-K earnings release filing for the three and nine months ended September 30, 2025.
Non-GAAP adjusted operating income and margin, adjusted income tax provision, adjusted net income, and adjusted diluted earnings per share exclude the impact of equity-based compensation, an expense related to an unusual health insurance claim, and restructuring expense – net of income tax effects, collectively. They also exclude the tax benefits or deficiencies of vested stock awards caused by differences in the amount deductible for tax purposes from the compensation expense recorded for financial reporting purposes. We include reconciliations of the Company’s GAAP financial measures to non-GAAP adjustments in the supplemental information attached to this release.
ABOUT MANHATTAN ASSOCIATES
Manhattan Associates is a global technology leader in supply chain and omnichannel commerce. We unite information across the enterprise, converging front-end sales with back-end supply chain execution. Our software, platform technology, and unmatched experience help drive both top-line growth and bottom-line profitability for our customers.
Manhattan Associates designs, builds, and delivers leading edge cloud solutions so that across the store, through your network, or from your fulfillment center, you are ready to reap the rewards of the omnichannel marketplace. For more information, please visit www.manh.com.
This press release contains “forward-looking statements” relating to Manhattan Associates, Inc. Forward-looking statements in this press release include, without limitation, the information set forth under “2025 Guidance” and statements identified by words such as “may,” “expect,” “forecast,” “anticipate,” “intend,” “plan,” “believe,” “could,” “seek,” “project,” “estimate,” and similar expressions. Prospective investors are cautioned that any of those forward-looking statements are not guarantees of future performance and involve risks and uncertainties, and that actual results may differ materially from those contemplated by those forward-looking statements. Among the important factors that could cause actual results to differ materially from those indicated by those forward-looking statements are: economic conditions, including disruption and transformation in the retail sector and our vertical markets; delays in product development; competitive and pricing pressures; software errors and information technology failures, disruption and security breaches; risks related to our products’ technology and customer implementations; global instability, including the wars in Ukraine and the Middle East; and the other risk factors set forth in Item 1A of the Company’s Annual Report on Form 10-K for the year ended December 31, 2024, and in Item 1A of Part II in subsequent Quarterly Reports on Form 10-Q. Manhattan Associates undertakes no obligation to update or revise forward-looking statements to reflect changed assumptions, the occurrence of unanticipated events or changes in future operating results.
MANHATTAN ASSOCIATES, INC. AND SUBSIDIARIES
Condensed Consolidated Statements of Income
(in thousands, except per share amounts)
| Three Months Ended September 30, | Nine Months Ended September 30, | |||
|---|---|---|---|---|
| 2025 | 2024 | 2025 | 2024 | |
| (unaudited) | (unaudited) | (unaudited) | (unaudited) | |
| Revenue: | ||||
| Cloud subscriptions | $104,852 | $86,485 | $299,580 | $246,873 |
| Software license | 1,356 | 3,762 | 12,176 | 9,633 |
| Maintenance | 30,492 | 34,491 | 97,693 | 104,736 |
| Services | 133,007 | 137,009 | 383,033 | 406,035 |
| Hardware | 6,088 | 4,934 | 18,521 | 19,274 |
| Total revenue | 275,795 | 266,681 | 811,003 | 786,551 |
| Costs and expenses: | ||||
| Cost of cloud subscriptions, maintenance and services | 119,604 | 118,269 | 349,883 | 356,920 |
| Cost of software license | 208 | 391 | 711 | 1,068 |
| Research and development | 36,360 | 34,349 | 106,529 | 104,693 |
| Sales and marketing | 18,057 | 16,586 | 59,097 | 55,669 |
| General and administrative | 24,078 | 20,308 | 74,273 | 62,623 |
