Booz Allen Hamilton Holding Corp
For the period ended Sep 30, 2026. Filed Oct 23, 2026.
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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.
Sep 30, 2026 · Filed Oct 23, 2026
What changed in Management’s Discussion and Analysis?
Read the current filingPrevious report: 10-Q
Period ended 2026-06-30; filed 2026-07-24.
0001628280-26-049495
Item 2. Management's Discussion and Analysis of Financial Condition and Results of OperationsCurrent report: 10-Q
Period ended 2026-09-30; filed 2026-10-23.
0001628280-26-066973
Item 2. Management's Discussion and Analysis of Financial Condition and Results of OperationsThe 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 94 previous paragraphs and 90 current paragraphs.
56 unchanged; 32 reworded; 1 added; 3 removed; 3 previous and 1 current paragraphs rearranged.
Tables are not compared: 7 previous and 7 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 (1)
Current report
(1)Backlog presented includes backlog acquired from the Company’s acquisition of Ultra Mission Solutions during the six months ended September 30, 2026. Total backlog acquired from Ultra was approximately $164 million at the acquisition date.
Removed paragraphs (3)
Previous report
Federal funding for fiscal year 2026 was subject to uncertainty for several months as Congress enacted appropriations in stages,
Previous report
including separate funding measures for the Department of Homeland Security and certain immigration-enforcement activities.
Previous report
On June 19, 2026, the Company entered into a definitive agreement to acquire the Ultra I&C Mission Solutions business (“Ultra Mission Solutions”) for $720 million, subject to certain customary adjustments. Ultra Mission Solutions is a defense technology business specializing in mission critical software, encryption, and edge compute products. Contingent upon customary closing conditions, including a regulatory approval, the transaction is expected to close during the second quarter of fiscal year 2027. The Company believes that the combination of its liquidity position and financing options provides sufficient funds to complete the transaction.
Reworded paragraphs (32)
Previous wording
Booz Allen is an advanced technology company, building products and solutions for government and business. We are a leader at the forefront of the nation’s technology ecosystem. Our approximately 30,900 employees build tech for a diverse base of federal government and commercial customers, both domestically and in select foreign locations. By investing in emerging technologies, talent, and new business models, including partnerships with leading technology companies, venture investments, and the development of military grade products, we are accelerating the delivery of tech solutions.
Current wording
Booz Allen is an advanced technology company, building products and solutions for government and business. We are a leader at the forefront of the nation’s technology ecosystem. Our approximately 31,000 employees build tech for a diverse base of federal government and commercial customers, both domestically and in select foreign locations. By investing in emerging technologies, talent, and new business models, including partnerships with leading technology companies, venture investments, and the development of military grade products, we are accelerating the delivery of tech solutions.
Previous wording
The U.S. continues to face an uncertain and evolving budgetary and regulatory environment, and we expect this uncertainty will continue. Additionally, we continue to see a slower procurement environment compared to prior fiscal years. Our business performance is affected by the overall level of U.S. government spending and the alignment of our offerings and capabilities with the spending priorities of the U.S. government.
Current wording
The U.S. continues to face an uncertain and evolving budgetary and regulatory environment, and we expect this uncertainty will continue. Our business performance is affected by the overall level of U.S. government spending and the alignment of our offerings and capabilities with the spending priorities of the U.S. government.
Previous wording
Efforts by the U.S. government to implement two specific executive orders that are intended to (i) simplify and accelerate the procurement process through a review and restructuring of the Federal Acquisition Regulation (“FAR”), and its supplements and (ii) modernize defense acquisitions by promoting commercial solutions, innovative acquisition authorities, and other existing streamlined processes remain ongoing. The FAR Council, the body responsible for issuing and maintaining the FAR, completed Phase 1 of FAR reform efforts and moved into Phase II of such efforts in June 2026. The formal rulemaking process remains ongoing, with only a portion of formal rules issued; however, proposed rules include changes that formalize the FAR's deviation-based approach and make certain streamlining shifts, as well as incorporating a number of other pending rules. Previously, in early November 2025, the Secretary of War announced and released an associated memorandum regarding a new acquisition strategy and directing certain reforms addressing Department of War purchases of military weapons. The Secretary’s accompanying memorandum and strategy outline a number of actions focused on rebuilding the Defense Industrial Base, elevating and empowering the acquisition workforce, maximizing acquisition flexibility, developing high performance systems, and improving effective lifecycle risk management. While the impact of the aforementioned changes remains uncertain, the new acquisition strategy and streamlined procurement processes have the potential to have positive impacts on our business.
