CRA INTERNATIONAL, INC.

Previous wording

Results of Operations—For the Fiscal Quarter Ended March 29, 2025, Compared to the Fiscal Quarter Ended March 30, 2024

Current wording

Results of Operations—For the Fiscal Quarter and Fiscal Year-to-Date Period Ended June 28, 2025, Compared to the Fiscal Quarter and Fiscal Year-to-Date Period Ended June 29, 2024

Previous wording

Revenues. Revenues increased by $10.1 million, or 5.9%, to $181.9 millionfor the first quarter of fiscal 2025 from $171.8 million for the first quarter of fiscal 2024. Utilization increased to 76% for the first quarter of fiscal 2025 from 73% for the first quarter of fiscal 2024, while consultant headcount decreased to 947 at the end of the first quarter of fiscal 2025 from 997 at the end of the first quarter of fiscal 2024.

Current wording

Revenues. Revenues increased by $15.5 million, or 9.0%, to $186.9 million for the second quarter of fiscal 2025 from $171.4 million for the second quarter of fiscal 2024. Utilization increased to 76% for the second quarter of fiscal 2025 from 74% for the second quarter of fiscal 2024, while consultant headcount decreased to 937 at the end of the second quarter of fiscal 2025 from 968 at the end of the second quarter of fiscal 2024.

Previous wording

Overall, revenues outside of the U.S. represented approxim ately 18% and 17% of net revenues for the first quarters of fiscal 2025 and fiscal 2024, respectively. Revenues derived from fixed-price projects decreased to 17% of net revenues for the first quarter of fiscal 2025 compared to 18% of net revenues for the first quarter of fiscal 2024. The percentage of revenue derived from fixed-price projects depends largely on the proportion of our revenues derived from our management consulting business, which typically has a higher concentration of fixed-price service contracts.

Current wording

Overall, revenues outside of the U.S. represented approxim ately 19% of net revenues for each of the second quarters of fiscal 2025 and fiscal 2024. Revenues derived from fixed-price projects decreased to 16% of net revenues for the second quarter of fiscal 2025 compared to 17% of net revenues for the second quarter of fiscal 2024. The percentage of revenue derived from fixed-price projects depends largely on the proportion of our revenues derived from our management consulting business, which typically has a higher concentration of fixed-price service contracts.

Previous wording

Costs of Services (exclusive of depreciation and amortization). Costs of services (exclusive of depreciation and amortization) increased by $1.5 million, or 1.3%, to $120.4 million for the first quarter of fiscal 2025 from $118.9 million for the first quarter of fiscal 2024. The increase in costs of services was due to an increase in employee and incentive compensation of $6.8 million, an increase in external consultants indirect project expenses of$0.3 million, partially offset by a decrease in forgivable loan amortization of $5.0 million and a decrease in client reimbursable expenses of $0.6 million. As a percentage of revenues, costs of services (exclusive of depreciation and amortization) decreased to 66.2% for the first quarter of fiscal 2025 from 69.2% for the first quarter of fiscal 2024.

Current wording

Costs of Services (exclusive of depreciation and amortization). Costs of services (exclusive of depreciation and amortization) increased by $3.2 million, or 2.6%, to $128.5 million for the second quarter of fiscal 2025 from $125.3 million for the second quarter of fiscal 2024. The increase in costs of services was due to an increase in employee and incentive compensation of $3.7 million, an increase in client reimbursable expenses of $3.3 million, and an increase in external consultants indirect project expenses of $0.4 million, partially offset by a decrease in forgivable loan amortization of $4.2 million. As a percentage of revenues, costs of services (exclusive of depreciation and amortization) decreased to 68.8% for the second quarter of fiscal 2025 from 73.1% for the second quarter of fiscal 2024.

Previous wording

Selling, General and Administrative Expenses. Selling, general and administrative expenses increased by $2.0 million, or 6.6%, to $32.5 million for the first quarter of fiscal 2025 from $30.5 million for the first quarter of fiscal 2024. Within this category of expenses, there was a $0.8 million increase in employee and incentive compensation, a $0.7 million increase in legal and professional service fees, a $0.5 million increase in rent expense, and a $0.3 million increase in travel and entertainment, partially offset by a $0.4 million decrease in training and marketing expense for the first quarter of fiscal 2025 as compared to the first quarter of fiscal 2024.

