Booz Allen Hamilton Holding Corp

Previous wording

Trusted to transform missions with the power of tomorrow’s technologies, Booz Allen advances the nation’s most critical civil, defense, and national security priorities. Our ability to deliver value to our clients has always been, and continues to be, a product of the strong character, expertise and tremendous passion of our people. Our approximately 35,800 employees work to solve hard problems by making clients' missions their own, combining decades of consulting and domain expertise with functional expertise in areas such as analytics, digital solutions, engineering, cyber and artificial intelligence, all fostered by a culture of innovation that extends to all reaches of the Company.

Current wording

Trusted to transform missions with the power of tomorrow’s technologies, Booz Allen advances the nation’s most critical civil, defense, and national security priorities. Our ability to deliver value to our clients has always been, and continues to be, a product of the strong character, expertise and tremendous passion of our people. Our approximately 35,900 employees work to solve hard problems by making clients' missions their own, combining decades of consulting and domain expertise with functional expertise in areas such as analytics, digital solutions, engineering, cyber and artificial intelligence, all fostered by a culture of innovation that extends to all reaches of the Company.

Previous wording

During the second quarter of fiscal 2025, the Company generated year over year revenue growth and increased client staff headcount.

Current wording

During the third quarter of fiscal 2025, the Company generated year over year revenue growth and increased client staff headcount.

Previous wording

Revenue increased 18.0% to $3,146.4 million in the three months ended September 30, 2024 from $2,666.3 million in the three months ended September 30, 2023, and increased 14.4% to $6,088.2 million in the six months ended September 30, 2024 from $5,320.8 million in the six months ended September 30, 2023. The increase was primarily driven by strong demand for our services and solutions as well as continued headcount growth and higher billable expenses. In addition, revenue was positively impacted by $121.7 million representing the reduction to our provision for claimed costs recorded during the second quarter of fiscal 2025. See Note 15, “Commitments and Contingencies,” to the condensed consolidated financial statements for further information.

Current wording

Revenue increased 13.5% to $2,917.2 million in the three months ended December 31, 2024 from $2,569.8 million in the three months ended December 31, 2023, and increased 14.1% to $9,005.4 million in thenine months ended December 31, 2024 from $7,890.6 million in thenine months ended December 31, 2023. The increase was primarily driven by strong demand for our services and solutions as well as continued headcount growth and higher billable expenses. In addition, revenue was positively impacted by$121.7 million representing the reduction to our provision for claimed costs recorded during the second quarter of fiscal 2025. See Note 15, “Commitments and Contingencies,” to the condensed consolidated financial statements for further information.

Previous wording

Operating income increased 105.5% to $548.6 million in the three months ended September 30, 2024 from $267.0 million in the three months ended September 30, 2023, which reflects an increase in operating margin from 10.0% to 17.4%. Operating income increased 60.3% to$803.8 million in the six months ended September 30, 2024 from$501.4 million in the six months ended September 30, 2023, which reflects anincrease in operating margin from 9.4% to 13.2%. The increase in operating income and operating margin was primarily driven by revenue growth and a decrease in general and administrative expenses resulting from$115.3 million ininsurance recoveries from claims related to the Company’s fiscal 2024 settlement as described in Note 20, “Commitments and Contingencies,” to the consolidated financial statements contained within the Annual Report on Form 10-K for the fiscal year ended March 31, 2024.

Current wording

Operating income increased 17.7% to $291.3 million in the three months ended December 31, 2024 from $247.6 million in the three months ended December 31, 2023, which reflects an increase in operating margin from 9.6% to 10.0%. Operating income increased 46.2% to$1,095.0 million in thenine months ended December 31, 2024 from$749.0 million in thenine months ended December 31, 2023, which reflects anincrease in operating margin from 9.5% to 12.2%. Operating income was primarily driven by the same drivers benefiting revenue growth as well as strong contract-level performance coupled with ongoing cost management efforts. Margins were impacted by a decrease in general and administrative expenses in the year to date period resulting from $115.3 million in insurance recoveries from claims related to the Company’s fiscal 2024 settlement as described in Note 20, “Commitments and Contingencies,” to the consolidated financial statements contained within the Annual Report on Form 10-K for the fiscal year ended March 31, 2024.

