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

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Paragraph-level year-over-year comparison of TransUnion'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.

+385 added−402 removedSource: 10-K (2026-02-27) vs 10-K (2025-02-13)

Top changes in TransUnion's 2025 10-K

385 paragraphs added · 402 removed · 307 edited across 7 sections

Item 1A. Risk Factors

Risk Factors — what could go wrong, per management

98 edited+12 added−34 removed164 unchanged
Biggest changeThis could increase the risks associated with our substantial indebtedness. • We may not be able to generate sufficient cash to service all of our indebtedness and may be forced to take other actions to satisfy our obligations under our indebtedness, which may not be successful. • Our inability to generate sufficient cash flow to satisfy our debt obligations, or to refinance our indebtedness on commercially reasonable terms or at all, would materially and adversely affect our financial position and results of operations and our ability to satisfy our obligations. • Our stock price has recently been volatile, and may continue to be volatile and/or decline, regardless of our operating performance, and you may not be able to resell shares of our common stock at or above the price you paid or at all. • Our business and operations are exposed to risks arising from developments and trends associated with climate change and other environmental and social matters, including risks associated with our own reporting or other initiatives. • Anti-takeover provisions in our organizational documents might discourage, delay or prevent acquisition attempts for us that you might consider favorable. • Our ability to pay cash dividends may be limited by the terms of our secured credit facility. • There can be no assurance that we will repurchase shares pursuant to our share repurchase program consistent with historical amounts or at all. • Economic and other conditions may adversely impact the valuation of our assets resulting in impairment charges that could have a material adverse impact on our results from operations. • Our efforts to execute any element of our business strategy, including our transformation plan to optimize our operating model and invest in our technology, could experience difficulties, delays, or unexpected costs and may not achieve anticipated benefits and savings. • If we fail to implement and maintain proper and effective internal controls over financial reporting, our ability to produce accurate financial statements on a timely basis could be impaired, which could cause investors to lose confidence in our reported financial information and have a negative effect on our stock price. • Pandemics, epidemics, disease outbreaks and other public health crises, such as the COVID-19 pandemic, have disrupted our business and operations, and future public health crises could materially adversely impact our business, financial condition, liquidity and results of operations. • We may not be able to attract and retain the skilled employees that we need to support our business. • We are subject to losses from risks for which we do not insure. • If we experience changes in tax laws or adverse outcomes resulting from examination of our tax returns, it could adversely affect our results of operations. 21 Risks Related to Our Business Our revenues are concentrated in the U.S. financial services and consumer credit industries.
Biggest changeThis could increase the risks associated with our substantial indebtedness. • We may not be able to generate sufficient cash to service all of our indebtedness and may be forced to take other actions to satisfy our obligations under our indebtedness, which may not be successful. • Our inability to generate sufficient cash flow to satisfy our debt obligations, or to refinance our indebtedness on commercially reasonable terms or at all, would materially and adversely affect our financial position and results of operations and our ability to satisfy our obligations. • Our stock price has recently been volatile, and may continue to be volatile and/or decline, regardless of our operating performance, and you may not be able to resell shares of our common stock at or above the price you paid or at all. • Our business and operations are exposed to risks arising from developments and trends associated with climate change and other sustainability matters, including risks associated with our own reporting or other initiatives. • Anti-takeover provisions in our organizational documents might discourage, delay or prevent acquisition attempts for us that you might consider favorable. • Our ability to pay cash dividends may be limited by the terms of our secured credit facility. • There can be no assurance that we will repurchase shares pursuant to our share repurchase program consistent with historical amounts or at all. • Economic and other conditions may adversely impact the valuation of our assets resulting in impairment charges that could have a material adverse impact on our results from operations. • If we fail to implement and maintain proper and effective internal controls over financial reporting, our ability to produce accurate financial statements on a timely basis could be impaired, which could cause investors to lose confidence in our reported financial information and have a negative effect on our stock price. • Natural disasters, pandemics, terrorist acts, war, actions by governments, and other geopolitical activities could disrupt our operations. • We may not be able to attract and retain the skilled employees that we need to support our business. • We are subject to losses from risks for which we do not insure. • If we experience changes in tax laws or adverse outcomes resulting from examination of our tax returns, it could adversely affect our results of operations.
This includes authority to issue regulations under federal consumer financial protection laws, such as under FCRA and other laws applicable to us and our financial customers. The CFPB is authorized to prevent “unfair, deceptive or abusive acts or practices” through its regulatory, supervisory and enforcement authority.
This includes authority to issue regulations under federal consumer financial protection laws, such as under the FCRA and other laws applicable to us and our financial customers. The CFPB is authorized to prevent “unfair, deceptive or abusive acts or practices” through its regulatory, supervisory and enforcement authority.
The CFPB conducts examinations and investigations, and may issue subpoenas and bring civil actions in federal court for violations of the federal consumer financial laws including FCRA.
The CFPB conducts examinations and investigations and may issue subpoenas and bring civil actions in federal court for violations of the federal consumer financial laws including the FCRA.
The NORA letter alleged that Trans Union LLC violated FCRA’s requirements to conduct a reasonable reinvestigation of disputed information and follow reasonable procedures to assure maximum possible accuracy of the information in consumer reports, and the Consumer Financial Protection Act’s prohibition of unfair, deceptive, and abusive acts or practices.
The NORA letter alleged that Trans Union LLC violated the FCRA’s requirements to conduct a reasonable reinvestigation of disputed information and follow reasonable procedures to assure maximum possible accuracy of the information in consumer reports, and the Consumer Financial Protection Act’s prohibition of unfair, deceptive, and abusive acts or practices.
For example, the CFPB recently issued guidance that indicates increased focus on consumer reporting agencies’ compliance with the accuracy and dispute obligations under FCRA with respect to rental information.
For example, the CFPB recently issued guidance that indicates increased focus on consumer reporting agencies’ compliance with the accuracy and dispute obligations under the FCRA with respect to rental information.
Acquisitions involve significant risks and uncertainties, including: • failing to achieve the financial and strategic goals for the acquired business; • paying more than fair market value for an acquired company or assets; 31 • failing to integrate the operations and personnel of the acquired businesses in an efficient and timely manner; • difficulties associated with the implementation and maintenance of internal controls required pursuant to the Sarbanes-Oxley Act of 2002 (“Sarbanes-Oxley Act”), including over acquired businesses not previously subject to the requirements of the Sarbanes-Oxley Act; • disrupting our ongoing businesses, including loss of sales; • distracting management focus from our existing businesses; • assumption of unanticipated or contingent liabilities; • failing to retain key personnel; • incurring the expense of an impairment of assets due to the failure to realize expected benefits; • damaging relationships with employees, customers or strategic partners; • diluting the share value of existing stockholders; and • incurring additional debt or reducing available cash to service our existing debt.
Acquisitions involve significant risks and uncertainties, including: • failing to achieve the financial and strategic goals for the acquired business; • paying more than fair market value for an acquired company or assets; • failing to integrate the operations and personnel of the acquired businesses in an efficient and timely manner; • difficulties associated with the implementation and maintenance of internal controls required pursuant to the Sarbanes-Oxley Act of 2002 (“Sarbanes-Oxley Act”), including over acquired businesses not previously subject to the requirements of the Sarbanes-Oxley Act; • disrupting our ongoing businesses, including loss of sales; • distracting management focus from our existing businesses; • assumption of unanticipated or contingent liabilities; • failing to retain key personnel; • incurring the expense of an impairment of assets due to the failure to realize expected benefits; • damaging relationships with employees, customers or strategic partners; • diluting the share value of existing stockholders; and • incurring additional debt or reducing available cash to service our existing debt.
The evolving regulatory landscape may impact our use of AI Technologies, require additional compliance measures and changes to our operations and processes, which could result in increased compliance costs and potential increases in civil claims against us, and could adversely affect our business, operations and financial condition. • Our ability to expand our operations in, and the portion of our revenue derived from, markets outside the United States is subject to economic, political and other inherent risks, which could adversely impact our growth rate and financial performance. • We face geopolitical and other risks associated with our international operations, which could materially adversely impact our results of operations and our financial condition. 20 • We may be unable to protect our intellectual property adequately or cost-effectively, which may cause us to lose market share or force us to reduce our prices.
The evolving regulatory landscape may impact our use of AI Technologies, require additional compliance measures and changes to our operations and processes, which could result in increased compliance costs and potential increases in civil claims against us, and could adversely affect our business, operations and financial condition. • Our ability to expand our operations in, and the portion of our revenue derived from, markets outside the United States is subject to economic, political and other inherent risks, which could adversely impact our growth rate and financial performance. • We face geopolitical and other risks associated with our international operations, which could materially adversely impact our results of operations and our financial condition. • We may be unable to protect our intellectual property adequately or cost-effectively, which may cause us to lose market share or force us to reduce our prices.
(collectively, the “TU Entities”) and the former President of our Consumer Interactive business, John Danaher, seeking restitution, civil money penalties, and injunctive relief, among other remedies, and alleging that the TU 26 Entities violated the 2017 Consent Order and engaged in deceptive acts and practices in marketing the TransUnion Credit Monitoring product, among other allegations.
(collectively, the “TU Entities”) and the former President of our Consumer Interactive business, John Danaher, seeking restitution, civil money penalties, and injunctive relief, among other remedies, and alleging that the TU Entities violated the 2017 Consent Order and engaged in deceptive acts and practices in marketing the TransUnion Credit Monitoring product, among other allegations.
However, implementation standards and enforcement practices are likely to remain uncertain for the foreseeable future, and we cannot yet completely 29 determine the impact future laws, regulations, standards, or market perception of their requirements may have on our business and may not always be able to anticipate how to respond to these laws or regulations.
However, implementation standards and enforcement practices are likely to remain uncertain for the foreseeable future, and we cannot yet completely determine the impact future laws, regulations, standards, or market perception of their requirements may have on our business and may not always be able to anticipate how to respond to these laws or regulations.
Furthermore, geopolitical dynamics caused by political, economic, social or other conditions in foreign countries and regions may impact our business and results of operations. Significantly higher and sustained rates of inflation, with subsequent 30 increases in operational costs, could have a material adverse effect on our business, financial position and results of operations.
Furthermore, geopolitical dynamics caused by political, economic, social or other conditions in foreign countries and regions may impact our business and results of operations. Significantly higher and sustained rates of inflation, with subsequent increases in operational costs, could have a material adverse effect on our business, financial position and results of operations.
The credit agreement governing Trans Union LLC’s senior secured credit facility restricts our ability to dispose of assets and use the proceeds from those dispositions and may also restrict our 33 ability to raise debt or equity capital to be used to repay other indebtedness when it becomes due.
The credit agreement governing Trans Union LLC’s senior secured credit facility restricts our ability to dispose of assets and use the proceeds from those dispositions and may also restrict our ability to raise debt or equity capital to be used to repay other indebtedness when it becomes due.
We could lose our access to data sources which could prevent us from providing our services. Our services and products depend extensively upon continued access to and receipt of data from external sources, including data received from customers, strategic partners and various government and public records repositories. In some cases, we 25 compete with our data providers.
We could lose our access to data sources which could prevent us from providing our services. Our services and products depend extensively upon continued access to and receipt of data from external sources, including data received from customers, strategic partners and various government and public records repositories. In some cases, we compete with our data providers.
In light of this guidance, our existing or potential financial services customers subject to OCC regulation may continue to revise their third-party risk management policies and processes and the terms on which they do business with us, which may adversely affect our relationship with such customers.
In light of this guidance, our existing or potential financial services customers subject to regulation may continue to revise their third-party risk management policies and processes and the terms on which they do business with us, which may adversely affect our relationship with such customers.
For example, in the United States, we are subject to federal and state laws that provide for more than 50 disparate notification regimes, some of which also provide for statutory damages and private rights of action for plaintiffs who experience certain types of data breaches.
For example, in the United States alone, we are subject to federal and state laws that provide for more than 50 disparate notification regimes, some of which also provide for statutory damages and private rights of action for plaintiffs who experience certain types of data breaches.
Additionally, given some of our equity interests in various companies, we may be limited in our ability to require or influence such companies to make 32 acquisitions or take other actions that we believe to be in our or their best interests. Our inability to take such actions could have a material impact on our revenues or earnings.
Additionally, given some of our equity interests in various companies, we may be limited in our ability to require or influence such companies to make acquisitions or take other actions that we believe to be in our or their best interests. Our inability to take such actions could have a material impact on our revenues or earnings.
In the recent past, our stock price has been volatile and had declined due to a number of factors, including the deteriorating macroeconomic environment, changing expectations about our future revenue and operating results, and softening of the forward-looking guidance we have provided.
In the recent past, our stock price has been volatile and has declined due to a number of factors, including the deteriorating macroeconomic environment, changing expectations about our future revenue and operating results, and softening of the forward-looking guidance we have provided.
In addition to the risks described in this section, several factors that could cause the price of our common stock to fluctuate significantly include, among others, the following, most of which we cannot control: • quarterly variations in our operating results compared to market expectations; • guidance that we provide to the public, any changes in this guidance or our failure to meet this guidance; • changes in preferences of our customers; • announcements of new products or significant price reductions by us or our competitors; • size of our public float; • stock price performance of our competitors; • publication of research reports about our industry; • changes in market valuations of our competitors; • fluctuations in stock market prices and volumes; • default on our indebtedness; • actions by our competitors; • changes in senior management or key personnel; • changes in financial estimates by securities analysts; • negative earnings or other announcements by us or other credit reporting agencies; • downgrades in our credit ratings or the credit ratings of our competitors; • issuances of capital stock or future sales of our common stock or other securities; • investor perceptions or the investment opportunity associated with our common stock relative to other investment alternatives; • the public response to press releases or other public announcements by us or third parties, including our filings with the SEC; • announcements relating to litigation; • the sustainability of an active trading market for our stock; 34 • changes in accounting principles; • global economic, legal and regulatory factors unrelated to our performance; and • other events or factors, including those resulting from natural disasters, war, acts of terrorism or responses to these events.
In addition to the risks described in this section, several factors that could cause the price of our common stock to fluctuate significantly include, among others, the following, most of which we cannot control: • quarterly variations in our operating results compared to market expectations; • guidance that we provide to the public, any changes in this guidance or our failure to meet this guidance; • changes in preferences of our customers; • announcements of new products or significant price reductions by us or our competitors; • size of our public float; • stock price performance of our competitors; • publication of research reports about our industry; • changes in market valuations of our competitors; 33 Table of Contents • fluctuations in stock market prices and volumes; • default on our indebtedness; • actions by our competitors; • changes in senior management or key personnel; • changes in financial estimates by securities analysts; • negative earnings or other announcements by us or other credit reporting agencies; • downgrades in our credit ratings or the credit ratings of our competitors; • issuances of capital stock or future sales of our common stock or other securities; • investor perceptions or the investment opportunity associated with our common stock relative to other investment alternatives; • the public response to press releases or other public announcements by us or third parties, including our filings with the SEC; • announcements relating to litigation; • the sustainability of an active trading market for our stock; • changes in accounting principles; • global economic, legal and regulatory factors unrelated to our performance; and • other events or factors, including those resulting from natural disasters, war, acts of terrorism or responses to these events.
As a global consumer credit reporting agency and provider of risk and information solutions, we collect, store and transmit a large amount of sensitive and confidential consumer information on over one billion consumers, including financial 23 information, personally identifiable information and protected health information.
As a global consumer credit reporting agency and provider of risk and information solutions, we collect, store and transmit a large amount of sensitive and confidential consumer information on over one billion consumers, including financial information, personally identifiable information and protected health information.
These factors include: • currency exchange rate fluctuations; • foreign exchange controls that might prevent us from repatriating cash to the United States; • difficulties in managing and staffing international offices; • increased travel, infrastructure, legal and compliance costs of multiple international locations; • foreign laws and regulatory requirements; • terrorist activity, natural disasters and other catastrophic events; • restrictions on the import and export of technologies; • difficulties in enforcing contracts and collecting accounts receivable; • longer payment cycles; • failure to meet quality standards for outsourced work; • unfavorable tax rules; • political and economic conditions in foreign countries, particularly in emerging markets; • the presence and acceptance of varying level of business corruption in international markets; • varying business practices in foreign countries; and • reduced protection for intellectual property rights.
These factors include: • currency exchange rate fluctuations; • foreign exchange controls that might prevent us from repatriating cash to the United States; • difficulties in managing and staffing international offices; • increased travel, infrastructure, legal and compliance costs of multiple international locations; • foreign laws and regulatory requirements; • terrorist activity, natural disasters and other catastrophic events; • restrictions on the import and export of technologies; • difficulties in enforcing contracts and collecting accounts receivable; • longer payment cycles; • failure to meet quality standards for outsourced work; • unfavorable tax rules; • political and economic conditions in foreign countries, particularly in emerging markets, and between countries; • foreign trade policies; • the presence and acceptance of varying level of business corruption in international markets; • varying business practices in foreign countries; and • reduced protection for intellectual property rights.