Current wording

Selling, General and Administrative Expenses. Selling, general and administrative expenses increased by $3.1 million, or 9.7%, to $35.1 million for the second quarter of fiscal 2025 from $32.0 million for the second quarter of fiscal 2024. Within this category of expenses, there was a $0.9 million increase in legal and professional service fees, a$0.8 million increase in commissions to non-employee experts, a $0.6 million increase in rent expense, a $0.4 million increase in travel and entertainment, and a$0.6 million increase in miscellaneous and other fees, partially offset by a $0.2 million decrease in employee and incentive compensation for the second quarter of fiscal 2025 ascompared to the second quarter of fiscal 2024.

Previous wording

As a percentage of revenues, selling, general and administrative expenses increased to 17.9% for the first quarter of fiscal 2025 from 17.8% for the first quarter of fiscal 2024. Commissions to our non-employee experts decreased to 2.0% of revenues for the first quarter of fiscal 2025 compared to 2.1% of revenues forthe first quarter of fiscal 2024.

Current wording

As a percentage of revenues, selling, general and administrative expenses increased to 18.8% for the second quarter of fiscal 2025 from 18.7% for the second quarter of fiscal 2024. Commissions to our non-employee experts increased to 2.4% of revenues for the second quarter of fiscal 2025 compared to 2.2% of revenues for the second quarter of fiscal 2024.

Previous wording

Provision for Income Taxes. The income tax provision was $6.6 million and the effective tax rate ("ETR") was 27.0% for the first quarter of fiscal 2025 compared to $5.3 million and 28.0% for the first quarter of fiscal 2024. The ETR for the first quarter of fiscal 2025 was lower than the first quarter of fiscal 2024 primarily due to the impact of state tax law changes effective for the 2025 tax year and an increase in the tax benefit related to share-based compensation. The ETR for the first quarter of fiscal 2025 and 2024 were both higher than the combined federal and state statutory tax rate primarily due to nondeductible executive compensation and nondeductible meals and entertainment expenses, partially offset by the tax benefit related to share-based compensation.

Current wording

Prov ision for Income Taxes. The income tax provision was $5.0 million and the effective tax rate ("ETR") was 29.2% for the second quarter of fiscal 2025 compared to $3.1 million and 32.0% for the second quarter of fiscal 2024. The ETR for the second quarter of fiscal 2025 was lower than the second quarter of fiscal 2024 primarily due to the impact of state tax law changes effective for the 2025 tax year as well as a less significant ETR true-up adjustment in the current period compared to the second quarter of fiscal 2024 The impact of these items were partially offset by a tax reserve recognized in the estimated annual effective tax rate of fiscal 2025. The ETR for the first quarter of fiscal 2025 and 2024 were both higher than the combined federal and state statutory tax rate primarily due to nondeductible executive compensation and nondeductible meals and entertainment expenses, partially offset by the tax benefit related to share-based compensation and the FDII deduction.

Previous wording

Net Income. Net income increased to $18.0 million for the first quarter of fiscal 2025 from $13.7 million for the first quarter of fiscal 2024. The net income per diluted share was $2.62 per share for the first quarter of fiscal 2025, compared to $1.95 of net income per diluted share for the first quarter of fiscal 2024. Weighted average diluted shares outstanding decreased by approximately 149,000 shares to approximately 6,862,000 shares for the first quarter of fiscal 2025 from approximately 7,011,000 shares for the first quarter of fiscal 2024. The decrease in weighted average diluted shares outstanding was primarily due to the repurchase of shares of our common stock since March 30, 2024, offset in part by the vesting of shares of restricted stock and time-vesting restricted stock units since March 30, 2024.