Previous wording

Revenue, Excluding Billable Expenses includes $113.1 million and $18.3 million of revenue for the three and six months ending September 30, 2024 and 2023 respectively, resulting from the reduction to our provision for claimed costs as noted below.

Current wording

Revenue, Excluding Billable Expenses includes $113.1 million and $18.3 million of revenue for the nine months ending December 31, 2024 and 2023 respectively, resulting from the reduction to our provision for claimed costs as noted below.

Previous wording

(h)Reflects the tax effect of adjustments at an assumed effective tax rate of 26%, whicha pproximates the blended federal and state tax rates, and consistently excludes the impact of other tax credits and incentive benefits realized. The tax effect of certain discrete items is calculated specifically and may vary from the general 26% rate.

Current wording

(h)Reflects the tax effect of adjustments at an assumed effective tax rate of 26%, whicha pproximates the blended federal and state tax rates, and consistently excludes the impact of other tax credits and incentive benefits realized. The tax effect of certain discrete items is calculated specifically and may vary from the general 26% rate. The prior period tax effect also includes an adjustment related to the indirect effects of the application of Section 174 of the Tax Cuts and Jobs Act of 2017 ($26.0 million and $22.0 million for the three and nine months ended December 31, 2023, respectively).

Previous wording

(i)Excludes adjustments of approximately $2.3 million and $3.0 million of net earnings for the three andsix months ended September 30, 2024, respectively, and approximately $1.4 million and $2.7 million of net earnings for the three and six months ended September 30, 2023, respectively, associated with the application of the two-class method for computing diluted earnings per share.

Current wording

(i)Excludes adjustments of approximately $1.1 million and $4.1 million of net earnings for the three andnine months ended December 31, 2024, respectively, and approximately $1.2 million and $3.9 million of net earnings for the three andnine months ended December 31, 2023, respectively, associated with the application of the two-class method for computing diluted earnings per share.

Previous wording

Revenue from our contracts is derived from services delivered by client staff and, to a lesser extent, from our subcontractors. Our ability to hire, retain, and deploy talent with skills appropriately aligned with client needs is critical to our ability to grow our revenue. We continuously evaluate whether our talent base is properly sized and appropriately compensated, and contains an optimal mix of skills to be cost competitive and meet the rapidly evolving needs of our clients. We seek to achieve that result through recruitment and management of capacity and compensation. As of September 30, 2024 and 2023, we employed approximately 35,800 and 33,100 people, respectively, of which approximately 32,700 and 30,200, respectively, were client staff.

Current wording

Revenue from our contracts is derived from services delivered by client staff and, to a lesser extent, from our subcontractors. Our ability to hire, retain, and deploy talent with skills appropriately aligned with client needs is critical to our ability to grow our revenue. We continuously evaluate whether our talent base is properly sized and appropriately compensated, and contains an optimal mix of skills to be cost competitive and meet the rapidly evolving needs of our clients. We seek to achieve that result through recruitment and management of capacity and compensation. As of December 31, 2024 and 2023, we employed approximately 35,900 and 33,800 people, respectively, of which approximately 32,700 and 30,900, respectively, were client staff.

Previous wording

Our total backlog consists of remaining performance obligations, certain orders under contracts for which the period of performance has expired, and unexercised option period and other unexercised optional orders. As of September 30, 2024 and March 31, 2024, the Company had $11.0 billion and $8.7 billion of remaining performance obligations, respectively. We expect to recognize approximately 70% of the remaining performance obligations as of September 30, 2024 as revenue over the next 12 months, and approximately 80% over the next 24 months. The remainder is expected to be recognized thereafter. However, given the uncertainties discussed below, as well as the risks described in “Item 1A. Risk Factors” of our Annual Report on Form 10-K for the fiscal year ended March 31, 2024, we can give no assurance that we will be able to convert our backlog into revenue in any particular period, if at all. Our backlog includes orders under contracts that in some cases extend for several years. The U.S. Congress generally appropriates funds for our clients on a yearly basis, even though their contracts with us may call for performance that is expected to take a number of years to complete. As a result, contracts typically are only partially funded at any point during their term and all or some of the work to be performed under the contracts may remain unfunded unless and until the U.S. Congress makes subsequent appropriations and the procuring agency allocates funding to the contract.