Current wording
The formal rulemaking process regarding the FAR remains ongoing, with many of the formal rules issued and review of public comments underway; however, proposed rules include changes that formalize the FAR's deviation-based approach and make certain streamlining shifts, as well as incorporating a number of other pending rules. In early November 2025, the Secretary of War announced and released an associated memorandum regarding a new acquisition strategy and directing certain reforms addressing Department of War purchases of military weapons, including elevating and empowering the acquisition workforce, maximizing acquisition flexibility, and improving lifecycle risk management. Additionally, on December 18, 2025, the National Defense Authorization Act (“NDAA”) was signed into law, which included a number of reforms that may also impact our business, including exempting nontraditional contractors from certain burdensome compliance requirements. Further, in August 2026, contemporaneously with the issuance of a portion of the formal FAR rulemaking, the Small Business Administration (“SBA”) proposed revisions to its size standards which are intended to streamline the program but have the potential, if implemented, to reshape the small business landscape by significantly expanding eligibility for SBA programs. The impact of the aforementioned changes remains uncertain. The continued focus on removing barriers to new entrants and any related future legislation could reduce the likelihood of direct awards to companies like Booz Allen and affect our competitive position, while the new acquisition strategy and streamlined procurement processes have the potential to have positive impacts on our business.
Previous wording
On January 7, 2026, the President signed an executive order, “Prioritizing the Warfighter in Defense Contracting”, that, among other things, limits stock buybacks and the payment of dividends by certain defense contractors. This executive order directs the Secretary of War to identify defense contractors that are underperforming on their contracts, not investing their own capital into necessary production capacity, not sufficiently prioritizing United States Government contracts, or whose production speed is insufficient as determined by the Secretary, and that have, during the period of underperformance or insufficient prioritization, investment, or production speed, engaged in any stock buy-back or corporate distribution. If the Company is identified pursuant to this executive order, it may have a negative impact on our dividends, stock buyback programs, and our ability to attract and retain talented executives. Compliance with the requirements of this executive order may be complex, costly and time-consuming, and our subcontractors may not have the necessary resources to ensure compliance. In addition, in March 2026, certain Senators introduced the Warfighter in Defense Contracting Act of 2026, which would codify and go beyond this executive order by instituting, absent a waiver, a blanket prohibition on such dividends, buybacks, and executive compensation above certain levels. In addition, the Senate Armed Services Committee’s version of the NDAA for Fiscal Year 2027 includes a related provision that would require contractors to submit a qualified defense investment plan to increase production capacity or otherwise face restrictions on stockholder distributions. These proposed legislations far exceed the framework contemplated by the executive order and would introduce significant administrative burdens for us and other companies that could be subject to such legislation.
Current wording
On January 7, 2026, the President signed an executive order, “Prioritizing the Warfighter in Defense Contracting”, which would restrict stock buy-backs or corporate distributions for underperforming defense contractors, as identified by the Secretary of War. If the Company is identified pursuant to this executive order, it may have a negative impact on our dividends, stock buyback programs, and our ability to attract and retain talented executives. Compliance with the requirements of this executive order may be complex, costly and time-consuming, and our subcontractors may not have the necessary resources to ensure compliance. In addition, in March 2026, certain Senators introduced the Warfighter in Defense Contracting Act of 2026, which would codify and go beyond this executive order by instituting, absent a waiver, a blanket prohibition on such dividends, buybacks, and executive compensation above certain levels. In addition, the Senate Armed Services Committee’s version of the NDAA for Fiscal Year 2027 includes a related provision that would require contractors to submit a qualified defense investment plan to increase production capacity or otherwise face restrictions on stockholder distributions. These proposed legislations far exceed the framework contemplated by the executive order and would introduce significant administrative burdens for us and other companies that could be subject to such legislation.
