8-K

MANHATTAN ASSOCIATES INC (MANH)

8-K 2024-10-22 For: 2024-10-22
View Original
Added on April 04, 2026

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 22, 2024

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 22, 2024, 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, 2024. 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 and related income tax effects. We have developed our internal reporting, compensation and planning systems using these additional financial measures.

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 equity-based compensation and related income tax effects because 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.

We assess our operating performance using these adjusted measures and believe our peers also typically present non-GAAP results similarly adjusted. Further, 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.

Management refers to adjusted results in making operating decisions because we believe they provide meaningful supplemental 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 9.01 Financial Statements and Exhibits.

(d) Exhibits.

Exhibit
Number Description
99.1 Press Release, dated October 22, 2024
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 22, 2024

EX-99.1

Exhibit 99.1

Contact: Michael Bauer Rick Fernandez
Senior Director,<br><br>Investor Relations Director,<br><br>Corporate Communications
Manhattan Associates, Inc. Manhattan Associates, Inc.
678-597-7538 678-597-6988
mbauer@manh.com rfernandez@manh.com

Manhattan Associates Reports Record Revenue and Earnings

RPO Bookings Increase 27% over Prior Year on Strong Demand

ATLANTA – October 22, 2024 – Leading Supply Chain and Omnichannel Commerce Solutions provider Manhattan Associates Inc. (NASDAQ: MANH) today reported revenue of $266.7 million for the third quarter ended September 30, 2024. GAAP diluted earnings per share for Q3 2024 was $1.03 compared to $0.79 in Q3 2023. Non-GAAP adjusted diluted earnings per share for Q3 2024 was $1.35 compared to $1.05 in Q3 2023.

“Manhattan delivered record third quarter and year-to-date results. Our fundamentals are strong, and we continue to deliver a balanced financial performance across top-line growth and profitability and industry leading innovation each quarter,” said Manhattan Associates president and CEO Eddie Capel.

“While we remain appropriately cautious on the global economy, we are optimistic on our growing market opportunity and our long-term strategy. Our fourth quarter is off to a solid start, and we are providing responsible 2025 parameters,” Mr. Capel concluded.

THIRD QUARTER 2024 FINANCIAL SUMMARY:

  • Consolidated total revenue was $266.7 million for Q3 2024, compared to $238.4 million for Q3 2023.

  • Cloud subscription revenue was $86.5 million for Q3 2024, compared to $65.0 million for Q3 2023.

  • License revenue was $3.8 million for Q3 2024, compared to $3.9 million for Q3 2023.

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  • Services revenue was $137.0 million for Q3 2024, compared to $128.0 million for Q3 2023.

  • GAAP diluted earnings per share was $1.03 for Q3 2024, compared to $0.79 for Q3 2023.

 Adjusted diluted earnings per share, a non-GAAP measure, was $1.35 for Q3 2024, compared to $1.05 for Q3 2023.

 GAAP operating income was $75.1 million for Q3 2024, compared to $53.4 million for Q3 2023.

 Adjusted operating income, a non-GAAP measure, was $98.9 million for Q3 2024, compared to $72.5 million for Q3 2023.

 Cash flow from operations was $62.3 million for Q3 2024, compared to $58.6 million for Q3 2023. Days Sales Outstanding was 69 days at September 30, 2024, compared to 66 days at June 30, 2024.

 Cash totaled $215.0 million at September 30, 2024, compared to $202.7 million at June 30, 2024.

 During the three months ended September 30, 2024, the Company repurchased 194,712 shares of Manhattan Associates common stock under the share repurchase program authorized by our Board of Directors for a total investment of $49.7 million. In October 2024, our Board of Directors approved replenishing the Company’s remaining share repurchase authority to an aggregate of $75.0 million of our common stock.

NINE MONTH 2024 FINANCIAL SUMMARY:

  • Consolidated total revenue for the nine months ended September 30, 2024, was $786.6 million, compared to $690.5 million for the nine months ended September 30, 2023.