Current wording

Our total backlog consists of remaining performance obligations, certain orders under contracts for which the period of performance has expired, and unexercised option period and other unexercised optional orders. As of December 31, 2024 and March 31, 2024, the Company had $9.5 billion and $8.7 billion of remaining performance obligations, respectively. We expect to recognize approximately 70% of the remaining performance obligations as of December 31, 2024 as revenue over the next 12 months, and approximately 80% over the next 24 months. The remainder is expected to be recognized thereafter. However, given the uncertainties discussed below, as well as the risks described in “Item 1A. Risk Factors” of our Annual Report on Form 10-K for the fiscal year ended March 31, 2024, we can give no assurance that we will be able to convert our backlog into revenue in any particular period, if at all. Our backlog includes orders under contracts that in some cases extend for several years. The U.S. Congress generally appropriates funds for our clients on a yearly basis, even though their contracts with us may call for performance that is expected to take a number of years to complete. As a result, contracts typically are only partially funded at any point during their term and all or some of the work to be performed under the contracts may remain unfunded unless and until the U.S. Congress makes subsequent appropriations and the procuring agency allocates funding to the contract.

Previous wording

We view growth in total backlog and client staff headcount as the two key measures of our potential business growth. Growing and deploying client staff is the primary means by which we are able to achieve profitable revenue growth. To the extent that we are able to hire additional client staff and deploy them against funded backlog, we generally recognize increased revenue. Total backlog increased by 17.7% from September 30, 2023 to September 30, 2024. Additions to funded backlog during the twelve months ended September 30, 2024 and 2023 totaled $11.8 billion and $10.8 billion, respectively, as a result of the conversion of unfunded backlog to funded backlog, the award of new contracts and task orders under which funding was appropriated, and the exercise and subsequent funding of priced options. We report internally on our backlog on a monthly basis and review backlog upon occurrence of certain events to determine if any adjustments are necessary.

Current wording

We view growth in total backlog and client staff headcount as the two key measures of our potential business growth. Growing and deploying client staff is the primary means by which we are able to achieve profitable revenue growth. To the extent that we are able to hire additional client staff and deploy them against funded backlog, we generally recognize increased revenue. Total backlog increased by 14.8% from December 31, 2023 to December 31, 2024. Additions to funded backlog during the twelve months ended December 31, 2024 and 2023 totaled $11.9 billion and $11.0 billion, respectively, as a result of the conversion of unfunded backlog to funded backlog, the award of new contracts and task orders under which funding was appropriated, and the exercise and subsequent funding of priced options. We report internally on our backlog on a monthly basis and review backlog upon occurrence of certain events to determine if any adjustments are necessary.

Previous wording

In addition, contract backlog includes orders under contracts for which the period of performance has expired, and we may not recognize revenue on the funded backlog that includes such orders due to, among other reasons, the tardy submission of invoices by our subcontractors and the expiration of the relevant appropriated funding in accordance with a predetermined expiration date such as the end of the U.S. government's fiscal year. The revenue value of orders included in contract backlog that has not been recognized as revenue due to period of performance expirations has not exceeded approximately 4.5% of total backlog as of September 30, 2024 or during any of the three preceding fiscal quarters.

Current wording

In addition, contract backlog includes orders under contracts for which the period of performance has expired, and we may not recognize revenue on the funded backlog that includes such orders due to, among other reasons, the tardy submission of invoices by our subcontractors and the expiration of the relevant appropriated funding in accordance with a predetermined expiration date such as the end of the U.S. government's fiscal year. The value that was not recognized as revenue due to the expiration of a contract’s period of performance did not exceed 5% of total backlog as of December 31, 2024 or any of the preceding three fiscal quarters.

Previous wording

Our critical accounting estimates and policies are disclosed in the Critical Accounting Estimates and Policies section in Part II, “Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations” of our Annual Report on Form 10-K for the year ended March 31, 2024. Other than the change in estimate resulting in a reduction to our provision for claimed costs, there were no other material changes to our critical accounting policies, estimates or judgments that occurred during the periods covered by this report. See Note 15, “Commitments and Contingencies,” to our condensed consolidated financial statements for additional information related to the aforementioned change in estimate.

Current wording

Our critical accounting estimates and policies are disclosed in the Critical Accounting Estimates and Policies section in Part II, “Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations” of our Annual Report on Form 10-K for the year ended March 31, 2024. Other than the change in estimate that resulted in a reduction to our provision for claimed costs during the second quarter of fiscal 2025, there were no other material changes to our critical accounting policies, estimates or judgments that occurred during the periods covered by this report. See Note 15, “Commitments and Contingencies,” to our condensed consolidated financial statements for additional information related to the aforementioned change in estimate.