Previous wording
On April 30, 2026, the President signed an executive order, “Promoting Efficiency, Accountability, and Performance in Federal Contracting,” which directs federal agencies, subject to certain exceptions, to increase the use of firm-fixed price contracts for new awards to the maximum extent consistent with law. Additionally, agencies are directed, to the maximum extent practicable and consistent with law, to seek to modify, restructure, or renegotiate, their top ten highest-dollar-value contracts issued on an other-than-fixed price basis. The Company is supportive of the recent focus by the administration on the increased usage of fixed-price and outcomes-based contracting (we refer to firm fixed price contracts where we deliver a specific outcome for a predetermined price as “outcomes-based contracting”). Compared to time-and-materials and cost-reimbursable contracts, outcomes-based contracting generally offers higher margin opportunities because we receive the benefits of any cost savings, but can involve greater financial risk because we bear the impact of any cost overruns. Additionally, we believe outcomes-based contracting results in more efficient contracting outcomes and potential savings for the U.S. government.
Current wording
On April 30, 2026, the President signed an executive order, “Promoting Efficiency, Accountability, and Performance in Federal Contracting,” which directs federal agencies, subject to certain exceptions, (i) to increase the use of firm-fixed price contracts for new awards to the maximum extent consistent with law, and (ii) to seek to modify, restructure, or renegotiate, their top ten highest-dollar-value contracts issued on an other-than-fixed price basis. The Company is supportive of the recent focus by the administration on the increased usage of fixed-price and outcomes-based contracting (we refer to firm fixed price contracts where we deliver a specific outcome for a predetermined price as “outcomes-based contracting”). Compared to time-and-materials and cost-reimbursable contracts, outcomes-based contracting generally offers higher margin opportunities because we receive the benefits of any cost savings, but can involve greater financial risk because we bear the impact of any cost overruns. Additionally, we believe outcomes-based contracting results in more efficient contracting outcomes and potential savings for the U.S. government.
Previous wording
Although funding for fiscal year 2026 has now been enacted, future federal funding levels remain subject to uncertainty, and
Current wording
On September 2, 2026, the President signed into law a continuing resolution funding the U.S. government through December 11, 2026. A full-year, comprehensive appropriations agreement has not been reached; therefore future federal funding levels remain subject to uncertainty, and delays or disruptions in the appropriations process, including a prolonged government shutdown, could adversely affect our business, financial condition and results of operations.
Previous wording
•Funded Backlog. Funded backlog represents the value of orders for services under existing contracts for which funding is appropriated or otherwise authorized less revenue previously recognized on these contracts.
Current wording
•Funded Backlog. Funded backlog represents the value of orders under existing contracts for which funding is appropriated or otherwise authorized less revenue previously recognized on these contracts.
Previous wording
•Unfunded Backlog. Unfunded backlog represents the value of orders (including exercised optional orders) for services under existing contracts for which funding has not been appropriated or otherwise authorized.
Current wording
•Unfunded Backlog. Unfunded backlog represents the estimated value of orders under existing contracts for which funding has not been appropriated or otherwise authorized.
Previous wording
•Priced Options. Priced contract options represent 100% of the value of all future contract option periods under existing contracts that may be exercised at our customers’ option and for which funding has not been appropriated or otherwise authorized.
Current wording
•Priced Options. Priced contract options represent the estimated value of all future contract option periods under existing contracts that may be exercised at our customers’ option and for which funding has not been appropriated or otherwise authorized.
