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Bowman Consulting Group Ltd.

For the period ended Jun 30, 2025. Filed Aug 7, 2025.

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.

Jun 30, 2025 · Filed Aug 7, 2025

BWMN$43.00+0.2%Stored close · as of Nov 5, 2026

What changed in Management’s Discussion and Analysis?

Read the current filing

Previous report: 10-Q

Period ended 2025-03-31; filed 2025-05-07.

0001628280-25-023232

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

Current report: 10-Q

Period ended 2025-06-30; filed 2025-08-07.

0001628280-25-039001

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 139 previous paragraphs and 172 current paragraphs.

102 unchanged; 32 reworded; 18 added; 4 removed; 1 previous and 20 current paragraphs rearranged.

Tables are not compared: 6 previous and 10 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 (18)

Current report

Subsequent to June 30, 2025, the Company completed an acquisition, and paid total consideration of $2.7 million, subject to adjustments, through a combination of cash, promissory note, convertible note and assumed liabilities. No cash was acquired with this acquisition. Promissory notes bear a simple interest rate of 5.00% with payments of principal and interest beginning September 2025 and ending in June 2028. The convertible note bears a simple interest rate of 5.00% and may be convertible in whole or in part at any time to Bowman common stock and is subject to a six-month lock-up. The purchase agreement includes a contingent consideration provision that affords the sellers the opportunity to earn up to $2.8 million in additional consideration payable in the form of cash, a convertible note, and a promissory note, based on the achievement of certain financial performance thresholds.

Current report

Selling, general and administrative expenses increased $0.6 million or 1.2% to $49.8 million for the three months ended June 30, 2025, as compared to $49.2 million for the three months ended June 30, 2024. Indirect labor increased $0.8 million or 3.6% to $22.9 million as compared to $22.1 million due to increase in headcount along with merit increases. General overhead increased $0.9 million or 5.2% to $18.1 million as compared to $17.2 million due to increased costs associated with the overall growth of the Company.

Current report

Six months ended June 30, 2025 as compared to the six months ended June 30, 2024

Current report

Total contract costs, exclusive of depreciation and amortization, increased $14.9 million or 15.4% to $111.4 million for the six months ended June 30, 2025, as compared to $96.5 million for the six months ended June 30, 2024. For the six months ended June 30, 2025 and 2024, total contract costs represented 47.4% and 48.4% of total contract revenue, respectively. For the six months ended June 30, 2025 and 2024 total contract costs represented 53.5% and 53.7% of revenue attributable to our workforce, respectively (see Net Service Billing).

Current report

Direct payroll costs increased $7.6 million or 9.9% to $84.4 million for the six months ended June 30, 2025, as compared to $76.8 million for the six months ended June 30, 2024. Direct payroll accounted for 75.8% of total contract costs for the six months ended June 30, 2025, an decrease of 3.8 percentage points as compared to 79.6% for the six months ended June 30, 2024.

Current report

Sub-consultants and other direct expenses increased $7.3 million or 37.1% to $27.0 million for the six months ended June 30, 2025 as compared to $19.7 million for the six months ended June 30, 2024. For the six months ended June 30, 2025 and 2024, sub-consultant and other direct expenses represented 11.5% and 9.9% of gross contract revenue, respectively.

Current report

Total operating expense increased $6.8 million or 6.4% to $113.5 million for the six months ended June 30, 2025 as compared to $106.7 million for the six months ended June 30, 2024.

Current report

Depreciation and amortization decreased $0.1 million or (0.8)% to $13.1 million for the six months ended June 30, 2025 as compared to $13.2 million for the six months ended June 30, 2024. The net loss (gain) on the sale of certain IT equipment and automobiles increased $0.5 million to $0.2 million of expense for the six months ended June 30, 2025, as compared to ($0.3) million of gain for the six months ended June 30, 2024.

Current report

Other expense decreased by $0.7 million to $3.7 million of expense for the six months ended June 30, 2025 as compared to $4.4 million for the six months ended June 30, 2024. The decrease was primarily driven by $1.5 million in acquisition-related gains, partially offset by a $0.5 million increase in interest expense and a $0.3 million decrease in miscellaneous income.

Current report

Income tax expense (benefit) for the six months ended June 30, 2025, increased $6.8 million to $2.2 million expense, as compared to ($4.6) million benefit for the six months ended June 30, 2024, see note 2, Income Taxes. Our effective tax rate for the six months ended June 30, 2025, was 33.7% as compared to 56.0% for the six months ended June 30, 2024.

Current report

Income (loss) before tax increased by $14.7 million for the six months ended June 30, 2025, to $6.4 million of income compared to ($8.3) million of loss for the six months ended June 30, 2024. Net income increased by $7.9 million to $4.3 million of net income for the six months ended June 30, 2025, as compared to ($3.6) million of net loss for the six months ended June 30, 2024.

Current report

Net service billing increased $28.4 million or 15.8% to $208.1 million for the six months ended June 30, 2025, as compared to $179.7 million for the six months ended June 30, 2024. Net service billing reconciles to gross contract revenue as follows (in thousands):

Current report

Adjusted EBITDA increased $9.2 million or 35.9% to $34.7 million for the six months ended June 30, 2025 as compared to $25.5 million for the six months ended June 30, 2024. Adjusted EBITDA reconciles to net income as follows (in thousands):
Removed paragraphs (4)
Reworded paragraphs (32)

Previous wording

Gross contract revenue for the three months ended March 31, 2025 and 2024 was $112.9 million and $94.9 million, respectively, representing year over year growth of 19.0%. Gross contract revenue derived from our workforce represented 88.6% and 90.3% of gross contract revenue for the three months ended March 31, 2025 and 2024, respectively (see Net service billing – non-GAAP below). Our net loss for the three months ended March 31, 2025 and 2024 was ($1.7) million and ($1.6) million, respectively. Our Adjusted EBITDA for the three months ended March 31, 2025 and 2024 was $14.5 million on net loss of ($1.7) million and $12.1 million on net loss of ($1.6) million, respectively.(see Adjusted EBITDA – non-GAAP below).