| Depreciation and amortization | 1,660 | 1,688 | 4,785 | 4,670 |
| Restructuring expense | - | - | 2,937 | - |
| Total costs and expenses | 199,967 | 191,591 | 598,215 | 585,643 |
| Operating income | 75,828 | 75,090 | 212,788 | 200,908 |
| Other income, net | 2,604 | 1,312 | 4,656 | 3,222 |
| Income before income taxes | 78,432 | 76,402 | 217,444 | 204,130 |
| Income tax provision | 19,799 | 12,621 | 49,449 | 33,782 |
| Net income | $58,633 | $63,781 | $167,995 | $170,348 |
| Basic earnings per share | $0.97 | $1.04 | $2.77 | $2.77 |
| Diluted earnings per share | $0.96 | $1.03 | $2.75 | $2.74 |
| Weighted average number of shares: | ||||
| Basic | 60,381 | 61,169 | 60,620 | 61,404 |
| Diluted | 60,954 | 61,948 | 61,183 | 62,186 |
Reconciliation of Selected GAAP to Non-GAAP Measures
(in thousands, except per share amounts)
| Three Months Ended September 30, | Nine Months Ended September 30, | |||
|---|---|---|---|---|
| 2025 | 2024 | 2025 | 2024 | |
| Operating income | $75,828 | $75,090 | $212,788 | $200,908 |
| Equity-based compensation (a) | 27,577 | 23,853 | 80,678 | 70,614 |
| Unusual health insurance claim (c) | - | - | (658) | - |
| Restructuring expense (d) | - | - | 2,937 | - |
| Adjusted operating income (Non-GAAP) | $103,405 | $98,943 | $295,745 | $271,522 |
| Income tax provision | $19,799 | $12,621 | $49,449 | $33,782 |
| Equity-based compensation (a) | 3,253 | 3,683 | 10,749 | 10,967 |
| Tax benefit of stock awards vested (b) | 321 | 579 | 3,924 | 9,063 |
| Unusual health insurance claim (c) | - | - | (159) | - |
| Restructuring expense (d) | - | - | 708 | - |
| Adjusted income tax provision (Non-GAAP) | $23,373 | $16,883 | $64,671 | $53,812 |
| Net income | $58,633 | $63,781 | $167,995 | $170,348 |
| Equity-based compensation (a) | 24,324 | 20,170 | 69,929 | 59,647 |
| Tax benefit of stock awards vested (b) | (321) | (579) | (3,924) | (9,063) |
| Unusual health insurance claim (c) | - | - | (499) | - |
| Restructuring expense (d) | - | - | 2,229 | - |
| Adjusted net income (Non-GAAP) | $82,636 | $83,372 | $235,730 | $220,932 |
| Diluted EPS | $0.96 | $1.03 | $2.75 | $2.74 |
| Equity-based compensation (a) | 0.40 | 0.33 | 1.14 | 0.96 |
| Tax benefit of stock awards vested (b) | (0.01) | (0.01) | (0.06) | (0.15) |
| Unusual health insurance claim (c) | - | - | (0.01) | - |
| Restructuring expense (d) | - | - | 0.04 | - |
| Adjusted diluted EPS (Non-GAAP) | $1.36 | $1.35 | $3.85 | $3.55 |
| Fully diluted shares | 60,954 | 61,948 | 61,183 | 62,186 |
- Adjusted results exclude all equity-based compensation, as detailed below, to facilitate comparison with our peers and for the other reasons explained in our Current Report on Form 8-K filed with the SEC. We do not receive a GAAP tax benefit for a portion of our equity-based compensation, mainly because of Section 162(m) of the Internal Revenue Code, which limits tax deductions for compensation granted to certain executives.
| Three Months Ended September 30, | Nine Months Ended September 30, | |||
|---|---|---|---|---|
| 2025 | 2024 | 2025 | 2024 | |
| Cost of services | $11,417 | $10,835 | $33,355 | $31,482 |
| Research and development | 6,216 | 5,117 | 17,848 | 15,812 |
| Sales and marketing | 2,267 | 2,189 | 5,694 | 6,295 |
| General and administrative | 7,677 | 5,712 | 23,781 | 17,025 |
| Total equity-based compensation | $27,577 | $23,853 | $80,678 | $70,614 |
Adjustments represent the excess tax benefits and tax deficiencies of the equity awards vested during the period. Excess tax benefits (deficiencies) occur when the amount deductible on our tax return for an equity award is more (less) than the cumulative compensation cost recognized for financial reporting purposes. As discussed above, we exclude equity-based compensation from adjusted non-GAAP results to be consistent with other companies in the software industry and for the other reasons explained in our Current Report on Form 8-K filed with the SEC. Therefore, we also exclude the related tax benefit (expense) generated upon their vesting.
