CORVEL CORP

Previous wording

Additionally, as artificial intelligence technologies continue to develop and become more accessible, malicious actors are increasingly leveraging such technologies to carry out advanced cyber-attacks. These artificial intelligence tools can be used to automate and scale attacks, generate phishing or social engineering schemes, employ deepfakes, identity system vulnerabilities, or evade transitional detection methods. Consequently, the use of artificial intelligence by malicious actors may result in an increase in the frequency, speed, and severity of cybersecurity threats targeting our systems, networks, and employees.

Current wording

Additionally, as artificial intelligence technologies continue to develop and become more accessible, malicious actors are increasingly leveraging such technologies to carry out advanced cyber-attacks. These artificial intelligence tools can be used to automate and scale attacks, generate phishing or social engineering schemes, employ deepfakes, identify system vulnerabilities, or evade transitional detection methods. Consequently, the use of artificial intelligence by malicious actors may result in an increase in the frequency, speed, and severity of cybersecurity threats targeting our systems, networks, and employees.

Previous wording

As a non–manufacturing service business, we have to date been less impacted from laws and regulations related to sustainability concerns or other environmental, social responsibility or governance (“ESG”) laws, regulations, or policies. However, we may need to incur ESG-related costs in response to our customers or shareholders. Increasingly our customers and shareholders expect that we meet environmental, social responsibility, sustainability or other business policies or standards, which may be more restrictive than current laws and regulations, before our customers commence, or continue, doing business with us or before shareholders invest in our common stock. Our compliance with these policies and related requirements could be costly, and our failure to comply could adversely affect our business relationships or reputation.

Current wording

As a non–manufacturing service business, we have to date been less impacted from laws and regulations related to sustainability concerns or other environmental, social responsibility or governance (“ESG”) laws, regulations, or policies. However, we may need to incur ESG-related costs in response to our customers or stockholders. Increasingly our customers and stockholders expect that we meet environmental, social responsibility, sustainability or other business policies or standards, which may be more restrictive than current laws and regulations, before our customers commence, or continue, doing business with us or before stockholders invest in our common stock. Our compliance with these policies and related requirements could be costly, and our failure to comply could adversely affect our business relationships or reputation.

Previous wording

In 1996, the Board authorized a stock repurchase program for up to 100,000 original shares (not adjusted for historical stock splits) of our common stock. The Board has periodically increased the number of shares authorized for repurchase under the repurchase program. In 2022, the Board authorized the repurchase of additional shares under the stock repurchase program, thereby increasing the total number of shares of common stock approved for repurchased under the program to 117,000,000. There is no expiration date for the program. The program does not obligate us to acquire any amount of common stock and may be suspended or discontinued at any time at our discretion.

Current wording

In 1996, the Board authorized a stock repurchase program for up to 100,000 original shares (not adjusted for historical stock splits) of our common stock. The Board has periodically increased the number of shares authorized for repurchase under the repurchase program. In 2022, the Board authorized the repurchase of additional shares under the stock repurchase program, thereby increasing the total number of shares of common stock approved for repurchase under the program to 117,000,000. There is no expiration date for the program. The program does not obligate us to acquire any amount of common stock and may be suspended or discontinued at any time at our discretion.

Previous wording

During the three months ended June 30, 2026, the Company repurchased 377,098 shares of its common stock for $21.8 million under the program, reflecting an average price of $57.77 per share. As of June 30, 2026, the Company repurchased 115,636,533 shares of its common stock over the life of the program.

Current wording

During the three months ended September 30, 2026, the Company repurchased 272,791 shares of its common stock for $18.1 million, excluding tax, under the program, reflecting an average price of $66.27 per share. As of September 30, 2026, the Company repurchased 115,909,324 shares of its common stock over the life of the program.