Current wording

Net Income. Net income increased to $12.1 million for the second quarter of fiscal 2025 from $6.5 million for the second quarter of fiscal 2024. The net income per diluted share was $1.79 per share for the second quarter of fiscal 2025, compared to $0.94 of net income per diluted share for the second quarter of fiscal 2024. Weighted average diluted shares outstanding decreased by approximately 158,000 shares to approximately 6,753,000 shares for the second quarter of fiscal 2025 from approximately 6,911,000 shares for the second quarter of fiscal 2024. The decrease in weighted average diluted shares outstanding was primarily due to the repurchase of shares of our common stock since June 29, 2024, offset in part by the vesting of shares of restricted stock and time-vesting restricted stock units since June 29, 2024.

Previous wording

We believe that our current cash, cash equivalents, cash generated from operations, and amounts available under our revolving credit facility will be sufficient to meet our anticipated working capital and capital expenditure requirements for at least the next 12 months. As of March 29, 2025, we had$25.6 million of cash and cash equivalents and $161.1 million of borrowing capacity under our revolving credit facility.

Current wording

We believe that our current cash, cash equivalents, cash generated from operations, and amounts available under our revolving credit facility will be sufficient to meet our anticipated working capital and capital expenditure requirements for at least the next 12 months. As of June 28, 2025, we had $19.4 million of cash and cash equivalents and $126.5 million of borrowing capacity under our revolving credit facility.

Previous wording

General. During the fiscal quarter ended March 29, 2025, cash and cash equivalents decreased by $1.1 million. We completed the period with cash and cash equivalents of $25.6 million. The principal drivers of the decrease of cash and cash equivalents were the payment of a significant portion of our fiscal 2024 performance bonuses in the first quarter of fiscal 2025, forgivable loan advances, and the payment of dividends, offset by net borrowings of $85.0 million.

Current wording

General. During the fiscal year-to-date period ended June 28, 2025, cash and cash equivalents decreased by $7.3 million. We completed the period with cash and cash equivalents of $19.4 million. The principal drivers of the decrease of cash and cash equivalents were the payment of a significant portion of our fiscal 2024 performance bonuses in the first quarter of fiscal 2025, forgivable loan advances, repurchase of shares, and the payment of dividends, offset by net borrowings of $120.0 million.

Previous wording

At March 29, 2025, $2.4 millionof our cash and cash equivalents was held within the U.S. We have sufficient sources of liquidity in the U.S., including cash flow from operations and availability on our revolving credit facility to fund U.S. operations for the next 12 months without the need to repatriate funds from our foreign subsidiaries.

Current wording

At June 28, 2025, $5.2 million of our cash and cash equivalents was held within the U.S. We have sufficient sources of liquidity in the U.S., including cash flow from operations and availability on our revolving credit facility to fund U.S. operations for the next 12 months without the need to repatriate funds from our foreign subsidiaries.

Previous wording

Sources and Uses of Cash. During the fiscal quarter ended March 29, 2025, net cash used in operating activities was $80.0 million. Net income was $18.0 million for the fiscal quarter ended March 29, 2025. Uses of cash for operating activities included a decrease in accounts payable, accrued expenses, and other liabilities of $81.6 million, primarily due to the payment of a significant portion of our fiscal 2024 performance bonuses, an increase of $25.2 million in unbilled receivables, a $4.7 million decrease in lease liabilities, an increase in forgivable loans for the period of $20.2 million, which was primarily driven by $26.8 million of forgivable loan issuances, net of repayments, offset by $6.6 million of forgivable loan amortization, a $0.3 million decrease in prepaid expenses and other current assets, and other assets, and a decrease of $22.5 million in accounts receivable. Partially offsetting these uses of cash was an increase of $2.8 million in incentive cash awards payable.

Current wording

Sources and Uses of Cash. During the fiscal year-to-date period ended June 28, 2025, net cash used in operating activities was $74.1 million. Net income was $30.1 million for the fiscal year-to-date period ended June 28, 2025. Uses of cash for operating activities included a decrease in accounts payable, accrued expenses, and other liabilities of $80.2 million, primarily due to the payment of a significant portion of our fiscal 2024 performance bonuses, an increase in forgivable loans for the period of $26.3 million which was primarily driven by $40.3 million of forgivable loan issuances, net of repayments, offset by $14.0 million of forgivable loan amortization, an increase of $16.5 million in unbilled receivables, a $9.4 million decrease in lease liabilities, and a $0.7 million increase in prepaid expenses and other current assets, and other assets. Partially offsetting these uses of cash was an increase of $6.0 million in incentive cash awards payable and a decrease of $5.2 million in accounts receivable.