In the fourth quarter of 2024, we recorded $7.0 million of expense for an unusual health insurance claim. During the first quarter of 2025, we received an insurance recovery of $4.7 million for this claim, partially offset by $1.0 million of ongoing expense for the claim. During the second quarter of 2025, we recorded an additional $3.0 million of expense for this unusual health insurance claim. Based on the uncommonly large magnitude and nature of the claim, we do not believe that this expense reflects our normal operating activities, and we have excluded the amount from adjusted non-GAAP results.
In January 2025, the Company eliminated about 100 positions to align our services capacity with customer demand, which has been impacted by macro-economic uncertainty. We recorded pre-tax restructuring expense in the first quarter of 2025 of approximately $2.9 million. The expense primarily consists of employee severance and outplacement services. We do not believe that the expense is a common cost that resulted from normal operating activities, and thus we have excluded the amount from adjusted non-GAAP results.
MANHATTAN ASSOCIATES, INC. AND SUBSIDIARIES
Condensed Consolidated Balance Sheets
(in thousands, except share and per share data)
| December 31, 2024 | |||||
|---|---|---|---|---|---|
| ASSETS | |||||
| Current assets: | |||||
| Cash and cash equivalents | 263,555 | $ | 266,230 | ||
| Accounts receivable, net | 219,556 | 205,475 | |||
| Prepaid expenses and other current assets | 42,659 | 31,559 | |||
| Total current assets | 525,770 | 503,264 | |||
| Property and equipment, net | 20,050 | 13,971 | |||
| Operating lease right-of-use assets | 45,734 | 47,923 | |||
| Goodwill, net | 62,244 | 62,226 | |||
| Deferred income taxes | 76,374 | 94,505 | |||
| Other assets | 38,651 | 35,662 | |||
| Total assets | 768,823 | $ | 757,551 | ||
| LIABILITIES AND SHAREHOLDERS' EQUITY | |||||
| Current liabilities: | |||||
| Accounts payable | 21,355 | $ | 26,615 | ||
| Accrued compensation and benefits | 59,475 | 72,180 | |||
| Accrued and other liabilities | 23,589 | 22,275 | |||
| Deferred revenue | 295,903 | 277,970 | |||
| Income taxes payable | 86 | 1,264 | |||
| Total current liabilities | 400,408 | 400,304 | |||
| Operating lease liabilities, long-term | 47,713 | 47,794 | |||
| Other non-current liabilities | 11,486 | 10,327 | |||
| Shareholders' equity: | |||||
| Preferred stock, no par value; 20,000,000 shares authorized, no shares issued or outstanding in 2025 and 2024 | - | - | |||
| Common stock, 0.01 par value; 200,000,000 shares authorized; 60,256,442 and 60,921,191 shares issued and outstanding at September 30, 2025 and December 31, 2024, respectively | 602 | 609 | |||
| Retained earnings | 338,690 | 329,439 | |||
| Accumulated other comprehensive loss | (30,076 | ) | (30,922 | ) | |
| Total shareholders' equity | 309,216 | 299,126 | |||
| Total liabilities and shareholders' equity | 768,823 | $ | 757,551 |
All values are in US Dollars.