As with other companies, our approach to such matters evolves over time as well, and we cannot guarantee that our approach will align with the expectations or preferences of any particular stakeholder.
As with other companies, our approach to such matters evolves over time, and we cannot guarantee that our approach will align with the expectations or preferences of any particular stakeholder.
As a result, nineteen U.S. states have passed comprehensive privacy legislation intended to provide consumers with greater transparency and control over their personal information by providing consumers with certain rights, such as the right to know what personal information is being collected about them, and the right to access, delete, correct, or opt out of the sale of their personal information.
As a result, over a dozen U.S. states have passed comprehensive privacy legislation intended to provide consumers with greater transparency and control over their personal information by providing consumers with certain rights, such as the right to know what personal information is being collected about them, and the right to access, delete, correct, or opt out of the sale of their personal information.
The preventive actions we take to address cybersecurity risk, including protection of our systems and networks, cannot sufficiently account for all threats or repel or mitigate the effects of all cyberattacks in the future as it is not always be possible to anticipate, detect or recognize all threats to our systems, or to implement comprehensive preventive measures against all cybersecurity risks.
The preventive actions we take to address cybersecurity risk, including protection of our systems and networks, cannot sufficiently account for all threats or repel or mitigate the effects of all cyberattacks in the future as it is not possible to anticipate, detect or recognize all threats to our systems, or to implement comprehensive preventive measures against all cybersecurity risks.
Due to concerns about data security and integrity, a growing number of legislative and regulatory bodies around the world have adopted consumer notification and other requirements in the event that consumer information is accessed by unauthorized persons and additional regulations regarding the use, access, accuracy and security of such data are possible.
Due to concerns about data security and integrity, a growing number of legislative and regulatory bodies around the world have adopted consumer notification, public disclosure and other requirements in the event that consumer information is accessed by unauthorized persons and additional regulations regarding the use, access, accuracy and security of such data are possible.
See Part II, Item 8, “Financial Statements and Supplementary Data - Notes to Consolidated Financial Statements,” Note 21, “Contingencies” for information regarding our legal proceedings. We currently use, and will continue to invest in the use of, AI Technologies, which use is subject to a continuously evolving regulatory landscape.
See Part II, Item 8, “Financial Statements and Supplementary Data - Notes to Consolidated Financial Statements,” Note 20, “Contingencies” for information regarding our legal proceedings. We currently use, and will continue to invest in the use of, AI Technologies, which use is subject to a continuously evolving regulatory landscape.
Over the last several years, we have derived a growing portion of our revenues from customers outside the United States, and it is our intent to continue to expand our international operations, including our recently announced planned acquisition in Mexico. We have sales and technical support personnel in numerous countries worldwide.
Over the last several years, we have derived a growing portion of our revenues from customers outside the United States, and it is our intent to continue to expand our international operations, including our planned acquisition in Mexico. We have sales and technical support personnel in numerous countries worldwide.
See “Management’s Discussion and Analysis of Financial Condition and Results of Operations-Years Ended December 31, 2024, 2023 and 2022-Revenue-International Segment.” As we continue to expand our business, our success will partially depend on our ability to anticipate and effectively manage these and other risks.
See “Management’s Discussion and Analysis of Financial Condition and Results of Operations-Years Ended December 31, 2025, 2024 and 2023-Revenue-International Segment.” As we continue to expand our business, our success will partially depend on our ability to anticipate and effectively manage these and other risks.
We also rely on trade secrets and other forms of unpatented intellectual property that may be difficult to protect. • We may face claims for intellectual property infringement, which could subject us to monetary damages or limit us in using some of our technologies or providing certain services. • When we engage in acquisitions, investments in new businesses or divestitures of existing businesses, we face risks that may adversely affect our business. • We depend, in part, on strategic alliances, joint ventures and acquisitions to grow our business.
We also rely on trade secrets and other forms of unpatented intellectual property that may be difficult to protect. 20 Table of Contents • We may face claims for intellectual property infringement, which could subject us to monetary damages or limit us in using some of our technologies or providing certain services. • When we engage in acquisitions, investments in new businesses or divestitures of existing businesses, we face risks that may adversely affect our business. • We depend, in part, on strategic alliances, joint ventures and acquisitions to grow our business.
High inflation levels has a negative impact on our business by decreasing demand for credit due to slower consumer spending on non-essential goods and services and due to the Federal Reserve raising interest rates to combat inflation. Continued inflation and additional interest rate increases could further materially impact our business.
High inflation levels have a negative impact on our business by decreasing demand for credit due to slower consumer spending on non-essential goods and services and due to the Federal Reserve raising interest rates to combat inflation. Continued inflation and additional interest rate increases could further materially impact our business.
For example, in January 2017, as part of a Consent Order entered into with the CFPB, we agreed among other things, to implement certain practice changes in the way we advertise, market and sell products and services offered directly to consumers.
For example, in January 2017, as part of a Consent Order (“2017 Consent Order”) entered into with the CFPB, we agreed among other things, to implement certain practice changes in the way we advertise, market and sell products and services offered directly to consumers.
We also have the ability to request incremental loans on the same terms under the existing senior secured credit facility up to the greater of $1.0 billion and 100% of consolidated EBITDA and may incur additional incremental loans so long as the senior secured net leverage ratio does not exceed 4.25 to 1.0, subject to certain additional conditions and commitments by existing or new lenders to fund any additional borrowings.
We also have the ability to request incremental loans on the same terms under the existing senior secured credit facility up to the greater of $1.0 billion and 100% of consolidated EBITDA, as defined in the credit agreement, and may incur additional incremental loans so long as the senior secured net leverage ratio does not exceed 4.25 to 1.0, subject to certain additional conditions and commitments by existing or new lenders to fund any additional borrowings.
Our business and operations are exposed to risks arising from developments and trends associated with climate change and other environmental and social matters, including risks associated with our own reporting or other initiatives. There are inherent environmental, including climate-related, and social risks wherever business is co nducted.
Our business and operations are exposed to risks arising from developments and trends associated with climate change and other sustainability matters, including risks associated with our own reporting or other initiatives. There are inherent environmental, including climate-related risks, wherever business is co nducted.
While such an investigation is ongoing, we may not necessarily know the extent of the harm or how best to remediate it, and certain errors or actions could be repeated or compounded before they are discovered and remediated, any or all of which could further increase the costs and consequences of a cybersecurity incident.
While such an investigation is ongoing, we may not necessarily know the extent of the 24 Table of Contents harm or how best to remediate it, and certain errors or actions could be repeated or compounded before they are discovered and remediated, any or all of which could further increase the costs and consequences of a cybersecurity incident.
Other states have also passed AI-focused legislation, such as Colorado’s Artificial Intelligence Act, which will require developers and deployers of “high-risk” AI systems to implement certain safeguards against algorithmic discrimination, and Utah’s Artificial Intelligence Policy Act, which establishes disclosure requirements and accountability measures for the use of generative AI in certain consumer interactions.
Other states have also passed AI-focused legislation, such as Colorado’s Artificial Intelligence Act, which requires developers and deployers of “high-risk” AI systems to implement certain safeguards against algorithmic discrimination, and Utah’s Artificial Intelligence Policy Act, which establishes disclosure requirements and accountability measures for the use of generative AI in certain consumer interactions.
The loss of one or more of our major customers or business partners could adversely affect our business, financial condition and results of operations. If we are unable to develop successful new services in a timely manner, or if the market does not adopt our new services, our ability to maintain or increase our revenue could be adversely affected.
The loss of one or more of our major customers or business partners could adversely affect our business, financial condition and results of operations. 22 Table of Contents If we are unable to develop successful new services in a timely manner, or if the market does not adopt our new services, our ability to maintain or increase our revenue could be adversely affected.
The markets for our services are highly competitive, and we may not be able to compete successfully against our competitors, which could impair our ability to sell our services. We compete on the basis of differentiated solutions, datasets, analytics capabilities, ease of integration with our customers’ technology, stability of services, customer relationships, innovation and price.
The markets for our services are highly competitive, and we may not be able to compete successfully against our competitors, which could impair our ability to sell our services. We compete on the basis of differentiated solutions, data assets, analytics capabilities, ease of integration with our customers’ technology, stability of services, customer relationships, innovation and price.
This is because, among other things: • the techniques used in cyberattacks change frequently and are increasingly sophisticated, including due to attackers’ increasing use of AI, and may not be recognized until after the attacks have succeeded; • cyberattacks can originate from a wide variety of sources, including sophisticated threat actors involved in organized crime, sponsored by nation-states, or linked to terrorist or hacktivist organizations; or • third parties may seek to gain access to our systems either directly or using equipment or security passwords belonging to employees, customers, third-party service providers or other users (such as through social engineering and phishing attacks).
This is because, among other things: • the techniques used in cyberattacks change frequently and are increasingly sophisticated, including due to attackers’ increasing use of AI, and may not be recognized until after the attacks have succeeded; • cyberattacks can originate from a wide variety of sources, including sophisticated threat actors involved in organized crime, sponsored by nation-states, or linked to terrorist or hacktivist organizations; or • third parties may seek to gain access to our systems either directly or using equipment or security passwords belonging to employees, customers, third-party service providers or other users (such as through social engineering and phishing attacks), similar to the tactics used in our cyber incident in July 2025.
If new indebtedness is added to our current debt levels, the related risks that we and our subsidiaries now face could intensify. We may not be able to generate sufficient cash to service all of our indebtedness and may be forced to take other actions to satisfy our obligations under our indebtedness, which may not be successful.
If new indebtedness is added to our current debt levels, the related risks that we and our subsidiaries now face could intensify. 32 Table of Contents We may not be able to generate sufficient cash to service all of our indebtedness and may be forced to take other actions to satisfy our obligations under our indebtedness, which may not be successful.
These laws and regulations, which generally are 27 designed to protect the privacy of the public and to prevent the misuse of personal information available in the marketplace, are complex, change frequently and have tended to become more stringent over time. We already incur significant expenses to ensure compliance with these laws.
These laws and regulations, which generally are designed to protect the privacy of the public and to prevent the misuse of personal information available in the marketplace, are complex, change frequently and have tended to become more stringent over time. We already incur significant expenses in implementing programs designed to ensure compliance with these laws.
Our compliance costs and legal and regulatory exposure could increase materially if we are targeted by the CFPB for additional enforcement actions, or if the CFPB or other federal, state or local regulators enact new regulations, change regulations that were previously adopted, modify through supervision or enforcement past regulatory guidance, or interpret existing regulations in a manner different or stricter than have been previously interpreted.
Our compliance costs and legal and regulatory exposure could increase materially if we are targeted by the CFPB for additional enforcement actions, or if the CFPB or other federal, state or local regulators enact new regulations, change regulations that 26 Table of Contents were previously adopted, modify through supervision or enforcement past regulatory guidance, or interpret existing regulations in a manner different or stricter than have been previously interpreted.
For instance, the Federal Housing Finance Agency and various government sponsored entities continue to evaluate permitting mortgage originators to underwrite loans using only two credit reports, rather than the current mandate to use a credit report from each of the three national consumer reporting agencies.
For instance, the Federal Housing Finance Agency and various government sponsored entities continue to evaluate permitting mortgage originators to underwrite loans using less than three credit reports, rather than the current mandate to use a credit report from each of the three national consumer reporting agencies.
These types of disruptions could lead to a decline in the volumes of services we provide our customers and could negatively impact our revenue and results of operations. We are subject to significant competition in the markets in which we operate, and we may face significant competition in the new markets that we plan to enter.
These types of disruptions could lead to a decline in the volumes of services we provide our customers and could negatively impact our revenue and results of operations. 21 Table of Contents We are subject to significant competition in the markets in which we operate, and we may face significant competition in the new markets that we plan to enter.
When these industries or the broader financial markets experience a downturn, demand for our services and revenues may be adversely affected. • We are subject to significant competition in the markets in which we operate, and we may face significant competition in the new markets that we plan to enter. • To the extent the availability of free or relatively inexpensive consumer information increases, the demand for some of our services may decrease. • Our relationships with key long-term customers may be materially diminished or terminated. • If we are unable to develop successful new services in a timely manner, or if the market does not adopt our new services, our ability to maintain or increase our revenue could be adversely affected. • If our outside service providers and key vendors are not able to or do not fulfill their service obligations, our operations could be disrupted and our operating results could be harmed. • There may be further consolidation in our end-customer markets, which may adversely affect our revenues. • Data security and integrity are critically important to our business, and cybersecurity incidents, including cyberattacks, breaches of security, unauthorized access to or disclosure of our intellectual property or confidential information, business disruption, or the perception that confidential information is not secure, could result in a material loss of business, regulatory enforcement, substantial legal liability and/or significant harm to our reputation. • We may be unable to adequately anticipate, prevent or mitigate damage resulting from increasingly sophisticated methods of illegal or fraudulent activities committed against us, which could harm our business, financial condition and results of operations and could significantly harm our reputation. • If we experience system failures, personnel disruptions or capacity constraints, or our customers do not modify their systems to accept new releases of our distribution programs, the delivery of our services to our customers could be delayed or interrupted, which could harm our business and reputation and result in the loss of revenues or customers. • We could lose our access to data sources which could prevent us from providing our services. • If we fail to maintain and improve our systems, our data matching technology, and our interfaces with data sources and customers, demand for our services could be adversely affected. • The CFPB has supervisory and examination authority over our business and may initiate enforcement actions with regard to our compliance with federal consumer financial laws.
When these industries or the broader financial markets experience a downturn, demand for our services and revenues may be adversely affected. • We are subject to significant competition in the markets in which we operate, and we may face significant competition in the new markets that we plan to enter. • To the extent the availability of free or relatively inexpensive consumer information increases, the demand for some of our services may decrease. • Our relationships with key long-term customers may be materially diminished or terminated. • If we are unable to develop successful new services in a timely manner, or if the market does not adopt our new services, our ability to maintain or increase our revenue could be adversely affected. • If our outside service providers and key vendors are not able to or do not fulfill their service obligations, our operations could be disrupted and our operating results could be harmed. • There may be further consolidation in our end-customer markets, which may adversely affect our revenues. • Data security and integrity are critically important to our business, and cybersecurity incidents, including cyberattacks, breaches of security, unauthorized access to or disclosure of our intellectual property or confidential information, business disruption, or the perception that confidential information is not secure, could result in a material loss of business, regulatory enforcement, substantial legal liability and/or significant harm to our reputation. • If we experience system failures, personnel disruptions or capacity constraints, or our customers do not modify their systems to accept new releases of our distribution programs, the delivery of our services to our customers could be delayed or interrupted, which could harm our business and reputation and result in the loss of revenues or customers. • We could lose our access to data sources which could prevent us from providing our services. • If we fail to maintain and improve our systems, our data matching technology, and our interfaces with data sources and customers, demand for our services could be adversely affected. • The CFPB has supervisory and examination authority over our business and may initiate enforcement actions with regard to our compliance with federal consumer financial laws.
If we fail to respond, or fail to cause our customers or data furnishers to respond, to changes in technology, regulatory requirements or customer preferences, the demand for our services, the delivery of our services or our market reputation could be adversely affected.
If 25 Table of Contents we fail to respond, or fail to cause our customers or data furnishers to respond, to changes in technology, regulatory requirements or customer preferences, the demand for our services, the delivery of our services or our market reputation could be adversely affected.
Many of the technical and complex statutes to which we are subject, including state and federal credit reporting, medical privacy and financial privacy requirements, may provide for civil and criminal penalties and may permit consumers to maintain individual or class action lawsuits against us and obtain statutorily prescribed damages.
Many of the technical and complex statutes to which we are subject, including state and federal credit reporting, medical privacy and financial privacy requirements, may provide for civil and criminal penalties and may permit consumers to maintain individual or class action lawsuits against us and obtain statutory and punitive damages.
Relationships with our alliance agreement partners may include risks due to incomplete information regarding the marketplace and commercial strategies of our partners, and our alliance agreements or other licensing agreements may be the subject of contractual disputes.
Relationships with our alliance agreement partners may include risks due to incomplete information regarding the marketplace and commercial strategies of our partners, and our alliance agreements or other licensing agreements 31 Table of Contents may be the subject of contractual disputes.