  • Cloud subscription revenue was $246.9 million for the nine months ended September 30, 2024, compared to $183.2 million for the nine months ended September 30, 2023.

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  • License revenue was $9.6 million for the nine months ended September 30, 2024, compared to $13.0 million for the nine months ended September 30, 2023.

  • Services revenue was $406.0 million for the nine months ended September 30, 2024, compared to $368.7 million for the nine months ended September 30, 2023.

  • GAAP diluted earnings per share for the nine months ended September 30, 2024, was $2.74, compared to $2.05 for the nine months ended September 30, 2023.

  • Adjusted diluted earnings per share, a non-GAAP measure, was $3.55 for the nine months ended September 30, 2024, compared to $2.72 for the nine months ended September 30, 2023.

  • GAAP operating income was $200.9 million for the nine months ended September 30, 2024, compared to $151.0 million for the nine months ended September 30, 2023.

  • Adjusted operating income, a non-GAAP measure, was $271.5 million for the nine months ended September 30, 2024, compared to $204.6 million for the nine months ended September 30, 2023.

  • Cash flow from operations was $190.3 million for the nine months ended September 30, 2024, compared to $157.9 million for the nine months ended September 30, 2023.

  • During the nine months ended September 30, 2024, the Company repurchased 831,111 shares of Manhattan Associates common stock under the share repurchase program authorized by our Board of Directors, for a total investment of $198.1 million. In October 2024, our Board of Directors approved replenishing the Company’s remaining share repurchase authority to an aggregate of $75.0 million of our common stock.

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2024 GUIDANCE

Manhattan Associates provides the following revenue, operating margin and diluted earnings per share guidance for the full year 2024:

Guidance Range - 2024 Full Year
($'s in millions, except operating margin and EPS) Range % Growth Range
Total revenue - current guidance 1,039 12% 12%
Operating margin:
GAAP operating margin - current guidance 24.9%
Equity-based compensation 9.1%
Adjusted operating margin(1) - current guidance 34.0%
Diluted earnings per share (EPS):
GAAP EPS - current guidance 3.47 23% 24%
Equity-based compensation, net of tax 1.28
Excess tax benefit on stock vesting(2) (0.15)
Adjusted EPS(1) - current guidance 4.60 23% 24%
(1) Adjusted operating margin and adjusted EPS are non-GAAP measures that exclude the impact of equity-based
compensation and related income tax effects.
(2) Excess tax benefit on stock vesting expected to occur primarily in the first quarter of 2024.

All values are in US Dollars.

Manhattan Associates currently intends to publish in each quarterly earnings release 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 published expectations 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, including the guidance, should be considered historical only, and Manhattan Associates disclaims any obligation to update them.

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CONFERENCE CALL

Manhattan Associates’ conference call regarding its third quarter financial results will be held today, October 22, 2024, 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 2024 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, 2024.

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 – net of income tax effects. 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.

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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 “2024 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 inflation; 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, 2023, 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.

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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,
2024 2023 2024 2023
(unaudited) (unaudited) (unaudited) (unaudited)
Revenue:
Cloud subscriptions $86,485 $65,033 $246,873 $183,196
Software license 3,762 3,870 9,633 12,967
Maintenance 34,491 35,296 104,736 106,772
Services 137,009 127,965 406,035 368,744
Hardware 4,934 6,277 19,274 18,791
Total revenue 266,681 238,441 786,551 690,470
Costs and expenses:
Cost of cloud subscriptions, maintenance and services 118,269 111,142 356,920 322,914
Cost of software license 391 297 1,068 967
Research and development 34,349 33,093 104,693 95,487
Sales and marketing 16,586 17,650 55,669 54,278
General and administrative 20,308 21,371 62,623 61,561
Depreciation and amortization 1,688 1,440 4,670 4,247
Total costs and expenses 191,591 184,993 585,643 539,454
Operating income 75,090 53,448 200,908 151,016
Other income, net 1,312 1,739 3,222 2,923
Income before income taxes 76,402 55,187 204,130 153,939
Income tax provision 12,621 5,766 33,782 26,107
Net income $63,781 $49,421 $170,348 $127,832
Basic earnings per share $1.04 $0.80 $2.77 $2.07
Diluted earnings per share $1.03 $0.79 $2.74 $2.05
Weighted average number of shares:
Basic 61,169 61,639 61,404 61,902
Diluted 61,948 62,310 62,186 62,501