MANHATTAN ASSOCIATES, INC. AND SUBSIDIARIES
Condensed Consolidated Statements of Cash Flows
(in thousands)
| Nine Months Ended September 30, | ||||||
|---|---|---|---|---|---|---|
| 2025 | 2024 | |||||
| (unaudited) | (unaudited) | |||||
| Operating activities: | ||||||
| Net income | $ | 167,995 | $ | 170,348 | ||
| Adjustments to reconcile net income to net cash provided by operating activities: | ||||||
| Depreciation and amortization | 4,785 | 4,670 | ||||
| Equity-based compensation | 80,678 | 70,614 | ||||
| Gain on disposal of equipment | (22 | ) | (131 | ) | ||
| Deferred income taxes | 17,946 | (20,544 | ) | |||
| Unrealized foreign currency loss | 246 | 906 | ||||
| Changes in operating assets and liabilities: | ||||||
| Accounts receivable, net | (8,865 | ) | (17,515 | ) | ||
| Other assets | (4,311 | ) | (9,688 | ) | ||
| Accounts payable, accrued and other liabilities | (18,463 | ) | (13,367 | ) | ||
| Income taxes | (9,840 | ) | (7,956 | ) | ||
| Deferred revenue | 12,271 | 12,962 | ||||
| Net cash provided by operating activities | 242,420 | 190,299 | ||||
| Investing activities: | ||||||
| Purchase of property and equipment | (10,799 | ) | (5,547 | ) | ||
| Net cash used in investing activities | (10,799 | ) | (5,547 | ) | ||
| Financing activities: | ||||||
| Repurchase of common stock | (238,187 | ) | (241,150 | ) | ||
| Net cash used in financing activities | (238,187 | ) | (241,150 | ) | ||
| Foreign currency impact on cash | 3,891 | 609 | ||||
| Net change in cash and cash equivalents | (2,675 | ) | (55,789 | ) | ||
| Cash and cash equivalents at beginning of period | 266,230 | 270,741 | ||||
| Cash and cash equivalents at end of period | $ | 263,555 | $ | 214,952 |
MANHATTAN ASSOCIATES, INC.
SUPPLEMENTAL INFORMATION
- GAAP and adjusted earnings per share by quarter are as follows:
| 2024 | 2025 | ||||||||
|---|---|---|---|---|---|---|---|---|---|
| 1st Qtr | 2nd Qtr | 3rd Qtr | 4th Qtr | Full Year | 1st Qtr | 2nd Qtr | 3rd Qtr | YTD | |
| GAAP Diluted EPS | $0.86 | $0.85 | $1.03 | $0.77 | $3.51 | $0.85 | $0.93 | $0.96 | $2.75 |
| Adjustments to GAAP: | |||||||||
| Equity-based compensation | 0.30 | 0.34 | 0.33 | 0.31 | 1.27 | 0.40 | 0.35 | 0.40 | 1.14 |
| Tax benefit of stock awards vested | (0.13) | (0.01) | (0.01) | - | (0.15) | (0.06) | - | (0.01) | (0.06) |
| Restructuring expense | - | - | - | - | - | 0.04 | - | - | 0.04 |
| Unusual health insurance claim | - | - | - | 0.09 | 0.09 | (0.05) | 0.04 | - | (0.01) |
| Adjusted Diluted EPS | $1.03 | $1.18 | $1.35 | $1.17 | $4.72 | $1.19 | $1.31 | $1.36 | $3.85 |
| Fully Diluted Shares | 62,493 | 62,118 | 61,948 | 62,009 | 62,183 | 61,527 | 61,074 | 60,954 | 61,183 |
- Revenues and operating income by reportable segment are as follows (in thousands):
| 2024 | 2025 | ||||||||
|---|---|---|---|---|---|---|---|---|---|
| 1st Qtr | 2nd Qtr | 3rd Qtr | 4th Qtr | Full Year | 1st Qtr | 2nd Qtr | 3rd Qtr | YTD | |
| Revenue: | |||||||||
| Americas | $196,312 | $205,955 | $205,852 | $194,367 | $802,486 | $194,615 | $206,606 | $206,659 | $607,880 |
