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What changed in KORN FERRY's 10-K — 2024 vs 2025

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Paragraph-level year-over-year comparison of KORN FERRY's 2024 and 2025 10-K annual filings, covering the Business, Risk Factors, Legal Proceedings, Cybersecurity, MD&A and Market Risk sections. Every new, removed and edited paragraph is highlighted side-by-side so you can see exactly what management changed in the 2025 report.

+328 added−418 removedSource: 10-K (2025-06-27) vs 10-K (2024-06-28)

Top changes in KORN FERRY's 2025 10-K

328 paragraphs added · 418 removed · 235 edited across 8 sections

Item 1. Business

Business — how the company describes what it does

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Biggest changeFor the full year, the Company invested $46.7 million in capital expenditures (excluding leasehold improvements and furniture & fixtures), $18.5 million on debt service costs, and returned $52.5 million and $54.4 million to shareholders in the form of share repurchases and dividends, respectively. * Consolidated Adjusted EBITDA and Consolidated Adjusted EBITDA margin are non-GAAP financial measures and have limitations as analytical tools.
Biggest changeIn fiscal 2025, Korn Ferry advanced its strategic priorities and delivered meaningful business results: • $2,730.1 million in fee revenue. • Net Income Attributable to Korn Ferry was $246.1 million with a margin of 9.0 %, an increase of 290bps compared to fiscal 2024. • Adjusted EBITDA * was $463.9 million with a margin of 17.0 %, an increase of 220bps compared to fiscal 2024. • Diluted Earnings Per Share was $4.60. • We continued with our balanced approach to capital allocation and for the full year, the Company invested $62.4 million in capital expenditures (excluding leasehold improvements and furniture & fixtures), $44.4 million in M&A, 6 $ 18.5 million on debt service costs, and returned $88.9 million and $83.6 million to shareholders in the form of share repurchases and dividends, respectively . *Consolidated Adjusted EBITDA and Consolidated Adjusted EBITDA margin are non-GAAP financial measures and have limitations as analytical tools.
Stockholders may request copies of these documents by writing to our Corporate Secretary at 1900 Avenue of the Stars, Suite 1500, Los Angeles, California 90067. In addition, we make available on the Investor Relations portion of our website at http://ir.kornferry.com press releases and related earnings presentations and other essential information, which we encourage you to review.
Stockholders may request copies of these documents by writing to our Corporate Secretary at 1900 Avenue of the Stars, Suite 1225, Los Angeles, California 90067. In addition, we make available on the Investor Relations portion of our website at http://ir.kornferry.com press releases and related earnings presentations and other essential information, which we encourage you to review.
Consultants are organized in six broad industry groups and bring an in-depth understanding of the market conditions and strategic management issues clients face within their industries and geographies. In addition, we regularly look to expand our specialized expertise through internal development and strategic hiring in targeted growth areas. Functional Expertise — We also have organized centers of functional expertise.
Consultants are organized in six broad industry groups and bring an in-depth understanding of the market conditions and strategic management issues clients face within their sectors and geographies. In addition, we regularly look to expand our specialized expertise through internal development and strategic hiring in targeted growth areas. We also have consultants organized by centers of functional expertise.
See Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations for a discussion of why management believes the presentation of non-GAAP financial measures provide meaningful supplemental information regarding Korn Ferry’s performance.
See Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations for a discussion of why management believes the presentation of non-GAAP financial measures provide meaningful supplemental information regarding Korn Ferry’s performance . 1. Consulting helps clients design and implement the talent strategies, organizational structures, and workforce capabilities and rewards to drive growth.
Client Base —During fiscal 2024, the Digital segment partnered with over 8,000 clients across the globe, and 33% of Digital’s fiscal 2024 fee revenue was referred from Korn Ferry’s other lines of business, primarily Consulting. Our clients come from the private, public and not-for-profit sectors, across every major industry and represent diverse business challenges.
Client Base: In fiscal 2025, Digital engaged with more than 7,800 clients globally with 33% of Digital's fiscal 2025 fee revenue being referred from Korn Ferry's other solutions. Our clients come from the private, public and not-for-profit sectors, across every major industry and represent diverse business challenges.
Summary of financial fiscal 2024 highlights: • Fee revenue was $695.0 million, an increase of 2.7% compared to fiscal 2023, representing 25.1% of consolidated fee revenue. • Adjusted EBITDA was $114.3 million and Adjusted EBITDA margin was 16.4%. • The number of consulting and execution staff at year-end was 1,678 with an increase in the average bill rate (fee revenue divided by the number of hours worked by consultants and execution staff) of $42 per hour or 11% compared to fiscal 2023.
Fiscal 2025 highlights : • Fee revenue was $662.7 million. • Adjusted EBITDA was $115.5 million, and Adjusted EBITDA margin was 17.4%. • The number of consulting and execution staff at year-end wa s 1,599 with an average bill rate (fee revenue divided by the number of hours worked by consultants and execution staff) of $439 per hour.
Summary of financial fiscal 2024 highlights: • Fee revenue was $366.7 million, an increase of 3.4% compared to fiscal 2023, representing 13.3% of consolidated fee revenue. • Subscription and License fee revenue was $131.0 million, an increase of 9.4% compared to fiscal 2023. • Adjusted EBITDA was $108.7 million and Adjusted EBITDA margin was 29.6%.
Fiscal 2025 highlights: • Fee revenue was $363.5 million. • Subscription/license revenue was $137.7 million, an increase of 5.1% compared to fiscal 2024. • Adjusted EBITDA was $112.7 million, and Adjusted EBITDA margin was 31%.
Item 1. Business Company Overview Korn Ferry (referred to herein as the “Company” or in the first-person notations “we,” “our,” and “us”) is a leading global organizational consulting firm. We work with our clients to design optimal organization structures, roles, and responsibilities.
Item 1. Business Company Overview Korn Ferry (referred to herein as the “Company” or in the first-person notations “we,” “our,” and “us”) is a global consulting firm that powers performance. We help unlock the potential in people and unleash transformation across organizations—synchronizing strategy, operations, and talent to accelerate performance, fuel growth, and inspire a legacy of change.
In response to the pandemic, we developed and implemented new practices designed to prioritize the health and safety of our employees and clients. Available Information We file annual, quarterly, and current reports, proxy statements, and other documents with the Securities and Exchange Commission (the "SEC"), according to the Securities Exchange Act of 1934, as amended (the "Exchange Act").
This approach supports consistent hiring outcomes and positions Korn Ferry as a long-term strategic partner for clients. Available Information Korn Ferry files annual, quarterly, and current reports, proxy statements, and other documents with the Securities and Exchange Commission (the "SEC"), according to the Securities Exchange Act of 1934, as amended (the "Exchange Act").
Summary of financial fiscal 2024 highlights: • Fee revenue was $806.2 million, a decrease of 7.9% compared to fiscal 2023, representing 29.2% of consolidated fee revenue. • Adjusted EBITDA was $171.1 million and Adjusted EBITDA margin was 21.2%.* • In fiscal 2024, we opened more than 6,000 new engagements with an average of 572 consultants. *Executive Search Adjusted EBITDA and Executive Search Adjusted EBITDA margin are non-GAAP financial measures and have limitations as analytical tools.
This solution is managed and reported on a geographic basis and represents four of the Company’s reportable segments (Executive Search North America, Executive Search Europe, Middle East and Africa (“EMEA”), Executive Search Asia Pacific (“APAC”) and Executive Search Latin America). 7 Fiscal 2025 highlights: • Fee revenue was $846.2 million . • Adjusted EBITDA was $206.2 million, and Adjusted EBITDA margin was 24.4%*. • In fiscal 2025, we opened more than 6,300 new engagements with an average of 551 consultants. *Executive Search Adjusted EBITDA and Executive Search Adjusted EBITDA margin are non-GAAP financial measures and have limitations as analytical tools.
Client Base —During fiscal 2024, the Consulting segment partnered with over 4,500 clients across the globe, and 28% of Consulting’s fiscal 2024 fee revenue was referred from Korn Ferry’s other lines of business. Our clients come from the private, public, and not-for-profit sectors across every major industry and represent diverse business challenges.
Client Base: In fiscal 2025, Consulting supported over 4,300 clients globally with 28 % of Consulting’s fiscal 2025 fee revenue being referred from Korn Ferry’s other Solutions. Our clients span Fortune 500 companies, public institutions, and high-growth innovators across industries and geographies.
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We help them hire the right people, focus on the right skills, and advise them on how to reward, engage and motivate their workforce while developing professionals as they navigate and advance their careers.
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That’s why the world’s most admired companies across every major industry turn to us—for a shared commitment to lasting impact and the bold ambition to Be More Than . As client needs have grown more complex, Korn Ferry has expanded its capabilities and become a comprehensive partner for talent and organizational performance.
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The importance and strength of our brand A strong brand fosters familiarity and loyalty, builds trust, cultivates relationships, and has a lasting impact on sales velocity and growth which is why one of our strategic pillars is to continue to elevate ours.
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Today, we deliver a broad range of offerings across the talent lifecycle, combining deep expertise with scalable delivery models to meet the needs of organizations at every stage of growth. What Sets Korn Ferry Apart At Korn Ferry, performance starts with people. Our talent, industry expertise, global reach, and specialized solutions come together to solve our clients’ toughest performance challenges.
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Originally known for our leading position in executive search, our brand recognition is growing and evolving to represent great workplaces and the people – the talent – behind them. Collaboration across our sales, marketing, research, and business teams has significantly boosted Korn Ferry's market recognition and strengthened our client connections.
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We pair this with 10 billion data points, behavioral science, and powerful intellectual property ("IP")—our Foundational Assets . These assets support a broad set of Capabilities and power Integrated Solutions designed to keep pace with change. The result: organizations that are not just aligned but accelerated.
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By curating our intellectual property, content, and data, and integrating them with our colleagues' expertise, we inspire and challenge conventional workplace viewpoints. Career makers and business advisors, the impact we create spans entire organizations, but always starts with people. The inspiration we put out into the world is to Be More Than .
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FOUNDATIONAL ASSETS CAPABILITIES INTEGRATED SOLUTIONS Our Foundational Assets integrate proprietary data, behavioral science, and intellectual property developed through decades of real-world application.
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Be More Than is about identifying and unleashing potential. Bring the right opportunity, to the right person, at the right time and it will change their world. Get people focused, aligned, believing and working together and it can change the world.
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Together, they form one of the world’s most extensive and validated sources of talent insight enabling faster, smarter decisions at scale. • Over 108 million assessments conducted across industries, functions, and geographies • 11,000+ validated success profiles covering approximately 30,000 job titles • Compensation and rewards data from more than 28 million professionals across 31,000 organizations • Engagement benchmarks based on input from approximately 38 million employees • Culture surveys drawing responses from 6.8 million individuals across 550 organizations • Pay policy and practice data covering nearly 160 countries • Proprietary IP and behavioral science, including exclusive leadership models and talent frameworks Our Capabilities span the full talent lifecycle and are built on the strength of our Foundational Assets—enabling organizations to align talent with strategy and drive sustained performance. • Organization Strategy: Aligning people, processes, and structure to support business goals through organizational design, role clarity, and operating model optimization. • Assessment & Succession: Evaluating individual potential and readiness to guide hiring, promotion, mobility, and succession decisions. • Talent Acquisition: Sourcing and hiring top talent across all levels via executive search, professional recruiting, interim talent, and RPO. • Leadership & Professional Development: Developing leaders and building critical skills through coaching, experiential learning, and scalable digital programs. • Total Rewards: Designing compensation, benefits, and recognition programs that drive performance and reflect business priorities. • Board & CEO Services: Advising boards and CEOs on leadership transitions, governance, and long-term planning.
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The principles behind Be More Than guide our thinking and behavior and represent our commitment to our clients and to each other. We help unleash potential in people to enable thriving, high-performing teams that collectively power sustainable growth and transform businesses.
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Our Integrated Solutions combine multiple Capabilities to address high-priority, enterprise-wide challenges.
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Underpinning our strategy with tech-enabled IP, data and content Korn Ferry leads the industry with unique intellectual property, content, and data. Powered by one of the world’s largest and most distinctive talent database and analytics engine, we deliver technology-enabled, data-informed solutions for people and workplaces that drive growth strategies.
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These solutions are dynamic and scalable, designed to flex with shifting business needs and deliver measurable impact. • Sales Effectiveness & Revenue Growth: Improving salesforce structure, roles, skills, and pay to increase go-to-market performance. • Cost Optimization: Restructuring work, roles, and rewards to increase efficiency and ensure the right people are in the right roles. • Digital and AI Acceleration: Driving digital and AI adoption through role redesign, talent reskilling, and leadership alignment. • Workforce Transformation: Redefining talent strategies and organizational structures to support new business models and future-of-work priorities. • Career Transition & Redeployment: Supporting employees through change with outplacement, reskilling, and redeployment strategies. • Strategy Execution & Change Management: Turning strategy into action by aligning leadership, building buy-in, and driving cultural change. 4 A key enabler of this model is the Korn Ferry Talent Suite® —our proprietary technology platform that transforms decades of science and data into real-time insights.
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With access to nearly 7 billion proprietary data points across 150 countries, we understand what excellence looks like and know how to achieve it. Our consultants use this data to develop informed talent solutions that provide a competitive edge, while our suite of tech-enabled talent products ensures implementation at scale with speed.
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More than a delivery system, the Talent Suite embeds IP, data and advanced analytics into client workflows and supports scalable delivery through subscription- and license-based offerings. Products such as Architect, Assess, Pay, Recruit, and Sell can be deployed independently or integrated into broader engagements—enhancing consultant efficiency and client adoption.
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We have shaped our way of working to align with the ways of work Focused on solving our clients' most pressing organization and people challenges, today our services and products support and work across the entire human capital ecosystem - from assessment and hiring to strategy implementation, rewards, development, and succession.
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We continue to invest in this platform, including the integration of generative AI, to extend reach and deepen impact. Go-To-Market Approach Korn Ferry serves clients through a combination of strategic account partnerships and flexible engagement models designed to meet organizations where they are.
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We are the only firm that has this expanded portfolio that offers more ways for our consultants to engage with clients and make a lasting impact. This approach is intentional, builds on the best of our past, and gives us a clear path to the future with focused initiatives to increase our client and commercial impact.
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At the center of this model is our Marquee and Diamond Accounts Program (the “Program”)—a structured approach to managing long-term relationships with many of the world’s most complex organizations. Clients within the Program are supported by dedicated account leaders who coordinate engagement across Korn Ferry’s full portfolio—enabling consistent delivery, deep understanding of client priorities, and early access to new offerings.
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Whether restructuring to reduce costs, bringing in new leaders, merging or acquiring, or transforming to stay ahead, we help organizations lead through change and transform for growth.
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As of fiscal year-end 2025, our 350 Marquee and Diamond accounts represented approximately 39% of consolidated fee revenue—more than double their contribution at the Program’s inception. Outside the Program, we serve thousands of additional clients worldwide through both project-based and recurring engagements.
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Relevant solutions for a constant and rapidly changing world Our vision is to be the premier organizational consulting firm and we believe that our well-known brand, intellectual property, content, data, and diversification strategy have positioned us well. Our unique approach enables us to accelerate and positively impact the performance of thousands of organizations. And we are poised for growth.
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These organizations range from emerging businesses to global enterprises that engage with us in ways that match their scale, priorities, and pace of growth. To deliver value at scale across this broad client base, Korn Ferry operates through three primary engagement models: 1.
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The constantly evolving business landscape presents numerous opportunities for Korn Ferry, making us more relevant than ever.
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Custom Engagements – Tailored consulting and talent acquisition services grounded in proprietary data, behavioral science, and expert advisory. 2. Embedded Solutions – Our go-to-market offerings include subscription and licenses that are integrated into client workflows to support continuous improvement. 3.
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From the shift to remote work due to the pandemic and the talent challenges posed by the great resignation, to the transformative impact of artificial intelligence (Gen AI) on workforce needs, these changes highlight opportunities for Korn Ferry to demonstrate our cutting-edge, tech-enabled products, services, and solutions. An added benefit, we leverage what we learn.
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Subscription and Licensed Products – Scalable digital offerings from the Korn Ferry Talent Suite that clients use independently to support talent and organizational decisions. This diversified model allows Korn Ferry to balance project-based work with recurring fee revenues.
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Less than two years post-launch, Gen AI is changing the way individuals and organizations work and innovate. It has the fastest adoption rate of any technology in history, as well as the fastest pace of change and evolution.
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In fiscal 2025, more than 83% of our assignments were with clients we had served in the prior three years—reflecting strong loyalty and long-term engagement. Supported by a rewards structure that encourages enterprise-wide teaming, this model also drives collaboration across Solution areas: Consulting, Digital, Executive Search, Professional Search & Interim, and RPO.
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At Korn Ferry, we are enabling our colleagues to use Gen AI to gain efficiency, improving delivery and focus on value added work to ensure that the insight we create at scale is actionable through our products, services, and solutions.
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In fiscal 2025, approximately 25% of our consolidated fee revenue came from cross-Solution referrals, up from 14% in 2018 when we began tracking this metric. Corporate Functions and Global Footprint Korn Ferry’s corporate infrastructure underpins our global consistency, innovation, and ability to scale.
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We are also leveraging the technology with our unique data and IP to differentiate our products and services, creating a moat around our business that protects from disruption.
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Centralized teams spanning finance, legal, HR, technology, marketing, and the Korn Ferry Institute support our Solutions worldwide and help ensure effective, cohesive delivery.
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Our go-to-market approach As we drive our strategy, a focal point for us is our Marquee and Regional accounts program (M&R accounts) which is comprised of about 350 of our top clients that together generate slightly more than 37% of our year-to-date consolidated fee revenue.
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In addition, a dedicated AI function advances the responsible integration of emerging technologies, enhancing our platforms, protecting proprietary data, and reinforcing the strength of our Foundational Assets. 5 As a firm, we operate across four regions—North America, EMEA, APAC, and Latin America—balancing global reach with local expertise. As of April 30, 2025, we had 103 offices in 51 countries.
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These accounts have Global Account Leaders assigned who help to orchestrate the delivery of core and integrated 1 solutions and products that cut across multiple lines of business – effectively making more of the Firm’s resources available as our clients tackle their business and human capital issues.
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Korn Ferry Institute One of the most distinctive elements of Korn Ferry’s corporate infrastructure is the Korn Ferry Institute (“KFI”)—our dedicated hub for research, analytics, and innovation. As the firm’s thought leadership engine, KFI creates science-based insights that are embedded into our products, offerings, and delivery models.
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Approximately 84% of these clients use three or more lines of business and 70% of this year’s top ten M&R accounts were also top ten clients in the previous two years. The opportunity upon us Despite near-term headwinds, we believe Korn Ferry is poised for continued, long-term growth.
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Drawing on decades of proprietary research and behavioral science, it fuels our intellectual property and ensures our methodologies remain rigorous, scalable, and relevant. The Institute’s work informs how we design, deliver, and continuously evolve our solutions—shaping how clients assess talent, develop leaders, and design organizations. Culture & People Our people are central to our success.
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We are capitalizing on the current and growing relevance of our solutions which, in combination with the strong connections amongst our service offerings and our acquisitive activities, drives top-line synergies that have resulted in double digit fee revenue growth rates (CAGR) over the past twenty years.
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Korn Ferry’s culture—rooted in our values of inclusion, performance, honesty, and knowledge—empowers employees to grow, collaborate, and drive impact. We invest in internal mobility, leadership development, and recognition programs that support long-term careers. Globally competitive benefits and flexible work models promote well-being, while our enterprise-wide promotion process highlights exceptional contributions.
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Our fiscal 2024 performance reflects the relevance of our strategy, the top-line synergies created by our end-to-end talent and leadership solutions, and the increasing reach and relevance of the Korn Ferry brand. Thanks to the passion and performance of our colleagues, we have concluded the year with strong results, in what was a very challenging macroeconomic environment.
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This commitment to our people is reflected in our global workforce, which is strategically distributed by function and region to support delivery at scale. As of April 30, 2025, Korn Ferry employed 9,253 full-time professionals.
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Our clients During fiscal 2024, we worked with almost 15,000 organizations. Our clients include the world’s largest and most prestigious public and private companies, middle-market and emerging growth companies, and government and non-profit organizations.
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Consultants and execution staff 1 Support staff 2 Total employees Consulting 1,599 330 1,929 Digital 244 1,052 1,296 Executive Search 560 1,136 1,696 Professional Search & Interim 485 374 859 Recruitment Process Outsourcing ("RPO") 162 3,094 3,256 Corporate — 217 217 Total 3,050 6,203 9,253 _______________________________ 1. Consultants and execution staff, primarily responsible for originating client services 2.
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We have built strong client loyalty, with more than 85% of our engagements in fiscal 2024 completed on behalf of clients for whom we had conducted engagements in the previous three fiscal years.
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Support staff includes associates, researchers, administrative and support staff Operating Model and Financial Reporting Alignment To bring our strategy to life, we deliver services through five Solution areas. These Solution areas reflect the breadth of our talent and organizational offerings and correspond to eight reportable segments supported by centralized functions that drive consistency, innovation, and scale.
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We worked during fiscal 2024 with: • 97% of the S&P 100, and 86% of the S&P 500 • 92% of the Euronext 100 • 85% of the FTSE 100 • 89% of the S&P Europe 350 • 68% of the S&P Asia 50 • 80% of the S&P Latin America 40 In addition, we worked during fiscal 2024 with: • 3 in every 4 best companies to work for (Fortune Magazine) • 1 in every 2 of the fastest growing companies in the world (Fortune Magazine) • 80% of the world’s top performing companies (Drucker Institute) • 96% of the top 50 world's most admired companies (Fortune Magazine) Our business and our people We also continued to make significant investments across the breadth of our business and in our people.
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These segments represent how we currently organize and deliver our work to the market, enabling us to deliver specialized expertise at scale while remaining agile in response to evolving client needs.
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This commitment includes strategic acquisitions and the innovation and development of our talent platform, solutions and ways of working. A testament to Korn Ferry’s forward-thinking approach is the acquisition of our third and fourth Interim hiring firms in the last two fiscal years.
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Fiscal 2025 Financial Performance Korn Ferry's solid financial performance in fiscal 2025 is a direct result of our strategic initiatives to integrate technology, deepen client relationships, and drive transformational growth. It also reflects the ongoing success of Korn Ferry's Marquee and Diamond Account program.
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This strategic decision has not only boosted our standing, particularly in the Professional Search and Interim sectors, but we believe also enables us to capitalize on significant opportunities for growth while effectively responding to prevailing shifts in the workforce.
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These long-term, strategic partnerships underscore the success of our client-first approach and our ability to deliver integrated, enterprise-wide solutions across diverse industries. As we continue to execute our strategy, we are confident that our investments in innovation and client-tailored solutions align with and support Korn Ferry’s long-term growth plan, while delivering value to shareholders.
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These shifts include a heightened focus on agility and cost-management, a growing need for specialized expertise and on-demand skills, as well as the accommodation of evolving employee preferences and dynamics within the workforce.
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Our consulting teams collaborate across Korn Ferry to deliver integrated solutions that support end-to-end transformation—from strategy through execution.
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These investments are intended to expand our offerings to help us further differentiate ourselves in the marketplace and reflect our continued focus on high-demand areas emerging in this environment. We continue to capitalize on the top-line synergies created by our end-to-end solutions that are designed to address the many aspects of an employee’s engagement with their employer.
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Competition: The market for organizational consulting is competitive, with a mix of large advisory firms and specialized boutiques providing services in leadership assessment and development, transformation, and workforce strategy and rewards.
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This manifests itself in our ability to continue generating additional fee revenues based on referrals from one line of business to another, exiting fiscal 2024, generating more than 25% of consolidated fee revenues in the fourth quarter of fiscal 2024 from referrals.
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Korn Ferry’s differentiation lies in its ability to leverage its Foundational Assets into its technology enabled service offerings, creating unique and differentiated insights and end-to-end solutions that connect strategy and talent to drive business outcomes. 2. Digital leads the development, integration and commercialization of products in the Talent Suite, as well as enabling technology across Korn Ferry’s other Solution areas.
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With vision, innovation and focus as our guide, we believe we are now a company with a more durable business and more resilient top-line, with greater and expanding relevance, and with an increasingly sustainable level of profitability that is poised for further growth in the years to come.
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Built on decades of proprietary data, intellectual property, behavioral science, and talent intelligence, these tools empower data-driven decision-making and provide real-time access to benchmarks, assessments, talent development, rewards, and diagnostics across the talent lifecycle.
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Fiscal 2024 Performance Highlights Our results reflect the dedication and hard work of our more than 9,000 talented colleagues. They focus on creating value for our stakeholders, including our colleagues themselves, our clients, our shareholders, and the communities in which we operate.
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They are leveraged in multiple ways: by consultants within service delivery, as embedded components of Integrated Solutions, or accessed directly by clients through subscription- and license-based models.
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Our strategic growth reflects a more balanced and sustainable organization. • Our performance was solid during what can be described as an uncertain and challenging global economic environment, generating $2,762.7 million in fee revenue, down only 3% compared to fiscal 2023. • Net Income Attributable to Korn Ferry was $169.2 million. 2 • Operating income and Adjusted EBITDA* were $212.9 million with a margin of 7.7%, and $408.2 million with a margin* of 14.8%, respectively.
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Subscription and license growth was driven by both direct access to the Talent Suite platform, as well as integrated delivery in partnership with our other Solutions, driving increased client utilization and stickiness. Competition: A broad range of human resources (“HR”) technology companies compete in this space, including independent software vendors and enterprise HR platform providers.
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Adjusted EBITDA margin increased each consecutive quarter in fiscal 2024. • Diluted Earnings Per Share was $3.23. • Consulting and Digital showed resilient business operations: ◦ Consulting fee revenue grew 2.7% year-over-year with an 11% increase in average bill rate to $420 per hour. ◦ Digital fee revenue grew 3.4% year-over-year with a 9.4% increase in Subscription & License fee revenue growing to $131.0 million in fiscal 2024. • During fiscal 2024, we continued with our balanced approach to capital allocation.
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Korn Ferry differentiates itself by embedding proprietary data, IP and talent science into scalable, platform-enabled tools that can be consumed independently or in conjunction with our Integrated Solutions. These tools are designed to work seamlessly within clients ’ existing systems and workflows, enabling data-driven talent decisions at scale. 3.
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The Korn Ferry Story Our Strategy As described above, our systematic approach to solving business challenges has us uniquely positioned to build industry leading products, services and solutions that people, teams and organizations need so that business strategy is implemented, and performance follows. Our approach is focused on the following strategic priorities to increase our client and commercial impact: 1.