Current wording

Gross contract revenue for the three months ended June 30, 2025 and 2024 was $122.1 million and $104.5 million, respectively, representing year over year growth of 16.8%. Gross contract revenue derived from our workforce represented 88.5% and 90.0% of gross contract revenue for the three months ended June 30, 2025 and 2024, respectively (see Net service billing – non-GAAP below). Our net (loss) income for the three months ended June 30, 2025 and 2024 was $6.0 million and ($2.1) million, respectively. Our Adjusted EBITDA for the three months ended June 30, 2025 and 2024 was $20.2 million on net income of $6.0 million and $13.4 million on net loss of ($2.1) million, respectively.(see Adjusted EBITDA – non-GAAP below).

Previous wording

The majority of our assignments are lump sum in nature representing approximately 57% and 57% of our gross contract revenue for the three months ended March 31, 2025 and 2024, respectively. Recognizing revenue from lump sum assignments requires management estimates of both total contract value when there are contingent compensation elements of the fee arrangement and expected cost at completion. We closely monitor our progress to completion and adjust our estimates when necessary. We do not recognize revenue from work that is performed at risk with no documented customer commitment.

Current wording

Our assignments that are lump sum in nature represent approximately 61% and 59% of our gross contract revenue for the three and six months ended June 30, 2025, respectively. For the three and six months ended June 30, 2024, assignments that are lump sum in nature represented approximately 61% and 59% of our gross contract revenue, respectively. Recognizing revenue from lump sum assignments requires management estimates of both total contract value when there are contingent compensation elements of the fee arrangement and expected cost at completion. We closely monitor our progress to completion and adjust our estimates when necessary. We do not recognize revenue from work that is performed at risk with no documented customer commitment.

Previous wording

Gross contract revenue for the three months ended March 31, 2025, increased $18.0 million or 19.0% to $112.9 million as compared to $94.9 million for the three months ended March 31, 2024. For the three months ended March 31, 2025, gross contract revenue attributable to work performed by our workforce increased $14.4 million, or 16.8% to $100.1 million or 88.6% of gross contract revenue as compared to $85.7 million or 90.3% for the three months ended March 31, 2024 (see Net service billing – non-GAAP). Of the $18.0 million increase in gross contract revenue during the three months ended March 31, 2025, acquisitions represented $11.8 million of the increase. To evaluate the Company’s growth, revenue from acquisitions is treated as acquired for a period of four quarters post-closing, after which it is considered organic. For each measurement and comparison period, historical balances of acquired and organic revenue bases are adjusted to reflect revenue accordingly.

Current wording

Gross contract revenue for the three months ended June 30, 2025, increased $17.6 million or 16.8% to $122.1 million as compared to $104.5 million for the three months ended June 30, 2024. For the three months ended June 30, 2025, gross contract revenue attributable to work performed by our workforce increased $14.0 million, or 14.9% to $108.0 million or 88.5% of gross contract revenue as compared to $94.0 million or 90.0% for the three months ended June 30, 2024 (see Net service billing – non-GAAP). Of the $17.6 million increase in gross contract revenue during the three months ended June 30, 2025, acquisitions represented $6.5 million of the increase. To evaluate the Company’s growth, revenue from acquisitions is treated as acquired for a period of four quarters post-closing, after which it is considered organic. For each measurement and comparison period, historical balances of acquired and organic revenue bases are adjusted to reflect revenue accordingly.

Previous wording

1 Includes periodic reclassifications of revenue between categories from prior periods for consistency of presentation.

Current wording

1 Includes periodic reclassifications of revenue between categories from prior periods for consistency of presentation. For the three months ended June 30, 2024, $3.5 million of data center revenue was reclassified from Building Infrastructure to Power & Utilities.

Previous wording

2 Represents environmental, mining, water resources, imaging and mapping and other.

Current wording

2 Formerly Emerging Markets which represents environmental, mining, water resources, imaging and mapping and other.

Previous wording

For the three months ended March 31, 2025, gross contract revenue from the building infrastructure market increased $3.1 million or 5.9% as compared to the three months ended March 31, 2024. Building Infrastructure includes commercial, municipal and residential infrastructure. The increase in building infrastructure revenue was the result of acquisitions. Within the building infrastructure market, 39.4% of gross contract revenue was derived from residential assignments including single family, multi-family and mixed-use housing stock, 43.5% from commercial assignments including retail, hospitality and quick-serve restaurants (QSR), office and industrial, data centers and healthcare, and 17.1% from municipal assignments, including parks and schools. Within residential, 51.2% of gross contract revenue was derived from for-sale homebuilding assignments, 42.4% from residential multi-family and 6.4% from mixed use projects. While the homebuilding market shows signs of rebounding from prior year interest rate impacts, for-sale residential services represented just 10.0% of our total gross contract revenue for the three months ended March 31, 2025. Within commercial, 40.5% of revenue was derived from office and industrial assignments, 39.5% from retail, hospitality, and quick serve restaurants, 15.9% from data centers, and 4.1% from healthcare. We continue to experience strong demand for our building infrastructure services and maintain a positive outlook on this market as we continue to experience strength in markets including data centers, quick serve restaurants, industrial distribution facilities, schools, and build-for-rent communities.