| EMEA | 46,620 | 46,918 | 48,082 | 48,903 | 190,523 | 55,542 | 52,301 | 53,975 | 161,818 |
| APAC | 11,620 | 12,445 | 12,747 | 12,531 | 49,343 | 12,630 | 13,514 | 15,161 | 41,305 |
| $254,552 | $265,318 | $266,681 | $255,801 | $1,042,352 | $262,787 | $272,421 | $275,795 | $811,003 | |
| GAAP Operating Income: | |||||||||
| Americas | $36,687 | $45,300 | $49,033 | $36,323 | $167,343 | $33,862 | $48,051 | $45,783 | $127,696 |
| EMEA | 15,884 | 17,195 | 20,521 | 18,896 | 72,496 | 23,703 | 19,807 | 22,877 | 66,387 |
| APAC | 5,059 | 5,693 | 5,536 | 5,469 | 21,757 | 5,607 | 5,930 | 7,168 | 18,705 |
| $57,630 | $68,188 | $75,090 | $60,688 | $261,596 | $63,172 | $73,788 | $75,828 | $212,788 | |
| Adjustments (pre-tax): | |||||||||
| Americas: | |||||||||
| Equity-based compensation | $22,095 | $24,666 | $23,853 | $22,592 | $93,206 | $28,826 | $24,275 | $27,577 | $80,678 |
| Unusual health insurance claim | - | - | - | 7,002 | 7,002 | (3,658) | 3,000 | - | (658) |
| Restructuring expense | - | - | - | - | - | 2,929 | 8 | - | 2,937 |
| $22,095 | $24,666 | $23,853 | $29,594 | $100,208 | $28,097 | $27,283 | $27,577 | $82,957 | |
| Adjusted non-GAAP Operating Income: | |||||||||
| Americas | $58,782 | $69,966 | $72,886 | $65,917 | $267,551 | $61,959 | $75,334 | $73,360 | $210,653 |
| EMEA | 15,884 | 17,195 | 20,521 | 18,896 | 72,496 | 23,703 | 19,807 | 22,877 | 66,387 |
| APAC | 5,059 | 5,693 | 5,536 | 5,469 | 21,757 | 5,607 | 5,930 | 7,168 | 18,705 |
| $79,725 | $92,854 | $98,943 | $90,282 | $361,804 | $91,269 | $101,071 | $103,405 | $295,745 |
- Impact of Currency Fluctuation
The following table reflects the increases (decreases) in the results of operations for each period attributable to the change in foreign currency exchange rates from the prior period as well as foreign currency gains (losses) included in other income, net for each period (in thousands):
| 2024 | 2025 | ||||||||
|---|---|---|---|---|---|---|---|---|---|
| 1st Qtr | 2nd Qtr | 3rd Qtr | 4th Qtr | Full Year | 1st Qtr | 2nd Qtr | 3rd Qtr | YTD | |
| Revenue | $648 | $(531) | $936 | $316 | $1,369 | $(1,591) | $2,724 | $2,652 | $3,785 |
| Costs and expenses | 176 | (673) | 211 | (227) | (513) | (1,966) | 1,180 | 738 | (48) |
| Operating income | 472 | 142 | 725 | 543 | 1,882 | 375 | 1,544 | 1,914 | 3,833 |
| Foreign currency gains (losses) in other income | (564) | (577) | (331) | 519 | (953) | 131 | (65) | 1,596 | $1,662 |
| $(92) | $(435) | $394 | $1,062 | $929 | $506 | $1,479 | $3,510 | $5,495 |
Manhattan Associates has a large research and development center in Bangalore, India. The following table reflects the increases (decreases) in the financial results for each period attributable to changes in the Indian Rupee exchange rate (in thousands):
| 2024 | 2025 | ||||||||
|---|---|---|---|---|---|---|---|---|---|
| 1st Qtr | 2nd Qtr | 3rd Qtr | 4th Qtr | Full Year | 1st Qtr | 2nd Qtr | 3rd Qtr | YTD | |
| Operating income | $185 | $307 | $261 | $302 | $1,055 | $785 | $514 | $832 | $2,131 |
