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ICF International, Inc.

For the period ended Mar 31, 2026. Filed May 7, 2026.

View on SEC.gov

About this filing

A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.

Mar 31, 2026 · Filed May 7, 2026

ICFI$79.68-16.5%Stored close · as of Nov 6, 2026

What changed in Management’s Discussion and Analysis?

Read the current filing

Previous report: 10-Q

Period ended 2025-09-30; filed 2025-10-30.

0001193125-25-258806

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

Current report: 10-Q

Period ended 2026-03-31; filed 2026-05-07.

0001193125-26-212358

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

The baseline is this issuer’s latest earlier reporting period of the same form that was filed before the current report. A previous 10-Q is a different quarter, not a year-over-year comparison. Amendments are excluded.

Compared 92 previous paragraphs and 62 current paragraphs.

32 unchanged; 21 reworded; 9 added; 38 removed; 1 previous and 0 current paragraphs rearranged.

Tables are not compared: 6 previous and 6 current tables excluded. Dates, whitespace, punctuation and numbering changes are ignored; changes to financial figures remain significant.

A changed paragraph is not evidence that risk increased or decreased. An unchanged paragraph does not establish that risk stayed the same.

Added paragraphs (9)

Current report

There have been no material changes to our critical accounting estimates and policies from those disclosed in Part II, Item 7 of our Annual Report on Form 10-K for the fiscal year ended December 31, 2025.

Current report

Health and Social Programs client market revenues decreased $26.8 million, or 15.9%, due to decreases of $31.8 million and $0.4 million from our U.S. federal government and U.S. state and local government clients, respectively, offset by increases of $3.2 million and $2.2 million from our international government and commercial clients, respectively.

Current report

Indirect and selling expenses. The change in total indirect and selling expenses were due to decreases of $10.5 million and $2.6 million, respectively, in indirect labor and related fringe benefit costs and general and administrative costs for the three months ended March 31, 2026 compared to the same period in 2025. Indirect labor and related fringe benefit costs as a percentage of indirect and selling expenses were 73.6% and 74.3% for the three months ended March 31, 2026 and 2025, respectively, and general and administrative costs as a percentage of indirect and selling expenses were 26.4% and 25.7% for the three months ended March 31, 2026 and 2025, respectively.

Current report

Other expense. The decrease in other expense for the three months ended March 31, 2026 was primarily due to foreign currency expense in 2026 of $0.3 million compared to $1.0 million in 2025, partially offset by losses from disposal of assets of $0.5 million in 2026 associated with early exits from certain leased facilities.

Current report

Provision for Income Taxes. Our effective income tax rate for the three months ended March 31, 2026 and 2025 was 25.1% and 10.5%, respectively. A reconciliation of the Company’s statutory rate to the effective tax rate (the “ETR”) for the three months ended March 31, 2026 and 2025 is as follows:

Current report

Net cash used in operations decreased by $29.9 million, primarily due to higher cash collections from customers and timing of payment of vendors.

Current report

Cash used in investing activities decreased by $0.6 million as a result of lower capital expenditures in the first quarter of 2026 compared to 2025.

Current report

Cash provided by financing activities decreased by $25.9 primarily due to lower net borrowings from our Credit Facility and short-term borrowings, partially offset by reduced share repurchases.
Removed paragraphs (38)

Previous report

Failure by Congress or other governmental bodies to approve budgets and debt ceiling increases in a timely fashion and related reductions in government spending, as well as the impact resulting from a lengthy federal government shutdown;

Previous report

Uncertainties relating to the Trump Administration’s (the “Administration”) policy changes and failure of the Administration to spend Congressionally mandated appropriations;

Previous report

Failure of the Administration and Congress to agree on spending priorities, which may result in temporary shutdowns of non-essential federal functions, including our work to support such functions;

Previous report

Changes in federal government budgeting and spending priorities;

Previous report

Results of routine and non-routine government audits and investigations, including the unpredictability of the Administration’s executive orders and actions of the Department of Government Efficiency (“DOGE”);

Previous report

Risks resulting from expanding our service offerings and client base;

Previous report

Our dependence on contracts with United States (“U.S.”) federal, state and local, and international governments, agencies, and departments for the majority of our revenue;

Previous report

Risks inherent in being engaged in significant and complex disaster relief efforts and grant management programs involving multiple tiers of government in very stressful environments;

Previous report

Dependence of our commercial work on certain sectors of the global economy that are highly cyclical;

Previous report

Difficulties in identifying attractive acquisitions available at acceptable prices;

Previous report

Acquisitions we undertake presenting integration challenges, failing to perform as expected, increasing our liabilities, and/or reducing our earnings; and

Previous report

Additional risks as a result of having international operations, including foreign currency fluctuations.