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Item 1A. Risk Factors

Risk Factors — what could go wrong, per management

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Biggest changeIf we are unable to meet our debt service obligations or to fund our other liquidity needs, we will need to restructure or refinance all or a portion of our debt, which could cause us to default on our debt obligations and impair our liquidity.
Biggest changeWe cannot assure you that our business will generate sufficient cash flow from operations or that future borrowings will be available to us in an amount sufficient to enable us to service our debt, to refinance our debt or to fund our other liquidity needs. 15 If we are unable to meet our debt service obligations or to fund our other liquidity needs, we will need to restructure or refinance all or a portion of our debt, which could cause us to default on our debt obligations and impair our liquidity.
The human resource consulting market has been traditionally fragmented and a number of large consulting firms, such as AON, McKinsey, Mercer, Willis Towers Watson and Deloitte have built businesses in human resource consulting to serve these needs. Our consulting business line has and continues to face competition from human resource consulting businesses.
The human resource consulting market has been traditionally fragmented and a number of large consulting firms, such as AON, Deloitte, McKinsey, Mercer and Willis Towers Watson have built businesses in human resource consulting to serve these needs. Our consulting business line has and continues to face competition from human resource consulting businesses.
Our RPO services primarily compete for business with other RPO providers such as Cielo, Alexander Mann Solutions, IBM, Allegis, WilsonHCG and Randstad while Professional Search & Interim services compete for mid-level professional search assignments with regional contingency recruitment firms and large national retained recruitment firms such as Robert Half, Michael Page, Harvey Nash, Robert Walters, TekSystems, KForce and BTG.
Our RPO services primarily compete for business with other RPO providers such as Alexander Mann Solutions, Allegis, Cielo, IBM, Randstad and WilsonHCG while Professional Search & Interim services compete for mid-level professional search assignments with regional contingency recruitment firms and large national retained recruitment firms such as BTG, Harvey Nash, KForce, Michael Page, Robert Half, Robert Walters and TekSystems.
Perceptions that we do not adequately protect the privacy of information could inhibit attaining new engagements, qualified consultants and could potentially damage currently existing client relationships. Further, unauthorized use or misuse of AI by the Company's employees, vendors or others may result in disclosure of confidential company and customer data, reputational harm, privacy law violations and legal liability.
Perceptions that we do not adequately protect the privacy of information could inhibit attaining new engagements and/or qualified consultants and could potentially damage currently existing client relationships. Further, unauthorized use or misuse of AI by the Company's employees, vendors or others may result in disclosure of confidential company and customer data, reputational harm, privacy law violations and legal liability.
Specifically, our level of debt could have important consequences to us, including the following: it may be difficult for us to satisfy our obligations, including debt service requirements under our outstanding debt; our ability to obtain additional financing for working capital, capital expenditures, debt service requirements, acquisitions or other general corporate 16 purposes may be impaired; requiring a substantial portion of cash flow from operations to be dedicated to the payment of principal and interest on our indebtedness, including the Notes, therefore reducing our ability to use our cash flow to fund our operations, capital expenditures, future business opportunities and other purposes; we are more vulnerable to economic downturns and adverse industry conditions and our flexibility to plan for, or react to, changes in our business or industry is more limited; our ability to capitalize on business opportunities and to react to competitive pressures, as compared to our competitors, may be compromised due to our high level of debt and the restrictive covenants in the Amended Credit Agreement and the indenture governing our Notes; our ability to borrow additional funds or to refinance debt may be limited; and it may cause potential or existing customers to not contract with us due to concerns over our ability to meet our financial obligations, such as insuring against our professional liability risks, under such contracts.
Specifically, our level of debt could have important consequences to us, including the following: it may be difficult for us to satisfy our obligations, including debt service requirements under our outstanding debt; our ability to obtain additional financing for working capital, capital expenditures, debt service requirements, acquisitions or other general corporate purposes may be impaired; requiring a substantial portion of cash flow from operations to be dedicated to the payment of principal and interest on our indebtedness, including the Notes, therefore reducing our ability to use our cash flow to fund our operations, capital expenditures, future business opportunities and other purposes; we are more vulnerable to economic downturns and adverse industry conditions and our flexibility to plan for, or react to, changes in our business or industry is more limited; our ability to capitalize on business opportunities and to react to competitive pressures, as compared to our competitors, may be compromised due to our high level of debt and the restrictive covenants in the Amended Credit Agreement and the indenture governing our Notes; our ability to borrow additional funds or to refinance debt may be limited; and it may cause potential or existing customers to not contract with us due to concerns over our ability to meet our financial obligations, such as insuring against our professional liability risks, under such contracts.
If the geopolitical uncertainties result in a reduction in business confidence, when the national or global economy or credit market conditions in general deteriorate, the unemployment rate increases or any changes occur in U.S. trade policy (including any increases in tariffs that result in a trade war), such uncertainty or changes put negative pressure on demand for our services and our pricing, resulting in lower cash flows and a negative effect on our business, financial condition and results of operations.
If the geopolitical uncertainties result in a reduction in business confidence, when the national or global economy or credit market conditions in general deteriorate, the unemployment rate increases or any changes occur in U.S. trade policy (including any increases in tariffs 20 that result in a trade war), such uncertainty or changes put negative pressure on demand for our services and our pricing, resulting in lower cash flows and a negative effect on our business, financial condition and results of operations.
Our failure to retain our most productive consultants, whether in Executive Search, Consulting, Digital, Professional Search & Interim or RPO, or maintain the quality of service to which our clients are accustomed, as well as the ability of a departing consultant to move business to his or her new employer, could result in a loss of clients, which could in turn cause our fee revenue to decline and our business to be harmed.
Our failure to retain our most productive consultants, whether in Executive Search, Consulting, Digital, Professional Search & Interim or RPO, or maintain the quality of service to 10 which our clients are accustomed, as well as the ability of a departing consultant to move business to his or her new employer, could result in a loss of clients, which could in turn cause our fee revenue to decline and our business to be harmed.
For example, increased competition could require us to charge lower prices, and/or cause us to lose market share, each of which could reduce our fee revenue. Our executive search services face competition from both traditional and non-traditional competitors that provide job placement services, including other large global executive search firms, smaller specialty firms and web-based firms.
For example, increased competition could require us to charge lower prices, and/or cause us to lose market share, each of which could reduce our fee revenue. 9 Our executive search services face competition from both traditional and non-traditional competitors that provide job placement services, including other large global executive search firms, smaller specialty firms and web-based firms.
When actual or projected fee revenues are negatively impacted by weakening customer demand, we have and may again find it necessary to take cost cutting measures so that we can minimize the impact on our profitability, such as the restructuring recently initiated in the first half of fiscal 2024.
When actual or projected fee revenues are negatively impacted by weakening customer demand, we have and may again find it necessary to take cost cutting measures so that we can minimize the impact on our profitability, such as the restructuring initiated in the first half of fiscal 2024.
Actual results could differ from the estimates we make based on historical experience and various assumptions believed to be reasonable based on specific circumstances, and changes in accounting standards could have an adverse impact on our future financial position and results of operations. Unfavorable tax laws, tax law changes and tax authority rulings may adversely affect results.
Actual results could differ from the estimates we make based on historical experience and various assumptions believed to be reasonable based on specific circumstances, and changes in accounting standards could have an adverse impact on our future financial position and results of operations. 22 Unfavorable tax laws, tax law changes and tax authority rulings may adversely affect results.
Additionally, other unforeseen risks stemming from our use and development of AI tools and technology may arise in the future that could adversely affect our business, financial condition and results of operations. Technological advances may significantly disrupt the labor market and weaken demand for human capital at a rapid rate.
Additionally, other unforeseen risks stemming from our use and development of AI tools and technology may arise in the future that could adversely affect our business, financial condition and results of operations. 16 Technological advances may significantly disrupt the labor market and weaken demand for human capital at a rapid rate.
If we are unable to secure such additional financing on favorable terms, or at all, our ability to fund our operations could be impaired, which could have a material adverse effect on our results of operations. Our financial results could suffer if we are unable to achieve or maintain adequate utilization and suitable billing rates for our consultants.
If we are unable to secure such additional financing on favorable terms, or at all, our ability to fund our operations could be impaired, which could have a material adverse effect on our results of operations. 13 Our financial results could suffer if we are unable to achieve or maintain adequate utilization and suitable billing rates for our consultants.
Accordingly, you may not receive dividends in the intended amounts, or at all. Any reduction or elimination of dividends may negatively affect the market price of our common stock. Our ability to pay dividends is restricted by agreements governing our debt, including our Amended Credit Agreement and indenture governing our Notes, and by Delaware law.
Accordingly, you may not receive dividends in the intended amounts, or at all. Any reduction or elimination of dividends may negatively affect the market price of our common stock. 21 Our ability to pay dividends is restricted by agreements governing our debt, including our Amended Credit Agreement and indenture governing our Notes, and by Delaware law.
Given the volatility of exchange rates, we are not always able to manage effectively our currency translation or transaction risks, which has and may continue to adversely affect our financial condition and results of operations. We have deferred tax assets that we may not be able to use under certain circumstances.
Given the volatility of exchange rates, we are not always able to manage effectively our currency translation or transaction risks, which has and may continue to adversely affect our financial condition and results of operations. 14 We have deferred tax assets that we may not be able to use under certain circumstances.
In addition, as a result of general 22 economic conditions, conditions in the lending markets, the results of our business or for any other reason, we may elect or be required to amend or refinance our Revolver, at or prior to maturity, or enter into additional agreements for indebtedness.
In addition, as a result of general economic conditions, conditions in the lending markets, the results of our business or for any other reason, we may elect or be required to amend or refinance our Revolver, at or prior to maturity, or enter into additional agreements for indebtedness.
In addition, some of our clients experience reduced access to credit and lower revenues, resulting in their inability to meet their payment obligations to us. 21 We face risks associated with social and political instability, legal requirements and economic conditions in our international operations.
In addition, some of our clients experience reduced access to credit and lower revenues, resulting in their inability to meet their payment obligations to us. We face risks associated with social and political instability, legal requirements and economic conditions in our international operations.
In addition, negative or inaccurate posts or comments about us on any social networking platforms could damage our reputation, brand image and goodwill. 20 Risks Related to Acquisitions Acquisitions, or our inability to effect acquisitions, may have an adverse effect on our business.
In addition, negative or inaccurate posts or comments about us on any social networking platforms could damage our reputation, brand image and goodwill. Risks Related to Acquisitions Acquisitions, or our inability to effect acquisitions, may have an adverse effect on our business.
As we focus on developing new services, clients, practice areas and lines of business; acquire or dispose of business; and engage in business in new geographic locations, our operations are exposed to additional as well as enhanced risks.
As we focus on developing new services, clients, practice areas and lines of business; acquire or dispose of businesses; and engage in business in new geographic locations, our operations are exposed to additional as well as enhanced risks.
As we develop new services, clients and practices, enter new lines of business, and focus more of our business on providing a full range of client solutions, the demands on our business and our operating and legal risks may increase.
As we develop new services, obtain clients, enter new practices and lines of business, and focus more of our business on providing a full range of client solutions, the demands on our business and our operating and legal risks may increase.
This risk is heightened due to the general portability of a consultant’s business: 12 consultants have in the past, and will in the future, terminate their employment with our Company.
This risk is heightened due to the general portability of a consultant’s business: consultants have in the past, and will in the future, terminate their employment with our Company.
We are subject to evolving local, state, federal and/or international laws, regulations, and expectations regarding corporate responsibility matters, including sustainability, the environment, climate change, human capital management, DE&I, procurement, philanthropy, data privacy and cybersecurity, human rights, business risks and opportunities, including shifts in market preferences for reporting, more sustainable or socially responsible products and services, and other actions.
We are subject to evolving local, state, federal and/or international laws, regulations, and expectations regarding corporate responsibility matters, including sustainability, the environment, climate change, human capital management, procurement, philanthropy, data privacy and cybersecurity, human rights, business risks and opportunities, including shifts in market preferences for reporting, more sustainable or socially responsible products and services, and other actions.
Other jurisdictions may decide to adopt similar or more restrictive legislation that may render the use of such technologies challenging, impossible or financially prohibitive. 14 Our business and operations are impacted by developing laws and regulations, as well as evolving investor and customer expectations with regard to, corporate responsibility matters and reporting, which expose us to numerous risks.
Other jurisdictions may decide to adopt similar or more restrictive legislation that may render the use of such technologies challenging, impossible or financially prohibitive. 12 Our business and operations are impacted by developing laws and regulations, as well as evolving investor and customer expectations with regard to, corporate responsibility matters and reporting, which expose us to numerous risks.
We believe the continuing development and increased availability of information technology will continue to attract new competitors, especially web-enabled professional and social networking website providers, and these providers may be facilitating a company’s ability to insource their recruiting capabilities. Competitors in these fields include SmashFly, iCIMS, Yello, Indeed, Google for Jobs and Jobvite.
We believe the continuing development and increased availability of information technology will continue to attract new competitors, especially web-enabled professional and social networking website providers, and these providers may be facilitating a company’s ability to insource their recruiting capabilities. Competitors in these fields include Google for Jobs, HireVue, iCIMS, Indeed, Jobvite, Phenom, SmashFly and Yello.
For example, a large number of our corporate staff are based in California, which has a high level of risk from wildfires and earthquakes. The impacts of climate change present notable risks, including damage to assets and technology caused by extreme weather events linked to climate change and may otherwise heighten or exacerbate the occurrence of such weather events.
For example, a large number of our corporate staff are based in California, which has a high level of risk from wildfires and earthquakes. The impacts of climate change may present risks, including damage to assets and technology caused by extreme weather events and may otherwise heighten or exacerbate the occurrence of such weather events.
This strategy, even if effectively executed, may prove insufficient in light of changes in market conditions, workforce trends, technology, competitive pressures or other external factors. In addition, we plan to extend our services to new clients and into new lines of business and geographic locations.
Even if this strategy is effectively executed, may prove insufficient in light of changes in market or economic conditions, workforce trends, technology, competitive pressures or other external factors. In addition, we plan to extend our services to new clients and into new lines of business and geographic locations.
We have also developed and offer corporate responsibility services and products designed to address customer demand for human capital management, DE&I, and sustainability matters within their own organizations and workforce, the success of which depends on many factors and may not be fully realized.
We have also developed and offer corporate responsibility services and products designed to address customer demand for human capital management, and sustainability matters within their own organizations and workforce, the success of which depends on many factors and may not be fully realized.
Failure to identify, hire, train and retain talented employees who share our values could have a negative effect on our reputation and our business. 13 We are subject to potential legal liability from clients, employees, candidates for employment, stockholders and others.
Failure to identify, hire, train and retain talented employees who share our values could have a negative effect on our reputation and our business. 11 We are subject to potential legal liability from clients, employees, candidates for employment, stockholders and others.
Digital products in the human resource market have been traditionally fragmented and a number of firms such as AON, Hogan, Mercer, Willis Towers Watson, KPMG, Eightfold, SHL and other boutique HR technology firms offer competitive products. Competitors in the digital marketplace are a combination of large, well-capitalized firms and niche players who have received multiple rounds of private financing.
Digital products in the human resource market have been traditionally fragmented and a number of firms such as AON, Eightfold, Hogan, Mercer, SHL, Richardson/Challenger, Willis Towers Watson and other boutique HR technology firms offer competitive products. Competitors in the digital marketplace are a combination of large, well-capitalized firms and niche players who have received multiple rounds of private financing.
Risks Related to Our Business Our inability to successfully recover should we experience a disaster or other business continuity problem could cause material financial loss, loss of human capital, regulatory actions, reputational harm or legal liability.
Our inability to successfully recover should we experience a disaster or other business continuity problem could cause material financial loss, loss of human capital, regulatory actions, reputational harm or legal liability.
Clients may also delay or cancel engagements, which could cause expected revenues to be realized at a later time or not at all. For the years ended 2024, 2023, and 2022, fixed-fee engagements represented 24%, 23%, and 22% of our revenues, respectively. Inflationary pressure has and may continue to adversely impact our profitability.
Clients may also delay or cancel engagements, which could cause expected revenues to be realized at a later time or not at all. For the years ended 2025, 2024 and 2023, fixed-fee engagements represented 23% , 24%, and 23% of our revenues, respectively. Inflationary pressure has and may continue to adversely impact our profitability.
If we do not or are perceived not to successfully implement these initiatives, our ability to recruit, attract and retain talent may be adversely impacted and shifts in perspective and expectations about social issues and priorities surrounding DE&I may occur at a faster pace than we are capable of managing effectively.
If we do not or are perceived not to successfully implement these initiatives, our ability to recruit, attract and retain talent may be adversely impacted and shifts in perspective and expectations about social issues and priorities surrounding such initiatives may occur at a faster pace than we are capable of managing effectively.
Risks Related to Global Operations We are a cyclical company whose performance is tied to local and global economic conditions. Demand for our services is affected by global economic conditions, including recessions, inflation, interest rates, tax rates and economic uncertainty, and the general level of economic activity in the geographic regions and industries in which we operate.
Risks Related to Global Operations We are a company whose performance is tied to local and global economic conditions that can be cyclical. Demand for our services is affected by global economic conditions, including recessions, inflation, interest rates, tax rates and economic uncertainty, and the general level of economic activity in the geographic regions and industries in which we operate.
Demand for our services is affected by global economic conditions and the general level of economic activity in the geographic regions in which we operate. During periods of slowed economic activity, many companies hire fewer permanent employees, and our business, financial condition and results of operations may be adversely affected.
Demand for our services is affected by global economic conditions and the general level of economic activity in the geographic regions in which we operate. During periods of slowed economic activity, many companies hire fewer permanent employees, and our business, financial condition and results of operations has been and may in the future be adversely affected.
As of April 30, 2024, we had approximately $400.0 million in total indebtedness outstanding, and $645.5 million of availability under our $650.0 million five-year senior secured revolving credit facility (the “Revolver”) provided for under our Credit Agreement, as amended on June 24, 2022 (the “Amended Credit Agreement”) that we entered into with a syndicate of banks and Bank of America, National Association as administrative agent.
As of April 30, 2025, we had approximately $400.0 million in total indebtedness outstanding, and $645.6 million of availability under our $650.0 million five-year senior secured revolving credit facility (the “Revolver”) provided for under our Credit Agreement, as amended on June 24, 2022 (the “Amended Credit Agreement”) that we entered into with a syndicate of banks and Bank of America, National Association as administrative agent.
Our success is directly dependent on our customers’ demands for talent. As technology continues to evolve, more tasks currently performed by people have been and may continue to be replaced by automation, robotics, machine learning, artificial intelligence and other technological advances outside of our control.
Our success is directly dependent on our customers’ demands for talent. As technology continues to evolve, more tasks currently performed by people have been and may continue to be replaced by automation, robotics, machine learning, AI and other technological advances outside of our control.
Competition in our industries could result in lost market share, reduced demand for our services, and/or require us to charge lower prices for our services, which could adversely affect our operating results and future growth. We continue to face significant competition within each of our services and product offerings.
Risks Related to Our Business We face significant competition. Competition in our industries could result in lost market share, reduced demand for our services, and/or require us to charge lower prices for our services, which could adversely affect our operating results and future growth. We continue to face significant competition within each of our services and product offerings.
Our business uses and intends to further rely on AI technology, which introduces certain risks including dependency on accurate AI performance, potential data privacy and security breaches, challenges in regulatory compliance, ethical considerations, potential workforce disruption, the risk of intellectual property infringement, and emerging technology risks.
Our business uses and intends to further rely on AI technology, which introduces certain risks including dependency on accurate AI performance, potential data privacy and security breaches, challenges in regulatory compliance, ethical considerations, potential workforce disruption, the risk of IP infringement, and emerging technology risks.
Further, the restrictions in the indenture governing the Notes and the Amended Credit Agreement will not prevent us from incurring obligations, such as trade payables, that do not constitute indebtedness as defined in such debt instruments. As of April 30, 2024, we had $645.5 million available to incur additional secured indebtedness under our Revolver.
Further, the restrictions in the indenture governing the Notes and the Amended Credit Agreement will not prevent us from incurring obligations, such as trade payables, that do not constitute indebtedness as defined in such debt instruments. As of April 30, 2025, we had $645.6 million available to incur additional secured indebtedness under our Revolver.
We have experienced and may again in the future experience cybersecurity incidents resulting from unauthorized access to our systems, which to date have not had a material impact on our business or results of operations; however, there is no assurance that such impacts will not be material in the future.
We have experienced and may again in the future experience cybersecurity incidents resulting from unauthorized access to our systems, which over the past decade have not had a material impact on our business or results of operations; however, there is no assurance that such impacts will not be material in the future.
Efforts involving a different focus and/or new services, clients, practice areas, lines of business, offices and geographic locations entail inherent risks associated with our inexperience and competition from mature participants in those areas. Our inexperience may result in costly decisions that could harm our profit and operating results.
Efforts involving a different focus and/or new services, clients, practice areas, solutions, offices and geographic locations entail inherent risks associated with our inexperience and competition from mature participants in those areas. Our inexperience may result in costly decisions that could harm our profit and operating results.
We are subject to numerous U.S. and foreign jurisdiction laws and regulations designed to protect client, colleague, supplier and company data, such as the GDPR, which requires companies to meet stringent requirements regarding the handling of personal data, including its use, protection and transfer and the ability of persons whose data is stored to correct or delete such data about themselves.
We are subject to numerous laws and regulations, both within the U.S. and internationally, designed to protect client, colleague, supplier and company data, such as the GDPR, which requires companies to meet stringent requirements regarding the handling of personal data, including its use, protection and transfer and the ability of persons whose data is stored to correct or delete such data about themselves.
These types of events and the resulting analyses could result in goodwill impairment charges in the future and therefore impact the value of assets we hold, or otherwise significantly adversely affect our business, which could limit our financial flexibility and liquidity.
These types of events and the resulting analyses could result in goodwill impairment charges in the future and therefore impact the value of assets we hold, or otherwise significantly adversely affect our profitability and operating results, which could limit our financial flexibility and liquidity.
In addition, our consultants oftentimes perform services at the physical locations of our clients. Natural disasters, pandemics, disruptions to travel and transportation or problems with communications systems negatively impact our ability to perform services for, and interact with, our clients at their physical locations, which could have an adverse effect on our business and results of operations.
Natural disasters, pandemics, disruptions to travel and transportation or problems with communications systems negatively impact our ability to perform services for, and interact with, our clients at their physical locations, which could have an adverse effect on our business and results of operations.
Accelerated and pronounced economic pressures, such as the ongoing inflationary cost pressures and rise in interest rates in the last few years, as well as geopolitical uncertainty, has and may continue to negatively impact our expense base by increasing our operating costs, including labor, borrowing, and other costs of doing business.
Accelerated and pronounced economic pressures, such as the ongoing inflationary cost pressures and recent increases in interest rates, as well as geopolitical uncertainty, has and may continue to negatively impact our expense base by increasing our operating costs, including labor, borrowing, and other costs of doing business.
As we incorporate AI and machine learning into our business there are uncertainties in the legal regulatory regime relating to AI that may require significant resources to modify and maintain business practices to comply with U.S. and non-U.S. laws, the nature of which cannot be determined at this time. Several jurisdictions around the globe, including Europe and certain U.S.
As we incorporate AI and machine learning into our business there are uncertainties in the legal regulatory regime relating to AI that may require significant resources to modify and maintain business practices to comply with U.S. and non-U.S. laws, the nature of which cannot be determined at this time.
Failing to limit departing consultants from moving business or recruiting our consultants to a competitor could adversely affect our business, financial condition and results of operations. We are working to advance culture change through the continued implementation of diversity, equity and inclusion ("DE&I") initiatives throughout our organization.
Failing to limit departing consultants from moving business or recruiting our consultants to a competitor could adversely affect our business, financial condition and results of operations. We are working to advance culture change through the continued implementation of inclusion and talent development initiatives throughout our organization.
These requirements, expectations, and/or frameworks, which can include assessment and ratings published by third-party firms, are not synchronized and vary by stakeholder, industry, and geography; as a result, they may: increase the time and cost of our efforts to monitor and comply with those obligations; limit the extent, frequency, and modality with which our consultants travel; impact our business opportunities, supplier and customer choices and reputation; and expose us to heightened scrutiny, liability, and risks that could negatively affect us.
These requirements, expectations, and/or frameworks, which can include assessment and ratings published by third-party firms, are not synchronized and vary by stakeholder, industry, and geography; as a result, they may: increase the time and cost of our efforts to monitor and comply with those obligations; limit the extent, frequency, and modality with which our consultants travel; impact our business opportunities, supplier and customer choices and reputation; limit our ability to satisfy all stakeholders, some of whom may disagree with our focus on such initiatives; and expose us to heightened scrutiny, liability, and risks that could negatively affect us.
We report on our aspirations, targets, and initiatives related to corporate responsibility matters (both directly and in response to third-party inquiries), including our Scope 1 and 2 emissions reduction goal for 2025 and our recently submitted goal to the Science-Based Target initiative.
We report on our aspirations, targets, and initiatives related to corporate responsibility matters (both directly and in response to third-party inquiries), including our Scope 1 and 2 emissions reduction goal for 2025 and our commitment to set future goals with the Science-Based Target initiative.
Our operations could also be negatively affected by changes to laws and regulations and enhanced regulatory oversight of our clients and us.
Our operations could also be negatively affected by changes to laws and regulations or their application or interpretation and enhanced regulatory oversight of our clients and us.
We operate in 51 countries and, during the year ended April 30, 2024, generated 45% of our fee revenue from operations outside of the U.S. We are exposed to the risk of changes in social, political, legal and economic conditions inherent in international operations.
We operate in 51 c ountries and, during the year ended April 30, 2025, generated 47% of our fee revenue from operations outside of the U.S. We are exposed to the risk of changes in social, political, legal and economic conditions inherent in international operations.
If we are unable to make strategic acquisitions, or the acquisitions we do make are not on terms favorable to us or not effected in a timely manner, it may impede the growth of our business, which could adversely impact our profitability and our stock price.
If we are unable to make strategic acquisitions, or the acquisitions we do make are not on terms favorable to us or not effected in a timely manner, it may impede the growth of our business, which could adversely impact our profitability and our stock price. 19 We may not be able to successfully integrate or realize the expected benefits from our acquisitions.
All of our acquisitions have been accounted for as purchases and involved purchase prices well in excess of tangible net asset values, resulting in the creation of a significant amount of goodwill and other intangible assets . As of April 30, 2024, goodwill and purchased intangibles accounted for approximately 25% and 2%, respectively, of our total assets.
Our acquisitions involved purchase prices well in excess of tangible net asset values, resulting in the creation of a significant amount of goodwill and other intangible assets . As of April 30, 2025, goodwill and purchased intangibles accounted for approximate ly 25% and 2%, respectively, of our total assets.
Cyberattacks using AI are increasing, enabling automated phishing exploits and dynamic malware. These advancements pose challenges for traditional defense controls, emphasizing the need for new strategies and tools to protect against these threats.
Cyberattacks using AI are increasing, enabling automated phishing exploits and dynamic malware. These advancements pose challenges for traditional defense controls, emphasizing the need for new strategies and tools to protect against these threats. We expect cybersecurity incidents to continue to occur in the future.
The billing rates of our consultants that we are able to charge are also affected by a number of factors, including: our clients’ perception of our ability to add value through our services; the market demand for the services we provide, which may vary globally or within particular industries that we serve; an increase in the number of clients in the government sector in the industries we serve; the introduction of new services by us or our competitors; our competition and the pricing policies of our competitors; and current economic conditions. 15 If we are unable to achieve and maintain adequate overall utilization, as well as maintain or increase the billing rates for our consultants, our financial results could materially suffer.
The billing rates of our consultants that we are able to charge are also affected by a number of factors, including: our clients’ perception of our ability to add value through our services; the market demand for the services we provide, which may vary globally or within particular industries that we serve; an increase in the number of clients in the government sector in the industries we serve; the introduction of new services by us or our competitors; our competition and the pricing policies of our competitors; and current economic conditions.
We are limited in our ability to recruit candidates from certain of our clients due to off-limit agreements with those clients and for client relation and marketing purposes. Such limitations could harm our business.
Our failure to compete effectively could adversely affect our operating results and future growth. We are limited in our ability to recruit candidates from certain of our clients due to off-limit agreements with those clients and for client relation and marketing purposes. Such limitations could harm our business.
If we are unable to keep pace with the industry changes this could result in an impairment of goodwill or other intangible assets and would have a negative impact on our profitability and operating results. In some cases, we depend on key vendors and partners to provide technology and other support.
If we are unable to keep pace with industry changes this could result in an impairment of goodwill or other intangible assets and would have a negative impact on our profitability and operating results.
If these third parties fail to perform their obligations or cease to work with us, including as a result damage or disruption from fire, power loss, system malfunctions, telecommunications failure, computer viruses, cybersecurity attacks, natural disasters, acts of war or terrorism, employee errors or malfeasance, or other events beyond our control, our ability to execute on our strategic initiatives could be adversely affected. 18 We have invested in specialized technology and other IP for which we may fail to fully recover our investment, or which may become obsolete.
If these third parties fail to perform their obligations or cease to work with us, including as a result damage or disruption from fire, power loss, system malfunctions, telecommunications failure, computer viruses, cybersecurity attacks, natural disasters, acts of war or terrorism, employee errors or malfeasance, or other events beyond our control, our ability to execute on our strategic initiatives could be adversely affected .
States, have already proposed or enacted laws governing AI. For example, European regulators have proposed stringent AI regulations and laws, and the Company expects other jurisdictions will adopt similar legislation.
Several jurisdictions around the globe, including Europe and certain U.S. states, have already proposed or enacted laws governing AI. For example, European regulators have proposed stringent AI regulations and laws, and the Company expects other jurisdictions will adopt similar legislation.
While goodwill is not amortized, it is reviewed for impairment at least annually or more frequently, if impairment indicators are present. In assessing the carrying value of goodwill, we make qualitative and quantitative assumptions and estimates about revenues, operating margins, growth rates and discount rates based on our business plans, economic projections, anticipated future cash flows and marketplace data.
We review goodwill and intangible assets annually (or more frequently, if impairment indicators arise) for impairment. In assessing the carrying value of goodwill, we make qualitative and quantitative assumptions and estimates about revenues, operating margins, growth rates and discount rates based on our business plans, economic projections, anticipated future cash flows and marketplace data.
We have completed several strategic acquisitions of businesses in the last several years, including our acquisition of The Lucas Group and Patina Solutions Group, Inc. in fiscal 2022 and Infinity Consulting Solutions and Salo LLC in fiscal 2023.
We have completed several strategic acquisitions of businesses in the last several years, including our acquisition of Infinity Consulting Solutions and Salo LLC in fiscal 2023 and Trilogy International ("Trilogy") in fiscal 2025.
The terms of any future indebtedness we may incur could include more restrictive covenants. We cannot assure you that we will be able to maintain compliance with these covenants in the future and, if we fail to do so, that we will be able to obtain waivers from the lenders and/or amend the covenants.
We cannot assure you that we will be able to maintain compliance with these covenants in the future and, if we fail to do so, that we will be able to obtain waivers from the lenders and/or amend the covenants.
We expect cybersecurity incidents to continue to occur in the future. 19 The continued occurrence of high-profile data breaches against various entities and organizations provides evidence of an external environment that is increasingly hostile to information security.
The continued occurrence of high-profile data breaches against various entities and organizations provides evidence of an external environment that is increasingly hostile to information security.
We have invested in developing specialized technology and IP, including proprietary systems, processes and methodologies, that we believe provide us a competitive advantage in serving our current clients and winning new engagements.
We have invested in specialized technology and other IP for which we may fail to fully recover our investment, or which may become obsolete. We have invested in developing specialized technology and IP, including proprietary systems, processes and methodologies, that we believe provide us a competitive advantage in serving our current clients and winning new engagements.
We are dependent on third parties for the execution of certain critical functions. We do not maintain all of our technology infrastructure, and we have outsourced certain other critical applications or business processes to external providers, including cloud-based services.
However, we cannot assure you that the necessary replacements will be available on reasonable terms, if at all. 17 We are dependent on third parties for the execution of certain critical functions. We do not maintain all of our technology infrastructure, and we have outsourced certain other critical applications or business processes to external providers, including cloud-based services.
If any of these relationships were terminated or if any of these parties were to cease doing business or cease to support the applications we currently utilize, we may be forced to spend significant time and money to replace the licensed software. However, we cannot assure you that the necessary replacements will be available on reasonable terms, if at all.
If any of these relationships were terminated or if any of these parties were to cease doing business or cease to support the applications we currently utilize, we may be forced to spend significant time and money to replace the licensed software.
We may be subject to the actions of activist stockholders, which could disrupt our business. We value constructive input from investors and regularly engage in dialogue with our stockholders regarding strategy and performance.
These claims may harm our reputation, result in financial liability and prevent us from offering some services or products. We may be subject to the actions of activist stockholders, which could disrupt our business. We value constructive input from investors and regularly engage in dialogue with our stockholders regarding strategy and performance.
Activist campaigns can create perceived uncertainties as to our future direction, strategy, or leadership and may result in the loss of potential business opportunities, harm our ability to attract new employees, investors, and customers, and cause our stock price to experience periods of volatility or stagnation. 24 We face various risks related to health epidemics, pandemics, and similar outbreaks that negatively impact our operations and financial performance and those of the clients we serve.
Activist campaigns can create perceived uncertainties as to our future direction, strategy, or leadership and may result in the loss of potential business opportunities, harm our ability to attract new employees, investors, and customers, and cause our stock price to experience periods of volatility or stagnation.
Future legislation, regulatory changes or policy shifts under the current U.S. administration or other governments could impact our business. Our failure to comply with applicable laws and regulations could restrict our ability to provide certain services or result in the imposition of fines and penalties, substantial regulatory and compliance costs, litigation expense, adverse publicity, and loss of revenue.
Our failure to comply with applicable laws and regulations could restrict our ability to provide certain services including to federal, state, local and foreign governments or result in the imposition of fines and penalties, substantial regulatory and compliance costs, litigation expense, adverse publicity, and loss of revenue.
Complying with the enhanced obligations imposed by the GDPR has resulted and may continue to result in additional costs to our business and has required and may further require us to amend certain of our business practices. Failure to meet the GDPR requirements could result in significant penalties, including fines up to 4% of annual worldwide revenue.
Complying with the enhanced obligations imposed by laws, like the GDPR, has resulted and may continue to result in additional costs to our business and has required and may further require us to amend certain of our business practices.
We may not be successful in anticipating or responding to these changes and demand for our services could be further reduced by advanced technologies being deployed by our competitors.
We may not be successful in anticipating or responding to these changes and demand for our services could be further reduced by advanced technologies being deployed by our competitors or new competitors leveraging AI and other technologies to offer competitive services at lower costs and quicker turnaround, disrupting our business model.
While we have established policies governing the use of AI technology, and we safeguard our assets, including intellectual property and sensitive information, we cannot ensure that our employees, contractors or other agents would adhere to those policies. Failure to address these risks adequately may negatively impact our operations, reputation and financial performance.
Our employees, contractors or other agents may not adhere to our policies governing the use of AI technology and safeguarding of our assets, including IP and sensitive information. Failure to address the risks relating to the use of AI technology adequately may negatively impact our operations, reputation and financial performance.
If these audits result in assessments different from estimated amounts recorded, future financial results may include unfavorable tax adjustments. 23 Future changes in tax laws, treaties or regulations, and their interpretations or enforcement, may be unpredictable, particularly as taxing jurisdictions face an increasing number of political, budgetary and other fiscal challenges.
Future changes in tax laws, treaties or regulations, and their interpretations or enforcement, may be unpredictable, particularly as taxing jurisdictions face an increasing number of political, budgetary and other fiscal challenges.
Competition for these consultants typically increases during periods of wage inflation, labor constraints, and/or low unemployment, and can result in material increases to our costs and stock usage under authorized employee stock plans, among other impacts. Attracting and retaining consultants in our industry is particularly important because, generally, a small number of consultants have primary responsibility for a client relationship.
Competition for these consultants typically increases during periods of wage inflation, labor constraints, and/or low unemployment, such as the period from 2021 to 2022, and can result in material increases to our costs and stock usage under authorized employee stock plans, among other impacts.
The amount of our income taxes and other taxes are subject to audits by U.S. federal, state and local tax authorities and by non-U.S. authorities.
The amount of our income taxes and other taxes are subject to audits by U.S. federal, state and local tax authorities and by non-U.S. authorities. If these audits result in assessments different from estimated amounts recorded, future financial results may include unfavorable tax adjustments.
We and our subsidiaries are subject to covenants, representations and warranties in respect of the Revolver, including financial covenants as defined in the Amended Credit Agreement.
We and our subsidiaries are subject to covenants, representations and warranties in respect of the Revolver, including financial covenants as defined in the Amended Credit Agreement. See “Note 11 –Long-Term Debt ” of our notes to our consolidated financial statements included in this Annual Report on Form 10-K.
We cannot ensure that off-limit agreements will not impede our growth or our ability to attract and serve new clients, or otherwise harm our business. 11 We face significant competition.
We cannot ensure that off-limit agreements will not impede our growth or our ability to attract and serve new clients, or otherwise harm our business. Failure to attract and retain qualified and experienced consultants could result in a loss of clients which in turn could cause a decline in our revenue and harm to our business.
New privacy laws in Colorado took effect in calendar year 2023, and we expect that other states will continue to adopt legislation in this area.
For instance, within the U.S. in calendar year 2024, a number of new state privacy laws were enacted, and we expect that other states will continue to adopt legislation in this area. The U.S.
Because client responsibility is so concentrated, the loss of key consultants may lead to the loss of client relationships. In fiscal 2024, our top six consultants generated business equal to approximately 2% of our total fee revenues. Furthermore, our top ten consultants generated business equal to approximately 3% of our total fee revenues.
In fiscal 2025, our top six consultants combined generated business equal to approximately 3% of our total fee revenues. Furthermore, our top ten consultants combined generated business equal to approximately 5% of our total fee revenues.
See “Note 11 –Long-Term Debt ” of our notes to our consolidated financial statements included in this Annual Report on Form 10-K. 17 As a result of these restrictions, we are limited as to how we conduct our business, and we may be unable to raise additional debt or equity financing to compete effectively or to take advantage of new business opportunities.
As a result of these restrictions, we are limited as to how we conduct our business, and we may be unable to raise additional debt or equity financing to compete effectively or to take advantage of new business opportunities. The terms of any future indebtedness we may incur could include more restrictive covenants.
As part of our corporate strategy, we are attempting to leverage our research and consulting services to sell a full range of services across the life cycle of a policy, program, project or initiative, and we are regularly searching for ways to provide new services to clients, such as our entry into the Interim business and strategic acquisitions.
We are also regularly searching for ways to provide new services to clients, such as our entry into the Interim business in fiscal 2022 and strategic acquisitions in fiscal 2022 through fiscal 2025.