MANHATTAN ASSOCIATES, INC. AND SUBSIDIARIES

Reconciliation of Selected GAAP to Non-GAAP Measures

(in thousands, except per share amounts)

Three Months Ended September 30, Nine Months Ended September 30,
2024 2023 2024 2023
Operating income $75,090 $53,448 $200,908 $151,016
Equity-based compensation (a) 23,853 19,030 70,614 53,598
Adjusted operating income (Non-GAAP) $98,943 $72,478 $271,522 $204,614
Income tax provision $12,621 $5,766 $33,782 $26,107
Equity-based compensation (a) 3,683 3,030 10,967 8,067
Tax benefit of stock awards vested (b) 579 218 9,063 3,454
Adjusted income tax provision (Non-GAAP) $16,883 $9,014 $53,812 $37,628
Net income $63,781 $49,421 $170,348 $127,832
Equity-based compensation (a) 20,170 16,000 59,647 45,531
Tax benefit of stock awards vested (b) (579) (218) (9,063) (3,454)
Adjusted net income (Non-GAAP) $83,372 $65,203 $220,932 $169,909
Diluted EPS $1.03 $0.79 $2.74 $2.05
Equity-based compensation (a) 0.33 0.26 0.96 0.73
Tax benefit of stock awards vested (b) (0.01) - (0.15) (0.06)
Adjusted diluted EPS (Non-GAAP) $1.35 $1.05 $3.55 $2.72
Fully diluted shares 61,948 62,310 62,186 62,501
  • 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,
2024 2023 2024 2023
Cost of services $10,835 $7,643 $31,482 $21,337
Research and development 5,117 4,141 15,812 11,711
Sales and marketing 2,189 1,878 6,295 5,333
General and administrative 5,712 5,368 17,025 15,217
Total equity-based compensation $23,853 $19,030 $70,614 $53,598
  • 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.

MANHATTAN ASSOCIATES, INC. AND SUBSIDIARIES

Condensed Consolidated Balance Sheets

(in thousands, except share and per share data)

December 31, 2023
ASSETS
Current assets:
Cash and cash equivalents 214,952 $ 270,741
Accounts receivable, net 199,756 181,173
Prepaid expenses and other current assets 37,605 27,276
Total current assets 452,313 479,190
Property and equipment, net 12,809 11,795
Operating lease right-of-use assets 50,094 21,645
Goodwill, net 62,236 62,235
Deferred income taxes 86,551 66,043
Other assets 34,137 32,445
Total assets 698,140 $ 673,353
LIABILITIES AND SHAREHOLDERS' EQUITY
Current liabilities:
Accounts payable 23,183 $ 24,508
Accrued compensation and benefits 63,010 73,210
Accrued and other liabilities 23,227 27,374
Deferred revenue 252,537 237,793
Income taxes payable 286 3,030
Total current liabilities 362,243 365,915
Operating lease liabilities, long-term 50,028 17,694
Other non-current liabilities 7,918 11,466
Shareholders' equity:
Preferred stock, no par value; 20,000,000 shares authorized, no shares issued or outstanding in 2024 and 2023 - -
Common stock, 0.01 par value; 200,000,000 shares authorized; 61,072,619 and 61,566,037 shares issued and outstanding at September 30, 2024 and December 31, 2023, respectively 610 615
Retained earnings 303,361 304,701
Accumulated other comprehensive loss (26,020 ) (27,038 )
Total shareholders' equity 277,951 278,278
Total liabilities and shareholders' equity 698,140 $ 673,353

All values are in US Dollars.