Previous report

As discussed in Part II, Item 7 of our Annual Report, during the nine months ended September 30, 2025 we received notices for termination-for-convenience pursuant to the executive orders issued by the Administration or actions by DOGE which resulted in a reduction of $418.2 million of our backlog. The termination notices were received primarily in the first and second quarters of the 2025 fiscal year. The revenue recognized in fiscal year 2024 from the contracts subject to these terminations represented approximately 6.4% of the total 2024 fiscal year revenue.

Previous report

Our portfolio includes client work with the U.S. federal government. As a result of the federal government shutdown, which began on October 1, 2025, we have been impacted, to a degree, by a number of temporary stop work orders as the federal government paused non-essential functions. We estimate a reduction of $7.6 million in revenue for the month of October as a result of the federal government shutdown. We continue to take active measures to minimize the impact of the shutdown on our performance and our people, and expect to resume the support services to the federal government under the contracts once the shutdown ends and the stop work orders are lifted.

Previous report

Energy, Environment, Infrastructure, and Disaster Recovery client market revenues increased $9.2 million, or 3.9%, driven by increases of $26.5 million, $3.2 million, and $2.6 million from our commercial, U.S. state and local government, and international government clients, respectively, offset by a decrease of $23.1 million from our U.S. federal government clients.

Previous report

Health and Social Programs client market revenues decreased $44.8 million, or 22.8%, driven by decreases of $45.9 million and $0.2 million from our U.S. federal government and U.S. state and local government clients, respectively, offset by increases of $0.9 million and $0.4 million from our commercial and international government clients, respectively.

Previous report

Security and Other Civilian & Commercial client market revenues decreased by $16.0 million, or 19.2%, driven by decreases of $15.0 million, $0.7 million, and $0.3 million from our U.S. federal government, international government, and commercial clients, respectively.

Previous report

Indirect and selling expenses. For the three months ended September 30, 2025, indirect and selling expenses decreased by $10.6 million, or 7.9%, compared to the prior year, primarily as a result of a decrease of $6.6 million in general and administrative costs. Our indirect and selling expenses as a percentage of revenue were 26.3% for the three months ended September 30, 2025, compared to 25.7% for the three months ended September 30, 2024.

Previous report

Other income (expense). The change in other income (expense) was primarily due to $1.3 million in unrealized foreign currency losses in 2024 due to the depreciation of the U.S. dollar against the British pound and the Euro.

Previous report

Provision for Income Taxes. Our effective income tax rate for the three months ended September 30, 2025 and 2024 was 22.7% and 13.8%, respectively. The difference was primarily due to unfavorable return to provision adjustments partially offset by adjustments to uncertain tax position related to research and experimentation tax credits.

Previous report

Nine Months Ended September 30, 2025 Compared to Nine Months Ended September 30, 2024

Previous report

Revenue. The decrease in revenue of $94.3 million was driven by a reduction of $188.8 million from our U.S. federal government clients primarily as a result of terminated contracts in the first nine months of 2025 due to the Administration’s changing priorities and the actions recommended by DOGE, as well as the disruption in the typical U.S. federal government procurement cycle. This decline was offset by increases of $86.2 million, $4.6 million, and $3.7 million from our commercial, international government, and U.S. state and local government clients, respectively. The following were changes in revenue from our various client markets:

Previous report

Health and Social Programs client market revenues decreased $102.9 million, or 17.6%, driven by a decrease of $106.6 million from our U.S. federal government clients, offset by increases of $2.4 million, $0.9 million, and $0.4 million from our commercial, U.S. state and local government, and international government clients, respectively.

Previous report

Revenue for the nine months ended September 30, 2025 includes subcontractor and other direct costs, which decreased $45.5 million, or 11.9%, and totaled $335.4 million and $380.9 million for the nine months ended September 30, 2025 and 2024, respectively, and the margin on such costs.