Our repurchase program does not obligate the Company to repurchase any specific dollar amount or to acquire any specific number of shares and the timing and amount of repurchases, if any, will depend on several factors, including market and business conditions, applicable debt covenants, the timing and amount of cash proceeds from asset dispositions, the timing and amount of any like-kind exchange transactions and other tax-planning matters, the trading price of our common stock, the nature of other investment opportunities, and other factors as our Board may deem relevant from time to time.
Our repurchase program does not obligate us to repurchase any specific dollar amount or to acquire any specific number of shares and the timing and amount of repurchases, if any, will depend on several factors, including market and business conditions, applicable debt covenants, the timing and amount of cash proceeds from asset dispositions, the timing and amount of any tax-planning matters, the trading price of our common stock, the nature of other investment opportunities, and other factors as our Board may deem relevant from time to time.
The EU AI Act applies to companies that develop, use and/or provide AI in the EU and—depending on the AI use case—includes requirements around transparency, conformity assessments and monitoring, risk assessments, human oversight, security, accuracy, general purpose AI and foundation models, and fines for breach.
The EU AI Act 28 Table of Contents applies to companies that develop, use and/or provide AI in the EU and—depending on the AI use case—includes requirements around transparency, conformity assessments and monitoring, risk assessments, human oversight, security, accuracy, general purpose AI and foundation models, and fines for breach.
Moreover, our compliance with privacy laws and regulations and our reputation depend in part on our customers’ adherence to privacy laws and regulations and their use of our services in ways consistent with consumer expectations and regulatory requirements.
Moreover, our compliance with privacy laws and regulations and our reputation depend in part on our customers’ adherence to privacy laws and regulations and their use of our services in ways consistent with consumer expectations and 27 Table of Contents regulatory requirements.
Our failure to manage these risks could adversely affect our business, financial condition and results of operations. We face geopolitical and other risks associated with our international operations, which could materially adversely impact our results of operations and our financial condition.
Our failure to manage these risks could adversely affect our business, financial condition and results of operations. 29 Table of Contents We face geopolitical and other risks associated with our international operations, which could materially adversely impact our results of operations and our financial condition.
We have entered into several alliance agreements or license agreements with respect to certain of our datasets and services and may enter into similar agreements in the future.
We have entered into several alliance agreements or license agreements with respect to certain of our data assets and services and may enter into similar agreements in the future.
We have long-standing relationships with a number of our customers, many of whom could unilaterally terminate their relationship with us or materially reduce the amount of business they conduct with us at any time. Our customer agreements relating to our core credit reporting service offered through our U.S.
Our relationships with key long-term customers may be materially diminished or terminated. We have long-standing relationships with a number of our customers, many of whom could unilaterally terminate their relationship with us or materially reduce the amount of business they conduct with us at any time. Our customer agreements relating to our core credit reporting service offered through our U.S.
On a regular basis, we evaluate our assets for impairment based on various factors, including actual operating results and expected trends of projected revenues, profitability and cash flows. As of December 31, 2024, our Consolidated Balance Sheet included goodwill of $5,144.3 million and other net intangibles of $3,257.5 million.
On a regular basis, we evaluate our assets for impairment based on various factors, including actual operating results and expected trends of projected revenues, profitability and cash flows. As of December 31, 2025, our Consolidated Balance Sheet included goodwill of $5,259.5 million and other net intangibles of $3,098.5 million.
In addition, a significant amount of our revenue is concentrated among certain customers, industries, product offerings and in distinct geographic regions, primarily in the United States. Our 2024 revenue in our U.S. Markets Financial Services and Consumer Interactive verticals accounted for approximately 34% and 14%, respectively, of consolidated gross revenues, respectively.
In addition, a significant amount of our revenue is concentrated among certain customers, industries, product offerings and in distinct geographic regions, primarily in the United States. Our 2025 revenue in our U.S. Markets Financial Services and Consumer Interactive verticals accounted for approximately 37% and 13%, respectively, of consolidated gross revenues, respectively.
The OCC expects especially rigorous 28 oversight of third-party relationships that involve certain “critical activities,” which include significant bank functions or significant shared services or other activities that could have a major impact on a bank’s operations.
The OCC and other regulators expect especially rigorous oversight of third-party relationships that involve certain “critical activities,” which include significant bank functions or significant shared services or other activities that could have a major impact on a bank’s operations.
Risks Related to Our Indebtedness We have a substantial amount of debt which could adversely affect our financial position and prevent us from fulfilling our obligations under the debt instruments. As of December 31, 2024 , the book value of our debt w as approximately $5,147.2 million consisting of outstanding borrowings under Trans Union LLC’s senior secured credit facility.
Risks Related to Our Indebtedness We have a substantial amount of debt which could adversely affect our financial position and prevent us from fulfilling our obligations under the debt instruments. As of December 31, 2025 , the book value of our debt w as approximately $5.1 billion primarily consisting of outstanding borrowings under Trans Union LLC’s senior secured credit facility.
Additionally, the regulatory framework for AI Technologies is rapidly evolving as many federal, state and foreign government bodies and agencies have introduced or are currently considering additional laws and regulations. In the United States, legislation related to AI Technologies has been introduced at the federal level and is advancing at the state level.
Additionally, the regulatory framework for AI Technologies is rapidly evolving as many federal, state and foreign government bodies and agencies have introduced or are currently considering additional laws and regulations. In the United States, legislation related to AI Technologies has been introduced at the federal level and 46 states have passed at least one law relating to AI Technologies.
The Office of the Comptroller of the Currency’s (the “OCC”) guidance to national banks and federal savings associations on assessing and managing risks associated with third-party relationships, which include all business arrangements between a bank and another entity, by contract or otherwise, requires banks to exercise comprehensive oversight throughout each phase of a bank’s business arrangement with third-party service providers, and instructs banks to adopt risk management processes commensurate with the level of risk and complexity of its third-party relationships.
Regulatory guidance to financial institutions like national banks (e.g., from The Office of the Comptroller of the Currency’s (the “OCC”)) on assessing and managing risks associated with third-party relationships, which include all business arrangements between a bank and another entity, by contract or otherwise, requires banks to exercise comprehensive oversight throughout each phase of a bank’s business arrangement with third-party service providers, and instructs banks to adopt risk management processes commensurate with the level of risk and complexity of its third-party relationships.
In March 2024, we received a NORA letter from the CFPB, informing us that the CFPB’s Enforcement Division was considering whether to recommend that the CFPB take legal action against us related to our dispute handling practices and procedures.
In March 2024, we received a Notice and Opportunity to Respond and Advise (“NORA”) letter from the CFPB, informing us that the CFPB’s Enforcement Division was considering whether to recommend that the CFPB take legal action against us related to our dispute handling practices and procedures.
For example, there have been increasingly nuanced allegations against companies making significant environmental and social claims due to a variety of perceived deficiencies in disclosure, methodology, or performance, including as stakeholder perceptions of sustainability continue to evolve.
For example, there have been increasingly nuanced allegations 34 Table of Contents against companies making significant sustainability claims due to a variety of perceived deficiencies in disclosure, methodology, or performance, including as stakeholder perceptions of sustainability continue to evolve.
In certain markets where we operate, macroeconomic conditions are 36 unfavorable. If these unfavorable macroeconomic conditions persist longer than we currently expect, or are worse than we currently expect, our estimates of revenue growth rates and EBITDA margins would decline, which could lead to an impairment of goodwill.
If these unfavorable macroeconomic conditions persist longer than we currently expect, or are worse than we currently expect, our estimates of revenue growth rates and EBITDA margins would decline, which could lead to an impairment of goodwill.
Our future success will depend, in part, upon our ability to: • internally develop and implement new and competitive technologies; • use leading third-party technologies effectively; • respond to changing customer needs and regulatory requirements, including being able to bring our new products to the market quickly; and • transition customers and data sources successfully to new interfaces or other technologies.
Our future success will depend, in part, upon our ability to: • internally develop and implement new and competitive technologies; • migrate our U.S. credit business to OneTru; • deliver OneTru capabilities in international markets; • use leading third-party technologies effectively; • respond to changing customer needs and regulatory requirements, including being able to bring our new products to the market quickly; and • transition customers and data sources successfully to new interfaces or other technologies.
During times of economic distress, declining demand and declining earnings could lead to us to have less favorable estimates of our future cash flows, discount rates or market multiples. Such changes could lead to lower estimated fair values of our reporting units, which could lead to a material impairment charge.
During times of economic distress, declining demand and declining earnings could lead to us to have less favorable estimates of our future cash flows, discount rates or market multiples. Such changes could lead to lower estimated fair values of our reporting units, which could lead to a material impairment charge. In certain markets where we operate, macroeconomic conditions are unfavorable.
Although we believe we have made appropriate provisions for taxes in the jurisdictions in which we operate, changes in tax laws, or challenges from tax authorities under existing tax laws could adversely affect our business, financial condition and results of operations.
Although we believe we have made appropriate provisions for taxes in the jurisdictions in which we operate, changes in tax laws, or challenges from tax authorities under existing tax laws could adversely affect our business, financial condition and results of operations. 37 Table of Contents ITEM 1B. UNRESOLVED STAFF COMMENTS None.
We conduct operations in over 30 countries and, in the fiscal year ended December 31, 2024, approximately 22.8% of our revenue was derived from our international operations, which subjects us to various risks inherent in global operations. We may conduct business in additional foreign jurisdictions in the future, which may carry operational risks.
We conduct operations in over 30 countries and, in the fiscal year ended December 31, 2025, approximately 22% of our reported revenue was derived by our international operations based on where it was earned, which subjects us to various risks inherent in global operations. We may conduct business in additional foreign jurisdictions in the future, which may carry operational risks.
Because we retain some portion of insurable risks, and in some cases retain our risk of loss completely, unforeseen or catastrophic losses in excess of insured limits could materially adversely affect our business, financial condition and results of operations.
For certain risks, we do not maintain insurance coverage because of cost and/or availability. Because we retain some portion of insurable risks, and in some cases retain our risk of loss completely, unforeseen or catastrophic losses in excess of insured limits could materially adversely affect our business, financial condition and results of operations.
Unauthorized disclosure, loss or corruption of our data or inability of our customers to access our systems could materially disrupt our operations, subject us to substantial regulatory and legal proceedings (including class actions) and potential liability, result in a material loss of business and/or significantly harm our reputation. 24 We may not be able to timely address the consequences of a cybersecurity incident because a successful breach of our computer systems, software, networks or other technology assets could persist for an extended period of time before being detected due to, among other things: • the breadth and complexity of our operations and the high volume of transactions that we process; • the large number of customers, counterparties and third-party service providers with which we do business; • the proliferation and increasing sophistication of cyberattacks; • the possibility that a malicious third party compromises the software, hardware or services that we procure from a service provider unbeknownst to both the provider and to TransUnion; or • the possibility that a third party, after establishing a foothold on an internal network without being detected, might obtain access to other networks and systems.
We may not be able to timely address the consequences of a cybersecurity incident because a successful breach of our computer systems, software, networks or other technology assets could persist for an extended period of time before being detected due to, among other things: • the breadth and complexity of our operations and the high volume of transactions that we process; • the large number of customers, counterparties and third-party service providers with which we do business; • the proliferation and increasing sophistication of cyberattacks; • the possibility that a malicious third party compromises the software, hardware or services that we procure from a service provider unbeknownst to both the provider and to TransUnion; or • the possibility that a third party, after establishing a foothold on an internal network without being detected, might obtain access to other networks and systems.
If this trend continues, it could result in more regulatory and legislative scrutiny of the practices of our industry and additional regulatory enforcement actions and litigation, which could adversely affect our business and results of operations.
In recent years, the consumer reporting industry has been subject to heightened scrutiny. If this trend continues, it could result in more regulatory and legislative scrutiny of the practices of our industry and additional regulatory enforcement actions and litigation, which could adversely affect our business and results of operations.
Various meteorological phenomena and extreme weather events (including, but not limited to, storms, flooding, drought, wildfire, and extreme temperatures) may directly or indirectly disrupt our operations (including the productivity of our employees) or those of our suppliers or infrastructure on which we rely, require us to incur additional operating or capital expenditures or otherwise adversely impact our business, financial condition, or results of operations.
Various meteorological phenomena and extreme weather events may directly or indirectly disrupt our operations or those of our suppliers or infrastructure on which we rely, require us to incur additional operating or capital expenditures or otherwise adversely impact our business, financial condition, or results of operations.
If we fail to retain our employees, we could incur significant expense replacing employees and our ability to provide quality services could diminish, resulting in a material adverse effect on our business. 37 We are subject to losses from risks for which we do not insure. For certain risks, we do not maintain insurance coverage because of cost and/or availability.
If we fail to retain our employees, we could incur significant expense replacing employees and our ability to provide quality services could diminish, resulting in a material adverse effect on our business. 36 Table of Contents We are subject to losses from risks for which we do not insure.
For example, in 2024, reported revenue from our International segment increased 10.7% including the impact of foreign currencies, or 11.7% on a constant currency basis which excludes the impact of foreign currencies.
For example, in 2025, reported revenue from our International segment increased 4.4% including the impact of foreign currencies, or 3.6% on a constant currency basis which excludes the impact of foreign currencies.
Such increased scrutiny may result in increased costs, changes in demand, enhanced compliance or disclosure obligations, increased legal exposure or other adverse impacts on our business, financial condition or results of operations.
Such scrutiny may result in increased costs, changes in demand, enhanced compliance or disclosure obligations, increased legal exposure or other adverse impacts on our business, financial condition or results of operations. Additionally, stakeholder expectations are not uniform and, at times, may conflict.
Many of our initiatives, including targets and disclosures, are informed by methodologies, standards, and data that continue to evolve, are subject to varying interpretations, and are often subject to factors outside of our control.
However, such initiatives may be costly and may not have the desired effect. Many of our initiatives, including targets and disclosures, are informed by methodologies, standards, and data that continue to evolve, are subject to varying interpretations, and are often subject to factors outside of our control.
Our total scheduled principal repayments of debt made in 2024 and 2023 were $48.9 million and $100.0 million, respectively. Our total interest expense for 2024 and 2023 was $265.2 million and $288.2 million, respectively.
Our total scheduled principal repayments of debt made in 2025 and 2024 were $78.5 million and $48.9 million, respectively. Our total interest expense for 2025 and 2024 was $235.8 million and $265.2 million, respectively.
Some of our competitors may be able to offer more attractive terms of employment. In addition, we invest significant time and expense in training our employees, which increases their value to competitors who may seek to recruit them.
In addition, we invest significant time and expense in training our employees, which increases their value to competitors who may seek to recruit them.
The projected future revenue growth rates and EBITDA margins, and the resulting projected cash flows of each reporting unit are based on historical experience and internal operating plans reviewed by management, extrapolated over the forecast period. Discount rates are determined using a weighted average cost of capital adjusted for risk factors specific to each reporting unit.
The projected future revenue growth rates and EBITDA margins, and the resulting projected cash flows of each reporting unit are based on historical experience and internal operating plans reviewed by management, extrapolated over the forecast period.
On April 12, 2022, after failed settlement negotiations with the CFPB related to the matter, the CFPB filed a lawsuit against us, Trans Union LLC, TransUnion Interactive, Inc.
On April 12, 2022, the CFPB filed a lawsuit against us, Trans Union LLC, TransUnion Interactive, Inc.
New competitors, or alliances among competitors, may emerge and gain significant market share. Existing or new competitors may develop products and services that are superior to ours or that achieve greater market acceptance.
Many of our competitors have extensive customer relationships, including relationships with our current and potential customers. New competitors, or alliances among competitors, may emerge and gain significant market share. Existing or new competitors may develop products and services that are superior to ours or that achieve greater market acceptance.
If a successful claim of infringement is brought against us and we fail to develop non-infringing products or services, or to obtain licenses on a timely and cost-effective basis, our reputation, business, financial condition and results of operations could be adversely affected.
If a successful claim of infringement is brought against us and we fail to develop non-infringing products or services, or to obtain licenses on a timely and cost-effective basis, our reputation, business, financial condition and results of operations could be adversely affected. 30 Table of Contents Risks Related to Our Growth Strategy When we engage in acquisitions, investments in new businesses or divestitures of existing businesses, we face risks that may adversely affect our business.
When these industries or the broader financial markets experience a downturn, demand for our services and revenues may be adversely affected. Our largest customers, and therefore our business and revenues, are influenced by macroeconomic conditions and are impacted by the availability of credit, the level and volatility of interest rates, inflation, employment levels, consumer confidence and housing demand.
Our largest customers, and therefore our business and revenues, are influenced by macroeconomic conditions and are impacted by the availability of credit, the level and volatility of interest rates, inflation, employment levels, consumer confidence and housing demand.
To the extent that our customers choose not to obtain services from us and instead rely on information obtained at little or no cost from these public and commercial sources, our business, financial condition and results of operations may be adversely affected. 22 Our relationships with key long-term customers may be materially diminished or terminated.
Beginning in April 2020, we began offering free credit reports on a weekly basis. To the extent that our customers choose not to obtain services from us and instead rely on information obtained at little or no cost from these public and commercial sources, our business, financial condition and results of operations may be adversely affected.