Current wording

For the three months ended June 30, 2025, gross contract revenue from the building infrastructure market increased $4.1 million or 7.9% as compared to the three months ended June 30, 2024. Building Infrastructure includes commercial, municipal and residential infrastructure. The increase in building infrastructure revenue was the result of acquisitions. Within the building infrastructure market, 37.1% of gross contract revenue was derived from residential assignments including single family, multi-family and mixed-use housing stock, 45.4% from commercial assignments including retail, hospitality and quick-serve restaurants (QSR), office and industrial, data centers and healthcare, and 17.5% from municipal assignments, including parks and schools. Within residential, 46.8% of gross contract revenue was derived from for-sale homebuilding assignments, 46.9% from residential multi-family and 6.3% from mixed use projects. While the homebuilding market shows signs of rebounding from prior year interest rate impacts, for-sale residential services represented just 8.0% of our total gross contract revenue for the three months ended June 30, 2025. Within commercial, 44.1% of revenue was derived from office and industrial assignments, 51.5% from retail, hospitality, and quick serve restaurants, and 4.4% from healthcare. We continue to experience strong demand for our building infrastructure services and maintain a positive outlook on this market as we continue to experience strength in markets including quick serve restaurants, industrial distribution facilities, schools, and build-for-rent communities.

Previous wording

For the three months ended March 31, 2025, revenue from transportation increased $5.4 million or 29.9% as compared to the three months ended March 31, 2024. The increase was attributable to new contract awards in transportation both from public and private customers along with acquired transportation backlog which we were able to deliver to customers. Within transportation, 67.8% of our gross contract revenue was derived directly from public sector customers including state and local departments of transportation ("DOTs"), tollway operators, transit authorities aviation operators and others with the remaining 32.2% derived from private sector customers. We expect to continue to increase our transportation revenue and improve the diversification of our revenue. We believe the transportation market continues to present significant opportunity for future growth and we remain committed to investing in leadership, technical expertise, business development and acquisitions for this market.

Current wording

For the three months ended June 30, 2025, revenue from transportation increased $5.4 million or 28.0% as compared to the three months ended June 30, 2024. The increase was attributable to new contract awards in transportation from roadways, transits, ports and harbors, program administration and others, along with acquired transportation backlog which we were able to deliver to customers. Within transportation, 63.8% of our gross contract revenue was derived from public sector roadway customers, including state and local departments of transportation ("DOTs") and tollway operators; 25.3% from private sector roadway customers; 2.5% from ports & harbors customers; 2.7% from aviation customers; and 5.7% from bus, rail, and transit customers. We expect to continue to increase our transportation revenue and improve the diversification of our revenue. We believe the transportation market continues to present significant opportunity for future growth and we remain committed to investing in leadership, technical expertise, business development and acquisitions for this market.

Previous wording

With the convergence of renewable energy with traditional transmission infrastructure and the continued growth we are projecting in the clean energy transition, we have consolidated renewable energy into the power and utilities category (sometimes referred to herein as the power, utilities and energy market) of our revenue mix and have adjusted historical balances accordingly. For the three months ended March 31, 2025, revenue from power and utilities increased $3.0 million or 16.1% as compared to the three months ended March 31, 2024. The additional increase in gross contract revenue from the power and utilities market is principally attributable to acquisitions and increased revenue associated with the expansion of a multi-year utility undergrounding assignment in Florida, along with additional increases derived from gas pipeline and electric transmission projects nationally. Within the power and utilities market, 74.1% of our gross contract revenue was derived from customers operating traditional power operations and 25.9% was derived from customers focused on renewables, electric vehicle ("EV") infrastructure and energy transition operations. The power and utilities market continues to experience increasing infrastructure investment as changing weather patterns, energy transition mandates and other safety initiatives positively impact demand for the services we provide. Based on recent increases in program commitments within the gas pipeline replacement market, we believe trends in power and utilities provide meaningful opportunity for continued growth and we are committed to investing resources accordingly.

Current wording

With the convergence of alternative energy, data centers, and traditional transmission infrastructure, and in light of continued growth we are projecting across these areas, we have consolidated alternative energy and data centers into the power and utilities (sometimes referred to herein as the power, utilities and energy market) of our revenue mix and have adjusted historical balances accordingly. For the three months ended June 30, 2025, revenue from power and utilities increased $3.9 million or 17.1% as compared to the three months ended June 30, 2024. The additional increase in gross contract revenue from the power and utilities market is principally attributable to acquisitions and increased revenue associated with the expansion of a multi-year utility undergrounding assignment in Florida, along with additional increases derived from gas pipeline and electric transmission projects nationally. Within the power and utilities market, 60.1% of our gross contract revenue was derived from customers operating traditional transmission operations, 23.8% was derived from customers focused on alternative energy operations and 16.1% derived from data center customers. The power and utilities market continues to experience increasing infrastructure investment as changing weather patterns, energy transition mandates and other safety initiatives positively impact demand for the services we provide. Based on recent increases in program commitments within the gas pipeline replacement market, we believe trends in power and utilities provide meaningful opportunity for continued growth and we are committed to investing resources accordingly.

Previous wording

Our emerging markets consist of mining, water resources, imaging and mapping, environmental consulting, and other natural resources services. For the three months ended March 31, 2025, revenue from emerging markets increased $6.5 million or 117.8% as compared to the three months ended March 31, 2024. This increase is primarily due to the acquisition of Surdex Corporation; see Note 4 - Acquisitions for additional information. Emerging market sectors represent lines of business that have not yet grown to a size whereby we would distinguish them as a separate market. Gross contract revenue within our emerging markets was 47.1% from imaging and mapping activities, 20.6% from mining activities where we have specialized in copper mining, 26.4% from water resources activities, and 5.9% from environmental and other natural resources consulting. Scarcities in water resources and the increasing need for water management gives us confidence that we will be able to increase revenue accordingly. With recent and future acquisitions, we expect to experience continued growth from investment in various emerging market services.