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Item 1C. Cybersecurity

Cybersecurity — threats and controls disclosure

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Biggest changeThis program and its processes are an integral component of our enterprise risk management ("ERM") program. Our cybersecurity program leverages several industry and regulatory frameworks, including the National Institute of Standards and Technology ("NIST") Cybersecurity Framework, International Organization for Standardization Information Security Management Systems ("ISO 27001"), and the Center for Internet Security Critical Security Controls.
Biggest changeThis program and its processes are an integral component of our enterprise risk management ("ERM") program. 23 Our cybersecurity program utilizes the International Organization for Standardization Information Security Management Systems (" ISO 27001") framework, which incorporates the National Institute of Standards and Technology and Center for Internet Security frameworks, and various risk management frameworks to proactively evaluate its cybersecurity controls, risks, and overall program effectiveness.
Our systems are further protected via a regular cadence of patching and prioritized vulnerability remediation. Lastly, the use of third-party software in our environment is governed by our third-party risk management (“TPRM”) program, which is designed to assess and remediate cyber and business risks associated with vendor-provided software and services.
Our systems are further protected via a regular cadence of patching and prioritized vulnerability remediation. Lastly, the use of third-party software in our environment is governed by our third-party risk management program, which is designed to assess and remediate cyber and business risks associated with vendor-provided software and services.
Korn Ferry has been certified by the British Standards Institute (BSI) to ISO/IEC 27001 and ISO/IEC 27018 for our key technology platforms and processes across global operations. Governance Board of Directors Oversight Our Board is responsible for the oversight of the Company's overall ERM program, which includes cybersecurity risks.
Korn Ferry has been certified by the British Standards Institute (BSI) to ISO 27001 and ISO/IEC 27018 for our key technology platforms and processes across global operations. 24 Governance Board of Directors Oversight Our Board is responsible for the oversight of the Company's overall ERM program, which includes cybersecurity risks.
Our approach to protecting our systems uses the concept of defense in depth, providing multiple layers of defense, monitoring, and controls. It is a mutually supporting environment of fit-for-purpose technology, established processes, trained security and operations personnel, and supporting external services.
Our approach to protecting our systems uses the concept of defense in depth, providing multiple layers of defense, monitoring, and controls. It is a mutually supported environment of fit-for-purpose technology, established processes, trained security and operations personnel, and supporting external services.
The PEC/SEC is comprised of senior management including the Chief Financial Officer, Chief Information Officer, Global Vice President Security, Co-Chief Privacy Officers, Chief Human Resources Officer, General Counsel and other senior leaders as required. 26
The PEC/SEC is comprised of senior management including the Chief Financial Officer, Chief Information Officer, Global Vice President Security, Co-Chief Privacy Officers, Chief Human Resources Officer, General Counsel and other senior leaders as required.
Risks from cybersecurity threats, including as a result of any previous cybersecurity incidents, have not materially affected us, including our business strategy, results of operations, or financial condition, but we face certain ongoing risks from cybersecurity threats that, if realized, are reasonably likely to have such an effect.
Risks from cybersecurity threats, including those resulting from any previous cybersecurity incidents, have not materially affected us, including our business strategy, results of operations, or financial condition. However, we face certain ongoing risks from cybersecurity threats that, if realized, are reasonably likely to have such an effect.
Our Chief Information Officer has more than three decades of technology, security and leadership experience across both the public 25 and private sector. The Global Vice President Security leads the strategy and execution of our cybersecurity program, has more than two decades of dedicated security experience, and holds multiple security qualifications including Certified Information Systems Security Professional ("CISSP").
Our Chief Information Officer has more than two decades of experience in information technology and process leadership, including leading teams with global cybersecurity responsibilities. The Global Vice President Security leads the strategy and execution of our cybersecurity program, has more than two decades of dedicated security experience, and holds multiple security qualifications including Certified Information Systems Security Professional.

Item 2. Properties

Properties — owned and leased real estate

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Biggest changeAs of April 30, 2024, we leased an aggregate of approximately 0.9 million square feet of office space. The leases generally have remaining terms of 1 to 13 years and contain customary terms and conditions.
Biggest changeAs of April 30, 2025, we leased an aggregate of approximately 0.9 million square feet of office space. The leases generally have remaining terms of 1 to 12 years and contain customary terms and conditions.