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Item 1C. Cybersecurity

Cybersecurity — threats and controls disclosure

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Biggest changeItem 1C. CYBERSECURITY Cybersecurity Risk Management and Strategy We have developed and implemented a cybersecurity ris k management program intended to protect the confidentiality, integrity, and availability of our systems and information. Our cybersecurity risk management program includes a cybersecurity incident response plan.
Biggest changeItem 1C. CYBERSECURITY Cybersecurity Risk Management and Strategy We have developed and implemented a cybersecurity ris k management program intended to protect the confidentiality, integrity, and availability of our systems and information. Our cybersecurity risk management program includes a cybersecurity incident response plan. We have dedicated global incident response teams and regularly run incident response training exercises.
Our CISO supervises and assists the ERMC in staying informed about and monitoring efforts to prevent, detect, mitigate, and remediate cybersecurity risks and incidents through various means, which include briefings from internal security personnel; threat intelligence and other information obtained from governmental, public or private sources, including external cybersecurity service providers; and alerts and reports produced by security tools deployed in the information technology environment.
Our CISO assists the ERMC in staying informed about and monitoring efforts to prevent, detect, mitigate, and remediate cybersecurity risks and incidents through various means, which include briefings from internal security personnel; threat intelligence and other information obtained from governmental, public or private sources, including external cybersecurity service providers; and alerts and reports produced by security tools deployed in the information technology environment.
The Risk and Compliance Committee oversees the quality and effectiveness of 39 our information security framework, including capabilities, policies and controls, and methods for identifying, assessing and mitigating information and cybersecurity risks. The Risk and Compliance Committee also assesses the effectiveness of the Company’s management of information security-related risks, including consulting with internal and external advisors as appropriate.
The Risk and Compliance Committee oversees the quality and effectiveness of our information security framework, including capabilities, policies and controls, and methods for identifying, assessing and mitigating information and cybersecurity risks. The Risk and Compliance Committee also assesses the effectiveness of the Company’s management of information security-related risks, including consulting with internal and external advisors as appropriate.
The ERMC stewards our Enterprise Risk Management Policy and additional enterprise policies in risk-related areas, such as privacy and information security and key issues are reported to the appropriate committee of the Board. Our Board considers cybersecurity risk as critical to the enterprise and delegates the cybersecurity risk oversight function to the Risk and Compliance Committee of the Board.
The ERMC stewards our Enterprise Risk Management Policy and additional enterprise policies in risk-related areas, such as privacy and information security and key issues are reported to the appropriate committee of the Board. 38 Table of Contents Our Board considers cybersecurity risk as critical to the enterprise and delegates the cybersecurity risk oversight function to the Risk and Compliance Committee of the Board.
The ERMC, which meets monthly, also monitors TransUnion’s risk and governance policies and procedures to ensure that TransUnion risks are within the Board-approved Global Risk Taxonomy, which is described below. The ERMC reviews the broader risk environment and provides direction to mitigate (to an acceptable level) identified risks that may adversely affect our ability to achieve strategic objectives.
The ERMC, which meets monthly, also monitors TransUnion’s risk and governance policies and procedures to ensure that TransUnion’s risks remain within the Board-approved Global Risk Appetite Statement. The ERMC reviews the broader risk environment applicable to TransUnion and provides direction to mitigate (to an acceptable level) certain identified risks that may adversely affect our ability to achieve strategic objectives.
Added
We proactively perform security testing ourselves and employ the use of third parties to test our security as well. These are performed in the form of penetration tests, red teams and a bug bounty program.