Previous wording

The following table sets forth items from our condensed consolidated statements of operations for thesix months ended September 30, 2024 and September 30, 2023:

Current wording

The following table sets forth items from our condensed consolidated statements of operations for thenine months ended December 31, 2024 and December 31, 2023:

Previous wording

Revenue increased 18.0% to $3.1 billion, and 14.4% to $6.1 billion, respectively for the three and six months ended September 30, 2024 as compared to the prior year period. The increase was primarily driven by strong demand for our services and solutions as well as continued headcount growth and higher billable expenses. In addition, revenue was positively impacted by $121.7 million representing the reduction to our provision for claimed costs recorded during the second quarter of fiscal 2025. See Note 15, “Commitments and Contingencies,” to the condensed consolidated financial statements for further information. Total headcount as of September 30, 2024 increased by approximately 2,700 as compared to September 30, 2023.

Current wording

Revenue increased 13.5% to $2.9 billion, and 14.1% to $9.0 billion, respectively for the three and nine months ended December 31, 2024 as compared to the prior year period. The increase was primarily driven by strong demand for our services and solutions as well as continued headcount growth and higher billable expenses. In addition, revenue was positively impacted by$121.7 million representing the reduction to our provision for claimed costs recorded during the second quarter of fiscal 2025 (as compared to $18.3 million in the second quarter of fiscal 2024). See Note 15, “Commitments and Contingencies,” to the condensed consolidated financial statements for further information. Total headcount as of December 31, 2024 increased by approximately 2,100 as compared to December 31, 2023.

Previous wording

Cost of revenue as a percentage of revenue was 43.3% and 46.2% for thethree months ended September 30, 2024 and 2023, respectively, and 44.9% and 46.7% for thesix months ended September 30, 2024 and 2023, respectively. Cost of revenue increased 10.5% and 10.0% for thethree and six months ended September 30, 2024, respectively, as compared to thethree and six months ended September 30, 2023. The increases were primarily due to increases in salaries and salary-related benefits of $149.2 million and $284.5 million, respectively, driven by increased headcount and salary increases, partially offset by decreases in other business expenses and professional fees of $10.6 million and $29.9 million, respectively, as compared to the prior year.

Current wording

Cost of revenue as a percentage of revenue was 44.8% and 46.0% for thethree months ended December 31, 2024 and 2023, respectively, and 44.9% and 46.5% for thenine months ended December 31, 2024 and 2023, respectively. Cost of revenue increased 10.6% and 10.2% for thethree and nine months ended December 31, 2024, respectively, as compared to thethree and nine months ended December 31, 2023. The increases were primarily due to increases in salaries and salary-related benefits of $142.1 million and $426.6 million, respectively, driven by increased headcount and salary increases, partially offset by decreases in incentive and stock based compensation of $14.9 million and$19.9 million, and other business expenses and professional fees of $4.2 million and $34.1 million, respectively, as compared to the prior year.

Previous wording

Billable expenses as a percentage of revenue were 30.8% and 30.9% for thethree months ended September 30, 2024 and 2023, respectively, and 31.4% and 30.8% for thesix months ended September 30, 2024 and 2023, respectively. Billable expenses increased 17.4% and 16.9% for thethree and six months ended September 30, 2024, respectively, as compared to thethree and six months ended September 30, 2023. The increases were primarily attributable to increases in the use of subcontractors driven by client demand and timing of client needs, as well as increases in expenses from contracts requiring the Company to incur other direct expenses and travel on behalf of clients as compared to the prior year.

Current wording

Billable expenses as a percentage of revenue were 32.2% and 31.1% for thethree months ended December 31, 2024 and 2023, respectively, and 31.7% and 30.9% for thenine months ended December 31, 2024 and 2023, respectively. Billable expenses increased 17.3% and 17.0% for thethree and nine months ended December 31, 2024, respectively, as compared to thethree and nine months ended December 31, 2023. The increases were primarily attributable to increases in the use of subcontractors driven by client demand and timing of client needs, as well as increases in expenses from contracts requiring the Company to incur other direct expenses and travel on behalf of clients as compared to the prior year.