Item 4. Mine Safety Disclosures

Mine Safety Disclosures — required of mining issuers

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Biggest changeRozek held senior leadership positions at Eastman Kodak, and spent five years as a Partner with PricewaterhouseCoopers LLP. Mr. Rozek is a graduate of Canisius College in New York with a bachelor’s degree in accounting.
Biggest changeRozek held senior leadership positions at Eastman Kodak, and spent five years as a Partner with PricewaterhouseCoopers LLP. Mr. Rozek is a graduate of Canisius College in New York with a bachelor’s degree in accounting. Lesley Uren has been the Chief Executive Officer of Consulting for Korn Ferry since February 2025.
MacDonald holds a bachelor's degree with majors in both International Relations and French from the University of Virginia. 28 PART II.
MacDonald holds a bachelor's degree with majors in both International Relations and French from the University of Virginia. 26 PART II.
Item 4. Mine Safety Disclosures Not applicable. Information about our Executive Officers Name Age as of April 30, 2024 Position Gary D. Burnison 63 President and Chief Executive Officer Robert P.
Item 4. Mine Safety Disclosures Not applicable. Information about our Executive Officers Name Age as of April 30, 2025 Position Gary D. Burnison 64 President and Chief Executive Officer Robert P.
Rozek 63 Executive Vice President, Chief Financial Officer and Chief Corporate Officer Mark Arian 63 Chief Executive Officer, Consulting Michael Distefano 54 Chief Executive Officer, Professional Search & Interim Jeanne MacDonald 55 Chief Executive Officer, RPO Our executive officers serve at the discretion of our Board of Directors. There is no family relationship between any executive officer or director.
Rozek 64 Executive Vice President, Chief Financial Officer and Chief Corporate Officer Lesley Uren 63 Chief Executive Officer, Consulting Michael Distefano 55 Chief Executive Officer, Professional Search & Interim Jeanne MacDonald 56 Chief Executive Officer, RPO Our executive officers serve at the discretion of our Board of Directors. There is no family relationship between any executive officer or director.
Prior to that, he served as an executive officer and a member of the board of directors of Jefferies and Company, Inc., the principal operating subsidiary of Jefferies Group, Inc. from 1995 to 1999. Earlier, Mr. Burnison was a Partner at KPMG Peat Marwick. Mr. Burnison earned a bachelor’s degree in business administration from the University of Southern California.
Prior to that, he served as an executive officer and a member of the board of directors of Jefferies and Company, Inc., the principal operating subsidiary of Jefferies Group, Inc. from 1995 to 1999. Earlier, Mr. Burnison was a Partner at KPMG Peat Marwick. Mr.
Robert P. Rozek joined the Company in February 2012 as our Executive Vice President and Chief Financial Officer and, in December 2015, also became our Chief Corporate Officer.
Burnison earned a bachelor’s degree in business administration from the University of Southern California. 25 Robert P. Rozek joined the Company in February 2012 as our Executive Vice President and Chief Financial Officer and, in December 2015, also became our Chief Corporate Officer.
Arian is a graduate of Duke University and holds a juris doctorate from Columbia University. 27 Michael Distefano has been the Chief Executive Officer of Professional Search & Interim and President of Search Innovation and Delivery Team since December 2020. Mr.
Michael Distefano has been the Chief Executive Officer of Professional Search & Interim and President of Search Innovation and Delivery Team since December 2020. Mr.
Removed
Mark Arian joined the Company as Chief Executive Officer of Korn Ferry’s Advisory segment in April 2017 and is now the Chief Executive Officer of Consulting. Prior to Korn Ferry, Mr.
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She joined Korn Ferry as a senior client partner in August 2017 and was promoted to lead the consulting business in EMEA as President of EMEA Consulting in May 2022.
Removed
Arian served as a Managing Principal at Ernst & Young LLP, a multinational professional services firm that provides audit, tax, business risk, technology and security risk services, and human capital services worldwide, from March 2014 until March of 2017. In that capacity, he led the People Advisory Services—Financial Services Sector, and his responsibilities included commercial, people and key account leadership.
Added
Prior to Korn Ferry, she led the talent management practice for PA Consulting from 2012 to 2017 and served as the co-founder and Chief Executive Officer of Jackson Samuel from 2004 to 2012. Ms. Uren is a graduate of London Metropolitan University.
Removed
Between 2008 and 2014, Mr. Arian held various leadership positions at AON and AON Hewitt, a provider of insurance, reinsurance, human capital and management consulting services, serving as an Executive Vice President and leading its strategic Mergers and Acquisitions (“M&A”) and business transformation offering globally. Mr.
Removed
Arian has also held various leadership positions at Towers Perrin (now Wills Towers Watson) including serving as the Global M&A and Global Change Management leader, and Hewitt Associates, where Mr. Arian built and led the Corporate Restructuring and Change Practice. Mr.

Item 5. Market for Registrant's Common Equity

Market for Common Equity — stock, dividends, buybacks

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Biggest changeIssuer Purchases of Equity Securities The following table summarizes common stock repurchased by us during the fourth quarter of fiscal 2024: Total Number of Shares Purchased (1) Average Price Paid Per Share Total Number of Shares Purchased as Part of Publicly- Announced Programs Approximate Dollar Value of Shares that May Yet be Purchased under the Programs (2) February 1, 2024 - February 29, 2024 150,000 $ 60.51 150,000 $196.5 million March 1, 2024 - March 31, 2024 106,911 $ 65.26 105,000 $189.7 million April 1, 2024 - April 30, 2024 110,000 $ 63.11 110,000 $182.7 million Total 366,911 $ 62.67 365,000 _______________________________ (1) Represents withholding of 1,911 shares to cover taxes on vested restricted shares, in addition to shares purchased as part of a publicly announced program.
Biggest changeIssuer Purchases of Equity Securities The following table summarizes common stock repurchased by us during the fourth quarter of fiscal 2025: Total Number of Shares Purchased (1) Average Price Paid Per Share Total Number of Shares Purchased as Part of Publicly- Announced Programs Approximate Dollar Value of Shares that May Yet be Purchased under the Programs (2) February 1, 2025 - February 28, 2025 39,820 $ 66.88 37,000 $106.3 million March 1, 2025 - March 31, 2025 65,577 $ 66.97 64,000 $102.0 million April 1, 2025 - April 30, 2025 131,000 $ 62.69 131,000 $93.8 million Total 236,397 $ 64.58 232,000 _______________________________ (1) Represents withholding of 4,397 shares to cover taxes on vested restricted shares, in addition to shares purchased as part of a publicly announced program.
Next, the Company’s capital allocation approach contemplates the return of a 29 portion of excess capital to stockholders, in the form of a regular quarterly dividend, subject to the factors discussed below under “Dividends” and in more detail in the “Risk Factors” section of this Annual Report on Form 10-K.
Next, the Company’s capital allocation approach contemplates the return of a portion of excess capital to stockholders, in the form of a regular quarterly dividend, subject to the factors discussed below under “Dividends” and in more detail in the “Risk Factors” section of this Annual Report on Form 10-K.
Cumulative total return for each of the periods shown in the performance graph is measured assuming an initial investment of $100 on April 30, 2019 and the reinvestment of any dividends paid by the Company and any company in the peer group on the date the dividends were paid.
Cumulative total return for each of the periods shown in the performance graph is measured assuming an initial investment of $100 on April 30, 2020 and the reinvestment of any dividends paid by the Company and any company in the peer group on the date the dividends were paid.
COMPARISON OF 5 YEAR CUMULATIVE TOTAL RETURN (*) Among Korn Ferry, the S&P 500 Index, and a Peer Group Copyright© 2024 Standard & Poor's, a division of S&P Global. All rights reserved. _______________________________ (*) $100 invested on April 30, 2019 in stock or index, including reinvestment of dividends. Fiscal year ended April 30, 2024.
COMPARISON OF 5 YEAR CUMULATIVE TOTAL RETURN (*) Among Korn Ferry, the S&P 500 Index, 2024 Peer Group and 2025 Peer Group Copyright© 2025 Standard & Poor's, a division of S&P Global. All rights reserved. _______________________________ (*) $100 invested on April 30, 2020 in stock or index, including reinvestment of dividends.
Common stock may be repurchased from time to time in the open market or privately negotiated transactions at the Company’s discretion subject to market conditions and other factors. The Company repurchased approximately $52.5 million, $93.9 million and $98.8 million of the Company’s common stock during fiscal 2024, 2023 and 2022, respectively.
Common stock may be repurchased from time to time in the open market or privately negotiated transactions at the Company’s discretion subject to market conditions and other factors. The Company repurchased approximately $88.9 million, $52.5 million and $93.9 million of the Company’s common stock during fiscal 2025, 2024 and 2023, respectively.
Item 5. Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities Common Stock Our common stock is listed on the New York Stock Exchange under the symbol KFY. On June 20, 2024, there were approximately 39,591 stockholders of record of the Company’s common stock.
Item 5. Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities Common Stock Our common stock is listed on the New York Stock Exchange under the symbol KFY. On June 20, 2025, there were approximately 50,035 stockholders of record of the Company’s common stock.
Performance Graph We have presented below a graph comparing the cumulative total stockholder return of the Company’s shares with the cumulative total stockholder return on (1) the Standard & Poor’s 500 Stock Index and (2) the company-established peer group.
Performance Graph We have presented below a graph comparing the cumulative total stockholder return of the Company’s shares with the cumulative total stockholder return on (1) the Standard & Poor’s 500 Stock Index and (2) the company-established peer groups for both 2024 and 2025.
On December 5, 2023, the Board of Directors approved an increase of 83% in the quarterly dividend, which increased the quarterly dividend to $0.33 per share. On June 12, 2024, the Board of Directors approved an increase in our quarterly dividend, which increased the quarterly dividend to $0.37 per share.
On December 5, 2023, the Board of Directors approved an increase of 83% in the quarterly dividend, which increased the quarterly dividend to $0.33 per share. On June 12, 2024 and March 10, 2025, the Board of Directors approved an increase in our quarterly dividend, which increased the quarterly dividend to $0.37 per share and $0.48 per share, respectively.
Our peer group is comprised of a broad number of publicly traded companies, which are principally or in significant part involved in professional services. The peer group is comprised of the following 11 companies: ASGN Inc. (ASGN), Cushman & Wakefield Plc. (CWK), FTI Consulting Inc. (FCN), Heidrick & Struggles International Inc. (HSII), Huron Consulting Group Inc. (HURN), ICF International Inc.
In fiscal 2025, we established a new peer group comprised of a broad number of publicly traded companies, which are principally or in significant part involved in professional services. The peer group is comprised of the following 14 companies: ASGN Inc. (ASGN), CoStar Group, Inc. (CSGP), Cushman & Wakefield Plc. (CWK), FTI Consulting Inc. (FCN), Heidrick & Struggles International Inc.
We repurchased approximately $22.9 million of the Company's common stock under the program during the fourth quarter of fiscal 2024.
We repurchased approximately $15.0 million of the Company's common stock under the program during the fourth quarter of fiscal 2025.
Capital Allocation Approach The Company and its Board of Directors endorse a balanced approach to capital allocation.
Fiscal year ended April 30, 2025. 27 Capital Allocation Approach The Company and its Board of Directors endorse a balanced approach to capital allocation.
(ICFI), Insperity Inc. (NSP), Jones Lang Lasalle Inc. (JLL), ManpowerGroup Inc. (MAN), PageGroup Plc. (MPGPF) and Robert Half International Inc. (RHI). We believe this group of professional services firms is reflective of similar sized companies in terms of our market capitalization, with significant global exposure that mirrors our global footprint and therefore provides a meaningful comparison of stock performance.
We believe this group of professional services firms is reflective of similar sized companies in terms of our market capitalization, with significant global exposure that mirrors our global footprint and therefore provides a meaningful comparison of stock performance.
The returns of each company have been weighted according to their respective stock market capitalization at the beginning of each measurement period for the purpose of arriving at a peer group average. The stock price performance depicted in this graph is not necessarily indicative of future price performance.
The returns of each company have been weighted according to their respective stock market capitalization at the beginning of each measurement period for the purpose of arriving at a peer group average. The 2024 peer group, presented for comparative purposes, consisted of the following 11 companies: ASGN Inc. (ASGN), Cushman & Wakefield Plc. (CWK), FTI Consulting Inc.
Added
(HSII), Huron Consulting Group Inc. (HURN), ICF International Inc. (ICFI), Insperity Inc. (NSP), Jones Lang Lasalle Inc. (JLL), ManpowerGroup Inc. (MAN), PageGroup Plc. (MPGPF), Robert Half International Inc. (RHI), TriNet Group, Inc. (TNET) and Verisk Analytics, Inc. (VRSK).
Added
(FCN), Heidrick & Struggles International Inc. (HSII), Huron Consulting Group Inc. (HURN), ICF International Inc. (ICFI), Insperity Inc. (NSP), Jones Lang Lasalle Inc. (JLL), ManpowerGroup Inc. (MAN), PageGroup Plc. (MPGPF) and Robert Half International Inc. (RHI). The stock price performance depicted in this graph is not necessarily indicative of future price performance.