Item 2. Properties

Properties — owned and leased real estate

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Biggest changeITEM 2. PROPERTIES Properties Our corporate headquarters and main data center are located in Chicago, Illinois in an office building that we own. As of December 31, 2024, we lease space in over 110 other locations, including office space and additional data centers. These locations are geographically dispersed to meet our sales and operating needs.
Biggest changeITEM 2. PROPERTIES Properties Our corporate headquarters is located in an office building we own in Chicago, Illinois and includes a data center. As of December 31, 2025, we lease space in over 110 other locations, including office space and additional data centers. These locations are geographically dispersed to meet our sales and operating needs.
We anticipate that suitable additional or alternative space will be available at commercially reasonably terms for future expansion.
We anticipate that suitable additional or alternative space will be available at commercially reasonable terms for future expansion.

Item 4. Mine Safety Disclosures

Mine Safety Disclosures — required of mining issuers

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Biggest changeAchanta was Chief Data Officer and Head of Data and Analytics at Walmart, beginning in 2014, leading all data and analytics delivery platforms across the company globally. While at Walmart, he spearheaded the data fabric, advanced analytics platforms and decision services groups. Prior to Walmart, Mr. Achanta was Global Head of Analytics and Big Data at AIG. Mr.
Biggest changeWhile at Neustar, he helped lead the creation of the OneID platform and technology transformation across all products. Prior to joining Neustar in 2016, Mr. Achanta was Chief Data Officer and Head of Data and Analytics at Walmart, beginning in 2014, leading all data and analytics delivery platforms across the company globally.
She also spent eight years at Skadden in Washington, D.C. and London focused on bank regulatory issues, financial services, corporate finance, and mergers and acquisitions. Ms. Russell earned her B.A. from the College of William & Mary and her J.D. with honors from American University’s Washington College of Law, where she received the Outstanding Graduate Award. Ms.
She also spent eight years at Skadden in Washington, D.C. and London focused on bank regulatory issues, consumer financial services, corporate finance, and mergers and acquisitions. Ms. Russell earned her B.A. from the College of William & Mary and her J.D. with honors from American University’s Washington College of Law, where she received the Outstanding Graduate Award. Ms.
Skinner has served as President, International since August 2021 and is responsible for leading TransUnion’s growth across international markets. Mr. Skinner has nearly 30 years of experience delivering information solutions at leading global companies. He joined TransUnion in 2014, previously serving as TransUnion’s Regional President of Canada, Latin American 42 and Caribbean. Prior to joining TransUnion, Mr.
Skinner has served as President, International since August 2021 and is responsible for leading TransUnion’s growth across international markets. Mr. Skinner has nearly 30 years of experience delivering information solutions at leading global 41 Table of Contents companies. He joined TransUnion in 2014, previously serving as TransUnion’s Regional President of Canada, Latin American and Caribbean. Prior to joining TransUnion, Mr.
Information Services CFO from October 2005 to December 2008, overseeing financial operations of the U.S. Information Services segment. Mr. Cello also serves on the University of Illinois at Chicago’s College of Business Advisory Council. 41 Mr. Cello earned his bachelor’s degree in Accounting from University of Illinois at Chicago and is a certified public accountant. Steven M.
Information Services CFO from October 2005 to December 2008, overseeing financial operations of the U.S. Information Services segment. Mr. Cello also serves on the University of Illinois Chicago’s College of Business Advisory Council. Mr. Cello earned his bachelor’s degree in Accounting from University of Illinois Chicago and is a certified public accountant. Tiffani L.
Mr. Chaouki has served on the board of MAIA Biotechnology, Inc. (NYSE American: MAIA) since 2021, where he is a member of the Audit Committee. Mr. Chaouki earned his bachelor’s degree from Boston University and his M.B.A. from the University of Chicago Booth School of Business. Timothy J.
Mr. Chaouki has served on the board of MAIA Biotechnology, Inc. (NYSE American: MAIA) since 2021, where he is a member of the Audit Committee. Mr. Chaouki earned his bachelor’s degree from Boston University and his M.B.A. from the University of Chicago Booth School of Business. He serves on the Board of Trustees of the Field Museum of Natural History.
Cartwright has served as the President & Chief Executive Officer of TransUnion and a member of the Board of Directors since May 2019. He joined the Company in August 2013, previously serving as Executive Vice President, U.S.
Skinner 56 President, International Alicia B. Zuiker 44 Executive Vice President, Chief Human Resources Officer Christopher A. Cartwright has served as the President & Chief Executive Officer of TransUnion and a member of the Board of Directors since May 2019. He joined the Company in August 2013, previously serving as Executive Vice President, U.S.
Cello served as Senior Vice President and International CFO from August 2015 to August 2017, overseeing financial operations for the International segment. Prior to that, Mr.
Cello has served as our Executive Vice President, Chief Financial Officer since August 2017. Prior to his current role, Mr. Cello served as Senior Vice President and International CFO from August 2015 to August 2017, overseeing financial operations for the International segment. Prior to that, Mr.
She is also on the boards of Illinois Legal Aid –where she serves on the Fund Development Committee – and the Chicago Council on Global Affairs, where she serves on the Executive Committee and chairs both the Nominating and Governance Committee and the Council’s CEO Search Committee. Todd C.
Russell is also on the boards of Illinois Legal Aid – where she serves on the Executive Committee and as Secretary of the organization – and the Chicago Council on Global Affairs, where she serves on the Executive Committee and chairs the Nominating and Governance Committee. Todd C.
Russell is an accomplished legal executive with more than 25 years of diverse experience across the global financial services and technology sectors. She is responsible for legal, risk, compliance, government and regulatory relations, corporate governance, consumer privacy, business continuity and sustainability functions for TransUnion and its subsidiaries around the world. Prior to joining the Company in 2018, Ms.
She is responsible for legal, risk, compliance, government and regulatory relations, corporate governance, consumer privacy, business continuity and sustainability functions for TransUnion and its subsidiaries around the world. Prior to joining the Company in 2018, Ms.
Chaouki has served as the President, U.S. Markets since May 2019. U.S. Markets provides consumer reports, actionable insights and analytics to businesses and consumers.
Chambers earned her M.B.A. from Harvard Business School and her B.B.A. from Emory University. Steven M. Chaouki has served as the President, U.S. Markets since May 2019. U.S. Markets provides consumer reports, actionable insights and analytics to businesses and consumers.
ITEM 4. MINE SAFETY DISCLOSURES Not Applicable. 40 INFORMATION ABOUT OUR EXECUTIVE OFFICERS Our executive officers, and their positions and ages as of February 13, 2025, are set forth below: Name Age Position Christopher A. Cartwright 59 President & Chief Executive Officer and Director Venkat Achanta 52 Executive Vice President, Chief Technology, Data & Analytics Officer Todd M.
ITEM 4. MINE SAFETY DISCLOSURES Not Applicable. 39 Table of Contents INFORMATION ABOUT OUR EXECUTIVE OFFICERS Our executive officers, and their positions and ages as of February 27, 2026, are set forth below: Name Age Position Christopher A. Cartwright 60 President & Chief Executive Officer and Director Mohamed F.
Achanta previously served as Executive Vice President and Chief Data & Technology Officer of Neustar, Inc., where he led data science, data strategy and technology teams across the company. While at Neustar, he helped lead the creation of the OneID platform and technology transformation across all products. Prior to joining Neustar in 2016, Mr.
He previously held the role of Executive Vice President, Chief Data & Analytics Officer from February 2022 to July 2023. Mr. Achanta previously served as Executive Vice President and Chief Data & Technology Officer of Neustar, Inc., where he led data science, data strategy and technology teams across the company.
Achanta is responsible for all aspects of the Company’s technology, including strategy, security, product engineering, operations, infrastructure and delivery of solutions that support TransUnion’s global information systems. He previously held the role of Executive Vice President, Chief Data & Analytics Officer from February 2022 to July 2023. Mr.
Along with leading TransUnion’s unified data strategy and the data science function across the organization, Mr. Achanta is responsible for all aspects of the Company’s technology, including strategy, security, product engineering, operations, infrastructure and delivery of solutions that support TransUnion’s global information systems.
He serves as TransUnion’s representative on the Global Board of the U.S.-India Business Council (USIBC) and the board of directors for Trans Union de Mexico S.A., TransUnion International UK Ltd., TransUnion CIBIL Limited. Our executive officers are elected annually by our Board. There are no family relationships among any of the Company’s executive officers. 43 PART II
He serves as TransUnion’s representative on the Global Board of the U.S.-India Business Council (USIBC) and the board of directors for Trans Union de Mexico S.A., TransUnion International UK Ltd., TransUnion CIBIL Limited. Alicia B. Zuiker has served as Executive Vice President, Chief Human Resources Officer since June 2025.
Achanta also has held senior leadership positions in technology and data & analytics at Capital One and Experian. Mr. Achanta earned his Bachelor of Science degree in Computer Science and Engineering from Andhra University in India and his M.B.A. from UCLA’s Anderson School of Management. Todd M.
Achanta earned his Bachelor of Science degree in Computer Science and Engineering from Andhra University in India and his M.B.A. from UCLA’s Anderson School of Management. Todd M. Cello joined the Company in October 1997 and has held numerous roles with increasing levels of responsibility in the corporate finance department. Mr.
Cello 49 Executive Vice President, Chief Financial Officer Steven M. Chaouki 52 President, U.S. Markets Timothy J. Martin 54 Executive Vice President, Chief Global Solutions Officer Susan W. Muigai 55 Executive Vice President, Chief Human Resources Officer Heather J. Russell 53 Executive Vice President, Chief Legal Officer Todd C. Skinner 55 President, International Christopher A.
Abdelsadek 50 Executive Vice President, Chief Global Solutions Officer Venkat Achanta 53 Executive Vice President, Chief Technology, Data & Analytics Officer Todd M. Cello 50 Executive Vice President, Chief Financial Officer Tiffani L. Chambers 48 Executive Vice President, Chief Operations Officer Steven M. Chaouki 53 President, U.S. Markets Heather J. Russell 54 Executive Vice President, Chief Legal Officer Todd C.
He serves on the Board of Directors of P33 Chicago and the Board of Trustees of the Griffin Museum of Science and Industry. Venkat Achanta has served as Executive Vice President, Chief Technology, Data & Analytics Officer for TransUnion since July 2023. Along with leading TransUnion’s unified data strategy and the data science function across the organization, Mr.
He serves on the Board of Directors of P33 Chicago and the Board of Trustees of the Griffin Museum of Science and Industry. Mohamed F. Abdelsadek has served as Executive Vice President, Chief Global Solutions Officer since March 2025. As TransUnion works to make trust possible in global commerce, Mr.
Russell serves on the board of directors of the U.S. Chamber of Commerce, the world’s largest business organization.
Russell is the board chair of the Consumer Data Industry Association, the trade association for the consumer reporting industry. She is also on the board of the U.S. Chamber of Commerce, the world’s largest business organization, where she serves on the Nominating and Governance Committee. Ms.
Removed
Cello joined the Company in October 1997 and has held numerous roles with increasing levels of responsibility in the corporate finance department. Mr. Cello has served as our Executive Vice President, Chief Financial Officer since August 2017. Prior to his current role, Mr.
Added
Abdelsadek oversees TransUnion’s products and solutions globally, including managing strategy, planning, product development, innovation and commercialization of current and new products to drive revenue growth and profitability for the Company. Mr. Abdelsadek previously served as EVP, Business and Market Insights at Mastercard and member of the company’s management committee from July 2024 to March 2025.
Removed
Martin has served as Executive Vice President, Chief Global Solutions Officer since May 2019. In this role, Mr. Martin is responsible for managing revenue growth and profitability through the strategy, planning, innovation and commercialization of nearly all of TransUnion’s products and solutions globally.
Added
Prior to that he held positions at Mastercard including EVP, Data, Insights & Analytics from January 2022 to July 2024; EVP, Services in North America from May 2020 to December 2021; and EVP, Strategy and Corporate Development from September 2017 to April 2020.
Removed
He previously held business management roles at TransUnion leading both a number of industry vertical-focused teams and a high growth horizontal solution called the Specialized Risk Group. Prior to joining TransUnion in September 2009, Mr.
Added
Prior to Mastercard, Mohamed was SVP, General Manager of Synchrony Financial, Executive, Global Head of Strategy for GE Capital and Associate Partner for McKinsey & Company. Mr.
Removed
Martin was President and Chief Operating Officer of HSBC Auto Finance where he had direct profit and loss responsibility for all strategy, business development, sales, marketing, pricing, risk management, underwriting operations, customer service and collections.
Added
Abdelsadek earned an M.B.A. from the University of Pennsylvania’s Wharton School, an M.S. in computer science from Columbia University and a bachelor’s degree in computer science and electrical engineering from SUNY at Stony Brook. Venkat Achanta has served as Executive Vice President, Chief Technology, Data & Analytics Officer for TransUnion since July 2023.
Removed
Prior to joining HSBC, he was a consultant with Booz Allen Hamilton (now PWC Strategy&) from 1998 to 2003, and senior marketing analyst with American Airlines from 1992 to 1996. Mr. Martin serves on the non-profit board of the Child Rescue Coalition. Mr.
Added
While at Walmart, he spearheaded the data 40 Table of Contents fabric, advanced analytics platforms and decision services groups. Prior to Walmart, Mr. Achanta was Global Head of Analytics and Big Data at AIG. Mr. Achanta also has held senior leadership positions in technology and data & analytics at Capital One and Experian. Mr.
Removed
Martin earned his B.S. in Management from Purdue University and his M.B.A. from the University of Michigan Business School. Susan W. Muigai has served as Executive Vice President, Chief Human Resources Officer since 2021. She is responsible for leading TransUnion’s human resource strategy and function, and nurturing an inclusive, high-performance culture to help TransUnion achieve its vision and strategy. Ms.
Added
Chambers has served as Executive Vice President, Chief Operations Officer since February 2025. As TransUnion works to deliver premium experiences for consumers and customers globally, Ms. Chambers oversees activities including consumer relations and customer delivery, onboarding and support.
Removed
Muigai brings deep expertise in talent strategy with an extensive background in global HR, human capital management, organizational leadership, diversity and inclusion, legal and compliance, business transformation, communications and more.
Added
In addition, she has oversight of enterprise-wide services including process optimization, global real estate and procurement, and TransUnion’s Global Capability Centers in Costa Rica, Africa and India. Ms. Chambers previously served as Chief Operating Officer to the Retail Banking Division at Bank of America from October 2021 until December 2024.
Removed
She previously spent 16 years at Walmart, based in the U.S., Canada and India, serving as Senior Vice President, People from March 2020 to September 2021, Executive Vice President People/Corporate Affairs, Walmart Canada from August 2016 to August 2020, Senior Vice President People, Walmart Canada from January 2016 to July 2016, Vice President People, Walmart Canada from February 2015 to December 2015, Vice President, International Real Estate and Vice President International Real Estate, Walmart International Real Estate from March 2014 to February 2015, Senior Vice President Legal, General Counsel & Chief Ethics Officer, Walmart India from November 2012 to March 2014, Vice President Audit, Walmart Canada from September 2009 to October 2012, and Senior Director, Risk Management, Walmart Canada from June 2005 to September 2009.
Added
Beginning in July 2018, she served as Chief Operating Officer for Bank of America’s global banking and markets, risk, finance and infrastructure technology teams. She also served as Managing Director of Global Client Strategy and Operations for Goldman Sachs, and held leadership roles with JP Morgan Chase, Lehman Brothers and American Express. Ms.
Removed
Ms. Muigai earned her Bachelor of Law from the University of Windsor in Canada, and her Master of Law in International Business from the University of London. She serves on the board of directors of Coursera, Inc. (NYSE: COUR) and Breakfast Club of Canada. Heather J. Russell is Executive Vice President, Chief Legal Officer of TransUnion. Ms.
Added
Heather J. Russell has served as Executive Vice President, Chief Legal Officer of TransUnion since June 2018. Ms. Russell is an accomplished legal executive with more than 25 years of diverse experience across the global financial services and technology sectors.
Added
In this role, she leads TransUnion’s ongoing work to build a people strategy, culture and reputation that helps make trust possible in global commerce so that consumers and organizations can transact with confidence. She is responsible for the Company’s Human Resources and Communications functions. Ms.
Added
Zuiker previously led human resources for Lyft as Chief People Officer from February 2023 through January 2025. Prior to that, she served as Chief People Officer at Visby Medical from May 2021 through December 2022, and Director, People, at Google from November 2019 through April 2021.
Added
Previously, she spent 14 years at General Electric in a series of human resources leadership roles spanning GE’s Digital and Capital businesses, among others. Ms. Zuiker earned a master’s degree in human resource management from Purdue University and a bachelor’s degree in business administration and psychology from Alma College. Our executive officers are elected annually by our Board.
Added
There are no family relationships among any of the Company’s executive officers. 42 Table of Contents PART II