Previous wording

General and administrative expenses as a percentage of revenue were 7.2% and 11.3% for thethree months ended September 30, 2024 and 2023, respectively, and 9.1% and 11.6% for thesix months ended September 30, 2024 and 2023, respectively. General and administrative expenses decreased 25.1% and 9.8% for thethree and six months ended September 30, 2024, respectively, as compared to thethree and six months ended September 30, 2023.

Current wording

General and administrative expenses as a percentage of revenue were 11.7% for both thethree months ended December 31, 2024 and 2023, respectively, and 10.0% and 11.6% for thenine months ended December 31, 2024 and 2023, respectively. General and administrative expenses increased 13.8% and decreased 2.1% for thethree and nine months ended December 31, 2024, respectively, as compared to thethree and nine months ended December 31, 2023.

Previous wording

In addition to the insurance recoveries noted above, the year-to date period was also impacted by a $27.5 million reserve from fiscal 2024 associated with the U.S. Department of Justice's investigation of the Company, not present in the current year, partially offset by increases in salary and salary related benefits of $41.1 million and increases in other business expenses and professional fees of $27.7 million as compared to the prior year.

Current wording

General and administrative expenses increased in the third quarter as compared to the prior year primarily due toincreases insalary and salary related benefits of $22.3 million and other business expenses of $10.8 million. The year to date period was impacted by$115.3 million ininsurance recoveries from claims related to the Company’s fiscal 2024 settlement as described in Note 20, “Commitments and Contingencies,” to the consolidated financial statements contained within the Annual Report on Form 10-K for the fiscal year ended March 31, 2024, as well as a $27.5 million reserve from fiscal 2024 associated with the U.S. Department of Justice's investigation of the Company, not present in the current year. These decreases were partially offset by increases in salary and salary related benefits of$63.4 million, increases in other business expenses and professional fees of $38.5 million.

Previous wording

Depreciation and amortization expense increased 2.8% and 0.5% for thethree and six months ended September 30, 2024, respectively, as compared to thethree and six months ended September 30, 2023, primarily driven by intangible amortization related to acquisitions and asset purchases to support the business.

Current wording

Depreciation and amortization expense decreased 2.3% and 0.4% for thethree and nine months ended December 31, 2024, respectively, as compared to thethree and nine months ended December 31, 2023, primarily driven by leasehold improvement amortization.

Previous wording

Interest expense increased 5.1% and 15.9% for thethree and six months ended September 30, 2024, respectively, as compared to thethree and six months ended September 30, 2023, primarily due to increases of approximately $3.4 million and $13.1 million, respectively, in bond interest expense related to the $650.0 million Senior Notes due 2033, issued by the Company in August of fiscal 2024.

Current wording

Interest expense decreased 2.0% and increased 9.3% for thethree and nine months ended December 31, 2024, respectively, as compared to thethree and nine months ended December 31, 2023. A decrease in interest rates year over year contributed to the change. However, an increase in bond interest expense of $13.1 million year over year related to the $650.0 million Senior Notes due 2033, issued by the Company in August of fiscal 2024, drove the increase in expense for the year to date period.

Previous wording

Other income (expense), net increased to$11.8 million for thethree months ended September 30, 2024 from$3.6 million for thethree months ended September 30, 2023, and increased to$16.9 million for thesix months ended September 30, 2024 from$5.5 million for thesix months ended September 30, 2023. The increases in other income, net were primarily driven by an increase of $11.2 million in the fair value of the Company’s investments reflected in the second quarter of fiscal 2025.

Current wording

Other income (expense), net decreased to$2.8 million for thethree months ended December 31, 2024 from$6.4 million for thethree months ended December 31, 2023, and increased to$19.7 million for thenine months ended December 31, 2024 from$11.9 million for thenine months ended December 31, 2023. The decline in other income, net for the quarter to date period was primarily driven by a decline in interest income driven by a lower average cash balance and lower interest rates. The increases in other income, net for the year to date period were primarily driven by an increase of$11.2 million in the fair value of the Company’s investments reflected in the second quarter of fiscal 2025.

Previous wording

As of September 30, 2024, our total liquidity was $1.6 billion, consisting of $558.7 million of cash and cash equivalents and $998.6 million available under the Revolving Credit Facility. In the opinion of management, we will be able to meet our liquidity and cash needs through a combination of cash flows from operating activities, available cash balances, and available borrowing under the Revolving Credit Facility. If these resources need to be augmented, additional cash requirements would likely be financed through the issuance of debt or equity securities.