Item 7. Management's Discussion & Analysis

Management's Discussion & Analysis (MD&A) — revenue / margin commentary

111 edited+30 added−54 removed56 unchanged
Biggest changeYear Ended April 30, 2024 2023 2022 Consolidated (in thousands) Fee revenue $ 2,762,671 $ 2,835,408 $ 2,626,718 Total revenue $ 2,795,505 $ 2,863,836 $ 2,643,455 Net income attributable to Korn Ferry $ 169,154 $ 209,529 $ 326,360 Net income attributable to noncontrolling interest 3,407 3,525 4,485 Other (income) loss, net (30,681) (5,261) 11,880 Interest expense, net 20,968 25,864 25,293 Income tax provision 50,081 82,683 102,056 Operating income 212,929 316,340 470,074 Depreciation and amortization 77,966 68,335 63,521 Other income (loss), net 30,681 5,261 (11,880) Integration/acquisition costs 14,866 14,922 7,906 Impairment of fixed assets 1,575 4,375 1,915 Impairment of right of use assets 1,629 5,471 7,392 Restructuring charges, net 68,558 42,573 — Adjusted EBITDA $ 408,204 $ 457,277 $ 538,928 Adjusted EBITDA margin 14.8 % 16.1 % 20.5 % 36 Year Ended April 30, 2024 Fee revenue Total revenue Adjusted EBITDA Adjusted EBITDA margin (dollars in thousands) Consulting $ 695,007 $ 706,805 $ 114,260 16.4 % Digital 366,699 366,924 108,669 29.6 % Executive Search: North America 506,927 513,545 120,710 23.8 % EMEA 184,516 185,552 25,902 14.0 % Asia Pacific 85,863 86,273 18,923 22.0 % Latin America 28,937 28,956 5,571 19.3 % Total Executive Search 806,243 814,326 171,106 21.2 % Professional Search & Interim 540,615 544,453 101,868 18.8 % RPO 354,107 362,997 40,399 11.4 % Corporate — — (128,098) Consolidated $ 2,762,671 $ 2,795,505 $ 408,204 14.8 % Year Ended April 30, 2023 Fee revenue Total revenue Adjusted EBITDA Adjusted EBITDA margin (dollars in thousands) Consulting $ 677,001 $ 686,979 $ 108,502 16.0 % Digital 354,651 354,967 97,458 27.5 % Executive Search: North America 562,139 568,212 140,850 25.1 % EMEA 187,014 188,114 31,380 16.8 % Asia Pacific 95,598 95,956 24,222 25.3 % Latin America 31,047 31,054 9,370 30.2 % Total Executive Search 875,798 883,336 205,822 23.5 % Professional Search & Interim 503,395 507,058 110,879 22.0 % RPO 424,563 431,496 52,588 12.4 % Corporate — — (117,972) Consolidated $ 2,835,408 $ 2,863,836 $ 457,277 16.1 % 37 Year Ended April 30, 2022 Fee revenue Total revenue Adjusted EBITDA Adjusted EBITDA margin (dollars in thousands) Consulting $ 650,204 $ 654,199 $ 116,108 17.9 % Digital 349,025 349,437 110,050 31.5 % Executive Search: North America 605,704 609,258 181,615 30.0 % EMEA 182,192 182,866 31,804 17.5 % Asia Pacific 118,596 118,705 35,105 29.6 % Latin America 29,069 29,079 9,089 31.3 % Total Executive Search 935,561 939,908 257,613 27.5 % Professional Search & Interim 297,096 297,974 106,015 35.7 % RPO 394,832 401,937 59,126 15.0 % Corporate — — (109,984) Consolidated $ 2,626,718 $ 2,643,455 $ 538,928 20.5 % Our Annual Report on Form 10-K for the year ended April 30, 2023 includes a discussion and analysis of our financial condition and results of operations for fiscal 2023 compared to fiscal 2022 in Item 7 of Part II, "Management's Discussion and Analysis of Financial Condition and Results of Operations." Fiscal 2024 Compared to Fiscal 2023 Fee Revenue Fee Revenue.
Biggest changeYear Ended April 30, 2025 2024 2023 Consolidated (dollars in thousands) Fee revenue $ 2,730,088 100.0 % $ 2,762,671 100.0 % $ 2,835,408 100.0 % Total revenue $ 2,761,086 101.1 % $ 2,795,505 101.2 % $ 2,863,836 101.0 % Net income attributable to Korn Ferry $ 246,062 9.0 % $ 169,154 6.1 % $ 209,529 7.4 % Net income attributable to noncontrolling interest 5,014 0.2 3,407 0.1 3,525 0.1 Interest expense, net 20,363 0.8 20,968 0.8 25,864 0.9 Income tax provision 93,836 3.4 50,081 1.8 82,683 2.9 Depreciation and amortization 80,287 2.9 77,966 2.8 68,335 2.4 Integration/acquisition costs 8,837 0.3 14,866 0.5 14,922 0.5 Management separation charges 4,614 0.2 — — — — Restructuring charges, net 1,892 0.1 68,558 2.5 42,573 1.5 Impairment of fixed assets 509 0.0 1,575 0.1 4,375 0.2 Impairment of right of use assets 2,452 0.1 1,629 0.1 5,471 0.2 Adjusted EBITDA $ 463,866 17.0 % $ 408,204 14.8 % $ 457,277 16.1 % 34 Year Ended April 30, 2025 (dollars in thousands) Net income attributable to Korn Ferry Net income attributable to Korn Ferry margin Consolidated $ 246,062 9.0 % Fee revenue Total revenue Adjusted EBITDA Adjusted EBITDA margin Consulting $ 662,708 $ 674,070 $ 115,481 17.4 % Digital 363,530 363,727 112,696 31.0 % Executive Search: North America 535,921 542,068 148,242 27.7 % EMEA 194,088 195,268 31,689 16.3 % Asia Pacific 87,337 87,840 18,119 20.7 % Latin America 28,862 28,876 8,149 28.2 % Total Executive Search 846,208 854,052 206,199 24.4 % Professional Search & Interim 503,515 507,246 107,600 21.4 % RPO 354,127 361,991 52,635 14.9 % Corporate — — (130,745) Consolidated $ 2,730,088 $ 2,761,086 $ 463,866 17.0 % Year Ended April 30, 2024 (dollars in thousands) Net income attributable to Korn Ferry Net income attributable to Korn Ferry margin Consolidated $ 169,154 6.1 % Fee revenue Total revenue Adjusted EBITDA Adjusted EBITDA margin Consulting $ 695,007 $ 706,805 $ 114,260 16.4 % Digital 366,699 366,924 108,669 29.6 % Executive Search: North America 506,927 513,545 120,710 23.8 % EMEA 184,516 185,552 25,902 14.0 % Asia Pacific 85,863 86,273 18,923 22.0 % Latin America 28,937 28,956 5,571 19.3 % Total Executive Search 806,243 814,326 171,106 21.2 % Professional Search & Interim 540,615 544,453 101,868 18.8 % RPO 354,107 362,997 40,399 11.4 % Corporate — — (128,098) Consolidated $ 2,762,671 $ 2,795,505 $ 408,204 14.8 % 35 Year Ended April 30, 2023 (dollars in thousands) Net income attributable to Korn Ferry Net income attributable to Korn Ferry margin Consolidated $ 209,529 7.4 % Fee revenue Total revenue Adjusted EBITDA Adjusted EBITDA margin Consulting $ 677,001 $ 686,979 $ 108,502 16.0 % Digital 354,651 354,967 97,458 27.5 % Executive Search: North America 562,139 568,212 140,850 25.1 % EMEA 187,014 188,114 31,380 16.8 % Asia Pacific 95,598 95,956 24,222 25.3 % Latin America 31,047 31,054 9,370 30.2 % Total Executive Search 875,798 883,336 205,822 23.5 % Professional Search & Interim 503,395 507,058 110,879 22.0 % RPO 424,563 431,496 52,588 12.4 % Corporate — — (117,972) Consolidated $ 2,835,408 $ 2,863,836 $ 457,277 16.1 % Our Annual Report on Form 10-K for the year ended April 30, 2024 includes a discussion and analysis of our financial condition and results of operations for fiscal 2024 compared to fiscal 2023 in Item 7 of Part II, "Management's Discussion and Analysis of Financial Condition and Results of Operations." Fiscal 2025 Compared to Fiscal 2024 Fee Revenue Fee Revenue.
On June 21, 2022, our Board of Directors approved an increase to the share repurchase program of approximately $300 million, which at the time brought our available capacity to repurchase shares in the open market or privately negotiated transactions to $318.0 million.
On June 21, 2022, our Board of Directors approved an increase to the share repurchase program of approximately $300.0 million, which at the time brought our available capacity to repurchase shares in the open market or privately negotiated transactions to $318.0 million.
The Amended Credit Agreement permits us to pay dividends to our stockholders and make share repurchases so long as there is no default under the Amended Credit Agreement, our total funded debt to adjusted EBITDA ratio (as set forth in the Amended Credit Agreement, the “consolidated net leverage ratio”) is no greater than 5.00 to 1.00, and we are in pro forma compliance with our financial covenant.
The Amended Credit Agreement permits us to pay dividends to our stockholders and make share repurchases so 40 long as there is no default under the Amended Credit Agreement, our total funded debt to adjusted EBITDA ratio (as set forth in the Amended Credit Agreement, the “consolidated net leverage ratio”) is no greater than 5.00 to 1.00, and we are in pro forma compliance with our financial covenant.
Fair value of goodwill for purposes of the goodwill impairment test when performing the quantitative test is determined utilizing (1) a discounted cash flow analysis based on forecasted cash flows (including estimated underlying revenue and operating income growth rates) discounted using an estimated weighted-average cost of capital for market participants and (2) a market approach, utilizing observable market data such as comparable companies in similar lines of business that are publicly traded or which are part of a public or private transaction (to the extent available).
When a quantitative test is required the fair value of goodwill for purposes of the goodwill impairment test is determined utilizing (1) a discounted cash flow analysis based on forecasted cash flows (including estimated underlying revenue and operating income growth rates) discounted using an estimated weighted-average cost of capital for market participants and (2) a market approach, utilizing observable market data such as comparable companies in similar lines of business that are publicly traded or which are part of a public or private transaction (to the extent available).
Specific risks for these critical accounting policies are described in the following paragraphs. Senior management has discussed the development, selection and key assumptions of the critical accounting estimates with the Audit Committee of the Board of Directors. Revenue Recognition .
Specific risks for these critical accounting policies are described in the following paragraphs. Senior management has discussed the development, selection and key assumptions of the critical accounting estimates with the Audit Committee of the Board of Directors. 31 Revenue Recognition .
The principal risk factors that could cause actual performance and future actions to differ materially from the forward-looking statements include, but are not limited to, those relating to global and local political and or economic developments in or affecting countries where we have operations, such as inflation, global slowdowns, or recessions, competition, geopolitical tensions, shifts in global trade patterns, changes in demand for our services as a result of automation, dependence on and costs of attracting and retaining qualified and experienced consultants, impact of inflationary pressures on our profitability, maintaining our relationships with customers and suppliers and retaining key employees, maintaining our brand name and professional reputation, potential legal liability and regulatory developments, portability of client relationships, consolidation of or within the industries we serve, changes and developments in governmental laws and regulations, evolving investor and customer expectations with regard to environmental, social and governance matters, currency fluctuations in our international operations, risks related to growth, alignment of our cost structure, including as a result of recent workforce, real estate, and other restructuring initiatives, restrictions imposed by off-limits agreements, reliance on information processing systems, cybersecurity vulnerabilities or events, changes to data security, data privacy, and data protection laws, dependence on third parties for the execution of critical functions, limited protection of our intellectual property (“IP”), our ability to enhance and develop new technology, including artificial intelligence ("AI"), our ability to successfully recover from a disaster or other business continuity problems, employment liability risk, an impairment in the carrying value of goodwill and other intangible assets, treaties, or regulations on our business and our Company, deferred tax assets that we may not be able to use, our ability to develop new products and services, changes in our accounting estimates and assumptions, the utilization and billing rates of our consultants, seasonality, the expansion of social media platforms, the ability to effect acquisitions and integrate acquired businesses, resulting organizational changes, our indebtedness, the ultimate magnitude and duration of any future pandemics or similar outbreaks, and related restrictions and operational requirements that apply to our business and the businesses of our clients, and any related negative impacts on our business, employees, customers and our ability to provide services in affected regions, and the matters disclosed under the heading “Risk Factors” in the Company’s Exchange Act reports, including Item 1A included in this Annual Report on Form 10-K.
The principal risk factors that could cause actual performance and future actions to differ materially from the forward-looking statements include, but are not limited to, those relating to global and local political and or economic developments in or affecting countries where we have operations, such as inflation, trade wars, global slowdowns, or recessions, competition, geopolitical tensions, shifts in global trade patterns, changes in demand for our services as a result of automation, dependence on and costs of attracting and retaining qualified and experienced consultants, impact of inflationary pressures on our profitability, maintaining our relationships with customers and suppliers and retaining key employees, maintaining our brand name and professional reputation, potential legal liability and regulatory developments, portability of client relationships, consolidation of or within the industries we serve, changes and developments in governmental laws and regulations, evolving investor and customer expectations with regard to corporate responsibility matters, currency fluctuations in our international operations, risks related to growth, alignment of our cost structure, including as a result of workforce, real estate, and other restructuring initiatives, restrictions imposed by off-limits agreements, reliance on information processing systems, cyber security vulnerabilities or events, changes to data security, data privacy, and data protection laws, dependence on third parties for the execution of critical functions, limited protection of our intellectual property (“IP”), our ability to enhance and develop new technology, including artificial intelligence ("AI"), our ability to successfully recover from a disaster or other business continuity problems, employment liability risk, an impairment in the carrying value of goodwill and other intangible assets, treaties, or regulations on our business and our Company, deferred tax assets that we may not be able to use, our ability to develop new products and services, changes in our accounting estimates and assumptions, the utilization and billing rates of our consultants, seasonality, the expansion of social media platforms, the ability to effect acquisitions and integrate acquired businesses, including Trilogy International ("Trilogy"), resulting organizational changes, our indebtedness, the ultimate magnitude and duration of any future pandemics or similar outbreaks, and related restrictions and operational requirements that apply to our business and the businesses of our clients, and any related negative impacts on our business, employees, customers and our ability to provide services in affected regions, and the matters disclosed under the heading “Risk Factors” in the Company’s Exchange Act reports, including Item 1A included in this Annual Report on Form 10-K.
Consolidated and the subtotals of Executive Search Adjusted EBITDA and Adjusted EBITDA margin are non-GAAP financial measures and have limitations as analytical tools.
Consolidated and subtotals of Executive Search Adjusted EBITDA and Adjusted EBITDA margin are non-GAAP financial measures and have limitations as analytical tools.
This business is managed and reported on a geographic basis and represents four of the Company’s reportable segments (Executive Search North America, Executive Search Europe, the Middle East and Africa ("EMEA"), Executive Search Asia Pacific ("APAC"), and Executive Search Latin America). 4.
This solution is managed and reported on a geographic basis and represents four of the Company’s reportable segments (Executive Search North America, Executive Search Europe, Middle East and Africa ("EMEA"), Executive Search Asia Pacific ("APAC") and Executive Search Latin America). 4.
As a result, there can be no assurance that the estimates and assumptions made for purposes of the annual goodwill impairment test will prove to be accurate 34 predictions of the future. There was no indication of potential impairment through April 30, 2024 that would have required further testing.
As a result, there can be no assurance that the estimates and assumptions made for purposes of the annual goodwill impairment test will prove to be accurate predictions of the future. There was no indication of potential impairment through April 30, 2025 that would have required further testing.
As of April 30, 2024 and 2023, we held $393.8 million and $395.2 million, respectively of cash and cash equivalents in foreign locations, net of amounts held in trust for deferred compensation plans and to pay accrued bonuses. Cash and cash equivalents consist of cash and highly liquid investments purchased with original maturities of three months or less.
As of April 30, 2025 and 2024, we held $405.2 million and $393.8 million, respectively, of cash and cash equivalents in foreign locations, net of amounts held in trust for deferred compensation plans and to pay accrued bonuses. Cash and cash equivalents consist of cash and highly liquid investments purchased with original maturities of three months or less.
The increase in cash and cash equivalents was primarily due to cash from operations, partially offset by payments of annual bonuses earned in fiscal 2023 and paid during the first quarter of fiscal 2024, purchase of property and equipment, dividends paid to shareholders and repurchases of common stock.
The increase in cash and cash equivalents was primarily due to cash from operations, partially offset by payments of annual bonuses earned in fiscal 2024 and paid during the first quarter of fiscal 2025, repurchases of common stock and dividends paid to shareholders, purchase of property and equipment, and the acquisition of Trilogy.
Recent Accounting Standards - Not Yet Adopted In November 2023, the Financial Accounting Standards Board issued an amendment in accounting update for all public entities that are required to report segment information in accordance with Topic 280, Segment Reporting. The amendment in this update improves reportable segment disclosure requirements, primarily through enhanced disclosures about significant segment expense.
Accounting Developments Recently Adopted Accounting Standards In November 2023, the Financial Accounting Standards Board issued an accounting update for all public entities that are required to report segment information in accordance with Topic 280, Segment Reporting. The amendment in this update improves reportable segment disclosure requirements, primarily through enhanced disclosures about significant segment expense.
Total death benefits payable, net of loans under COLI contracts, were $447.3 million and $444.1 million at April 30, 2024 and 2023, respectively. Other than the factors discussed in this section, we are not aware of any other trends, demands or commitments that would materially affect liquidity or those that relate to our resources as of April 30, 2024.
Total death benefits payable, net of loans under COLI contracts, were $592.8 million and $447.3 million at April 30, 2025 and 2024, respectively. Other than the factors discussed in this section, we are not aware of any other trends, demands or commitments that would materially affect liquidity or those that relate to our resources as of April 30, 2025.
Net income attributable to noncontrolling interest was $3.4 million and $3.5 million in fiscal 2024 and fiscal 2023, respectively. 42 Liquidity and Capital Resources The Company and its Board of Directors endorse a balanced approach to capital allocation.
Net income attributable to noncontrolling interest was $5.0 million and $3.4 million in fiscal 2025 and fiscal 2024, respectively. Liquidity and Capital Resources The Company and its Board of Directors endorse a balanced approach to capital allocation.
Such borrowings do not require annual principal repayments, bear interest primarily at variable rates and are secured by the CSV of COLI contracts. At April 30, 2024 and 2023, the net cash value of these policies was $219.0 million and $198.0 million, respectively.
Such borrowings do not require annual principal repayments, bear interest primarily at variable rates and are secured by the CSV of COLI contracts. At April 30, 2025 and 2024, the net cash value of these policies was $252.6 million and $219.0 million, respectively.
(2) Assumes COLI loans remain outstanding until receipt of death benefits on COLI policies and applies current interest rates on COLI loans ranging from 4.76% to 8.00% with total death benefits payable, net of loans under COLI contracts of $447.3 million at April 30, 2024.
(2) Assumes COLI loans remain outstanding until receipt of death benefits on COLI policies and applies current interest rates on COLI loans ranging from 4.76% to 8.00% with total death benefits payable, net of loans under COLI contracts of $592.8 million at April 30, 2025.
For fiscal 2023, Adjusted EBITDA excluded $42.6 million of restructuring charges, net, $14.9 million of integration/acquisition costs, $5.5 million impairment of right-of-use assets and $4.4 million impairment of fixed assets. For fiscal 2022, Adjusted EBITDA excluded $7.9 million of integration/acquisition costs, $7.4 million impairment of right-of-use assets and $1.9 million impairment of fixed assets.