Item 5. Market for Registrant's Common Equity

Market for Common Equity — stock, dividends, buybacks

4 edited+2 added−1 removed6 unchanged
Biggest changeIssuer Purchases of Equity Securities Period Total Number of Shares Purchased 1 Average Price Paid Per Share Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs Approximate Dollar Value of Shares that May Yet Be Purchased Under the Plans or Programs October 1 to October 31 10,847 $ 103.45 — $ 166.5 November 1 to November 30 3,862 116.36 — $ 166.5 December 1 to December 31 709 95.20 — $ 166.5 Total 15,418 $ 106.30 — 1.
Biggest changeIssuer Purchases of Equity Securities Period Total Number of Shares Purchased 1 Average Price Paid Per Share 2 Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs Approximate Dollar Value of Shares that May Yet Be Purchased Under the Plans or Programs 3 October 1 to October 31 827,082 $ 78.55 806,098 $ 785.7 November 1 to November 30 1,059,191 $ 80.85 1,059,100 $ 700.1 December 1 to December 31 1,357 $ 83.74 — $ 700.1 Total 1,887,630 $ 79.84 1,865,198 1.
The following graph shows a comparison of cumulative total shareholder return for the Company’s common stock, the Russell 3000 and the Dow Jones U.S. Financials Index. The graph assumes that $100 was invested at market close on December 31, 2019, in each of the Company’s common stock, the Russell 3000 and the Dow Jones U.S. Financial Index.
The following graph shows a comparison of cumulative total shareholder return for the Company’s common stock, the Russell 3000 and the Dow Jones U.S. Financials Index. The graph assumes that $100 was invested at market close on December 31, 2020, in each of the Company’s common stock, the Russell 3000 and the Dow Jones U.S. Financial Index.
ITEM 5. MARKET FOR THE REGISTRANT’S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES Market Information Our common stock has been listed on The New York Stock Exchange under the symbol “TRU” since June 25, 2015. Holders of Record As of January 31, 2025, we had 8 stockholders of record.
ITEM 5. MARKET FOR THE REGISTRANT’S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES Market Information Our common stock has been listed on The New York Stock Exchange under the symbol “TRU” since June 25, 2015. Holders of Record As of January 30, 2026, we had 8 stockholders of record.
The cumulative total returns for the Russell 3000 and the Dow Jones U.S. Financial Index assume reinvestment of dividends. The stock price performance of the following graph is not necessarily indicative of future stock price performance. 44
The cumulative total returns for the Russell 3000 and the Dow Jones U.S. Financial Index assume reinvestment of dividends. The stock price performance of the following graph is not necessarily indicative of future stock price performance. 43 Table of Contents
Removed
Represents shares that were repurchased from employees for withholding taxes for share-based awards pursuant to the Company’s equity compensation plans. On February 11, 2025, our Board authorized the repurchase of up to $500.0 million of our common stock.
Added
The total number of shares purchased includes 22,432 shares that were repurchased from employees for withholding taxes on restricted stock units vesting pursuant to the terms of the Company’s equity compensation plans and net settled and shares purchased as part of the program discussed below. 2. Excludes excise taxes and broker’s commissions. 3.
Added
On February 11, 2025, our Board authorized the repurchase of up to $500.0 million of our common stock (the “2025 Repurchase Plan”). On October 22, 2025, the Board approved an increase to the 2025 Repurchase Plan authorization to $1.0 billion (including amounts repurchased as of such date under the original 2025 Repurchase Plan).

