ROBERT HALF INC.

For a discussion of our potential risks and uncertainties, see the information under the heading “Risk Factors” in our Annual Report on Form 10-K for the year ended December 31, 2024 (the “Annual Report”), as updated below.

The following updates and replaces the risk factors in the Annual Report entitled “Any reduction in global economic activity may harm the Company’s business and financial condition” and “Demand for the Company’s services from government and public sector clients may decrease over time."

Any reduction in global economic activity may harm the Company’s business and financial condition. The demand for the Company’s services, in particular its talent solutions services, is highly dependent upon the state of the economy and upon the staffing needs of the Company’s clients. In the recent past, certain of the Company’s markets experienced economic uncertainty characterized by increasing unemployment, limited availability of credit, significant inflation, and decreased consumer and business spending. In addition, certain geopolitical events, including the ongoing war between Russia and Ukraine, the war between Israel, Hamas and Hezbollah, and the ongoing unrest throughout the Middle East, have caused significant economic, market, political or regulatory uncertainty in some of the Company’s markets. Furthermore, recent changes in U.S. trade policy impacting relations with a broad set of countries have resulted in significant financial market volatility, disruptions or threatened disruptions in international trade, widespread economic uncertainty and increasing concerns about the likelihood of economic recessions. These actions and the resulting economic uncertainty have resulted, and may continue to result, in decreased demand for the Company’s services. Any decline in the economic condition or employment levels of the U.S. or of any of the foreign countries in which the Company does business, or in the economic condition of any region of any of the foregoing, or in any specific industry served by the Company may severely reduce the demand for the Company’s services and thereby significantly decrease the Company’s revenues and profits. Further, continued or intensifying economic, political or regulatory uncertainty in the Company’s markets could further reduce demand for the Company’s services and exacerbate other risks faced by the Company discussed in the Company’s 2024 Annual Report on Form 10-K, including those related to operating internationally.

Demand for the Company’s services from government and public sector clients may decrease over time. During the global pandemic, the Company reported increased business from services rendered to the public sector due to, among other developments, the volume of unemployment claims and housing assistance claims, as well as the demands faced by public school districts. With the end of the pandemic, many government projects ended and the Company’s government sector business has shifted to different projects with public sector clients. It is unknown whether the shift in projects with state, local and other public sector clients will ultimately maintain the same level of business or to what extent business with the public sector may decrease as the effects of the pandemic lessen or change over time. Furthermore, changes in government or political developments, including changes in leadership among decision makers, government spending reductions or shifts in spending priorities, revisions to governmental policies and hiring practices, changes in the number and terms of government contracts, and government shutdowns, budget deficits, uncertainties, or debt constraints may adversely impact the level of business that the Company does with the government and the terms of such business in a manner that harms our business or results of operations.

Issuer Purchases of Equity Securities

(a)Includes 120,567 shares repurchased in connection with employee stock plans, whereby Company shares were tendered by employees for the payment of applicable withholding taxes.

(b)Includes 69,947 shares repurchased in connection with employee stock plans, whereby Company shares were tendered by employees for the payment of applicable withholding taxes.

(c)Commencing in October 1997, the Company’s Board of Directors has, at various times, authorized the repurchase, from time to time, of the Company’s common stock on the open market or in privately negotiated transactions depending on market conditions. Since plan inception, a total of 138,000,000 shares have been authorized for repurchase, of which 131,388,411 shares have been repurchased as of March 31, 2025.

None.

Not applicable.