Previous wording
Our total backlog consists of contractual values which is inclusive of remaining performance obligations, and potential contract value from unexercised option periods and other unexercised optional orders. As of June 30, 2026 and March 31, 2026, the Company had $11.1 billion and $10.7 billion of remaining performance obligations, respectively, and we expect to recognize approximately 65% of the remaining performance obligations as of June 30, 2026 as revenue over the next 12 months, and approximately 75% over the next 24 months. The remainder is expected to be recognized thereafter. We also expect to recognize revenue from a substantial portion of funded backlog as of June 30, 2026, within the next twelve months. 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, 2026, we can give no assurance that we will be able to convert our performance obligations or funded 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 customers 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 contractual values which is inclusive of remaining performance obligations, and potential contract value from unexercised option periods and other unexercised optional orders. As of September 30, 2026 and March 31, 2026, the Company had $11.8 billion and $10.7 billion of remaining performance obligations, respectively, and we expect to recognize approximately 65% of the remaining performance obligations as of September 30, 2026 as revenue over the next 12 months, and approximately 75% over the next 24 months. The remainder is expected to be recognized thereafter. We also expect to recognize revenue from a substantial portion of funded backlog as of September 30, 2026, within the next twelve months. 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, 2026, we can give no assurance that we will be able to convert our performance obligations or funded 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 customers 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 as a key measure of our potential business growth. Total backlog increased by 3% from June 30, 2025 to June 30, 2026. Additions to funded backlog during the twelve months ended June 30, 2026 and 2025 totaled $11.7 billion and $11.5 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.
Current wording
We view growth in total backlog as a key measure of our potential business growth. Total backlog increased by 2% from September 30, 2025 to September 30, 2026. Additions to funded backlog during the twelve months ended September 30, 2026 and 2025 totaled $11.3 billion and $11.4 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.
Previous wording
Revenue decreased 4% to $2,800 million for the three months ended June 30, 2026 compared to the prior year period. The decrease was primarily driven by the impact of slowed procurement which resulted in reduced headcount and billable expenses.
Current wording
Revenue decreased 4% to $2,778 million, and 4% to $5,578, respectively, for the three and six months ended September 30, 2026 compared to the prior year period. The decrease was primarily driven by the impact of a slowed procurement environment in the prior year, which resulted in a slower start to programs in the current year, predominantly from civil customers, leading to reduced headcount and billable expenses.
Previous wording
Cost of revenue as a percentage of revenue was 48% and 49% for the three June 30, 2026 and 2025, respectively. Cost of revenue decreased 6% for the three months ended June 30, 2026 as compared to the three months ended June 30, 2025. The decrease for the quarter-to-date period was primarily due to decreases in salaries and related benefits due to overall headcount reductions. The prior year also included$30 million in costs related to employee severance and related charges, not present in the current year.
Current wording
Cost of revenue as a percentage of revenue was 48% and 46% for the three months ended September 30, 2026 and 2025, respectively, and 48% for both the six months ended September 30, 2026 and 2025, respectively. Cost of revenue decreased 1% and 3% for the three and six months ended September 30, 2026 as compared to the three and six months ended September 30, 2025. The decreases were primarily due to decreases in salaries and related benefits due to overall headcount reductions. The prior year to date period also includes $30 million in costs related to employee severance and related charges, not present in the current year.
Previous wording
Billable expenses as a percentage of revenue were 30% for both the three months ended June 30, 2026 and 2025, respectively. Billable expenses decreased 5% for the three months ended June 30, 2026 compared to the three months ended June 30, 2025. The decreases were primarily attributable to decreases in other direct expenses and subcontractor expenses, driven by customer demand and timing of customer needs.
Current wording
Billable expenses as a percentage of revenue were 30% and 32% for the three months ended September 30, 2026 and 2025, respectively, and 30% and 31% for thesix months ended September 30, 2026 and 2025, respectively. Billable expenses decreased 11% and 8% for the three and six months ended September 30, 2026 compared to the three and six months ended September 30, 2025. The decreases were primarily attributable to decreases in other direct expenses and subcontractor expenses, driven by customer demand and timing of customer needs.
Previous wording
General and administrative expenses as a percentage of revenue were 11% for both the three months ended June 30, 2026 and 2025, respectively. General and administrative expenses decreased 6% for the three months ended June 30, 2026 compared to the three months ended June 30, 2025. The decrease for the quarter-to-date period was primarily due to decreases in salaries and related benefits due to overall headcount reductions.
Current wording
General and administrative expenses as a percentage of revenue were 12% and 11% for the three months ended September 30, 2026 and 2025, respectively, and 11% for both the six months ended September 30, 2026 and 2025, respectively. General and administrative expenses increased 6% during thethree months ended September 30, 2026 and remained flat during the six months ended September 30, 2026 as compared to the same periods in 2025. The year-to-date increase was primarily driven by professional fees associated with the Company’s acquisitions, but was partially offset by decreases in salaries and related benefits due to overall headcount reductions.