Item 7. Management's Discussion & Analysis

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

173 edited+49 added−51 removed71 unchanged
Biggest changeMarkets segment. 64 Adjusted Net Income and Adjusted Earnings Per Share Years Ended Change December 31, 2024 vs. 2023 2023 vs. 2022 2024 2023 2022 $ % $ % Reconciliation of net income (loss) attributable to TransUnion to Adjusted Net Income: Net income (loss) attributable to TransUnion $ 284.4 $ (206.2) $ 266.3 $ 490.5 nm $ (472.4) nm Discontinued operations, net of tax — 0.7 (17.4) (0.7) (100.0) % 18.1 nm Income (loss) from continuing operations attributable to TransUnion $ 284.4 $ (205.4) $ 248.9 $ 489.8 nm $ (454.3) nm Pre-tax adjustments: Amortization of certain intangible assets 286.1 293.6 306.7 (7.5) (2.5) % (13.1) (4.3) % Stock-based compensation 121.2 100.6 81.1 20.6 20.5 % 19.5 24.0 % Goodwill impairment 1 — 414.0 — (414.0) (100.0) % 414.0 nm Mergers and acquisitions, divestitures and business optimization 2 26.5 34.6 50.7 (8.1) (23.4) % (16.1) (31.7) % Accelerated technology investment 3 84.2 70.6 54.0 13.6 19.3 % 16.6 30.8 % Operating model optimization program 4 94.8 77.6 — 17.2 22.2 % 77.6 nm Net other 5 20.2 14.0 44.3 6.2 44.1 % (30.3) (68.4) % Total adjustments before income tax items $ 633.1 $ 1,005.0 $ 536.8 $ (371.9) (37.0) % $ 468.2 87.2 % Total adjustments for income taxes 6 $ (148.7) $ (144.1) $ (86.8) $ (4.6) 3.2 % $ (57.3) 66.0 % Adjusted Net Income $ 768.8 $ 655.4 $ 698.9 $ 113.4 17.3 % $ (43.5) (6.2) % Weighted-average shares outstanding: Basic 194.4 193.4 192.5 1.1 0.5 % 0.9 0.5 % Diluted 196.7 194.7 193.1 2.0 1.0 % 1.6 0.8 % Adjusted Earnings per Share: Basic $ 3.95 $ 3.39 $ 3.63 $ 0.56 16.7 % $ (0.24) (6.7) % Diluted $ 3.91 $ 3.37 $ 3.62 $ 0.54 16.1 % $ (0.25) (7.0) % nm: not meaningful 65 Years Ended December 31, 2024 2023 2022 Reconciliation of diluted earnings (loss) per share from net income (loss) attributable to TransUnion to Adjusted Diluted Earnings per Share: Diluted earnings per common share from: Net income (loss) attributable to TransUnion $ 1.45 $ (1.07) $ 1.38 Discontinued operations, net of tax — — (0.09) Income (loss) from continuing operations attributable to TransUnion $ 1.45 $ (1.06) $ 1.29 Adjustments before income tax items: Amortization of certain intangible assets 1.45 1.51 1.59 Stock-based compensation 0.62 0.52 0.42 Goodwill impairment 1 — 2.13 — Mergers and acquisitions, divestitures and business optimization 2 0.13 0.18 0.26 Accelerated technology investment 3 0.43 0.36 0.28 Operating model optimization program 4 0.48 0.40 — Net other 5 0.10 0.07 0.23 Total adjustments before income tax items $ 3.22 $ 5.16 $ 2.78 Total adjustments for income taxes 6 (0.76) (0.74) (0.45) Impact of additional dilutive shares 7 — 0.02 — Adjusted Diluted Earnings per Share $ 3.91 $ 3.37 $ 3.62 As a result of displaying amounts in millions, rounding differences may exist in the table above and footnotes below. 1.
Biggest changeAdjusted EBITDA Margin increased in 2024 due primarily to an increase in high margin revenue and realization of cost savings from the transformation plan. 62 Table of Contents Adjusted Net Income and Adjusted Earnings Per Share Years Ended Change December 31, 2025 vs. 2024 2024 vs. 2023 2025 2024 2023 $ % $ % Reconciliation of net income (loss) attributable to TransUnion to Adjusted Net Income: Net income (loss) attributable to TransUnion $ 455.4 $ 284.4 $ (206.2) $ 171.1 60.2 % $ 490.5 nm Discontinued operations, net of tax — — 0.7 — nm (0.7) (100.0) % Income (loss) from continuing operations attributable to TransUnion $ 455.4 $ 284.4 $ (205.4) $ 171.1 60.2 % $ 489.8 nm Pre-tax adjustments: Amortization of certain intangible assets 290.2 286.1 293.6 4.1 1.4 % (7.5) (2.5) % Stock-based compensation 145.6 121.2 100.6 24.4 20.1 % 20.6 20.5 % Goodwill impairment 1 — — 414.0 — nm (414.0) (100.0) % Mergers and acquisitions, divestitures and business optimization 2 30.0 26.5 34.6 3.5 13.3 % (8.1) (23.4) % Accelerated technology investment 3 84.5 84.2 70.6 0.2 0.3 % 13.6 19.3 % Operating model optimization program 4 32.3 94.8 77.6 (62.6) (66.0) % 17.2 22.2 % Net other 5 (55.6) 20.2 14.0 (75.8) nm 6.2 44.1 % Total adjustments before income tax items $ 527.0 $ 633.1 $ 1,005.0 $ (106.1) (16.8) % $ (371.9) (37.0) % Total adjustments for income taxes 6 $ (136.8) $ (148.7) $ (144.1) $ 11.9 (8.0) % $ (4.6) 3.2 % Adjusted Net Income $ 845.7 $ 768.8 $ 655.4 $ 76.9 10.0 % $ 113.4 17.3 % Weighted-average shares outstanding: Basic 194.4 194.4 193.4 0.0 — % 1.1 0.5 % Diluted 196.6 196.7 194.7 (0.1) (0.1) % 2.0 1.0 % Adjusted Earnings per Share: Basic $ 4.35 $ 3.95 $ 3.39 $ 0.40 10.0 % $ 0.56 16.7 % Diluted $ 4.30 $ 3.91 $ 3.37 $ 0.39 10.1 % $ 0.54 16.1 % nm: not meaningful 63 Table of Contents Years Ended December 31, 2025 2024 2023 Reconciliation of diluted earnings (loss) per share from net income (loss) attributable to TransUnion to Adjusted Diluted Earnings per Share: Diluted earnings per common share from: Net income (loss) attributable to TransUnion $ 2.32 $ 1.45 $ (1.07) Discontinued operations, net of tax — — — Income (loss) from continuing operations attributable to TransUnion $ 2.32 $ 1.45 $ (1.06) Adjustments before income tax items: Amortization of certain intangible assets 1.48 1.45 1.51 Stock-based compensation 0.74 0.62 0.52 Goodwill impairment 1 — — 2.13 Mergers and acquisitions, divestitures and business optimization 2 0.15 0.13 0.18 Accelerated technology investment 3 0.43 0.43 0.36 Operating model optimization program 4 0.16 0.48 0.40 Net other 5 (0.28) 0.10 0.07 Total adjustments before income tax items $ 2.68 $ 3.22 $ 5.16 Total adjustments for income taxes 6 (0.70) (0.76) (0.74) Impact of additional dilutive shares 7 — — 0.02 Adjusted Diluted Earnings per Share $ 4.30 $ 3.91 $ 3.37 As a result of displaying amounts in millions, rounding differences may exist in the table above and footnotes below. 1.
Consumer Interactive: For 2024, Consumer Interactive revenue increased $9.0 million, or 1.5%, compared with 2023 , due primarily to an increase in breach remediation revenue, partially offset by a decrease in our Direct channel from slowing demand for paid credit products.
For 2024, Consumer Interactive revenue increased $9.0 million, or 1.5%, compared with 2023, due primarily to an increase in breach remediation revenue, partially offset by a decrease in our Direct channel from slowing demand for paid credit products.
Adjusted EBITDA For 2024, Adjusted EBITDA increased $113.8 million due primarily to an increase in revenue and a decrease in labor costs from our operating model optimization program, partially offset by higher variable product and fulfillment costs, an increase in annual incentive compensation, and an increase in litigation expenses.
For 2024, Adjusted EBITDA increased $113.8 million due primarily to an increase in revenue and a decrease in labor costs from our operating model optimization program, partially offset by higher variable product and fulfillment costs, an increase in annual incentive compensation, and an increase in litigation expenses.
We include the tax effect of the adjustments made to Adjusted Net Income to provide a comprehensive view of our adjusted net income. • Excess tax expense (benefit) for stock-based compensation is the permanent difference between expenses recognized for book purposes and expenses recognized for tax purposes, in each case related to stock-based compensation expense.
We include the tax effect of the adjustments made to Adjusted Net Income to provide a comprehensive view of our adjusted net income. • Excess tax (benefit) expense for stock-based compensation is the permanent difference between expenses recognized for book purposes and expenses recognized for tax purposes, in each case related to stock-based compensation expense.
During the year ended December 31, 2023, we recorded a goodwill impairment of $414.0 million related to our United Kingdom reporting unit in our International segment. 2.
During the year ended December 31, 2023, we recorded a goodwill impairment of $414.0 million related to our United Kingdom reporting unit in our International segment. 2.
Represents expenses associated with our accelerated technology investment to migrate to the cloud.
Represents expenses associated with our accelerated technology investment to migrate to the cloud.
During the year ended December 31, 2023, we recorded a goodwill impairment of $414.0 million related to our United Kingdom reporting unit in our International segment. 2.
During the year ended December 31, 2023, we recorded a goodwill impairment of $414.0 million related to our United Kingdom reporting unit in our International segment. 2.
Represents expenses associated with our accelerated technology investment to migrate to the cloud.
Represents expenses associated with our accelerated technology investment to migrate to the cloud.
The Senior Secured Credit Facility contains various restrictions and nonfinancial covenants, along with a senior secured net leverage ratio test. The nonfinancial covenants include restrictions on dividends, investments, dispositions, future borrowings and other specified payments, as well as additional reporting and disclosure requirements.
The Senior Secured Credit Facility contains various restrictions and nonfinancial covenants, along with a senior secured net leverage ratio test. The nonfinancial covenants include restrictions on dividends, investments, dispositions, future borrowings and other specified payments, as well as additional reporting and disclosure requirements.
However, such assumptions are inherently uncertain, and a change in assumptions could change the estimated fair values of our reporting units and, therefore, future impairment charges could be required, which could be material to the consolidated financial statements.
However, such assumptions are inherently uncertain, and a change in assumptions could change the estimated fair values of our reporting units and, therefore, future impairment charges could be required, which could be material to our consolidated financial statements.
The projected future revenue growth rates and EBITDA margins, and the resulting projected cash flows of each reporting unit are based on historical experience and internal operating plans 73 reviewed by management, extrapolated over the forecast period. Discount rates are determined using a weighted average cost of capital adjusted for risk factors specific to each reporting unit.
The projected future revenue growth rates and EBITDA margins, and the resulting projected cash flows of each reporting unit are based on historical experience and internal operating plans reviewed by management, extrapolated over the forecast period. Discount rates are determined using a weighted average cost of capital adjusted for risk factors specific to each reporting unit.
Meanwhile, rates that remain elevated relative to historic levels may result in depressed consumer spending on non-essential 47 goods and services, and consequently lower demand for credit, which could have a material adverse impact on various aspects of our business in the future.
Meanwhile, rates that remain elevated relative to historic levels may result in depressed consumer spending on non-essential goods and services, and consequently lower demand for credit, which could have a material adverse impact on various aspects of our business in the future.
Debt On December 12, 2024, we executed Amendment No. 24 to the Senior Secured Credit Facility, pursuant to which we entered into Senior Secured Term Loan B-9 with an aggregate principal amount of $1.9 billion , the proceeds of which were used to repay in full Senior Secured Term Loan B-7.
On December 12, 2024, we executed Amendment No. 24 to the Senior Secured Credit Facility, pursuant to which we entered into Senior Secured Term Loan B-9 with an aggregate principal amount of $1.9 billion , the proceeds of which were used to repay in full Senior Secured Term Loan B-7.
Emerging Verticals: For 2024, Emerging Verticals revenue increased $47.3 million, or 4.0%, compared with 2023, due primarily to increases in the Insurance and the Technology, Retail and E-Commerce verticals from new business wins and an increase in volumes.
For 2024, Emerging Verticals revenue increased $47.3 million, or 4.0%, compared to 2023, due primarily to increases in the Insurance and the Technology, Retail and E-Commerce verticals from new business wins and an increase in volumes.
Amortization of intangible assets is included in depreciation and amortization on our Consolidated Statements of Operations. • Stock-based compensation (see Consolidated Adjusted EBITDA above) • Operating model optimization program (see Consolidated Adjusted EBITDA above) • Accelerated technology investment (see Consolidated Adjusted EBITDA above) • Mergers and acquisitions, divestiture and business optimization (see Consolidated Adjusted EBITDA above) • Net other is consistent with the definition in Consolidated Adjusted EBITDA above except that other debt financing expenses and certain other miscellaneous income and expense that are included in the adjustment to calculate Adjusted EBITDA are excluded in the adjustment made to calculate Adjusted Net Income. • Total adjustments for income taxes relates to the cumulative adjustments discussed below for Adjusted Provision for Income Taxes.
Amortization of intangible assets is included in depreciation and amortization on our Consolidated Statements of Operations. • Stock-based compensation (see Consolidated Adjusted EBITDA above) • Goodwill impairment (see Consolidated Adjusted EBITDA above) • Mergers and acquisitions, divestiture and business optimization (see Consolidated Adjusted EBITDA above) • Accelerated technology investment (see Consolidated Adjusted EBITDA above) • Operating model optimization program (see Consolidated Adjusted EBITDA above) • Net other is consistent with the definition in Consolidated Adjusted EBITDA above except that other debt financing expenses and certain other miscellaneous income and expense that are included in the adjustment to calculate Adjusted EBITDA are excluded in the adjustment made to calculate Adjusted Net Income. • Total adjustments for income taxes relates to the cumulative adjustments discussed below for Adjusted Provision for Income Taxes.
These expenses are reported in costs of services, selling, general and administrative and other income and (expenses), net, on our Consolidated Statements of Operations. • Net other adjustments principally relate to: (i) deferred loan fee expense from debt prepayments and refinancing, (ii) currency remeasurement on foreign operations, (iii) other debt financing expenses consisting primarily of revolving credit facility deferred financing fee amortization and commitment fees and expenses associated with ratings agencies and interest rate hedging, (iv) legal and regulatory expenses, net, and (v) other non-operating (income) expense.
These costs are reported primarily in restructuring and selling, general and administrative on our Consolidated Statements of Operations. • Net other adjustments principally relate to: (i) deferred loan fee expense from debt prepayments and refinancing, (ii) other debt financing expenses consisting primarily of revolving credit facility deferred financing fee amortization and commitment fees and expenses associated with ratings agencies and interest rate hedging, (iii) currency remeasurement on foreign operations, (iv) legal and regulatory expenses, net, and (v) other non-operating (income) expense.
See Part II, Ite m 8, “Financial Statements and Supplementary Data - Notes to Consolidated Financial Statements,” Note 13, “Debt,” for additional information about our debt. With certain exceptions, the Senior Secured Credit Facility obligations are secured by a first-priority security interest in substantially all of the assets of Trans Union LLC, including its investments in subsidiaries.
See Part II, Ite m 8, “Financial Statements and Supplementary Data - Notes to Consolidated Financial Statements,” Note 12 , “Debt,” for additional information about our debt. With certain exceptions, the Senior Secured Credit Facility obligations are secured by a first-priority security interest in substantially all of the assets of Trans Union LLC, including its investments in subsidiaries.
Adjusted Net Income Management has excluded the following items from net income (loss) attributable to TransUnion in order to calculate Adjusted Net Income for the periods presented: • Discontinued operations, net of tax (see Consolidated Adjusted EBITDA above) • Goodwill impairment (see Consolidated Adjusted EBITDA above) • Amortization of certain intangible assets presents non-cash amortization expenses related to assets that arose from our 2012 change in control transaction and business combinations occurring after our 2012 change in control.
Adjusted Net Income Management has excluded the following items from net income (loss) attributable to TransUnion in order to calculate Adjusted Net Income for the periods presented: • Discontinued operations, net of tax (see Consolidated Adjusted EBITDA above) • Amortization of certain intangible assets presents non-cash amortization expenses related to assets that arose from our 2012 change in control transaction and business combinations occurring after our 2012 change in control.
We believe the judgments and estimates used are reasonable, but events may arise that were not anticipated and the outcome of tax audits may differ significantly from what is expected. See Part II, Item 8 “Financial Statements and Supplementary Data - Notes to Consolidated Financial Statements,” Note 16, “Income Taxes,” for further information.
We believe the judgments and estimates used are reasonable, but events may arise that were not anticipated and the outcome of tax audits may differ significantly from what is expected. See Part II, Item 8 “Financial Statements and Supplementary Data - Notes to Consolidated Financial Statements,” Note 15 , “Income Taxes,” for further information.
Each year, we may be required to make additional principal payments on the Senior Secured Term Loan B based on excess cash flows of the prior year, as defined in our credit agreement. There were no excess cash flows for 2024 and therefore no additional payment will be required in 2025.
Each year, we may be required to make additional principal payments on the Senior Secured Term Loan B based on excess cash flows of the prior year, as defined in our credit agreement. There were no excess cash flows for 2025 and therefore no additional payment will be required in 2026.
Markets segment and an increase in volume in both segments; • a net increase of approximately $10.0 million in labor-related costs, primarily due to an increase in annual incentive and stock-based compensation, partially offset by the realization of benefits from our operating model transformation plan; • an increase of approximately $9.0 million in technology and communications costs, including costs for our accelerated technology investment; and • an increase of approximately $9.0 million from costs related to our operating model optimization prog ram, partially offset by: • a decrease of approximately $15.0 million in integration costs of our business acquisitions, an initiative that was completed in 2023.