Current wording

As of December 31, 2024, our total liquidity was $1.5 billion, consisting of $453.5 million of cash and cash equivalents and $998.6 million available under the Revolving Credit Facility. In the opinion of management, we will be able to meet our liquidity and cash needs through a combination of cash flows from operating activities, available cash balances, and available borrowing under the Revolving Credit Facility. If these resources need to be augmented, additional cash requirements would likely be financed through the issuance of debt or equity securities.

Previous wording

The following table presents selected financial information as of September 30, 2024 and March 31, 2024 and for the first six months of fiscal 2025 and 2024:

Current wording

The following table presents selected financial information as of December 31, 2024 and March 31, 2024 and for the first nine months of fiscal 2025 and 2024:

Previous wording

Net cash provided by operations is primarily affected by the overall profitability of our contracts, our ability to invoice and collect cash from clients in a timely manner, our ability to manage our vendor payments and the timing of cash paid for income taxes. Continued uncertainty in global economic conditions, including any potential impact of the U.S. government’s failure to raise the debt ceiling, may also affect our business as customers and suppliers may decide to downsize, defer, or cancel contracts, which could negatively affect our operating cash flows. Net cash provided by operations was $639.2 million for the six months ended September 30, 2024 compared to $118.9 million of net cash used in operations in the prior year period. Operating cash was primarily driven by strong collections and overall revenue growth. In addition, fiscal 2025 reflects $115.3 million in insurance recoveries from claims related to the Company’s fiscal 2024 settlement as described in Note 20, “Commitments and Contingencies,” to the consolidated financial statements contained within the Annual Report on Form 10-K for the fiscal year ended March 31, 2024. The Company also changed its payroll cadence during the second quarter of fiscal 2025, resulting in a positive operating cash flow impact at period end.

Current wording

Net cash provided by operations is primarily affected by the overall profitability of our contracts, our ability to invoice and collect cash from clients in a timely manner, our ability to manage our vendor payments and the timing of cash paid for income taxes. Continued uncertainty in global economic conditions, including any potential impact of the U.S. government’s failure to raise the debt ceiling, may also affect our business as customers and suppliers may decide to downsize, defer, or cancel contracts, which could negatively affect our operating cash flows. Net cash provided by operations was $790.0 million for the nine months ended December 31, 2024 compared to $115.1 million of net cash used in operations in the prior year period. Net cash provided by operating activities was primarily driven by overall revenue growth. In addition, fiscal 2024 reflects a $377.5 million outflow related to the Company’s fiscal 2024 settlement as described in Note 20, “Commitments and Contingencies to the consolidated financial statements contained within the Annual Report on Form 10-K for the fiscal year ended March 31, 2024, whereas fiscal 2025 reflects $115.3 million in insurance recoveries from claims related to that settlement.

Previous wording

Net cash used in investing activities was $153.3 million in the six months ended September 30, 2024 compared to $37.0 million in the prior year period. The increase in investing cash used over the prior year was primarily due to the Company's acquisition of PGSC.

Current wording

Net cash used in investing activities was $183.8 million in the nine months ended December 31, 2024 compared to $68.3 million in the prior year period. The increase in investing cash used over the prior year was primarily due to the Company's acquisition of PGSC.

Previous wording

Net cash used in financing activities was $481.5 million in the six months ended September 30, 2024 compared to net cash provided by financing activities of $308.4 million in the prior year period. The increase in financing cash used year over year was primarily due to a$500.0 million draw on the Company’s revolving credit facility in the prior year, not present this year, partially offset by an increase of $139.4 million in share repurchases year over year.

Current wording

Net cash used in financing activities was $706.9 million in the nine months ended December 31, 2024 compared to net cash provided by financing activities of $150.1 million in the prior year period. The increase in financing cash used year over year was primarily due to net proceeds of $636.2 million associated with the Company’s issuance of its 5.95% Senior Notes due 2033 in the prior year, not present this year, as well as an increase of $193.5 million in share repurchases year over year.

Previous wording

On October 25, 2024, the Company announced a regular quarterly cash dividend in the amount of$0.51 per share. The quarterly dividend is payable on December 4, 2024 to stockholders of record on November 15, 2024.