Previous wording
Depreciation and amortization includes the depreciation of computers, leasehold improvements, furniture and other equipment, and the amortization of internally developed software, as well as third-party software that we use internally, and of identifiable long-lived intangible assets over their estimated useful lives. Depreciation and amortization expense increased 13% for thethree months ended June 30, 2026, as compared to thethree months ended June 30, 2025, primarily due to the amortization of acquired intangible assets as a result of the Company’s acquisition of Defy Security.
Current wording
Depreciation and amortization includes the depreciation of computers, leasehold improvements, furniture and other equipment, and the amortization of internally developed software, as well as third-party software that we use internally, and of identifiable long-lived intangible assets over their estimated useful lives. Depreciation and amortization expense increased 24% and 19% for thethree and six months ended September 30, 2026, as compared to thethree and six months ended September 30, 2025, primarily due to the amortization of acquired intangible assets from Defy Security and Ultra Mission Solutions.
Previous wording
Operating income increased 9% to $279 millionfor the three months ended June 30, 2026 compared to the three months ended June 30, 2025, reflecting an increase in operating margin from 9% to 10%. Operating income was driven by the decrease in expenses noted above, partially offset by lower declines in revenue.
Current wording
Operating income decreased 13% to $245 million anddecreased 3% to$524 million for the three and six months ended September 30, 2026, respectively, compared to the three and six months ended September 30, 2025, reflecting a decrease in operating margin from 10% to 9% for the quarter, with the year to date period remaining flat at 9%. Operating income was driven by the increase in expenses and declines in revenue noted above, partially offset by strong contract execution.
Previous wording
Interest expense, netincreased 9% for thethree months ended June 30, 2026 as compared to thethree months ended June 30, 2025, driven by decreases in interest income from lower cash balances and lower rates, partially offset by lower interest rates on the Company’s term loans.
Current wording
Interest expense, netincreased 8% and 9%for thethree and sixmonths ended September 30, 2026 as compared to thethree and six months ended September 30, 2025, primarily driven by decreases in interest income from lower cash balances.
Previous wording
Other income, increased to $20 million for the three months ended June 30, 2026 from $3 million for the three months ended June 30, 2025. The increase over the quarter-to-date period was primarily driven by larger increases in the fair value of the Company’s investments in fiscal 2027 as compared to fiscal 2026.
Current wording
Other income (expense), increased to $6 million for the three months ended September 30, 2026 from ($2) million for the three months ended September 30, 2025, andincreased to $26 million for thesix months ended September 30, 2026 from $1 million for thesix months ended September 30, 2025. The increases were primarily driven by an additional gain of $10 million from an earnout associated with the group of contracts sold in the fourth quarter of fiscal 2026. The year-to-date period was also affected by larger increases in the fair value of the Company’s investments in fiscal 2027 as compared to fiscal 2026.
Previous wording
Income tax expense increased 196% for the three months ended June 30, 2026 as compared to the three months ended June 30, 2025. The effective tax rate increased to 21.1% from (25.5)% for the three month period. The increase in tax expense was primarily driven by an increase in pre-tax income and a decrease in the uncertain tax position reserve in the prior year that did not recur in the current period. See Note 9, “Income Taxes,” to the condensed consolidated financial statements for further information.
Current wording
Income tax expense decreased 69% for the three months ended September 30, 2026 as compared to the three months ended September 30, 2025. The effective tax rate decreased to 9.0% from 24.9% for the three month period. Income tax expense increased 2,267% for the six months ended September 30, 2026 as compared to the six months ended September 30, 2025. The effective tax rate increased to 15.8% from 0.7%. The year to date increase in tax expense was primarily driven by a prior year reduction in the income tax reserve related to the completion of IRS examination procedures that did not recur in the current period. The quarter to date decrease reflects the impact of tax planning strategies to maximize tax benefit for foreign derived deduction eligible income. See Note 9, “Income Taxes,” to the condensed consolidated financial statements for further information.