Current wording

Our natural resources and imaging (formerly emerging markets) consist of mining, water resources, imaging and mapping, environmental consulting, and other natural resources services. For the three months ended June 30, 2025, revenue from natural resources and imaging markets increased $4.2 million or 42.0% as compared to the three months ended June 30, 2024. This increase is primarily due to the acquisition of Surdex Corporation; see Note 4 - Acquisitions for additional information. What was previously classified under emerging sectors has now grown to a scale that warrants separate market recognition. As a result, the emerging sector is now being renamed natural resources and imaging. This updated name reflects the evolving composition of the market. Gross contract revenue within our natural resources and imaging was 49.7% from imaging and mapping activities, 16.3% from mining activities where we have specialized in copper mining, 28.1% from water resources activities, and 6.0% from environmental and other natural resources consulting. Scarcities in water resources and the increasing need for water management gives us confidence that we will be able to increase revenue accordingly. With recent and future acquisitions, we expect to experience continued growth from investment in various natural resources and imaging services.

Previous wording

For the three months ended March 31, 2025 and 2024, public sector customers, defined as direct contracts with municipalities, public agencies, or governmental authorities, represented 32.1% and 19.8% of our gross contract revenue, respectively. A portion of that increase is due to the reclassification of contracts for the Pike Corporation from the private sector to the public sector. This does not include work done indirectly on public sector projects. Gross contract revenue from projects for public sector customers are included in the end market most aligned with work performed.

Current wording

For the three months ended June 30, 2025 and 2024, public sector customers, defined as direct contracts with municipalities, public agencies, or governmental authorities, represented 35.4% and 24.6% of our gross contract revenue, respectively. A portion of that increase is due to the reclassification of contracts for the Pike Corporation from the private sector to the public sector. This does not include work done indirectly on public sector projects. Gross contract revenue from projects for public sector customers are included in the end market most aligned with work performed.

Previous wording

Total contract costs, exclusive of depreciation and amortization, increased $7.9 million or 16.8% to $54.8 million for the three months ended March 31, 2025, as compared to $46.9 million for the three months ended March 31, 2024. For the three months ended March 31, 2025 and 2024, total contract costs represented 48.5% and 49.4% of total contract revenue, respectively. For the three months ended March 31, 2025 and 2024 total contract costs represented 54.7% and 54.7% of revenue attributable to our workforce, respectively (see Net Service Billing).

Current wording

Total contract costs, exclusive of depreciation and amortization, increased $6.9 million or 13.9% to $56.5 million for the three months ended June 30, 2025, as compared to $49.6 million for the three months ended June 30, 2024. For the three months ended June 30, 2025 and 2024, total contract costs represented 46.3% and 47.5% of total contract revenue, respectively. For the three months ended June 30, 2025 and 2024 total contract costs represented 52.3% and 52.8% of revenue attributable to our workforce, respectively (see Net Service Billing).

Previous wording

Direct payroll costs increased $4.3 million or 11.4% to $42.0 million for the three months ended March 31, 2025, as compared to $37.7 million for the three months ended March 31, 2024. Direct payroll accounted for 76.6% of total contract costs for the three months ended March 31, 2025, a decrease of 3.8% as compared to 80.4% for the three months ended March 31, 2024.

Current wording

Direct payroll costs increased $3.3 million or 8.4% to $42.4 million for the three months ended June 30, 2025, as compared to $39.1 million for the three months ended June 30, 2024. Direct payroll accounted for 75.0% of total contract costs for the three months ended June 30, 2025, a decrease of 3.8% as compared to 78.8% for the three months ended June 30, 2024.

Previous wording

Direct labor, the component of direct payroll costs associated with the cost of labor relating to work performed on contracts increased $3.6 million or 12.9% to $31.4 million for the three months ended March 31, 2025 as compared to $27.8 million for the three months ended March 31, 2024. The increase in direct labor is primarily due to an increase in staffing to accommodate growth. For the three months ended March 31, 2025 and 2024, direct labor costs represented 27.8% and 29.3% of gross contract revenue, respectively, and represented 31.4% and 32.4% of the revenue attributable to our workforce, respectively.

Current wording

Direct labor, the component of direct payroll costs associated with the cost of labor relating to work performed on contracts increased $3.7 million or 12.7% to $32.8 million for the three months ended June 30, 2025 as compared to $29.1 million for the three months ended June 30, 2024. The increase in direct labor is primarily due to an increase in staffing to accommodate growth. For the three months ended June 30, 2025 and 2024, direct labor costs represented 26.9% and 27.8% of gross contract revenue, respectively, and represented 30.4% and 31.0% of the revenue attributable to our workforce, respectively.

Previous wording

Sub-consultants and other direct expenses increased $3.7 million or 40.2% to $12.9 million for the three months ended March 31, 2025 as compared to $9.2 million for the three months ended March 31, 2024. For the three months ended March 31, 2025 and 2024, sub-consultant and other direct expenses represented 11.4% and 9.7% of gross contract revenue, respectively. This increase is not indicative of an anticipated long-term shift in the composition of our gross contract revenue, and we expect to experience periodic volatility in concentration of sub-consultant utilization.

Current wording

Sub-consultants and other direct expenses increased $3.6 million or 34.3% to $14.1 million for the three months ended June 30, 2025 as compared to $10.5 million for the three months ended June 30, 2024. For the three months ended June 30, 2025 and 2024, sub-consultant and other direct expenses represented 11.5% and 10.0% of gross contract revenue, respectively.