Current wording

On January 31, 2025, the Company announced a regular quarterly cash dividend in the amount of $0.55 per share. The quarterly dividend is payable on March 4, 2025 to stockholders of record on February 14, 2025.

Previous wording

During thethree and six months ended September 30, 2024, quarterly cash dividends of $0.51 and$1.02 per share, respectively, were declared and paid totaling$65.8 million and$133.0 million, respectively. During thethree and six months ended September 30, 2023, quarterly cash dividends of $0.47 and $0.94 per share, respectively, were declared and paid totaling $62.1 million and $125.1 million, respectively.

Current wording

During thethree and nine months ended December 31, 2024, quarterly cash dividends of $0.51 and$1.53 per share, respectively, were declared and paid totaling$65.5 million and$198.4 million, respectively. During thethree and nine months ended December 31, 2023, quarterly cash dividends of $0.47 and $1.41 per share, respectively, were declared and paid totaling $61.7 million and $186.8 million, respectively.

Previous wording

On December 12, 2011, the Board of Directors approved a share repurchase program, which was most recently increased by $525.0 million to $3,085.0 million on May 22, 2024. The Company may repurchase shares pursuant to the program by means of open market repurchases, directly negotiated repurchases or through agents acting pursuant to negotiated repurchase agreements. During the first six months of fiscal 2025, the Company purchased 2.1 million shares of the Company's Class A Common Stock for an aggregate of $308.5 million. As of September 30, 2024, the Company had approximately $699.7 million remaining under the repurchase program.

Current wording

On December 12, 2011, the Board of Directors initially approved a share repurchase program, which was subsequently increased from time to time. On January 28, 2025 the Board of Directors increased the program by $500.0 million to $3,585.0 million, resulting in a remaining availability of $994.7 million for share repurchases under the program as of such date. The Company may repurchase shares pursuant to the program by means of open market repurchases, directly negotiated repurchases or through agents acting pursuant to negotiated repurchase agreements. During the first nine months of fiscal 2025, the Company purchased 3.0 million shares of the Company's Class A Common Stock for an aggregate of $453.5 million. As of December 31, 2024, the Company had approximately $554.7 million remaining under the repurchase program.

Previous wording

Booz Allen Hamilton Inc. (“Booz Allen Hamilton”), Booz Allen Hamilton Investor Corporation (“Investor”), and certain wholly owned subsidiaries of Booz Allen Hamilton are parties to a Credit Agreement dated as of July 31, 2012, as amended (the “Credit Agreement”), with certain institutional lenders and Bank of America, N.A., as Administrative Agent, Collateral Agent and Issuing Lender. As of September 30, 2024, the Credit Agreement provided Booz Allen Hamilton with a $1,567.5 million Term Loan A (“Term Loan A”) and a $1.0 billion revolving credit facility (the “Revolving Credit Facility”), with a sub-limit for letters of credit of $200.0 million. As of September 30, 2024, the maturity date of Term Loan A and the Revolving Commitments is September 7, 2027. Voluntary prepayments of Term Loan A and the Revolving Loans are permitted at any time, in minimum principal amounts, without premium or penalty. Booz Allen Hamilton’s obligations and the guarantors’ guarantees under the Credit Agreement were secured by a first priority lien on substantially all of the assets (including capital stock of subsidiaries) of Booz Allen Hamilton, Investor and the subsidiary guarantors, subject to certain exceptions set forth in the Credit Agreement and related documentation; such security was released in connection with Booz Allen Hamilton obtaining investment grade ratings from both Moody's and S&P. On September 7, 2022 (the “Ninth Amendment Effective Date”), the previously outstanding Term Loan B loans under the Credit Agreement were prepaid in full.