Previous wording

Non-cash items included right-of-use amortization of $3.9 million, depreciation and amortization expense of $3.4 million, and share-based compensation expenses of $1.4 million.

Current wording

Non-cash items included right-of-use amortization of $7.7 million, depreciation and amortization expense of $6.9 million, and share-based compensation expenses of $2.4 million.

Previous wording

During the fiscal quarter ended March 29, 2025, net cash used in investing activities was $1.0 million, which consisted of capital expenditures, primarily related to computer equipment.

Current wording

During the fiscal year-to-date period ended June 28, 2025, net cash used in investing activities was $2.2 million, which consisted of capital expenditures, primarily related to computer equipment.

Previous wording

During the fiscal quarter ended March 29, 2025, net cash provided by financing activities was $79.0 million, primarily as a result of net borrowings under the revolving credit facility of $85.0 million. Offsetting this increase in cash provided by financing activities were payment of cash dividends and dividend equivalents of $3.5 million, and tax withholding payments reimbursed by restricted shares of $2.5 million.

Current wording

Duringthe fiscal year-to-date period ended June 28, 2025, net cash provided by financing activities was $67.2 million, primarily as a result of net borrowings under the revolving credit facility of $120.0 million. Offsetting this increase in cash provided by financing activities were repurchases of common stock of $43.2 million, payment of cash dividends and dividend equivalents of$6.8 million, and tax withholding payments reimbursed by restricted shares on vesting of $2.8 million.

Previous wording

We are a lessee under certain operating leases for office space and equipment. Certain of our operating leases have terms that impose asset retirement obligations due to office modifications or the periodic redecoration of the premises, which are included in deferred compensation and other non-current liabilities on our condensed consolidated balance sheets and are recorded at a value based on their estimated discounted cash flows. At March 29, 2025, we expect to incur no asset retirement obligation or redecoration obligation costs over the next twelve months. The remainder of our asset retirement obligations and redecoration obligations are approximately$3.1 million and are expected to be paid between fiscal year 2026 and fiscal year 2035 when the underlying leases terminate or when the respective lease agreement requires redecoration. We expect to satisfy these lease and related obligations as they become due from cash generated from operations.

Current wording

We are a lessee under certain operating leases for office space and equipment. Certain of our operating leases have terms that impose asset retirement obligations due to office modifications or the periodic redecoration of the premises, which are included in deferred compensation and other non-current liabilities on our condensed consolidated balance sheets and are recorded at a value based on their estimated discounted cash flows. At June 28, 2025, we expect to incur asset retirement obligation or redecoration obligation costs over the next twelve months of $0.2 million. The remainder of our asset retirement obligations and redecoration obligations are approximately $3.1 million and are expected to be paid between fiscal year 2026 and fiscal year 2035 when the underlying leases terminate or when the respective lease agreement requires redecoration. We expect to satisfy these lease and related obligations as they become due from cash generated from operations.

Previous wording

There was $85.0 million in borrowings outstanding under the revolving credit facility as of March 29, 2025 and no borrowings outstanding as of December 28, 2024. As of March 29, 2025, the amount available under the revolving credit facility was reduced by certain letters of credit outstanding, which amounted to $3.9 million.

Current wording

There was $120.0 million in borrowings outstanding under the revolving credit facility as of June 28, 2025 and no borrowings outstanding as of December 28, 2024. As of June 28, 2025, the amount available under the revolving credit facility was reduced by certain letters of credit outstanding, which amounted to $3.5 million.

Previous wording

In order to attract and retain highly skilled professionals, we may issue forgivable loans or term loans to employees and non-employee experts. A portion of these loans is collateralized by key person life insurance. The forgivable loans have terms that are generally between two and six years. The principal amount of forgivable loans and accrued interest is forgiven by us over the term of the loans, so long as the employee or non-employee expert continues employment or affiliation with us and complies with certain contractual requirements. The forgiveness of the principal amount of the loans is recorded as compensation over the service period, which is consistent with the term of the loans.