MANHATTAN ASSOCIATES, INC. AND SUBSIDIARIES

Condensed Consolidated Statements of Cash Flows

(in thousands)

Nine Months Ended September 30,
2024 2023
(unaudited) (unaudited)
Operating activities:
Net income $ 170,348 $ 127,832
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization 4,670 4,247
Equity-based compensation 70,614 53,598
(Gain) loss on disposal of equipment (131 ) 42
Deferred income taxes (20,544 ) (18,359 )
Unrealized foreign currency loss 906 922
Changes in operating assets and liabilities:
Accounts receivable, net (17,515 ) (17,168 )
Other assets (9,688 ) (7,747 )
Accounts payable, accrued and other liabilities (13,367 ) 13,477
Income taxes (7,956 ) (4,347 )
Deferred revenue 12,962 5,362
Net cash provided by operating activities 190,299 157,859
Investing activities:
Purchase of property and equipment (5,547 ) (2,761 )
Net cash used in investing activities (5,547 ) (2,761 )
Financing activities:
Repurchase of common stock (241,150 ) (195,716 )
Net cash used in financing activities (241,150 ) (195,716 )
Foreign currency impact on cash 609 (2,533 )
Net change in cash and cash equivalents (55,789 ) (43,151 )
Cash and cash equivalents at beginning of period 270,741 225,463
Cash and cash equivalents at end of period $ 214,952 $ 182,312

MANHATTAN ASSOCIATES, INC.

SUPPLEMENTAL INFORMATION

  1. GAAP and adjusted earnings per share by quarter are as follows:
2023 2024
1st Qtr 2nd Qtr 3rd Qtr 4th Qtr Full Year 1st Qtr 2nd Qtr 3rd Qtr YTD
GAAP Diluted EPS $0.62 $0.63 $0.79 $0.78 $2.82 $0.86 $0.85 $1.03 $2.74
Adjustments to GAAP:
Equity-based compensation 0.23 0.25 0.26 0.25 0.97 0.30 0.34 0.33 0.96
Tax benefit of stock awards vested (0.05) - - - (0.06) (0.13) (0.01) (0.01) (0.15)
Adjusted Diluted EPS $0.80 $0.88 $1.05 $1.03 $3.74 $1.03 $1.18 $1.35 $3.55
Fully Diluted Shares 62,767 62,432 62,310 62,555 62,608 62,493 62,118 61,948 62,186
  1. Revenues and operating income by reportable segment are as follows (in thousands):
2023 2024
1st Qtr 2nd Qtr 3rd Qtr 4th Qtr Full Year 1st Qtr 2nd Qtr 3rd Qtr YTD
Revenue:
Americas $170,759 $179,208 $186,564 $182,664 $719,195 $196,312 $205,955 $205,852 $608,119
EMEA 39,658 40,902 41,204 44,874 166,638 46,620 46,918 48,082 141,620
APAC 10,596 10,906 10,673 10,717 42,892 11,620 12,445 12,747 36,812
$221,013 $231,016 $238,441 $238,255 $928,725 $254,552 $265,318 $266,681 $786,551
GAAP Operating Income:
Americas $29,647 $32,326 $34,655 $38,530 $135,158 $36,687 $45,300 $49,033 $131,020
EMEA 12,793 13,556 14,415 15,959 56,723 15,884 17,195 20,521 53,600
APAC 4,645 4,601 4,378 4,376 18,000 5,059 5,693 5,536 16,288
$47,085 $50,483 $53,448 $58,865 $209,881 $57,630 $68,188 $75,090 $200,908
Adjustments (pre-tax):
Americas:
Equity-based<br>   compensation $16,640 $17,928 $19,030 $17,973 $71,571 $22,095 $24,666 $23,853 $70,614
$16,640 $17,928 $19,030 $17,973 $71,571 $22,095 $24,666 $23,853 $70,614
Adjusted non-GAAP Operating Income:
Americas $46,287 $50,254 $53,685 $56,503 $206,729 $58,782 $69,966 $72,886 $201,634
EMEA 12,793 13,556 14,415 15,959 56,723 15,884 17,195 20,521 53,600
APAC 4,645 4,601 4,378 4,376 18,000 5,059 5,693 5,536 16,288
$63,725 $68,411 $72,478 $76,838 $281,452 $79,725 $92,854 $98,943 $271,522
  1. 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):