Current wording

Booz Allen Hamilton Inc. (“Booz Allen Hamilton”), Booz Allen Hamilton Investor Corporation (“Investor”), and certain wholly owned subsidiaries of Booz Allen Hamilton are parties to a Credit Agreement dated as of July 31, 2012, as amended (the “Credit Agreement”), with certain institutional lenders and Bank of America, N.A., as Administrative Agent, Collateral Agent and Issuing Lender. As of December 31, 2024, the Credit Agreement provided Booz Allen Hamilton with a $1,546.9 million Term Loan A (“Term Loan A”) and a $1.0 billion revolving credit facility (the “Revolving Credit Facility”), with a sub-limit for letters of credit of $200.0 million. As of December 31, 2024, the maturity date of Term Loan A and the Revolving Commitments is September 7, 2027. Voluntary prepayments of Term Loan A and the Revolving Loans are permitted at any time, in minimum principal amounts, without premium or penalty. Booz Allen Hamilton’s obligations and the guarantors’ guarantees under the Credit Agreement were secured by a first priority lien on substantially all of the assets (including capital stock of subsidiaries) of Booz Allen Hamilton, Investor and the subsidiary guarantors, subject to certain exceptions set forth in the Credit Agreement and related documentation; such security was released in connection with Booz Allen Hamilton obtaining investment grade ratings from both Moody's and S&P. On September 7, 2022 (the “Ninth Amendment Effective Date”), the previously outstanding Term Loan B loans under the Credit Agreement were prepaid in full.

Previous wording

The Company occasionally borrows under the Revolving Credit Facility for our working capital needs. There were no borrowings during the second quarter of fiscal 2025 and as of September 30, 2024 and March 31, 2024, respectively, there was no outstanding balance on the Revolving Credit Facility.

Current wording

The Company occasionally borrows under the Revolving Credit Facility for our working capital needs. There were no borrowings during the third quarter of fiscal 2025 and as of December 31, 2024 and March 31, 2024, respectively, there was no outstanding balance on the Revolving Credit Facility.

Previous wording

The tables below present the summarized financial information as combined for the Company and Booz Allen Hamilton as of March 31, 2024 and as of and for the six months ended September 30, 2024, after the elimination of intercompany transactions and balances between the Company and Booz Allen Hamilton and excluding the subsidiaries of the Company that are not issuers or guarantors of the Senior Notes due 2033, including earnings from and investments in these entities. The summarized financial information is provided in accordance with the reporting requirements of Rule 13-01 under Regulation S-X and is not intended to present our financial position or results of operations in accordance with GAAP.

Current wording

The tables below present the summarized financial information as combined for the Company and Booz Allen Hamilton as of March 31, 2024 and as of and for the nine months ended December 31, 2024, after the elimination of intercompany transactions and balances between the Company and Booz Allen Hamilton and excluding the subsidiaries of the Company that are not issuers or guarantors of the Senior Notes due 2033, including earnings from and investments in these entities. The summarized financial information is provided in accordance with the reporting requirements of Rule 13-01 under Regulation S-X and is not intended to present our financial position or results of operations in accordance with GAAP.

Previous wording

Our stockholders’ equity amounted to $1,200.8 million as of September 30, 2024, an increase of $154.2, compared to stockholders’ equity of $1,046.6 million as of March 31, 2024. The increase was primarily due to net income of $555.3 million and stock-based compensation expense of $45.7 million during the six months ended September 30, 2024, partially offset by $324.4 million in treasury stock resulting from the repurchase of shares of our Class A Common Stock, and $133.3 million in quarterly dividend payments for the six months ended September 30, 2024.

Current wording

Our stockholders’ equity amounted to $1,209.9 million as of December 31, 2024, an increase of $163.3, compared to stockholders’ equity of $1,046.6 million as of March 31, 2024. The increase was primarily due to net income of $742.3 million and stock-based compensation expense of $70.8 million during the nine months ended December 31, 2024, partially offset by $474.5 million in treasury stock resulting from the repurchase of shares of our Class A Common Stock, and $198.9 million in quarterly dividend payments for the nine months ended December 31, 2024.

Previous wording

Since we do not own any of our facilities, our capital expenditure requirements primarily relate to the purchase of computers, management systems, furniture, and leasehold improvements to support our operations. Direct facility and equipment costs billed to clients are not treated as capital expenses. Our capital expenditures for the six months ended September 30, 2024 and 2023 were $56.2 million and $27.4 million, respectively. The increase is primarily driven by an increase in leasehold improvements and secure space updates to our leased facilities in the current period.

Current wording

Since we do not own any of our facilities, our capital expenditure requirements primarily relate to the purchase of computers, management systems, furniture, and leasehold improvements to support our operations. Direct facility and equipment costs billed to clients are not treated as capital expenses. Our capital expenditures for the nine months ended December 31, 2024 and 2023 were $73.4 million and $50.5 million, respectively. The increase is primarily driven by an increase in leasehold improvements and secure space updates to our leased facilities in the current period.