Previous report

Direct Costs. The decrease of $73.4 million in direct costs was primarily a result of terminated U.S. federal government contracts during 2025. For the nine months ended September 30, 2025 and 2024, direct labor and related fringe benefit costs as a percentage of direct costs were 62.4% and 60.5%, respectively, and subcontractor and other direct costs as a percentage of direct costs were 37.6% and 39.5%, respectively. As a percentage of revenue, direct labor and related fringe benefit costs were 38.9% and 38.3%, respectively, and subcontractor and other direct costs were 23.5% and 25.0%, respectively, for the nine months ended September 30, 2025 and 2024. Total direct costs as a percentage of revenue were 62.4% for the nine months ended September 30, 2025, compared to 63.3% for the nine months ended September 30, 2024.

Previous report

Indirect and selling expenses. For the nine months ended September 30, 2025, our indirect and selling expenses decreased by $11.8 million, or 3.0%, compared to the prior year, primarily as a result of a decrease of $11.1 million in general and administrative costs. The decrease in general and administrative costs was due, in part, to lower facilities expense as a result of facility consolidations in the fourth quarter of 2024. Our indirect and selling expenses as a percentage of revenue were 26.4% for the nine months ended September 30, 2025, compared to 25.5% for the nine months ended September 30, 2024.

Previous report

Depreciation and amortization. Depreciation and amortization for the nine months ended September 30, 2025 was $15.8 million which is comparable to depreciation and amortization of $15.3 million for the nine months ended September 30, 2024.

Previous report

The increase of $3.0 million in amortization of intangible assets acquired in business combinations was primarily due to the amortization of intangible assets acquired in our acquisition of AEG in the fourth quarter of 2024.

Previous report

Interest, net. Interest, net, for the nine months ended September 30, 2025 was $23.6 million which is comparable to interest, net, of $23.1 million for the nine months ended September 30, 2024. Interest from debt facilities was $22.5 million for the nine months ended September 30, 2025, compared to $25.1 million for the nine months ended September 30, 2024. Use of floating-to-fixed interest rate swap agreements to hedge the variable interest portion of debt facilities decreased interest by $1.1 million for the nine months ended September 30, 2025 compared to a reduction of $5.0 million for the same period in 2024. Inclusive of the impact of the swap agreements, our interest rate was 5.4% for both the nine months ended September 30, 2025 and 2024.

Previous report

Other (expense) income. The change in other (expense) income of $3.3 million year-over-year was primarily due to $2.0 million of gains from divestiture of our commercial marketing business recognized during the nine months ended September 30, 2024, and $2.6 million in unrealized foreign currency loss for the nine months ended September 30, 2025 compared to $1.2 million for the same period in 2024, resulting from depreciation of the U.S. dollar against the Euro and British pound, the principal currencies in which we transact. If the U.S. dollar experiences additional depreciation in 2025, we may incur additional foreign currency losses.

Previous report

Provision for Income Taxes. Our effective income tax rate for the nine months ended September 30, 2025 and 2024 was 18.1%, compared to 20.0% for the nine months ended September 30, 2024. The difference was primarily due to unfavorable return to provision adjustments partially offset by adjustments to uncertain tax position related to research and experimentation tax credits.

Previous report

Pre-tax gain related to the 2023 divestiture of our U.S. commercial marketing business which includes contingent gains realized in the first and third quarters of 2024.

Previous report

These are office closure charges and adjustments previously included in Adjusted EBITDA and accelerated depreciation related to fixed assets for planned office closures.

Previous report

Net cash provided by operating activities for the nine months ended September 30, 2025 decreased by $9.9 million compared to 2024, primarily due to the timing of invoicing our customers, subsequent collection of cash, paying our vendors, and by the profitability of our contracts.

Previous report

The change in cash used in financing activities of $46.4 million was primarily due to increased net borrowings from our Credit Facility and short-term financing, partially offset by an increase in share repurchases during the nine months ended September 30, 2025.
Reworded paragraphs (21)

Previous wording

Some of the statements in this Quarterly Report on Form 10-Q (this “Quarterly Report”) constitute forward-looking statements as defined in the Private Securities Litigation Reform Act of 1995, as amended. These statements involve known and unknown risks, uncertainties, and other factors that may cause our actual results, levels of activity, performance, or achievements to be materially different from any future results, levels of activity, performance, or achievements expressed or implied by such forward-looking statements. In some cases, you can identify these statements by forward-looking words such as “anticipate,” “believe,” “could,” “estimate,” “expect,” “intend,” “may,” “plan,” “potential,” “should,” “will,” “would,” or similar words. You should read statements that contain these words carefully. The risk factors described in our filings with the Securities and Exchange Commission (the “SEC”), as well as any cautionary language in this Quarterly Report, provide examples of risks, uncertainties, and events that may cause actual results to differ materially from the expectations described in the forward-looking statements, including, but not limited to:

Current wording

Some of the statements in this Quarterly Report on Form 10-Q (this “Quarterly Report”) constitute forward-looking statements as defined in the Private Securities Litigation Reform Act of 1995, as amended. These statements involve known and unknown risks, uncertainties, and other factors that may cause our actual results, levels of activity, performance, or achievements to be materially different from any future results, levels of activity, performance, or achievements expressed or implied by such forward-looking statements. In some cases, you can identify these statements by forward-looking words such as “anticipate,” “believe,” “could,” “estimate,” “expect,” “intend,” “may,” “plan,” “potential,” “should,” “will,” “would,” or similar words. You should read statements that contain these words carefully.

Previous wording

We provide professional services and technology-based solutions, including management, technology, and policy consulting and implementation services. We help our clients conceive, develop, implement, and improve solutions that address complex business, natural resource, social, technological, and public safety issues. Our services primarily support clients that operate in three key markets:

Current wording

We provide professional services and technology-based solutions, including management, technology, and policy consulting and implementation services. We help our clients conceive, develop, implement, and improve solutions that address complex business, natural resource, social, technological, and public safety issues. Our clients include U.S. federal, state, local and international governments or their agencies, as well as commercial entities. Our services primarily support clients that operate in these key markets:

Previous wording

We believe that, in the long-term, demand for our services will continue to grow as government, industry, and other stakeholders seek to address critical long-term societal and natural resource issues due to heightened concerns about the environment and use of clean energy and energy efficiency; health promotion, treatment, and cost control; the means by which healthcare can be delivered effectively on a cross-jurisdiction basis; natural disaster relief and rebuild efforts; and ongoing homeland security threats. In the wake of the major hurricanes that devastated communities in Texas, Florida, North Carolina, Louisiana, the U.S. Virgin Islands, and Puerto Rico, and the impact of wildfires in Hawaii, Oregon, and southern California, the affected areas remain in various stages of evacuation, relief, and recovery efforts. We believe our prior and current experience with disaster relief and rebuild efforts, including after hurricanes Katrina and Rita and Superstorm Sandy, and the wildfires in Oregon, put us in a favorable position to continue to provide recovery and housing assistance, and environmental and infrastructure solutions, including disaster mitigation, on behalf of federal departments and agencies, state, territorial, and local jurisdictions, and regional agencies.

Current wording

We believe that, in the long-term, demand for our services will continue to grow as government, industry, and other stakeholders seek to address critical long-term societal and natural resource issues due to heightened concerns about the environment and use of clean energy and energy efficiency; health promotion, treatment, and cost control; the means by which healthcare can be delivered effectively on a cross-jurisdiction basis; natural disaster relief and rebuild efforts; and ongoing homeland security threats. In the wake of the major hurricanes that devastated communities in Texas, Florida, North Carolina, Louisiana, the U.S. Virgin Islands, and Puerto Rico, and the impact of wildfires in Hawaii, Oregon, and southern California, the affected areas remain in various stages of evacuation, relief, and recovery efforts. We believe our prior and current experience with disaster relief and rebuild efforts, including after hurricanes (Katrina, Rita, and more recently Helene and Milton) and Superstorm Sandy, and the wildfires in Oregon, put us in a favorable position to continue to provide recovery and housing assistance, and environmental and infrastructure solutions, including disaster mitigation, on behalf of federal departments and agencies, state, territorial, and local jurisdictions, and regional agencies.

Previous wording

As the federal government sharpens its focus on efficiency, transparency, consolidation, and accountability, we see growth opportunities for ICF’s fit-for-purpose technology solutions. Our offerings are innovative, agile, scalable, and aligned with commercial best practices, delivering clear and measurable outcomes. By combining deep institutional knowledge of our clients’ markets and data with our proven expertise in AI, open source, cloud-native, and commercially available off the shelf low-code and no-code platforms, we are able to deliver highly functional, cost-effective solutions that meet the evolving demands of our customers while driving greater value and impact for taxpayers.