2023 2024
1st Qtr 2nd Qtr 3rd Qtr 4th Qtr Full Year 1st Qtr 2nd Qtr 3rd Qtr YTD
Revenue $(3,084) $104 $2,755 $2,341 $2,116 $648 $(531) $936 $1,053
Costs and expenses (3,616) (1,133) 1,033 1,212 (2,504) 176 (673) 211 (286)
Operating income 532 1,237 1,722 1,129 4,620 472 142 725 1,339
Foreign currency gains (losses)<br>   in other income (810) (516) 387 (527) (1,466) (564) (577) (331) $(1,472)
$(278) $721 $2,109 $602 $3,154 $(92) $(435) $394 $(133)

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):

2023 2024
1st Qtr 2nd Qtr 3rd Qtr 4th Qtr Full Year 1st Qtr 2nd Qtr 3rd Qtr YTD
Operating income $1,632 $1,222 $728 $267 $3,849 $185 $307 $261 $753
Foreign currency gains (losses)<br>    in other income (283) (31) 812 (105) 393 164 41 284 489
Total impact of <br>   changes in the <br>   Indian Rupee $1,349 $1,191 $1,540 $162 $4,242 $349 $348 $545 $1,242
  1. Other income includes the following components (in thousands):
2023 2024
1st Qtr 2nd Qtr 3rd Qtr 4th Qtr Full Year 1st Qtr 2nd Qtr 3rd Qtr YTD
Interest income $969 $1,555 $1,371 $1,409 $5,304 $1,414 $1,503 $1,636 $4,553
Foreign currency gains (losses) (810) (516) 387 (527) (1,466) (564) (577) (331) (1,472)
Other non-operating<br>    income (expense) (16) 2 (19) (15) (48) 146 (12) 7 141
Total other income (loss) $143 $1,041 $1,739 $867 $3,790 $996 $914 $1,312 $3,222
  1. Capital expenditures are as follows (in thousands):
2023 2024
1st Qtr 2nd Qtr 3rd Qtr 4th Qtr Full Year 1st Qtr 2nd Qtr 3rd Qtr YTD
Capital expenditures $666 $1,009 $1,086 $1,969 $4,730 $2,321 $2,217 $1,009 $5,547
  1. Stock Repurchase Activity (in thousands):
2023 2024
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 515 381 128 - 1,024 294 343 194 831
Shares withheld for taxes due upon vesting of restricted stock units 208 4 8 2 222 165 3 8 176
Total shares purchased 723 385 136 2 1,246 459 346 202 1,007
Total cash paid for shares purchased under publicly announced buy-back program $74,177 $66,769 $25,072 $0 $166,018 $73,411 $74,999 $49,687 $198,097
Total cash paid for shares withheld for taxes due upon vesting of restricted stock units 27,511 658 1,529 331 30,029 40,423 713 1,917 43,053
Total cash paid for shares repurchased $101,688 $67,427 $26,601 $331 $196,047 $113,834 $75,712 $51,604 $241,150
  1. Remaining Performance Obligations

We disclose revenue 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, 2023 June 30, 2023 September 30, 2023 December 31, 2023 March 31, 2024 June 30, 2024 September 30, 2024
Remaining Performance Obligations $1,153,404 $1,238,672 $1,324,861 $1,427,854 $1,516,430 $1,601,531 $1,686,421