| Foreign currency gains (losses) in other income | 164 | 41 | 284 | 1,283 | 1,772 | 15 | 140 | 1,978 | 2,133 |
| Total impact of changes in the Indian Rupee | $349 | $348 | $545 | $1,585 | $2,827 | $800 | $654 | $2,810 | $4,264 |
- Other income includes the following components (in thousands):
| 2024 | 2025 | ||||||||
|---|---|---|---|---|---|---|---|---|---|
| 1st Qtr | 2nd Qtr | 3rd Qtr | 4th Qtr | Full Year | 1st Qtr | 2nd Qtr | 3rd Qtr | YTD | |
| Interest income | $1,414 | $1,503 | $1,636 | $1,476 | $6,029 | $1,101 | $852 | $1,007 | $2,960 |
| Foreign currency gains (losses) | (564) | (577) | (331) | 519 | (953) | 130 | (65) | 1,597 | 1,662 |
| Other non-operating income (expense) | 146 | (12) | 7 | 1 | 142 | 106 | (72) | - | 34 |
| Total other income (loss) | $996 | $914 | $1,312 | $1,996 | $5,218 | $1,337 | $715 | $2,604 | $4,656 |
- Capital expenditures are as follows (in thousands):
| 2024 | 2025 | ||||||||
|---|---|---|---|---|---|---|---|---|---|
| 1st Qtr | 2nd Qtr | 3rd Qtr | 4th Qtr | Full Year | 1st Qtr | 2nd Qtr | 3rd Qtr | YTD | |
| Capital expenditures | $2,321 | $2,217 | $1,009 | $3,128 | $8,675 | $891 | $3,980 | $5,928 | $10,799 |
- Stock Repurchase Activity (in thousands):
| 2024 | 2025 | ||||||||
|---|---|---|---|---|---|---|---|---|---|
| 1st Qtr | 2nd Qtr | 3rd Qtr | 4th Qtr | Full Year | 1st Qtr | 2nd Qtr | 3rd Qtr | YTD | |
| Shares purchased under publicly-announced buy-back program | 294 | 343 | 194 | 156 | 987 | 539 | 263 | 233 | 1,035 |
| Shares withheld for taxes due upon vesting of restricted stock | 165 | 3 | 8 | 2 | 178 | 179 | 3 | 8 | 190 |
| Total shares purchased | 459 | 346 | 202 | 158 | 1,165 | 718 | 266 | 241 | 1,225 |
| Total cash paid for shares purchased under publicly-announced buy-back program | $73,411 | $74,999 | $49,687 | $43,539 | $241,636 | $100,000 | $49,596 | $49,947 | $199,543 |
| Total cash paid for shares withheld for taxes due upon vesting of restricted stock | 40,423 | 713 | 1,917 | 569 | 43,622 | 36,447 | 595 | 1,602 | 38,644 |
| Total cash paid for excise tax | - | - | - | 1,108 | 1,108 | - | - | - | - |
| Total cash paid for shares repurchased | $113,834 | $75,712 | $51,604 | $45,216 | $286,366 | $136,447 | $50,191 | $51,549 | $238,187 |
- Remaining Performance Obligations
We disclose revenue that we expect to recognize from our remaining performance obligations ("RPO"). Over 98% of our RPO represents cloud native subscriptions with non-cancelable terms greater than one year (including cloud-deferred revenue as well as amounts we will invoice and recognize as revenue from our performance of cloud services in future periods). Maintenance contracts are typically one year and not included in the RPO. Our RPO as of the end of each period appears below (in thousands):
| March 31, 2024 | June 30, 2024 | September 30, 2024 | December 31, 2024 | March 31, 2025 | June 30, 2025 | September 30, 2025 | |
|---|---|---|---|---|---|---|---|
| Remaining Performance Obligations | $1,516,430 | $1,601,531 | $1,686,421 | $1,780,400 | $1,891,384 | $2,013,495 | $2,076,628 |