Previous wording
•EBITDA represents net income before income taxes, interest expense, net and other income, and depreciation and amortization.
Current wording
•EBITDA represents net income before income tax expense, interest expense, net and other income (expense), and depreciation and amortization.
Previous wording
•Adjusted EBITDA represents net income before income tax (benefit) expense, interest expense, net and other income, and depreciation and amortization and before certain other items, including other corporate expenses. The Company prepares Adjusted EBITDA to eliminate the impact of items it does not consider indicative of ongoing operating performance due to their inherent unusual, extraordinary or non-recurring nature or because they result from an event of a similar nature.
Current wording
•Adjusted EBITDA represents net income before income tax expense, interest expense, net and other income (expense), and depreciation and amortization and before certain other items, including other corporate expenses. The Company prepares Adjusted EBITDA to eliminate the impact of items it does not consider indicative of ongoing operating performance due to their inherent unusual, extraordinary or non-recurring nature or because they result from an event of a similar nature.
Previous wording
(a) In fiscal 2027, other corporate expenses consist primarily of acquisition related costs associated with the acquisition of Defy Security, and the agreement to acquire Ultra Mission Solutions. In fiscal 2026, other corporate expenses consist primarily of nonrecoverable costs associated with employee severance from cost management and restructuring initiatives, transaction costs associated with a divestiture, and acquisition related costs associated with the acquisition of Defy Security, which closed in the first quarter of fiscal 2027. See Note 20, “Supplemental Consolidated Financial Information,” and Note 21, “Subsequent Events,” to the consolidated financial statements within the Annual Report on Form 10-K for the fiscal year ended March 31, 2026 for further information.
Current wording
(a) In fiscal 2027, other corporate expenses consist primarily of acquisition related costs associated with Defy Security in the first quarter of fiscal 2027, and Ultra I&C Mission Solutions business in the second quarter of fiscal 2027. In fiscal 2026, other corporate expenses consist primarily of nonrecoverable costs associated with employee severance from cost management and restructuring initiatives, transaction costs associated with a divestiture, and acquisition related costs associated with the acquisition of Defy Security. See Note 20, “Supplemental Consolidated Financial Information,” and Note 21, “Subsequent Events,” to the consolidated financial statements within the Annual Report on Form 10-K for the fiscal year ended March 31, 2026 for further information.
Previous wording
As of June 30, 2026, our total liquidity was $2.0 billion, consisting of $540 million of cash and cash equivalents and $1.5 billion 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 September 30, 2026, our total liquidity was $1.8 billion, consisting of $334 million of cash and cash equivalents and $1.5 billion 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
•debt service requirements for borrowings under our Credit Agreement and interest payments for the Senior Notes due 2028, Senior Notes due 2029, Senior Notes due 2033 and Senior Notes due 2035; and
Current wording
•debt service requirements for borrowings under our Credit Agreement and interest payments for our senior notes; and
Previous wording
Net cash provided by operations was $281 million for the three months ended June 30, 2026 compared to $119 million in the prior year period. The increase in operating cash was primarily driven by strong working capital management and lower tax payments as compared to the prior year.
Current wording
Net cash providedby operations was $575 million for the six months ended September 30, 2026 compared to $540 million in the prior year period. The increase in operating cash was primarily driven by strong working capital management and lower tax payments as compared to the prior year, partially offset by reduced revenue volume.
Previous wording
Net cash used in investing activities was $328 million in the three months ended June 30, 2026 compared to $32 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 Defy Security and an increase in the funding of strategic investments in the first quarter of fiscal 2027.
Current wording
Net cash used in investing activities was $1,140 million in the six months ended September 30, 2026 compared to $61 million in the prior year period. The increase in investing cash used over the prior year was primarily due to the Company's acquisitions of Defy Security and Ultra Mission Solutions and an increase in the funding of strategic investments in the first half of fiscal 2027.
Previous wording
Net cash used in financing activities was $141 million in the three months ended June 30, 2026 compared to $261 million in the prior year period. The decrease in financing cash used over the prior year was primarily due to a decrease in share repurchases year over year.