For fiscal 2024, Adjusted EBITDA excluded $68.6 million of restructuring charges, net, $14.9 million of integration/acquisition costs, $1.6 million impairment of right-of-use assets and $1.6 million impairment of fixed assets. For fiscal 2023, Adjusted EBITDA excluded $42.6 million of restructuring charges, net, $14.9 million of integration/acquisition costs, $5.5 million impairment of right-of-use assets and $4.4 million impairment of fixed assets.
Interest Expense, Net Interest expense, net primarily relates to our Notes issued in December 2019, borrowings under our COLI policies and interest cost related to our deferred compensation plans, which are partially offset by interest earned on cash and cash equivalent balances. Interest expense, net was $21.0 million in fiscal 2024 compared to $25.9 million in fiscal 2023.
Interest Expense, Net Interest expense, net primarily relates to our Notes issued in December 2019, borrowings under our COLI policies and interest cost related to our deferred compensation plans, which are partially offset by interest earned on cash and cash equivalent balances. Interest expense, net was $20.4 million in fiscal 2025 compared to $21.0 million in fiscal 2024.
See Note 11 — Long-Term Debt for a further description of the Amended Credit Agreement. The Company has a total of $645.5 million and $1,145.4 million available under the Credit Facilities after $4.5 million and $4.6 million of standby letters of credit have been issued as of April 30, 2024 and 2023, respectively.
See Note 11 — Long-Term Debt for a further description of the Amended Credit Agreement. The Company has a total of $645.6 million and $645.5 million available under the Revolver after $4.4 million and $4.5 million of standby letters of credit have been issued as of April 30, 2025 and 2024, respectively.
On June 24, 2022, we entered into an amendment (the "Amendment") to our December 16, 2019 Credit Agreement (the "Credit Agreement"; as amended by the Amendment, the “Amended Credit Agreement”) with the lenders party thereto and Bank of America, National Association as administrative agent, to, among other things (i) extend the existing maturity date of the revolving facility to June 24, 2027, (ii) provide for a new delayed draw term loan facility as described below, (iii) replace the London interbank offered rate with Term SOFR, and (iv) replace the existing financial covenants with financial covenants described below.
On June 24, 2022, we entered into an amendment (the "Amendment") to our December 16, 2019 Credit Agreement (the "Credit Agreement"; as amended by the Amendment, the “Amended Credit Agreement”) with the lenders party thereto and Bank of America, National Association as administrative agent, to, among other things (i) extend the existing maturity date of the revolving facility to June 24, 2027, (ii) replace the London interbank offered rate with Term Secured Overnight Financing Rate (" SOFR ") , and (iii) replace the existing financial covenants with financial covenants described below.
As of April 30, 2024 and 2023, marketable securities of $254.4 million and $223.9 million, respectively, included equity securities of $219.9 million (net of gross unrealized gains of $27.0 million and gross unrealized losses of $1.2 million) and $187.8 million (net of gross unrealized gains of $9.5 million and gross unrealized losses of $8.7 million), respectively, and were held in trust for settlement of our obligations under certain deferred compensation plans, of which $202.5 million and $176.1 million, respectively, are classified as non-current.
As of April 30, 2025 and 2024, marketable securities of $270.0 million and $254.4 million, respectively, included equity securities of $230.4 million (net of gross unrealized gains of $27.7 million and gross unrealized losses of $0.6 million) and $219.9 million (net of gross unrealized gains of $27.0 million and gross unrealized losses of $1.2 million), respectively, and were held in trust for settlement of our obligations under certain deferred compensation plans, of which $218.0 million and $202.5 million, respectively, are classified as non-current.
Other Income, Net Other income, net was $30.7 million in fiscal 2024 compared to $5.3 million in fiscal 2023. The difference was primarily due to greater gains from the increase in the fair value of our marketable securities that are held in trust for the settlement of the Company's obligation under the ECAP in fiscal 2024 compared to fiscal 2023.
Other Income, Net Other income, net was $19.0 million in fiscal 2025 compared to $30.7 million in fiscal 2024. The difference was primarily due to lower gains from the increase in the fair value of our marketable securities that are held in trust for the settlement of the Company's obligation under the ECAP in fiscal 2025 compared to fiscal 2024.
The Company repurchased approximately $52.5 million and $93.9 million of the Company’s stock during fiscal 2024 and fiscal 2023, respectively. As of April 30, 2024, $182.7 million remained available for common 43 stock repurchases under our share repurchase program.
The Company repurchased approximately $88.9 million and $52.5 million of the Company’s stock during fiscal 2025 and fiscal 2024, respectively. As of April 30, 2025, $93.8 million remained available for common stock repurchases under our share repurchase program.
As of April 30, 2024 , the fair value of the Notes was $380.5 million, which is based on borrowing rates currently required of notes with similar terms, maturity and credit risk.
As of April 30, 2025, the fair value of the Notes was $389.0 million, which is based on borrowing rates currently required of notes with similar terms, maturity and credit risk.
These figures are non-GAAP financial measures and are presented as they are consistent with the Company’s lines of business and are financial metrics used by the Company’s investor base.
These figures are non-GAAP financial measures and are presented as they are consistent with the Company’s Solutions areas and are financial metrics used by the Company’s investor base.
Highlights of our performance in fiscal 2024 include: ▪ Approximately 80% of the executive searches we performed in fiscal 2024 were for board level, chief executive and other senior executive and general management positions.
Performance Highlights in fiscal 2025 include: ▪ More than 80% of the executive searches we performed in fiscal 2025 were for board level, chief executive and other senior executive and general management positions.
Executive Search EMEA compensation and benefits expense increased by $1.2 million, or 1%, to $141.7 million in fiscal 2024 compared to $140.5 million in fiscal 2023. Exchange rates unfavorably impacted compensation and benefits by $4.4 million, or 3%, in fiscal 2024 compared to fiscal 2023.
Executive Search EMEA compensation and benefits expense increased by $3.7 million, or 3%, to $145.4 million in fiscal 2025 compared to $141.7 million in fiscal 2024. Exchange rates unfavorably impacted compensation and benefits by $1.0 million, or 1%, in fiscal 2025 compared to fiscal 2024.
As of April 30, 2024 and 2023, we held contracts with gross cash surrender value of $295.9 million and $275.1 million, respectively. Total outstanding borrowings against the CSV of COLI contracts were $77.0 million and $77.1 million as of April 30, 2024 and 2023, respectively.
As of April 30, 2025 and 2024, we held contracts with gross cash surrender value of $325.5 million and $295.9 million, respectively. Total outstanding borrowings against the CSV of COLI contracts were $72.8 million and $77.0 million as of April 30, 2025 and 2024, respectively.
Cash and cash equivalents and marketable securities were $1,195.4 million and $1,067.9 million as of April 30, 2024 and 2023, respectively. Net of amounts held in trust for deferred compensation plans and accrued bonuses, cash and cash equivalents and marketable securities were $606.4 million and $488.2 million at April 30, 2024 and 2023, respectively.
Cash and cash equivalents and marketable securities were $1,277.0 million and $1,195.4 million as of April 30, 2025 and 2024, respectively. Net of amounts held in trust for deferred compensation plans and accrued bonuses, cash and cash equivalents and marketable securities were $667.3 million and $606.4 million at April 30, 2025 and 2024, respectively.
These marketable securities were held to satisfy vested obligations totaling $198.6 million and $172.2 million as of April 30, 2024 and 2023, respectively. Unvested obligations under the deferred compensation plans totaled $22.4 million and $21.9 million as of April 30, 2024 and 2023, respectively.
These marketable securities were held to satisfy vested obligations totaling $205.3 million and $198.6 million as of April 30, 2025 and 2024, respectively. Unvested obligations under the deferred compensation plans totaled $19.5 million and $22.4 million as of April 30, 2025 and 2024, respectively.
Results of Operations The following table summarizes the results of our operations as a percentage of fee revenue: (Numbers may not total exactly due to rounding) Year Ended April 30, 2024 2023 2022 Fee revenue 100.0 % 100.0 % 100.0 % Reimbursed out-of-pocket engagement expenses 1.2 1.0 0.6 Total revenue 101.2 101.0 100.6 Compensation and benefits 66.8 67.1 66.3 General and administrative expenses 9.4 9.5 9.0 Reimbursed expenses 1.2 1.0 0.6 Cost of services 10.9 8.4 4.4 Depreciation and amortization 2.8 2.4 2.4 Restructuring charges, net 2.5 1.5 — Operating income 7.7 11.2 17.9 Net income 6.2 % 7.5 % 12.6 % Net income attributable to Korn Ferry 6.1 % 7.4 % 12.4 % 35 The following tables summarize the results of our operations: (Numbers may not total exactly due to rounding) Year Ended April 30, 2024 2023 2022 Dollars % Dollars % Dollars % (dollars in thousands) Fee revenue Consulting $ 695,007 25.1 % $ 677,001 23.9 % $ 650,204 24.8 % Digital 366,699 13.3 354,651 12.5 349,025 13.3 Executive Search: North America 506,927 18.4 562,139 19.8 605,704 23.1 EMEA 184,516 6.7 187,014 6.6 182,192 6.9 Asia Pacific 85,863 3.1 95,598 3.4 118,596 4.5 Latin America 28,937 1.0 31,047 1.1 29,069 1.1 Total Executive Search 806,243 29.2 875,798 30.9 935,561 35.6 Professional Search & Interim 540,615 19.6 503,395 17.7 297,096 11.3 RPO 354,107 12.8 424,563 15.0 394,832 15.0 Total fee revenue 2,762,671 100.0 % 2,835,408 100.0 % 2,626,718 100.0 % Reimbursed out-of-pocket engagement expense 32,834 28,428 16,737 Total revenue $ 2,795,505 $ 2,863,836 $ 2,643,455 In the tables that follow, the Company presents a subtotal for Executive Search Adjusted EBITDA and a single percentage for Executive Search Adjusted EBITDA margin, which reflects the aggregate of all of the individual Executive Search Regions.
Results of Operations The following table summarizes the results of our operations as a percentage of fee revenue: (Numbers may not total exactly due to rounding) Year Ended April 30, 2025 2024 2023 Fee revenue 100.0 % 100.0 % 100.0 % Reimbursed out-of-pocket engagement expenses 1.1 1.2 1.0 Total revenue 101.1 101.2 101.0 Compensation and benefits 64.4 66.8 67.1 General and administrative expenses 9.5 9.4 9.5 Reimbursed expenses 1.1 1.2 1.0 Cost of services 10.4 10.9 8.4 Depreciation and amortization 2.9 2.8 2.4 Restructuring charges, net 0.1 2.5 1.5 Other Income, net 0.7 1.1 0.2 Interest expense, net 0.8 0.8 0.9 Income tax provision 3.4 1.8 2.9 Net income 9.2 % 6.2 % 7.5 % Net income attributable to Korn Ferry 9.0 % 6.1 % 7.4 % 33 The following tables summarize the results of our operations: (Numbers may not total exactly due to rounding) Year Ended April 30, 2025 2024 2023 Dollars % Dollars % Dollars % (dollars in thousands) Fee revenue Consulting $ 662,708 24.3 % $ 695,007 25.1 % $ 677,001 23.9 % Digital 363,530 13.3 366,699 13.3 354,651 12.5 Executive Search: North America 535,921 19.6 506,927 18.4 562,139 19.8 EMEA 194,088 7.1 184,516 6.7 187,014 6.6 Asia Pacific 87,337 3.2 85,863 3.1 95,598 3.4 Latin America 28,862 1.1 28,937 1.0 31,047 1.1 Total Executive Search 846,208 31.0 806,243 29.2 875,798 30.9 Professional Search & Interim 503,515 18.4 540,615 19.6 503,395 17.7 RPO 354,127 13.0 354,107 12.8 424,563 15.0 Total fee revenue 2,730,088 100.0 % 2,762,671 100.0 % 2,835,408 100.0 % Reimbursed out-of-pocket engagement expense 30,998 32,834 28,428 Total revenue $ 2,761,086 $ 2,795,505 $ 2,863,836 In the tables that follow, the Company presents a subtotal for Executive Search Adjusted EBITDA and a single percentage for Executive Search Adjusted EBITDA margin, which reflects the aggregate of all of the individual Executive Search Regions.
Executive Search North America Adjusted EBITDA, as a percentage of fee revenue, was 24% in fiscal 2024 compared to 25% in fiscal 2023. Executive Search EMEA Adjusted EBITDA decreased by $5.5 million, or 18%, to $25.9 million in fiscal 2024 compared to $31.4 million in fiscal 2023.
Executive Search North America Adjusted EBITDA, as a percentage of fee revenue, was 28% in fiscal 2025 compared to 24% in fiscal 2024. Executive Search EMEA Adjusted EBITDA increased by $5.8 million, or 22%, to $31.7 million in fiscal 2025 compared to $25.9 million in fiscal 2024.
The decrease in general and administrative expenses was primarily due to a foreign exchange gain of $0.1 million in fiscal 2024 compared to a foreign exchange loss of $1.2 million in fiscal 2023 and a decrease in premise and office expense of $0.9 million.
The decrease in general and administrative expenses was primarily due to the impact of a foreign exchange gain of $1.1 million in fiscal 2025 compared to a foreign exchange loss of $0.8 million in fiscal 2024.
Adjusted EBITDA, as a percentage of fee revenue, was 15% in fiscal 2024 compared to 16% in fiscal 2023. Consulting Adjusted EBITDA was $114.3 million in fiscal 2024, an increase of $5.8 million, or 5%, compared to $108.5 million in fiscal 2023.
Adjusted EBITDA, as a percentage of fee revenue, was 17% in fiscal 2025 compared to 15% in fiscal 2024. Consulting Adjusted EBITDA was $115.5 million in fiscal 2025, an increase of $1.2 million, or 1%, compared to $114.3 million in fiscal 2024.
Cost of Services Expense Cost of services expense consists of contractor and product costs related to the delivery of various services and products through Consulting, Digital, Professional Search & Interim and RPO. Cost of services expense was $300.0 million in fiscal 2024, an increase of $61.5 million, or 26%, compared to $238.5 million in fiscal 2023.
Cost of Services Expense Cost of services expense consists of contractor and product costs related to the delivery of various services and products through Consulting, Digital, Professional Search & Interim and RPO. Cost of services expense was $285.1 million in fiscal 2025, a decrease of $14.9 million, or 5%, compared to $300.0 million in fiscal 2024.
The amendment in this update is effective for fiscal years beginning after December 15, 2023, and interim periods with fiscal years beginning after December 15, 2024. We will adopt this guidance in the fiscal year 45 beginning May 1, 2024. The adoption of this guidance is not anticipated to have a material impact on the consolidated financial statements.
The amendment in this update is effective for annual reporting periods beginning after December 15, 2026, and interim reporting periods beginning after December 15, 2027. We will adopt this guidance in fiscal 2028 and in interim periods beginning in fiscal 2029. The adoption of this guidance is not anticipated to have a material impact on the consolidated financial statements.
The standby letters of credit were generally issued as a result of entering into office premise leases. On December 8, 2014, the Board of Directors adopted a dividend policy to distribute to our stockholders a regular quarterly cash dividend of $0.10 per share. Every quarter since the adoption of the dividend policy, the Company has declared a quarterly dividend.
On December 8, 2014, the Board of Directors adopted a dividend policy to distribute to our stockholders a regular quarterly cash dividend of $0.10 per share. Every quarter since the adoption of the dividend policy, the Company has declared a quarterly dividend.
Examples of events or circumstances that could reasonably be expected to negatively affect the underlying key assumptions and ultimately impact the estimated fair value of the reporting units may include such items as follows: ▪ A prolonged downturn in the business environment in which the reporting units operate including a longer than anticipated public health crisis; ▪ An economic climate that significantly differs from our future profitability assumptions in timing or degree; ▪ The deterioration of the labor markets; ▪ Volatility in equity and debt markets; ▪ Competition and disruption in our core business; and ▪ Technological advances such as artificial intelligence that impact labor markets and can diminish the value of our IP.
If the carrying amount of a reporting unit exceeds its estimated fair value, goodwill is considered impaired and further tests are performed to measure the amount of impairment loss, if any. 32 Examples of events or circumstances that could reasonably be expected to negatively affect the underlying key assumptions and ultimately impact the estimated fair value of the reporting units may include such items as follows: ▪ A prolonged downturn in the business environment in which the reporting units operate; ▪ An economic climate that significantly differs from our future profitability assumptions in timing or degree; ▪ The deterioration of the labor markets; ▪ Volatility in equity and debt markets; ▪ Competition and disruption in our core business; and ▪ Technological advances such as AI that impact labor markets and can diminish the value of our IP.
The increase in Adjusted EBITDA was driven by an increase in fee revenue, partially offset by increases in compensation and benefits expense and cost of services expense in fiscal 2024 compared to fiscal 2023. Consulting Adjusted EBITDA, as a percentage of fee revenue, was 16% in both fiscal 2024 and fiscal 2023.
The increase in Adjusted EBITDA was primarily driven by an increase in fee revenue, partially offset by an increase in compensation and benefits expense in fiscal 2025 compared to fiscal 2024. Executive Search EMEA Adjusted EBITDA, as a percentage of fee revenue, was 16% in fiscal 2025 compared to 14% in fiscal 2024.
Professional Search & Interim general and administrative expenses decreased by $6.0 million, or 20%, to $24.3 million in fiscal 2024 from $30.3 million in fiscal 2023.
Professional Search & Interim general and administrative expenses decreased by $4.2 million, or 17%, to $20.1 million in fiscal 2025 from $24.3 million in fiscal 2024.
The decrease in Adjusted EBITDA was mainly driven by lower fee revenue in the segment, partially offset by decreases in compensation and benefits expense and general and administrative expenses (excluding impairment charges) in fiscal 2024 compared to fiscal 2023. RPO Adjusted EBITDA, as a percentage of fee revenue, was 11% in fiscal 2024 compared to 12% in fiscal 2023.
The increase in Adjusted EBITDA was primarily driven by a decrease in compensation and benefits expense, partially offset by an increase in general and administrative expenses (excluding impairment of right-of-use assets). RPO Adjusted EBITDA, as a percentage of fee revenue, was 15% in fiscal 2025 compared to 11% in fiscal 2024.
The decrease in fee revenue was due to a 15% decrease in the number of engagements billed, partially offset by an 8% increase in the weighted-average fees billed per engagement (calculated using local currency) in fiscal 2024 compared to fiscal 2023. 38 Executive Search Latin America.
The slight increase in fee revenue was due to a 1% increase in the number of engagements billed coupled with a 1% increase in the weighted-average fee billed per engagement (calculated using local currency) in fiscal 2025 compared to fiscal 2024. Executive Search Latin America.
In addition to the impact of U.S. state income taxes and jurisdictional mix of earnings, which generally create variability in our effective tax rate over time, the lower effective tax rate in fiscal 2024 was primarily due to a $9.7 million non-recurring tax benefit from actions taken in connection with the worldwide minimum tax that resulted in the release of a valuation allowance.
The lower effective tax rate in fiscal 2024 was primarily due to a $9.7 million non-recurring tax benefit from actions taken in connection with the worldwide minimum tax that resulted in the release of a valuation allowance.
Substantially all fee revenue is derived from talent and organizational consulting services and digital sales, stand-alone or as part of a solution, fees for professional services related to executive and professional recruitment performed on a retained basis, interim services and RPO, either stand-alone or as part of a solution. 33 Revenue is recognized when control of the goods and services are transferred to the customer in an amount that reflects the consideration that we expect to be entitled to in exchange for those goods and services.
Substantially all fee revenue is derived from talent and organizational consulting services and digital sales, stand-alone or as part of a solution, fees for professional services related to executive and professional recruitment performed on a retained basis, interim services and RPO, either stand-alone or as part of a solution.
Digital general and administrative expenses decreased by $0.7 million, or 2%, to $39.9 million in fiscal 2024 compared to $40.6 million in fiscal 2023. Executive Search North America general and administrative expenses decreased by $0.2 million, or 1%, to $32.2 million in fiscal 2024 from $32.4 million in fiscal 2023.
Digital general and administrative expenses were $39.1 million in fiscal 2025, essentially flat compared to $39.9 million in fiscal 2024. Executive Search North America general and administrative expenses increased by $3.7 million, or 11%, to $35.9 million in fiscal 2025 from $32.2 million in fiscal 2024.