Current wording

In order to attract and retain highly skilled professionals, we may issue forgivable loans or term loans to employees and non-employee experts. A portion of these loans is collateralized by key person life insurance. The forgivable loans have terms that are generally between two and eight years. The principal amount of forgivable loans and accrued interest is forgiven by us over the term of the loans, so long as the employee or non-employee expert continues employment or affiliation with us and complies with certain contractual requirements. The forgiveness of the principal amount of the loans is recorded as compensation over the service period, which is consistent with the term of the loans.

Previous wording

Our long-term incentive program, or "LTIP," is used as a framework for equity grants made under our 2006 equity incentive plan to our senior corporate leaders, practice leaders, and key revenue generators. The equity awards granted under the LTIP include stock options, time-vesting restricted stock units, and performance-vesting restricted stock units.

Current wording

Our long-term incentive program, or "LTIP," is used as a framework for equity grants made under our 2006 Equity Plan to our senior corporate leaders, practice leaders, and key revenue generators. The equity awards granted under the LTIP include stock options, time-vesting restricted stock units, and performance-vesting restricted stock units.

Previous wording

In February 2025, we announced that our Board of Directors authorized an expansion of our existing share repurchase program of an additional $45.0 million of our common stock. We may repurchase shares under this program in open market purchases (including through any Rule 10b5-1 plan adopted by us) or in privately negotiated transactions in accordance with applicable insider trading and other securities laws and regulations.

Current wording

In February 2025, we announced that our Board of Directors authorized an expansion of our existing share repurchase program of an additional $45.0 million of our common stock to the $13.1 million then remaining under the program. The program has no expiration date. We may repurchase shares under this program in open market purchases (including through any Rule 10b5-1 plan adopted by us) or in privately negotiated transactions in accordance with applicable insider trading and other securities laws and regulations.

Previous wording

During the fiscal quarter ended March 29, 2025, we did not repurchase any shares under this share repurchase program. During the fiscal quarter ended March 30, 2024, we repurchased and retired 65,882 shares under our share repurchase program at an average price per share of $140.29. We had approximately $58.1 million available for future repurchases under our share repurchase program as of March 29, 2025. We plan to finance future repurchases with available cash, cash from future operations, and borrowings available under our revolving credit facility. We expect to continue to repurchase shares under our share repurchase program.

Current wording

During the fiscal quarter and the fiscal year-to-date period ended June 28, 2025, we repurchased and retired 230,673 shares under our share repurchase program at an average price per share of $187.06. During the fiscal quarter and fiscal year-to-date period ended June 29, 2024, we repurchased and retired 140,497 and 206,379 shares, respectively, under our share repurchase program at an average price per share of $171.58 and $161.59, respectively. We had approximately $14.9 million available for future repurchases under our share repurchase program as of June 28, 2025. We plan to finance future repurchases with available cash, cash from future operations, and borrowings available under our revolving credit facility. We expect to continue to repurchase shares under our share repurchase program.

Previous wording

We anticipate paying regular quarterly dividends each year. These dividends are anticipated to be funded through cash flow from operations, available cash on hand, and/or borrowings available under our revolving credit facility. Although we anticipate paying regular quarterly dividends on our common stock for the foreseeable future, the declaration, timing and amounts of any such dividends remain subject to the discretion of our Board of Directors. During the fiscal quarter ended March 29, 2025, we paid dividends and dividend equivalents of $3.5 million. During the fiscal quarter ended March 30, 2024, we paid dividends and dividend equivalents of $3.1 million.

Current wording

We anticipate paying regular quarterly dividends each year. These dividends are anticipated to be funded through cash flow from operations, available cash on hand, and/or borrowings available under our revolving credit facility. Although we anticipate paying regular quarterly dividends on our common stock for the foreseeable future, the declaration, timing and amounts of any such dividends remain subject to the discretion of our Board of Directors. During the fiscal quarter and fiscal year-to-date period ended June 28, 2025, we paid dividends and dividend equivalents of$3.4 million and $6.9 million, respectively. During the fiscal quarter and fiscal year-to-date period ended June 29, 2024, we paid dividends and dividend equivalents of $2.9 million and $6.0 million, respectively.