Current wording

As the federal government continues to sharpen its focus on efficiency, transparency, consolidation, and accountability, we see growth opportunities for our fit-for-purpose technology solutions. Our offerings are innovative, agile, scalable, and aligned with commercial best practices, delivering clear and measurable outcomes. By combining deep institutional knowledge of our clients’ markets and data with our proven expertise in artificial intelligence, open source, cloud-native, and commercially available off the shelf low-code and no-code platforms, we are able to deliver highly functional, cost-effective solutions that meet the evolving demands of our customers while driving greater value and impact for taxpayers.

Previous wording

Revenue. The decrease in revenue was driven by a reduction of $83.9 million from our U.S. federal government clients primarily as a result of terminated contracts during 2025 due to the Administration’s changing priorities and the actions recommended by DOGE, as well as the disruption in the typical U.S. federal government procurement cycle. This decline was offset by increases of $27.1 million, $3.0 million, and $2.2 million from our commercial, U.S. state and local government, and international government clients, respectively. The following were changes in revenue from our various client markets:

Current wording

Revenue. The decrease in revenue was driven by a reduction of $56.7 million from our U.S. federal government clients primarily as a result of terminated contracts during the first half of 2025 due to the Administration’s changing priorities and the actions recommended by the Department of Government Efficiency. Revenue from our commercial, U.S. state and local government, and international government clients increased a combined $6.6 million to offset the decrease of revenue from our U.S. federal government clients. The following were changes in revenue from our various client markets:

Previous wording

Energy, Environment, Infrastructure, and Disaster Recovery client market revenues increased $37.2 million, or 5.4%, driven by increases of $79.8 million, $3.8 million, and $2.0 million from our commercial, international government, and U.S. state and local government clients, respectively, offset by a decrease of $48.4 million from our U.S. federal government clients.

Current wording

Energy, Environment, Infrastructure, and Disaster Recovery client market revenues decreased $6.4 million, or 2.7%, due to a decrease of $11.3 million from our U.S. federal government clients, offset by increases of $2.8 million, $1.9 million, and $0.2 million from our commercial, international government, and U.S. state and local government clients, respectively.

Previous wording

Security and Other Civilian & Commercial client market revenues decreased by $28.6 million, or 11.7%, driven by a decrease of $33.8 million from our U.S. federal government clients, offset by increases of $4.0 million, $0.8 million, and $0.4 million from our commercial, U.S. state and local government, and international government clients, respectively.

Current wording

Security and Other Civilian & Commercial client market revenues decreased by $16.9 million, or 21.2%, due to decreases of $13.6 million, $3.1 million, and $0.3 million from our U.S. federal government, commercial, and international government clients, respectively, offset by an increase of $0.1 million from our U.S. state and local government clients.

Previous wording

Revenue for the three months ended September 30, 2025 includes subcontractor and other direct costs, which decreased $15.0 million, or 11.8%, from the third quarter of 2024 and totaled $112.5 million and $127.6 million for the three months ended September 30, 2025 and 2024, respectively, and the margin on such costs.

Current wording

Revenue for the three months ended March 31, 2026 includes subcontractor and other direct costs, which decreased $8.0 million, or 7.2%, from the first quarter of 2025 and totaled $102.7 million and $110.6 million for the three months ended March 31, 2026 and 2025, respectively, and the margin on such costs.

Previous wording

Direct Costs. The decrease of $34.5 million in direct costs was primarily a result of terminated U.S. federal government contracts during 2025. For the three months ended September 30, 2025 and 2024, direct labor and related fringe benefit costs as a percentage of direct costs were 61.3% and 60.8%, respectively, and subcontractor and other direct costs as a percentage of direct costs were 38.7% and 39.2%, respectively. As a percentage of revenue, direct labor and related fringe benefit costs were 38.2% and 38.2%, respectively, and subcontractor and other direct costs were 24.2% and 24.7%, respectively, for the three months ended September 30, 2025 and 2024. Total direct costs as a percentage of revenue were 62.4% for the three months ended September 30, 2025, compared to 62.9% for the three months ended September 30, 2024.

Current wording

Direct Costs. For the three months ended March 31, 2026 and 2025, direct labor and related fringe benefit costs as a percentage of direct costs were 62.1% and 63.4%, respectively, and subcontractor and other direct costs as a percentage of direct costs were 37.9% and 36.6%, respectively. As a percentage of revenue, direct labor and related fringe benefit costs were 38.4% and 39.4%, respectively, and subcontractor and other direct costs were 23.5% and 22.7%, respectively, for the three months ended March 31, 2026 and 2025.