Previous wording

Total operating expense increased $6.4 million or 12.6% to $57.0 million for the three months ended March 31, 2025 as compared to $50.6 million for the three months ended March 31, 2024.

Current wording

Total operating expense increased $0.4 million or 0.7% to $56.5 million for the three months ended June 30, 2025 as compared to $56.1 million for the three months ended June 30, 2024.

Previous wording

Depreciation and amortization increased $0.5 million or 8.3% to $6.5 million for the three months ended March 31, 2025 as compared to $6.0 million for the three months ended March 31, 2024. This increase is primarily due to an increase in intangible assets and assets leased under financing arrangements. We continue to increase the use of our finance lease facility as we continue to grow. Intangible assets have increased due to multiple acquisitions. Gains on the sale of certain IT equipment and automobiles remained below $0.1 million for the three months ended March 31, 2025, as in the three months ended March 31, 2024.

Current wording

Depreciation and amortization decreased $0.7 million or (9.7)% to $6.5 million for the three months ended June 30, 2025 as compared to $7.2 million for the three months ended June 30, 2024. This decrease is primarily due to a decrease in amortization of intangibles. The net loss (gain) on the sale of certain IT equipment and automobiles increased $0.4 million to $0.2 million of expense for the three months ended June 30, 2025, as compared to ($0.2) million of gain in the three months ended June 30, 2024.

Previous wording

Other expense decreased by $0.3 million to $2.1 million of expense for the three months ended March 31, 2025 as compared to $2.4 million for the three months ended March 31, 2024.

Current wording

Other expense decreased by $0.4 million to $1.6 million of expense for the three months ended June 30, 2025 as compared to $2.0 million for the three months ended June 30, 2024. The decrease was primarily driven by $1.1 million in acquisition-related gains, partially offset by a $0.5 million increase in interest expense.

Previous wording

Income tax expense for the three months ended March 31, 2025, increased $4.3 million to $0.8 million expense, compared to ($3.5) million benefit for the three months ended March 31, 2024, see Note 2, Income Taxes. Our effective tax rate for the three months ended March 31, 2025, is (78.9)% compared to 68.9% for the three months ended March 31, 2024.

Current wording

Income tax expense (benefit) for the three months ended June 30, 2025, increased $2.6 million to $1.4 million expense, compared to ($1.2) million benefit for the three months ended June 30, 2024, see Note 2, Income Taxes. Our effective tax rate for the three months ended June 30, 2025, was 18.9% compared to 36.2% for the three months ended June 30, 2024.

Previous wording

Loss before tax decreased by $4.0 million for the three months ended March 31, 2025, to ($1.0) million of loss compared to ($5.0) million of loss for the three months ended March 31, 2024. Net loss increased by $0.1 million to ($1.7) million for the three months ended March 31, 2025, as compared to ($1.6) million for the three months ended March 31, 2024.

Current wording

Income (loss) before tax increased by $10.7 million for the three months ended June 30, 2025, to $7.4 million of income compared to ($3.3) million of loss for the three months ended June 30, 2024. Net income (loss) increased by $8.1 million to $6.0 million of net income for the three months ended June 30, 2025, as compared to ($2.1) million of net loss for the three months ended June 30, 2024.

Previous wording

Net service billing increased $14.4 million or 16.8% to $100.1 million for the three months ended March 31, 2025, as compared to $85.7 million for the three months ended March 31, 2024. Net service billing reconciles to gross contract revenue as follows (in thousands):

Current wording

Net service billing increased $14.0 million or 14.9% to $108.0 million for the three months ended June 30, 2025, as compared to $94.0 million for the three months ended June 30, 2024. Net service billing reconciles to gross contract revenue as follows (in thousands):

Previous wording

Adjusted EBITDA increased $2.4 million or 19.6% to $14.5 million for the three months ended March 31, 2025 as compared to $12.1 million for the three months ended March 31, 2024. Adjusted EBITDA reconciles to net loss as follows (in thousands):

Current wording

Adjusted EBITDA increased $6.8 million or 50.6% to $20.2 million for the three months ended June 30, 2025 as compared to $13.4 million for the three months ended June 30, 2024. Adjusted EBITDA reconciles to net income as follows (in thousands):

Previous wording

For the three months ended March 31, 2025 and 2024, Adjusted EBITDA includes add backs of $6.6 million and $7.9 million, respectively, relating to non-cash stock compensation expenses from restricted stock awards.

Current wording

For the three months ended June 30, 2025 and 2024, Adjusted EBITDA includes add backs of $3.1 million and $6.1 million, respectively, relating to non-cash stock compensation expenses from restricted stock awards.

Previous wording

Adjusted EBITDA Margin, net represents Adjusted EBITDA (as defined above) as a percentage of net service billing (as defined above). For the three months ended March 31, 2025 and 2024, Adjusted EBITDA Margin, net was 14.5% and 14.2% respectively.

Current wording

Adjusted EBITDA Margin, net represents Adjusted EBITDA (as defined above) as a percentage of net service billing (as defined above). For the three months ended June 30, 2025 and 2024, Adjusted EBITDA Margin, net was 18.7% and 14.3% respectively.

Previous wording

Changes in gross contract revenue disaggregated between our core and emerging end markets were as follows (in thousands other than percentages):

Current wording

Changes in gross contract revenue disaggregated between our core end markets were as follows (in thousands other than percentages):

Previous wording

Other direct payroll costs, the component of direct payroll costs associated with fringe and incentive compensation (cash and non-cash) increased by $0.6 million or 6.1% to $10.5 million as compared to $9.9 million.