Professional Search & Interim Adjusted EBITDA, as a percentage of fee revenue, was 19% in fiscal 2024 compared to 22% in fiscal 2023. RPO Adjusted EBITDA was $40.4 million in fiscal 2024, a decrease of $12.2 million, or 23%, compared to $52.6 million in fiscal 2023.
These decreases were partially offset by lower fee revenue. Professional Search & Interim Adjusted EBITDA, as a percentage of fee revenue, was 21% in fiscal 2025 compared to 19% in fiscal 2024. RPO Adjusted EBITDA was $52.6 million in fiscal 2025, an increase of $12.2 million, or 30%, compared to $40.4 million in fiscal 2024.
The increase in Adjusted EBITDA was mainly driven by an increase in fee revenue combined with a decrease in compensation and benefits expense, partially offset by an increase in cost of services expense in fiscal 2024 compared to fiscal 2023.
This increase in Adjusted EBITDA was mainly driven by a decrease in compensation and benefits expense, partially offset by a decrease in fee revenue in fiscal 2025 compared to fiscal 2024. Digital Adjusted EBITDA, as a percentage of fee revenue, was 31% in fiscal 2025 compared to 30% in fiscal 2024.
Professional Search & Interim reported fee revenue of $540.6 million in fiscal 2024, an increase of $37.2 million, or 7%, compared to $503.4 million in fiscal 2023. Exchange rates favorably impacted fee revenue by $1.5 million in fiscal 2024 compared to fiscal 2023.
Professional Search & Interim reported fee revenue of $503.5 million in fiscal 2025, a decrease of $37.1 million, or 7%, compared to $540.6 million in fiscal 2024.
Executive Search North America compensation and benefits expense decreased by $14.9 million, or 4%, to $371.2 million in fiscal 2024 compared to $386.1 million in fiscal 2023. Exchange rates favorably impacted compensation and benefits by $0.3 million in fiscal 2024 compared to fiscal 2023.
Executive Search North America compensation and benefits expense decreased by $8.9 million, or 2%, to $362.3 million in fiscal 2025 compared to $371.2 million in fiscal 2024.
Interest expense, net decreased due to an increase in interest income earned on cash and cash equivalent balances as a result of higher interest rates in fiscal 2024 compared to fiscal 2023. Income Tax Provision The provision for income tax was $50.1 million in fiscal 2024 compared to $82.7 million in fiscal 2023.
Interest expense, net decreased due to an increase in interest income earned on cash and cash equivalent balances and investment income from our marketable securities as a result of higher average cash and cash equivalent and marketable securities balances in fiscal 2025 compared to fiscal 2024, partially offset by an increase in interest expense on deferred compensation plans. 39 Income Tax Provision The provision for income tax was $93.8 million in fiscal 2025 compared to $50.1 million in fiscal 2024.
Cash provided by operating activities was $284.0 million in fiscal 2024, a decrease of $59.9 million, compared to $343.9 million in fiscal 2023. Cash used in investing activities was $53.8 million in fiscal 2024 compared to $323.5 million in fiscal 2023.
Cash provided by operating activities was $364.4 million in fiscal 2025 compared to $284.0 million in fiscal 2024. Cash used in investing activities was $125.5 million in fiscal 2025 compared to $53.8 million in fiscal 2024.
The decrease in compensation and benefits expense was primarily due to a decrease in salaries and related payroll taxes of $85.8 million driven by an 8% decrease in average headcount in fiscal 2024 compared to fiscal 2023.
The decrease in compensation and benefits expense was primarily due to a decrease in salaries and related payroll taxes of $23.2 million as a result of a 9% decrease in average headcount, partially offset by an increase in performance-related bonus expense of $7.7 million in fiscal 2025 compared to fiscal 2024.
Net income attributable to Korn Ferry, as a percentage of fee revenue, was 6% in fiscal 2024 compared to 7% in fiscal 2023. Adjusted EBITDA Adjusted EBITDA was $408.2 million in fiscal 2024, a decrease of $49.1 million, or 11%, compared to $457.3 million in fiscal 2023.
Net income attributable to Korn Ferry, as a percentage of fee revenue, was 9% and 6% in fiscal 2025 and 2024, respectively. 38 Adjusted EBITDA Adjusted EBITDA was $463.9 million in fiscal 2025, an increase of $55.7 million, or 14%, compared to $408.2 million in fiscal 2024.
Executive Search EMEA. Executive Search EMEA reported fee revenue of $184.5 million in fiscal 2024, a decrease of $2.5 million, or 1%, compared to $187.0 million in fiscal 2023. Exchange rates favorably impacted fee revenue by $7.0 million, or 4%, in fiscal 2024 compared to fiscal 2023.
Consulting reported fee revenue of $662.7 million in fiscal 2025, a decrease of $32.3 million, or 5%, compared to $695.0 million in fiscal 2024. Exchange rates unfavorably impacted fee revenue by $4.0 million, or 1% in fiscal 2025 compared to fiscal 2024.
The increase in compensation and benefits expense was primarily due to increases in deferred compensation of $4.3 million as a result of increases in the fair value of participants' accounts and a $1.8 million increase in severance due to more lay-offs in fiscal 2024 compared to fiscal 2023.
Compensation and benefits expense decreased primarily due to a decrease of $8.3 million in deferred compensation expense due to a decrease in the fair value of participants' accounts in fiscal 2025 compared to fiscal 2024.
The net increase in our working capital of $77.2 million as of April 30, 2024 compared to April 30, 2023 is primarily attributable to an increase in cash and cash equivalents.
Our working capital (current assets less current liabilities) was $794.5 million as of April 30, 2025 and $739.6 million as of April 30, 2024. The net increase in our working capital of $54.9 million as of April 30, 2025 compared to April 30, 2024 is primarily attributable to an increase in cash and cash equivalents.
Differences between the assumptions used to prepare these valuations and actual results could materially impact the carrying amount of these assets and our operating results.
Differences between the assumptions used to prepare these valuations and actual results could materially impact the carrying amount of these assets and our operating results. As of February 1, 2025, we completed our annual qualitative test which did not indicate any impairment.
The decrease in compensation and benefits expense was primarily due to a decrease in salaries and related payroll taxes of $56.0 million driven by a 15% decrease in average headcount in fiscal 2024 compared to fiscal 2023. Average headcount declined due to cost reduction actions and attrition.
The decrease in compensation and benefits expense was primarily due to a decrease in salaries and related payroll taxes of $19.1 million as a result of a 7% reduction in average headcount in fiscal 2025 compared to fiscal 2024 and a decrease in performance-related bonus expense of $14.0 million.
The decrease in Adjusted EBITDA was driven by lower fee revenue in the segment and an increase in general and administrative expenses, partially offset by a decrease in compensation and benefits expense in fiscal 2024 compared to fiscal 2023.
This increase in Adjusted EBITDA was driven by decreases in compensation and benefits expense (excluding management separation charges), general and administrative expenses (excluding impairment of right-of-use assets), and cost of services expense in fiscal 2025 compared to fiscal 2024. The increase in Adjusted EBITDA was partially offset by a decrease in fee revenue in fiscal 2025 compared to fiscal 2024.
The decrease in fee revenue was primarily due to a 7% decrease in the number of engagements billed, partially offset by a 2% increase in the weighted-average fees billed per engagement (calculated using local currency) in fiscal 2024 compared to fiscal 2023. Executive Search Asia Pacific.
North America fee revenue increased due to a 4% increase in the number of engagements billed coupled with a 2% increase in the weighted-average fee billed per engagement (calculated using local currency) in fiscal 2025 compared to fiscal 2024. Executive Search EMEA.
The amendment of this update is effective for annual periods beginning after December 15, 2024, and should be applied on a prospective basis. We will adopt this guidance in our fiscal year beginning May 1, 2025. The adoption of this guidance is not anticipated to have a material impact on the consolidated financial statements.
The new amendments provide improvements to income tax disclosures by requiring specific categories in the rate reconciliation and disaggregated information for income taxes paid. The amendment of this update is effective for annual periods beginning after December 15, 2024, and should be applied on a prospective basis. We will adopt this guidance in our fiscal year beginning May 1, 2025.
Our more than 3,700 search engagement clients in fiscal 2024 included many of the world’s largest and most prestigious public and private companies. ▪ We have built strong client loyalty, with more than 85% of the assignments performed during fiscal 2024 having been on behalf of clients for whom we had conducted assignments in the previous three fiscal years. ▪ More than 75% of our revenues were generated from clients that have utilized multiple lines of our business. ▪ Operating income in fiscal 2024 was $212.9 million with an operating margin of 7.7%. ▪ Fiscal 2024 Adjusted EBITDA was $408.2 million with an Adjusted EBITDA margin of 14.8%. 32 ▪ Our fiscal 2024 Marquee and Regional Account fee revenue generated slightly more than 37% of our consolidated fee revenue and grew 3% compared to fiscal year 2023. ▪ Consulting and Digital continued to show resilient business operations: • Consulting fee revenue grew 3% in fiscal 2024. • Digital fee revenue grew 3% in fiscal 2024 compared to fiscal 2023 with a 9% increase in Subscription & License fee revenue growing to $131.0 million in fiscal 2024.
Our more than 3,700 search engagement clients in fiscal 2025 included many of the world’s largest and most prestigious public and private companies. 30 ▪ We have built strong client loyalty, with more than 83% of the assignments performed during fiscal 2025 having been on behalf of clients for whom we had conducted assignments in the previous three fiscal years. ▪ More than 75% of our fee revenues were generated from clients that have utilized multiple solutions. ▪ Net income attributable to Korn Ferry was $246.1 million and Adjusted EBITDA was $463.9 million in fiscal 2025. ▪ Net income attributable to Korn Ferry margin was 9.0%, a 290 basis point ("bps") increase compared to the year-ago period.
The decrease in Adjusted EBITDA was primarily driven by lower fee revenue in the segment, partially offset by decreases in compensation and benefits expense and general and administrative expenses in fiscal 2024 compared to fiscal 2023. Executive Search Asia Pacific Adjusted EBITDA, as a percentage of fee revenue, was 22% in fiscal 2024 compared to 25% in fiscal 2023.
The increase in Adjusted EBITDA was primarily driven by a decrease in general and administrative expenses in fiscal 2025 compared to fiscal 2024. Executive Search Latin America Adjusted EBITDA, as a percentage of fee revenue, was 28% in fiscal 2025 compared to 19% in fiscal 2024.
The decrease was partially offset by higher marketing and business development expenses of $4.5 million and an increase in foreign exchange loss of $2.5 million in fiscal 2024 compared to fiscal 2023. Consulting general and administrative expenses decreased by $3.2 million, or 6%, to $54.7 million in fiscal 2024 compared to $57.9 million in fiscal 2023.
These decreases were partially offset by an increase in integration/acquisition cost of $2.6 million as a result of the acquisition of Trilogy in fiscal 2025, and an increase of $1.4 million in marketing and business development expenses. 37 Consulting general and administrative expenses decreased by $3.2 million, or 6%, to $51.5 million in fiscal 2025 compared to $54.7 million in fiscal 2024.
The decrease in general and administrative expenses was primarily due to decreases in bad debt expense of $2.6 million and integration/acquisition costs of $2.1 million in fiscal 2024 compared to fiscal 2023 and impairment of fixed and right-of-use assets of $0.6 million incurred in fiscal 2023. 40 RPO general and administrative expenses decreased by $2.5 million, or 12%, to $18.8 million in fiscal 2024 from $21.3 million in fiscal 2023.
The decrease in general and administrative expenses was primarily due to decreases in premise and office expense and bad debt expense of $2.2 million and $1.6 million, respectively, in fiscal 2025 compared to fiscal 2024. RPO general and administrative expenses increased by $2.4 million, or 13%, to $21.2 million in fiscal 2025 from $18.8 million in fiscal 2024.
Off-Balance Sheet Arrangements We have no off-balance sheet arrangements and have not entered into any transactions involving unconsolidated, special purpose entities. 44 Contractual Obligations Contractual obligations represent future cash commitments and liabilities under agreements with third parties and exclude contingent liabilities for which we cannot reasonably predict future payment.
Contractual Obligations Contractual obligations represent future cash commitments and liabilities under agreements with third parties and exclude contingent liabilities for which we cannot reasonably predict future payment.
Fee revenue decreased by $72.7 million, or 3%, to $2,762.7 million in fiscal 2024 compared to $2,835.4 million in fiscal 2023. Exchange rates favorably impacted fee revenue by $13.5 million in fiscal 2024 compared to fiscal 2023.
Fee revenue decreased by $32.6 million, or 1%, to $2,730.1 million in fiscal 2025 compared to $2,762.7 million in fiscal 2024. Exchange rates unfavorably impacted fee revenue by $15.4 million, or 1% in fiscal 2025 compared to fiscal 2024.
Further contributing to the increase in compensation and benefits expense were increases in employee insurance of $1.7 million and performance-related bonus expense of $1.4 million, partially offset by lower salaries and related payroll taxes of $5.7 million due to a 3% reduction in average headcount and a decrease in commission expense of $4.4 million in fiscal 2024 compared to fiscal 2023.
The decrease in compensation and benefits expense was primarily due to a decrease in salaries and related payroll taxes of $6.7 million as a result of a 5% reduction in average headcount in fiscal 2025 compared to fiscal 2024 and a decrease in performance-related bonus expense of $1.7 million.
Restructuring Charges, Net During the second quarter of fiscal 2024, we implemented the Plan to eliminate excess capacity resulting from a challenging and uncertain macroeconomic business environment. As a result, in fiscal 2024, the Company recorded restructuring charges, net of $68.6 million.
The increase was primarily due to the technology investments made in the current and prior year in our Digital segment. Restructuring Charges, Net During the second quarter of fiscal 2024, we implemented a plan intended to eliminate excess capacity resulting from the challenging and uncertain macroeconomic business environment.
The decrease in compensation and benefits expense was primarily due to decreases in performance-related bonus expense of $28.1 million due to lower segment fee revenue and salaries and related payroll taxes of $5.8 million driven by a 4% decrease in average headcount.
The decrease in compensation and benefits expense was primarily due to a decrease in commission expense of $12.3 million driven by lower segment fee revenue, a decrease in salaries and related payroll taxes of $10.2 million as a result of a 12% decrease in average headcount, and lower integration/acquisition cost of $8.6 million in fiscal 2025 compared to fiscal 2024.
Executive Search Latin America reported fee revenue of $28.9 million in fiscal 2024, a decrease of $2.1 million, or 7%, compared to $31.0 million in fiscal 2023. Exchange rates favorably impacted fee revenue by $1.5 million, or 5%, in fiscal 2024 compared to fiscal 2023.
Executive Search Latin America reported fee revenue of $28.9 million in both fiscal 2025 and 2024. Exchange rates unfavorably impacted fee revenue by $3.5 million, or 12%, in fiscal 2025 compared to fiscal 2024. 36 Professional Search & Interim.
Professional Search & Interim accounts for $54.8 million of the increase primarily due to the Acquired Companies, which perform a significant amount of interim services. Interim services have a higher cost of service expense as compared to the Company's other segments.
Professional Search & Interim accounts for $15.0 million of the decrease due to a decline in fee revenue in the segment as the Company's interim services have a higher cost of service expense as compared to the Company's other segments.
The decrease in general and administrative expenses was primarily due to decreases in impairment of fixed and right-of-use assets of $6.6 million, integration/acquisition costs of $5.8 million and legal and professional expenses of $4.5 million in the fiscal 2024 compared to fiscal 2023.
The decrease in general and administrative expenses was primarily due to decreases in legal and other professional fees and foreign exchange loss of $1.2 million and $0.8 million, respectively, in fiscal 2025 compared to fiscal 2024. Further contributing to the decrease in general and administrative expenses was an impairment of right-of-use assets of $0.6 million incurred in fiscal 2024.
Also contributing to the increase was a foreign exchange loss of $0.2 million in fiscal 2024 compared to a foreign exchange gain of $0.4 million in fiscal 2023. Executive Search Asia Pacific general and administrative expenses decreased by $0.9 million, or 9%, to $8.8 million in fiscal 2024 from $9.7 million in fiscal 2023.
Executive Search Asia Pacific general and administrative expenses decreased by $1.0 million, or 11%, to $7.8 million in fiscal 2025 from $8.8 million in fiscal 2024. The decrease in general and administrative expenses was primarily due to a decrease in bad debt expense of $1.3 million in fiscal 2025 compared to fiscal 2024.
The decrease in Adjusted EBITDA was driven by a decrease in fee revenue combined with an increase in cost of services, partially offset by decreases in compensation and benefits expense (excluding integration/acquisition costs), and an increase in other income driven by the increases in the value of our marketable securities (that are held in trust to satisfy obligations under our deferred compensation plan) due to market movements in fiscal 2024 compared to fiscal 2023.
The increase in Adjusted EBITDA was primarily driven by decreases in compensation and benefits expense (excluding integration/acquisition costs and management separation charges) and cost of services expense in fiscal 2025 compared to fiscal 2024. The increase in Adjusted EBITDA was partially offset by a decrease in fee revenue and a decrease in other income, net.
Compensation and Benefits Compensation and benefits expense decreased by $57.0 million, or 3%, to $1,844.2 million in fiscal 2024 from $1,901.2 million in fiscal 2023. Exchange rates unfavorably impacted compensation and benefits by $11.8 million, or 1%, in fiscal 2024 compared to fiscal 2023.
Compensation and Benefits Compensation and benefits expense decreased by $86.2 million, or 5%, to $1,758.0 million in fiscal 2025 from $1,844.2 million in fiscal 2024.
Digital reported fee revenue of $366.7 million in fiscal 2024, an increase of $12.0 million, or 3%, compared to $354.7 million in fiscal 2023. The increase in fee revenue was mainly driven by increases in demand for organizational strategy, leadership and professional development, and sales of total rewards.
The decrease in fee revenue was primarily driven by a decline in demand for our organizational strategy, assessment & succession, and leadership and professional development offerings. Digital. Digital reported fee revenue of $363.5 million in fiscal 2025, a decrease of $3.2 million, or 1%, compared to $366.7 million in fiscal 2024.
The decrease in compensation and benefits expense was primarily due to a decrease in salaries and related payroll taxes of $9.0 million driven by a 2% decrease in average headcount and a decrease in restricted stock compensation expense of $2.5 million, partially offset by increases in performance-related bonus expense of $5.8 million and commission expense of $3.3 million driven by the segment revenue growth in fiscal 2024 compared to fiscal 2023, and a $1.7 million increase in the amortization of long-term awards.
The increase in compensation and benefits expense was primarily due to an increase in performance-related bonus expense of $8.0 million, partially offset by a decrease in severance-related expense of $2.7 million in fiscal 2025 compared to fiscal 2024.
Executive Search EMEA general and administrative expenses increased by $2.1 million, or 14%, to $16.8 million in fiscal 2024 from $14.7 million in fiscal 2023.
Executive Search Latin America general and administrative expenses decreased by $2.3 million, or 48%, to $2.5 million in fiscal 2025 from $4.8 million in fiscal 2024.
RPO compensation and benefits expense decreased by $54.7 million, or 16%, to $284.3 million in fiscal 2024 from $339.0 million in fiscal 2023. Exchange rates unfavorably impacted compensation and benefits by $3.4 million, or 1%, in fiscal 2024 compared to fiscal 2023.
RPO compensation and benefits expense decreased by $15.3 million, or 5%, to $269.0 million in fiscal 2025 from $284.3 million in fiscal 2024.