Current wording
Net cash provided by financing activities was $171 million in the six months ended September 30, 2026 compared to $548 million of net cash used in financing activities in the prior year period. The increase in financing cash over the prior year was primarily due to the issuance of senior notes in the second quarter of fiscal 2027, as well as the decrease in share repurchases year over year. The Company borrowed and subsequently repaid $200 million during the six months ended September 30, 2026 and as of both September 30, 2026 and March 31, 2026, there was no outstanding balance on the Revolving Credit Facility.
Previous wording
During thethree months ended June 30, 2026, a quarterly cash dividend of $0.59 per share was declared and paid totaling$73 million.
Current wording
During thethree and six months ended September 30, 2026, a quarterly cash dividend of 0.59 and $1.18 per share, respectively, were declared and paid totaling$71 million and $145 million, respectively.
Previous wording
On December 12, 2011, the Board of Directors initially approved a share repurchase program, which was subsequently increased from time to time, and most recently increased by $500 million to $4,085 million on October 22, 2025. 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 three months of fiscal 2027, the Company purchased 0.6 million shares of the Company's Class A Common Stock for an aggregate of $50 million. As of June 30, 2026, the Company had approximately $634 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, and most recently increased by $500 million to $4,085 million on October 22, 2025. 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 2027, the Company purchased 2.0 million shares of the Company's Class A Common Stock for an aggregate of $149 million. As of September 30, 2026, the Company had approximately $535 million remaining under the repurchase program.
Previous wording
The Senior Notes due 2033 and Senior Notes due 2035 were issued by Booz Allen Hamilton pursuant to the respective Indenture, among Booz Allen Hamilton, the Company and U.S. Bank Trust Company, National Association, as trustee, as supplemented by the respective Supplemental Indenture and are fully and unconditionally guaranteed on an unsecured and unsubordinated basis by the Company pursuant to the respective Indenture.
Current wording
The Senior Notes due 2030, 2033, 2034, and 2035 were issued by Booz Allen Hamilton pursuant to the respective Indenture, among Booz Allen Hamilton, the Company and U.S. Bank Trust Company, National Association, as trustee, as supplemented by the respective Supplemental Indenture and are fully and unconditionally guaranteed on an unsecured and unsubordinated basis by the Company pursuant to the respective Indenture.
Previous wording
The tables below present the summarized financial information as combined for the Company and Booz Allen Hamilton as of March 31, 2026 and as of and for the three months ended June 30, 2026, after the elimination of intercompany transactions and balances between the Company and Booz Allen Hamilton and excluding the subsidiaries of both entities that are not issuers or guarantors of the Senior Notes due 2033 and Senior Notes due 2035, 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, 2026 and as of and for the six months ended September 30, 2026, after the elimination of intercompany transactions and balances between the Company and Booz Allen Hamilton and excluding the subsidiaries of both entities that are not issuers or guarantors of the Senior Notes due 2030, 2033, 2034, and 2035, 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.
Rearranged current paragraphs (1)
Current report — wording carried from elsewhere
The U.S. government has put in place a number of executive orders and actions that could impact our business, including orders intended to (i) simplify and accelerate the procurement process through a review and restructuring of the Federal Acquisition Regulation (“FAR”), and its supplements, (ii) modernize defense acquisitions by promoting commercial solutions, innovative acquisition authorities, and other existing streamlined processes, (iii) limit stock buybacks and the payment of dividends by certain defense contractors and (iv) increase the use of firm-fixed price contracts by federal agencies.
Rearranged previous paragraphs (3)
Previous report — wording carried elsewhere
delays or disruptions in the appropriations process, including a prolonged government shutdown, could adversely affect our business, financial condition and results of operations.
Previous report — wording carried elsewhere
On December 18, 2025, the National Defense Authorization Act (“NDAA”) was signed into law, which included a number of reforms that may also impact our business. Although the final bill did not adopt more narrow commercial preferences or expand the statutory definition of contractors who qualify as nontraditional contractors, it did exempt contractors who meet that definition from certain burdensome compliance requirements. The continued focus on removing barriers to new entrants and any related future legislation could reduce the likelihood of direct awards to companies like Booz Allen and effect our competitive position.
Previous report — wording carried elsewhere
Agreement to Acquire Ultra I&C Mission Solutions Business