Current wording

Other direct payroll costs, the component of direct payroll costs associated with fringe and incentive compensation (cash and non-cash) increased by $0.3 million or 1.5% to $20.2 million as compared to $19.9 million.

Previous wording

Selling, general and administrative expenses increased $5.8 million or 13.0% to $50.5 million for the three months ended March 31, 2025, as compared to $44.7 million for the three months ended March 31, 2024. Indirect labor increased $2.9 million or 14.7% to $22.6 million as compared to $19.7 million primarily due to an increase in staffing to accommodate growth. General overhead increased $2.9 million or 19.9% to $17.5 million as compared to $14.6 million due to increased costs associated with the overall growth of the Company.

Current wording

Selling, general and administrative expenses increased $6.3 million or 6.7% to $100.2 million for the six months ended June 30, 2025, as compared to $93.9 million for the six months ended June 30, 2024. Indirect labor increased $3.7 million or 8.9% to $45.5 million as compared to $41.8 million primarily due to an increase in staffing to accommodate growth. General overhead increased $3.7 million or 11.6% to $35.6 million as compared to $31.9 million due to increased costs associated with the overall growth of the Company.

Previous wording

Our backlog increased $19.8 million or 5.0% to $418.8 million during the three months ended March 31, 2025, as compared to $399.0 million at December 31, 2024. At March 31, 2025 and December 31, 2024 our backlog was comprised as follows:

Current wording

Our backlog increased $39.2 million or 9.8% to $438.2 million during the six months ended June 30, 2025, as compared to $399.0 million at December 31, 2024. At June 30, 2025 and December 31, 2024 our backlog was comprised as follows:

Previous wording

Financing" below for more information on our Revolving Credit Facility. Under the terms of our Revolving Credit Facility, available cash in our primary operating account sweeps against the outstanding balance every evening. Our cash on hand therefore generally consists of petty cash and other non-operating funds not included in the nightly sweep. Cash on hand includes the cash we keep in short-term investment accounts along with deposits and payments in transit in our operating sweep account. Our cash on hand increased by $4.0 million on March 31, 2025 as compared to December 31, 2024.

Current wording

Our principal sources of liquidity are our cash and cash equivalents balances, cash flow from operations, borrowing capacity under our Revolving Credit Facility (as defined below), lease financing, proceeds from stock sales and other structured debt securities. Our principal uses of cash are operating expenses, working capital requirements, capital expenditures, repayment of debt, acquisitions, and acquisition related payments. On June 30, 2025, we maintained a $140.0 million Revolving Credit Facility with Bank of America, our primary lender. See -"Credit Facilities and Other Financing" below for more information on our Revolving Credit Facility. Under the terms of our Revolving Credit Facility, available cash in our primary operating account sweeps against the outstanding balance every evening. Our cash on hand therefore generally consists of petty cash and other non-operating funds not included in the nightly sweep. Cash on hand includes the cash we keep in short-term investment accounts along with deposits and payments in transit in our operating sweep account. Our cash on hand increased by $8.8 million on June 30, 2025 as compared to December 31, 2024.

Previous wording

During the three months ended March 31, 2025, net cash provided by operating activities was $12.0 million, which primarily consisted of ($1.7) million net loss, adjusted for stock-based compensation expense of $6.6 million and depreciation and amortization expense of $6.5 million, offset by deferred taxes of $11.0 million and a net cash outflow of ($11.1) million from changes in operating assets and liabilities. The net outflow from changes in operating assets and liabilities was primarily due to a $1.9 million increase in accounts receivable resulting from a combination of acquired accounts receivable from acquisitions and an increased billing to our customers, a $2.6 million increase in contract assets and liabilities, and a $0.6 million increase in prepaid expenses and other assets, partially offset by a $14.9 million increase in accounts payable and accrued expenses.

Current wording

During the six months ended June 30, 2025, net cash provided by operating activities was $16.3 million, which primarily consisted of $4.3 million net income, adjusted for stock-based compensation expense of $9.7 million and depreciation and amortization expense of $13.1 million, offset by deferred taxes of $12.2 million and a net cash inflow of $0.2 million from changes in operating assets and liabilities. The net outflow from changes in operating assets and liabilities was primarily due to a $3.2 million decrease in prepaid expenses and other assets, and a $5.6 million increase in accounts payable and accrued expenses, partially offset by a $8.1 million increase in accounts receivable resulting from a combination of acquired accounts receivable from acquisitions and an increased billing to our customers and a $3.2 million increase in contract assets and liabilities.

Previous wording

Net cash used in investing activities decreased by $1.0 million to $1.7 million for the three months ended March 31, 2025 as compared to $2.7 million for the three months ended March 31, 2024. The decrease in net cash used for investing is primarily attributable to the greater number of acquisitions that occurred in the first quarter of 2024 compared to 2025.

Current wording

Net cash used in investing activities decreased by $18.8 million to $1.8 million for the six months ended June 30, 2025 as compared to $20.6 million for the six months ended June 30, 2024. The decrease in net cash used for investing is primarily attributable to the greater number of acquisitions that occurred in the first quarter of 2024 compared to 2025.

Previous wording

Net cash used in financing activities during the three months ended March 31, 2025 was $6.3 million compared to $8.8 million for the three months ended March 31, 2024, a decrease of $2.5 million. The decrease in net cash used in financing is primarily attributable to the net proceeds of $8.0 million from borrowing on the Revolving Credit Facility, offset by $2.6 million from payments on finance leases, $4.1 million for repurchase of common stock, $4.4 million used for repayment of notes and $2.6 million used to purchase treasury shares.