Previous wording

Depreciation and amortization. Depreciation and amortization for the three months ended September 30, 2025 was $5.0 million which was comparable to $4.8 million for the three months ended September 30, 2024.

Current wording

Depreciation and amortization. Depreciation and amortization for the three months ended March 31, 2026 was $5.6 million which was comparable to $5.3 million for the three months ended March 31, 2025.

Previous wording

The increase of $0.9 million in amortization of intangible assets acquired in business combinations from $8.3 million for the three months ended September 30, 2024 to $9.2 million for the three months ended September 30, 2025 was primarily due to the amortization of intangible assets acquired in our acquisition of Applied Energy Group (“AEG”) in the fourth quarter of 2024.

Current wording

The decrease of $1.9 million in amortization of intangible assets acquired in business combinations from $9.5 million for the three months ended March 31, 2025 to $7.6 million for the three months ended March 31, 2026 was primarily due to certain intangible assets previously acquired becoming fully amortized.

Previous wording

Interest, net. The increase of $0.7 million in interest, net, was primarily due to higher average debt balance of $508.4 million for the three months ended September 30, 2025 compared to $462.9 million for the same period in 2024. Interest from debt facilities was $7.4 million for the three months ended September 30, 2025, compared to $7.9 million for the three months ended September 30, 2024. Use of floating-to-fixed interest rate swap agreements to hedge the variable interest portion of debt facilities reduced interest by $0.2 million for the three months ended September 30, 2025 compared to a reduction of $1.7 million for the same period in 2024. The average interest rate for our debt facilities was 5.7% for the three months ended September 30, 2025 compared to 6.7% for 2024. Inclusive of the impact of the swap agreements, our interest rate was 5.5% for the three months ended September 30, 2025 compared to 5.3% for 2024.

Current wording

Interest, net. The decrease of $0.6 million in interest, net, was primarily due to lower average debt balance of $453.5 million for the three months ended March 31, 2026 compared to $514.3 million for the same period in 2025. Interest from debt facilities was $5.7 million for the three months ended March 31, 2026, compared to $7.3 million for the three months ended March 31, 2025. Use of floating-to-fixed interest rate swap agreements to hedge the variable interest portion of debt facilities resulted in an increase of interest by less than $0.1 million for the three months ended March 31, 2026 compared to a reduction of $0.7 million for the same period in 2025. The average interest rate for our debt facilities was 5.0% for the three months ended March 31, 2026 compared to 5.7% for the same period in 2025. Inclusive of the impact of the swap agreements, our interest rate was 5.1% for the three months ended March 31, 2026 compared to 5.1% for the same period in 2025.

Previous wording

These are primarily third-party costs related to acquisitions and integration of acquisitions.

Current wording

These are primarily third-party costs related to potential and/or closed acquisitions and integration of closed acquisitions.

Previous wording

These charges and adjustments are related to a previously exited leased facility which we will continue to pay until the contractual obligations are satisfied but with no economic benefit to us, and the closure of certain international offices.

Current wording

These charges and adjustments are related to previously exited leased facilities and the closure of certain international offices.

Previous wording

The amortization of intangible assets acquired from business combinations totaled $9.2 million and $8.3 million for the three months ended September 30, 2025 and 2024, respectively, and $27.9 million and $24.9 million for the nine months ended September 30, 2025 and 2024, respectively.

Current wording

The amortization of intangible assets acquired from business combinations totaled $7.6 million and $9.5 million for the three months ended March 31, 2026 and 2025, respectively.

Previous wording

Income tax effects were calculated using the effective tax rate, adjusted for certain discrete items, if any, of 22.7% and 13.8% for the three months ended September 30, 2025 and 2024, respectively, and 23.0% and 20.0% for the nine months ended September 30, 2025 and 2024, respectively.

Current wording

Income tax effects were calculated using the effective tax rate, adjusted for certain discrete items, if any, of 25.1% and 10.5% for the three months ended March 31, 2026 and 2025, respectively.

Previous wording

Liquidity and Borrowing Capacity. In addition to cash and cash equivalents on hand and cash generated from operations, our primary source of liquidity is from our Credit Facility with a syndicate of multiple commercial banks, as described in “Note 5– Debt” in the “Notes to Consolidated Financial Statements” in this Quarterly Report. The Credit Facility requires that we remain in compliance with certain financial and non-financial covenants (as defined by the Credit Agreement, see “Note 10 – Long-Term Debt” in the “Notes to Consolidated Financial Statements” in our Annual Report for additional details). As of September 30, 2025, we were in compliance with these covenants, and we had $501.6 million available under the Credit Facility to fund our ongoing operations, future acquisitions, dividend payments, and share repurchase program.