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Item 7A. Quantitative and Qualitative Disclosures About Market Risk

Market Risk — interest-rate, FX, commodity exposure

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Biggest changeBased on balances exposed to fluctuation in exchange rates between these currencies as of April 30, 2024, a 10% increase or decrease in the value of these currencies could result in a foreign exchange gain or loss of $11.9 million.
Biggest changeBased on the ten largest exposure balances as of April 30, 2025 by notional value (including the U.S. Dollar, Canadian Dollar, Pound Sterling, Euro, Singapore Dollar), a 10% increase or decrease in the value of these currencies could result in a foreign exchange gain or loss of $16.0 million.
Interest Rate Risk Our exposure to interest rate risk is limited to our Credit Facilities, borrowings against the CSV of COLI contracts and to a lesser extent, our fixed income debt securities. As of April 30, 2024, there were no amounts outstanding under the Credit Facilities.
Interest Rate Risk Our exposure to interest rate risk is limited to our Credit Facilities, borrowings against the CSV of COLI contracts and to a lesser extent, our fixed income debt securities. As of April 30, 2025, there were no amounts outstanding under the Credit Facilities.
We had $77.0 million and $77.1 million of borrowings against the CSV of COLI contracts as of April 30, 2024 and 2023, respectively, bearing interest primarily at variable rates.
We had $72.8 million and $77.0 million of borrowings against the CSV of COLI contracts as of April 30, 2025 and 2024, respectively, bearing interest primarily at variable rates.
During fiscal 2024, 2023 and 2022, we recorded foreign currency losses of $4.5 million, $2.0 million and $1.2 million, respectively, in general and administrative expenses in the consolidated statements of income. Our exposure to foreign currency exchange rates is primarily driven by fluctuations involving the following currencies — U.S.
During fiscal 2025, 2024 and 2023, we recorded foreign currency losses of $2.8 million, $4.5 million and $2.0 million, respectively, in general and administrative expenses in the consolidated statements of income. Our exposure to foreign currency exchange rates is primarily driven by fluctuations involving most major global currencies.
Removed
Dollar, Canadian Dollar, Pound Sterling, Euro, Polish Zloty, Danish Krone, Swiss Franc, Swedish Krona, South African Rand, Singapore Dollar, South Korean Won, Japanese Yen, and Mexican Peso.

Other KFY 10-K year-over-year comparisons