Current wording

Net cash used in financing activities during the six months ended June 30, 2025 was $5.6 million compared to $17.5 million provided by financing activities during the six months ended June 30, 2024, an increase of $23.1 million. The increase in net cash used in financing is primarily attributable to the net proceeds of $22.5 million from borrowing on the Revolving Credit Facility, offset by $5.6 million from payments on finance leases, $9.5 million for repurchase of common stock, $8.9 million used for repayment of notes and $3.9 million used to purchase treasury shares.

Previous wording

As of March 31, 2025, we maintained a $140.0 million revolving credit facility (the “Revolving Credit Facility”) pursuant to a credit agreement with lenders, Bank of America N.A., as Administrative Agent, the Swingline Lender and L/C Issuer, and TD Bank, N.A. as syndication agent (as amended, the “Credit Agreement”). The Revolving Credit Facility has a maturity date of May 2, 2029. Under the terms of the Revolving Credit Facility, available cash in our primary operating account sweeps against the outstanding balance every evening. As of March 31, 2025, the balance on the Revolving Credit Facility was $45.0 million.

Current wording

As of June 30, 2025, we maintained a $140.0 million revolving credit facility (the “Revolving Credit Facility”) pursuant to a credit agreement with lenders, Bank of America N.A., as Administrative Agent, the Swingline Lender and L/C Issuer, and TD Bank, N.A. as syndication agent (as amended, the “Credit Agreement”). The Revolving Credit Facility has a maturity date of May 2, 2029. Under the terms of the Revolving Credit Facility, available cash in our primary operating account sweeps against the outstanding balance every evening. As of June 30, 2025, the balance on the Revolving Credit Facility was $59.5 million.
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Current report — wording carried from elsewhere

Gross contract revenue for the six months ended June 30, 2025 and 2024 was $235.0 million and $199.4 million, respectively, representing year over year growth of 17.9%. Gross contract revenue derived from our workforce represented 88.6% and 90.1% of gross contract revenue for the six months ended June 30, 2025 and 2024, respectively (see Net service billing – non-GAAP below). Our net (loss) income for the six months ended June 30, 2025 and 2024 was $4.3 million and ($3.6) million, respectively. Our Adjusted EBITDA for the six months ended June 30, 2025 and 2024 was $34.7 million on net income of $4.3 million and $25.5 million on net loss of ($3.6) million, respectively.(see Adjusted EBITDA – non-GAAP below)

Current report — wording carried from elsewhere

Changes in gross contract revenue disaggregated between our core markets were as follows (in thousands other than percentages):

Current report — wording carried from elsewhere

Other direct payroll costs, the component of direct payroll costs associated with fringe and incentive compensation (cash and non-cash) decreased by ($0.5) million or (5.0)% to $9.5 million as compared to $10.0 million.

Current report — wording carried from elsewhere

Gross contract revenue for the six months ended June 30, 2025, increased $35.6 million or 17.9% to $235.0 million as compared to $199.4 million for the six months ended June 30, 2024. For the six months ended June 30, 2025, gross contract revenue attributable to work performed by our workforce increased $28.4 million, or 15.8% to $208.1 million or 88.6% of gross contract revenue as compared to $179.7 million or 90.1% for the six months ended June 30, 2024 (see Net service billing – non-GAAP). Of the $35.6 million increase in gross contract revenue during the six months ended June 30, 2025, acquisitions represented $11.5 million of the increase. To evaluate the Company’s growth, revenue from acquisitions is treated as acquired for a period of four quarters post-closing, after which it is considered organic. For each measurement and comparison period, historical balances of acquired and organic revenue bases are adjusted to reflect revenue accordingly.

Current report — wording carried from elsewhere

1 Includes periodic reclassifications of revenue between categories from prior periods for consistency of presentation. For the six months ended June 30, 2024, $6.8 million of data center revenue was reclassified from Building Infrastructure to Power & Utilities.

Current report — wording carried from elsewhere

2 Formerly Emerging Markets which represents environmental, mining, water resources, imaging and mapping and other.

Current report — wording carried from elsewhere

3 Acquired revenue in prior periods is as previously reported; four quarters post-closing, acquired revenue is reclassified as organic for the purpose of calculating organic growth rates.

Current report — wording carried from elsewhere

For the six months ended June 30, 2025, gross contract revenue from our building infrastructure market increased $6.7 million or 6.6% as compared to the six months ended June 30, 2024. Building infrastructure includes commercial, municipal and residential infrastructure. The increase in building infrastructure revenue is the result of acquisitions. Within the building infrastructure market, 39.6% of gross contract revenue was derived from residential assignments including single family, multi-family and mixed-use housing stock, 42.5% from commercial assignments including retail, hospitality and quick-serve restaurants (QSR), office and industrial, data centers and healthcare, and 17.9% from municipal assignments including, parks and schools. Within residential, 47.9% of gross contract revenue was derived from for-sale homebuilding assignments, 44.6% from residential multi-family and 7.5% from mixed use projects. While the homebuilding market shows signs of rebounding from prior year interest rate impacts, for-sale residential services represented just 8.8% of our total gross contract revenue for the six months ended June 30, 2025. Within commercial, 45.9% of revenue was derived from office and industrial assignments, 49.5% from retail, hospitality, and quick serve restaurants, and 4.6% from healthcare. We continue to experience strong demand for our building infrastructure services and maintain a positive outlook on this market as we continue to experience strength in markets including quick serve restaurants, industrial distribution facilities, schools, and build-for-rent communities.