Current wording

Liquidity and Borrowing Capacity. In addition to cash and cash equivalents on hand and cash generated from operations, our primary source of liquidity is the Credit Facility with a syndicate of commercial banks, as described in “Note 5– Long-Term Debt” in the “Notes to Consolidated Financial Statements” in this Quarterly Report. The Credit Facility requires that we remain in compliance with certain financial and non-financial covenants (as defined by the Credit Agreement, see “Note 8 - Debt” in the “Notes to Consolidated Financial Statements” in our Annual Report for additional details). As of March 31, 2026, we remained in compliance with these covenants, and we had $512.4 million available under the Credit Facility to fund our ongoing operations, future acquisitions, dividend payments, and share repurchase program. On April 10, 2026, we completed the refinancing of the Credit Facility, see “Note 15 - Subsequent Events” in the “Notes to Consolidated Financial Statements” in this Quarterly Report.

Previous wording

We have entered into floating-to-fixed interest rate swap agreements for a total notional value of $175.0 million to hedge a portion of our floating-rate Credit Facility. The interest rate swaps will expire in 2030, but we may consider entering into additional swap agreements prior to the expiration of these existing hedges. As of September 30, 2025, the percentage of our fixed-rate debt to total debt from our Credit Facility was 39%.

Current wording

We have entered into floating-to-fixed interest rate swap agreements for a total notional value of $175.0 million to hedge a portion of our floating-rate Credit Facility. The interest rate swaps will expire in 2030, but we may consider entering into additional swap agreements prior to the expiration of these existing hedges. As of March 31, 2026, the percentage of our fixed-rate debt to total debt from our Credit Facility was 40%.

Previous wording

We provide support services to the U.S. federal government and a prolonged federal government shutdown of non-essential functions, which started October 1, 2025, may affect our abilities to generate cash from that business to certain degrees. There are other conditions, such as the ongoing wars in Ukraine, instabilities in the Middle East, and volatility in global trade (including the imposition of tariffs), that create uncertainty in the global economy, which in turn may impact, among other things, our ability to generate positive cash flows from operations and our ability to successfully execute and fund key initiatives. However, our current belief is that the combination of internally generated funds, available bank borrowing capacity, and cash and cash equivalents on hand will provide the required liquidity and capital resources necessary to fund ongoing operations, customary capital expenditures, quarterly cash dividends, share repurchases, and organic growth. Additionally, we continuously analyze our capital structure to ensure we have capital to fund future strategic acquisitions.

Current wording

We provide support services to the U.S. federal government and any prolonged federal government shutdown may affect our abilities to generate cash from that business to certain degrees. There are other conditions, such as the ongoing wars in Ukraine, instabilities in the Middle East, and volatility in global trade (including the imposition of tariffs), that create uncertainty in the global economy, which in turn may impact, among other things, our ability to generate positive cash flows from operations and our ability to successfully execute and fund key initiatives. However, our current belief is that the combination of internally generated funds, available bank borrowing capacity, and cash and cash equivalents on hand will provide the required liquidity and capital resources necessary to fund ongoing operations, customary capital expenditures, quarterly cash dividends, share repurchases, and organic growth. Additionally, we continuously analyze our capital structure to ensure we have capital to fund future strategic acquisitions.

Previous wording

Dividends. We have historically paid quarterly cash dividends to our stockholders of record at $0.14 per share. Total dividend payments during the nine months ended September 30, 2025 were $7.8 million.

Current wording

Dividends. We have historically paid quarterly cash dividends to our stockholders of record at $0.14 per share. Total dividend payments during the three months ended March 31, 2026 were $2.6 million.

Previous wording

Cash Flow. The following table sets forth our sources and uses of cash for the nine months ended September 30, 2025 and 2024:

Current wording

Cash Flow. The following table sets forth our sources and uses of cash for the three months ended March 31, 2026 and 2025:
Rearranged previous paragraphs (1)

Previous report — wording carried elsewhere

The table below sets forth select line items of our unaudited consolidated statements of comprehensive income, the percentage of revenue for these select items, and the period-over-period rate of change and percentage of revenue for the periods indicated.