Current report — wording carried from elsewhere

For the six months ended June 30, 2025, revenue from transportation increased $11.0 million or 29.4% as compared to the six months ended June 30, 2024. The increase was attributable to new contract awards in transportation from roadways, transits, ports and harbors, program administration and others, along with acquired transportation backlog which we were able to deliver to customers. Within transportation, 61.5% of our gross contract revenue was derived from public sector roadway customers, including state and local departments of transportation ("DOTs") and tollway operators; 27.8% from private sector roadway customers; 2.1% from ports & harbors customers; 2.3% from aviation customers; and 6.3% from bus, rail, and transit customers. We expect to continue to increase our transportation revenue and improve the diversification of our revenue. We believe the transportation market continues to present significant opportunity for future growth and we remain committed to investing in leadership, technical expertise, business development and acquisitions for this market.

Current report — wording carried from elsewhere

With the convergence of alternative energy, data centers, and traditional transmission infrastructure, and in light of continued growth we are projecting across these areas, we have consolidated alternative energy and data centers into the power and utilities (sometimes referred to herein as the power, utilities and energy market) of our revenue mix and have adjusted historical balances accordingly. For the six months ended June 30, 2025, revenue from power and utilities increased $7.4 million or 16.5% as compared to the six months ended June 30, 2024. The additional increase in gross contract revenue from the power and utilities market is principally attributable to acquisitions and increased revenue associated with the expansion of a multi-year utility undergrounding assignment in Florida, and to increases derived from gas pipeline and electric transmission projects nationally. Within the power and utilities market, 61.4% of our gross contract revenue was derived from customers operating traditional transmission operations, 22.9% was derived from customers focused on alternative energy operations, with the remaining 15.7% derived from data center customers. The power and utilities market continues to experience increasing infrastructure investment as changing weather patterns, energy transition mandates and other safety initiatives positively impact demand for the services we provide. Based on recent increases in program commitments within the gas pipeline replacement market, we believe trends in power and utilities provide meaningful opportunity for continued growth and we are committed to investing resources accordingly.

Current report — wording carried from elsewhere

Our natural resources and imaging (formerly emerging markets) consist of mining, water resources, imaging and mapping, environmental consulting, and other natural resources services. Adjusted for the change, for the six months ended June 30, 2025, revenue from natural resources and imaging markets increased $10.5 million or 68.0% as compared to the six months ended June 30, 2024. This increase is primarily due to the acquisition of Surdex Corporation; see Note 4 - Acquisitions for additional information. What was previously classified under emerging sectors has now grown to a scale that warrants separate market recognition. As a result, the emerging sector is now being renamed natural resources and imaging. This updated name reflects the evolving composition of the market. Gross contract revenue within our natural resources and imaging was 48.8% from imaging and mapping activities, 17.7% from mining activities where we have specialized in copper mining, 27.5% from water resources activities, and 6.0% from environmental and other natural resources consulting. Scarcities in water resources and the increasing need for water management gives us confidence that we will be able to increase revenue accordingly. With recent and future acquisitions, we expect to experience continued growth from investment in various natural resources and imaging services.

Current report — wording carried from elsewhere

For the six months ended June 30, 2025 and 2024, public sector customers, defined as direct contracts with municipalities, public agencies, or governmental authorities, represented 33.8% and 22.3% of our gross contract revenue, respectively. A portion of that increase is due to the reclassification of contracts for the Pike Corporation from the private sector to the public sector. This does not include work done indirectly on public sector projects. Gross contract revenue from projects for public sector clients are included in the end market most aligned with work performed.

Current report — wording carried from elsewhere

Contract costs (exclusive of depreciation and amortization)

Current report — wording carried from elsewhere

Direct labor, the component of direct payroll costs associated with the cost of labor relating to work performed on contracts increased $7.3 million or 12.8% to $64.2 million for the six months ended June 30, 2025 as compared to $56.9 million for the six months ended June 30, 2024. The increase in direct labor is primarily due to an increase in staffing to accommodate growth. For the six months ended June 30, 2025 and 2024, direct labor costs represented 27.3% and 28.5% of gross contract revenue, respectively and represented 30.9% and 31.7% of the revenue attributable to our workforce, respectively.

Current report — wording carried from elsewhere

Income (Loss) Before Tax and Net Income (Loss)

Current report — wording carried from elsewhere

Other financial information and Non-GAAP key performance indicators

Current report — wording carried from elsewhere

Because sub-consultants and reimbursable expenses are most often pass-through items with little or no mark-up, they generally have a dilutive effect on gross, operating, and net margins while having little accretive effect on profitability. As such, where possible, we focus our resources and business development efforts principally on increasing revenue derived from our own workforce. Management primarily focuses its internal performance metrics on net service billing.

Current report — wording carried from elsewhere

For the six months ended June 30, 2025 and 2024, Adjusted EBITDA includes add backs of $9.7 million and $13.9 million, respectively, relating to non-cash stock compensation expenses from restricted stock awards.

Current report — wording carried from elsewhere

Adjusted EBITDA Margin, net (non-GAAP)

Current report — wording carried from elsewhere

Adjusted EBITDA Margin, net represents Adjusted EBITDA (as defined above) as a percentage of net service billing (as defined above). For the six months ended June 30, 2025 and 2024, Adjusted EBITDA Margin, net was 16.7% and 14.2% respectively.
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Previous report — wording carried elsewhere

Our principal sources of liquidity are our cash and cash equivalents balances, cash flow from operations, borrowing capacity under our Revolving Credit Facility (as defined below), lease financing, proceeds from stock sales and other structured debt securities. Our principal uses of cash are operating expenses, working capital requirements, capital expenditures, repayment of debt, acquisitions, and acquisition related payments. On March 31, 2025, we maintained a $140.0 million Revolving Credit Facility with Bank of America, our primary lender. See -"Credit Facilities and Other