Markets segment and an increase in volume in both segments; • a net increase of approximately $10.0 million in labor-related costs, due primarily to an increase in annual incentive and stock-based compensation, partially offset by the realization of benefits from our operating model transformation plan; • an increase of approximately $9.0 million in technology and communications costs, including costs for our accelerated technology investment; and • an increase of approximately $9.0 million from costs related to our operating model optimization program, partially offset by: • a decrease of approximately $15.0 million in integration costs of our business acquisitions, an initiative that was completed in 2023.
The unique effort to build a secure, reliable and performant hybrid cloud infrastructure requires us to dedicate separate resources in order to develop the new cloud-based infrastructure in parallel with our current on-premise environment by maintaining our existing technology team to ensure no disruptions to our customers.
The unique effort to build a secure, reliable and performant hybrid cloud infrastructure required us to dedicate separate resources in order to develop the new cloud-based infrastructure in parallel with our current on-premise environment by maintaining our existing technology team to ensure no disruptions to our customers.
Factors Affecting Our Results of Operations The following are certain key factors that affect, or have recently affected, our results of operations: Macroeconomic and Industry Trend s Our revenues and results of operations have been and can be significantly influenced by general macroeconomic conditions, including but not limited to, interest rates, inflation, housing demand, the availability of credit and capital, employment levels, and consumer confidence.
Factors Affecting Our Results of Operations The following are certain key factors that affect, or have recently affected, our results of operations: Macroeconomic and Industry Trend s Our revenues and results of operations have been and can be significantly influenced by general macroeconomic conditions, including but not limited to, interest rates, inflation, tariffs, housing demand, the availability of credit and capital, employment levels, consumer confidence and the risk of recession.
Markets segment, we report and disaggregate revenue by vertical, which consists of our Financial Services, Emerging and Consumer Interactive verticals. Within the International segment, we disaggregate revenue by regions, which consists of Canada, Latin America, the United Kingdom, Africa, India, and Asia Pacific.
Markets and International. Within the U.S. Markets segment, we report and disaggregate revenue by vertical, which consists of our Financial Services, Emerging and Consumer Interactive verticals. Within the International segment, we disaggregate revenue by regions, which consists of Canada, Latin America, the United Kingdom, Africa, India and Asia Pacific.
Markets 38.1 % 37.4 % 38.9 % 0.7 % (1.5) % International 44.4 % 43.2 % 43.0 % 1.2 % 0.2 % nm: not meaningful As a result of displaying amounts in millions, rounding differences may exist in the table above. We define Adjusted EBITDA margin for our segments as the segment Adjusted EBITDA divided by segment gross revenue. U.S.
Markets 37.9 % 38.1 % 37.4 % (0.2) % 0.7 % International 43.6 % 44.4 % 43.2 % (0.8) % 1.2 % nm: not meaningful As a result of displaying amounts in millions, rounding differences may exist in the table above. We define Adjusted EBITDA margin for our segments as the segment Adjusted EBITDA divided by segment gross revenue. U.S.
The swaps commenced on December 31, 2021, and expire on December 31, 2026, with a current aggregate notional amount of $1,552.0 million that amortizes each quarter. The swaps require us to pay fixed rates varying between 1.3800% and 1.3915% in 72 exchange for receiving a variable rate that matches the variable rate on our loans.
The swaps commenced on December 31, 2021, and expire on December 31, 2026, with a current aggregate notional amount of $1,536.0 million that amortizes each quarter. The swaps require us to pay fixed rates varying between 1.3800% and 1.3915% in exchange for receiving a variable rate that matches the variable rate on our loans.
There are three components of the accelerated technology investment: (i) building foundational capabilities which includes establishing a modern, API-based and services-oriented software architecture, (ii) the migration of each application and customer data to the new enterprise platform, including the redundant software costs during the migration period, as well as the efforts to decommission the legacy system, and (iii) program 63 enablement, which includes dedicated resources to support the planning and execution of the program.
There are three components of the accelerated technology investment: (i) building foundational capabilities which includes establishing a modern, API-based and services-oriented software architecture, (ii) the migration of each application and customer data to the new enterprise platform, including the redundant software costs during the migration period, as well as the efforts to decommission the legacy system, and (iii) program 61 Table of Contents enablement, which includes dedicated resources to support the planning and execution of the program.
There are three components of the accelerated technology investment: (i) building foundational capabilities which includes establishing a modern, API-based and services-oriented software architecture, (ii) the migration of each application and customer data to the new enterprise platform including the redundant software costs 69 during the migration period, as well as the efforts to decommission the legacy system, and (iii) program enablement, which includes dedicated resources to support the planning and execution of the program.
There are three components of the accelerated technology investment: (i) building foundational capabilities which includes establishing a modern, API-based and services-oriented software architecture, (ii) the migration of each application and customer data to the new enterprise platform including the redundant software costs 67 Table of Contents during the migration period, as well as the efforts to decommission the legacy system, and (iii) program enablement, which includes dedicated resources to support the planning and execution of the program.
The actual costs of resolving legal and regulatory matters, however, may be substantially higher than the amounts reserved for those matters, and an adverse outcome in certain of these matters could have a material adverse effect on our consolidated financial statements in particular quarterly or annual periods.
The actual costs of resolving legal and regulatory matters, however, may be substantially higher than the amounts reserved for those matters, and an adverse outcome in certain of these matters 72 Table of Contents could have a material adverse effect on our consolidated financial statements in particular quarterly or annual periods.
We exclude this amount from the Adjusted Provision for Income Taxes in order to be consistent with the exclusion of stock-based compensation from the calculation of Adjusted Net Income. • Other principally relates to (i) deferred tax adjustments, including rate changes, (ii) infrequent or unusual valuation allowance adjustments, (iii) return to provision, tax authority audit adjustments, and reserves 61 related to prior periods, and (iv) other non-recurring items.
We exclude this amount from the Adjusted Provision for Income Taxes in order to be consistent with the exclusion of stock-based compensation from the calculation of Adjusted Net Income. • Other principally relates to (i) deferred tax adjustments, including rate changes, (ii) infrequent or unusual valuation allowance adjustments, (iii) return to provision, tax authority audit adjustments, and reserves 59 Table of Contents related to prior periods, and (iv) other non-recurring items.
As of December 31, 2024, we had no outstanding balance under the Senior Secured Revolving Credit Facility and $1.2 million of outstanding letters of credit and an available borrowing balance of $598.8 million.
As of December 31, 2025, we had no outstanding balance under the Senior Secured Revolving Credit Facility and $1.2 million of outstanding letters of credit and an available borrowing balance of $598.8 million.
The swaps commenced on December 31, 2024, and expire on December 31, 2027, with a current aggregate notional amount of $1,100.0 million that amortizes each quarter beginning the first quarter 2025. The swaps require us to pay fixed rates varying between 3.0650% and 3.9925% in exchange for receiving a variable rate that matches the variable rate on our loans.
The swaps commenced on December 31, 2024, and expire on December 31, 2027, with a current aggregate notional amount of $1,082.8 million that amortizes each quarter beginning the first quarter 2025. The swaps require us to pay fixed rates varying between 3.0650% and 3.9925% in exchange for receiving a variable rate that matches the variable rate on our loans.
The swaps commenced on December 31, 2024, and expire on December 31, 2027, with a current aggregate notional amount of $1.1 billion that amortizes each quarter beginning the first quarter 2025. The swaps require us to pay fixed rates varying between 3.0650% and 3.9925% in exchange for receiving a variable rate that matches the variable rate on our loans.
The swaps commenced on December 31, 2024, and expire on December 31, 2027, with a current aggregate notional amount of $1,082.8 million that amortizes each quarter beginning the first quarter 2025. The swaps require us to pay fixed rates varying between 3.0650% and 3.9925% in exchange for receiving a variable rate that matches the variable rate on our loans.
The decrease in interest expense for 2024 was due primarily to a decrease in outstanding principal balance due to the debt prepayments and refinancing transactions made in 2023 and 2024, partially offset by an increase in the average periodic variable interest rate on the unhedged portion of our debt .
The decrease in 2024 was due primarily to a decrease in outstanding principal balance due to the prepayments and refinancing transactions made in 2023 and 2024, partially offset by an increase in the average periodic variable rate on the unhedged portion of our debt.
T he results of our qualitative tests did not identify any factors that suggest it was more likely than not the fair value of any of these reporting units was less than its carrying value For all of the reporting units subject to a quantitative test, including the United Kingdom reporting unit, the fair value exceeded the carrying value by more than 10%.
T he results of our qualitative tests did not identify any factors that suggest it was more likely than not the fair value of any of these reporting units was less than its carrying value For all of the reporting units subject to a quantitative test the fair value exceeded the carrying value by more than 10%.
For 2024, debt-related expenses included $17.8 million of unamortized original issue discount, deferred financing fees, and other related fees expensed as a result of our debt prepayments and refinancings and $2.4 million of other debt financing expenses.
For 2025, debt-related expenses included $1.9 million of other deferred financing expenses. For 2024, debt-related expenses included $17.8 million of unamortized original issue discount, deferred financing fees, and other related fees expensed as a result of our debt prepayments and refinancings and $2.4 million of other debt financing expenses.
We exclude stock-based compensation because it may not correlate to the underlying performance of our business operations during the period since it is measured at the grant date fair value and it is subject to variability as a result of performance conditions and timing of grants.
It is predominantly a non-cash expense. We exclude stock-based compensation because it may not correlate to the underlying performance of our business operations during the period since it is measured at the grant date fair value and it is subject to variability as a result of performance conditions and timing of grants.
Operating model optimization consisted of the following adjustments: Years Ended December 31, 2024 2023 2022 Employee separation $ 24.7 $ 71.9 $ — Facility exit 42.1 3.4 — Business process optimization 28.0 2.3 — Total operating model optimization $ 94.8 $ 77.6 $ — 5.
Operating model optimization consisted of the following adjustments: Years Ended December 31, 2025 2024 2023 Employee separation $ 6.8 $ 24.7 $ 71.9 Facility exit — 42.1 3.4 Business process optimization 25.5 28.0 2.3 Total operating model optimization $ 32.3 $ 94.8 $ 77.6 5.
Operating model optimization consisted of the following adjustments: Years Ended December 31, 2024 2023 2022 Employee separation $ 24.7 $ 71.9 $ — Facility exit 42.1 3.4 — Business process optimization 28.0 2.3 — Total operating model optimization $ 94.8 $ 77.6 $ — 5.
Operating model optimization consisted of the following adjustments: Years Ended December 31, 2025 2024 2023 Employee separation $ 6.8 $ 24.7 $ 71.9 Facility exit — 42.1 3.4 Business process optimization 25.5 28.0 2.3 Total operating model optimization $ 32.3 $ 94.8 $ 77.6 5.
Operating model optimization consisted of the following adjustments: Years Ended December 31, 2024 2023 2022 Employee separation $ 24.7 $ 71.9 $ — Facility exit 42.1 3.4 — Business process optimization 28.0 2.3 — Total operating model optimization $ 94.8 $ 77.6 $ — 5.
Operating model optimization consisted of the following adjustments: Years Ended December 31, 2025 2024 2023 Employee separation $ 6.8 $ 24.7 $ 71.9 Facility exit — 42.1 3.4 Business process optimization 25.5 28.0 2.3 Total operating model optimization $ 32.3 $ 94.8 $ 77.6 5.
There are several underlying trends supporting this market growth, including the proliferation of data, advances in technology and analytics that enable data to be processed more quickly and efficiently to provide business insights, and growing demand for these business insights across industries and geographies.
There are several underlying trends supporting this market growth, including the proliferation of data, advances in technology such as AI that enable data to be processed more quickly and efficiently to provide business insights, and growing demand for these business insights across industries and geographies.
Other income (expense), net Years Ended December 31, 2024 2023 2022 Gain (loss) from post-acquisition adjustments from previous acquisitions $ (7.2) $ (4.3) $ 3.4 Fair value and impairment adjustments (8.4) (1.6) (4.0) Transition services agreement income — 4.8 10.7 Currency remeasurement gains (losses), net (2.1) (4.8) (6.3) Miscellaneous non-operating income and (expense) 1.9 2.9 0.9 Total other income (expense), net $ (15.7) $ (3.0) $ 4.7 Gain (loss) from post-acquisition adjustments relate to contingent consideration or to assets and liabilities that occurred after the acquisition measurement period.
Other income (expense), net Years Ended December 31, 2025 2024 2023 Loss from post-acquisition adjustments from previous acquisitions $ — $ (7.2) $ (4.3) Fair value and impairment adjustments (16.8) (8.4) (1.6) Transition services agreement income — — 4.8 Currency remeasurement losses, net (0.4) (2.1) (4.8) Miscellaneous non-operating income 0.6 1.9 2.9 Total other income (expense), net $ (16.6) $ (15.7) $ (3.0) Loss from post-acquisition adjustments relate to contingent consideration or to assets and liabilities that occurred after the acquisition measurement period.
Our addressable market includes the global data and analytics market, which continues to grow as companies around the world increasingly recognize the benefits of data and analytics-based decision making, and as consumers recognize the important role that their data identities play in their ability to procure goods and services.
Our addressable market includes the global data and analytics market, which continues to grow as companies increasingly recognize the benefits of data and analytics-based decision making, and as consumers recognize the important role that their data identities play in their ability to procure goods and services and prevent fraud.
These costs are reported in selling, general and administrative and in non-operating income and expense, net as applicable based on their nature on our Consolidated Statements of Operations. 60 Consolidated Adjusted EBITDA Margin Management defines Consolidated Adjusted EBITDA Margin as Consolidated Adjusted EBITDA divided by total revenue as reported.
These costs are reported in selling, general and administrative and in non-operating income and expense, net as applicable based on their nature on our Consolidated Statements of Operations. 58 Table of Contents Consolidated Adjusted EBITDA Margin Management defines Consolidated Adjusted EBITDA Margin as Consolidated Adjusted EBITDA divided by total revenue as reported.
For years in which we made significant acquisitions, we have included a twelve-month period of adjusted EBITDA including Adjusted EBITDA for the period prior to our acquisition. The year ended December 31, 2022 includes the three months of Adjusted EBITDA related to Argus prior to our acquisition in April 2022. 7.
For years in which we made significant acquisitions, we have included a twelve-month period of adjusted EBITDA including Adjusted EBITDA for the period prior to our acquisition. The year ended December 31, 2025 includes the three months of Adjusted EBITDA related to Monevo prior to our acquisition in April 2025. 7.
If the qualitative analysis indicates that an impairme nt is more likely than not for any reporting unit, we perform a quantitative impairment test for that reporting unit. We also have the option to bypass the qualitative analysis for any reporting unit and proceed directly to performing a quantitative impairment test.
If the qualitative analysis indicates that an impairme nt is more likely than not for any reporting unit, we perform a 71 Table of Contents quantitative impairment test for that reporting unit. We also have the option to bypass the qualitative analysis for any reporting unit and proceed directly to performing a quantitative impairment test.
Mergers and acquisitions, divestitures and business optimization consisted of the following adjustments: Years Ended December 31, 2024 2023 2022 Transaction and integration costs $ 11.2 $ 30.9 $ 56.9 Fair value and impairment adjustments 8.4 1.6 4.0 Post-acquisition adjustments 7.0 4.3 (3.4) Transition services agreement income — (2.5) (6.8) Loss on business disposal — 0.3 — Total mergers and acquisitions, divestitures and business optimization $ 26.5 $ 34.6 $ 50.7 3.
Mergers and acquisitions, divestitures and business optimization consisted of the following adjustments: Years Ended December 31, 2025 2024 2023 Transaction and integration costs $ 13.9 $ 11.2 $ 30.9 Fair value and impairment adjustments 16.8 8.4 1.6 Post-acquisition adjustments (0.7) 7.0 4.3 Transition services agreement income — — (2.5) Loss on business disposal — — 0.3 Total mergers and acquisitions, divestitures and business optimization $ 30.0 $ 26.5 $ 34.6 3.
Mergers and acquisitions, divestitures and business optimization consisted of the following adjustments: Years Ended December 31, 2024 2023 2022 Transaction and integration costs $ 11.2 $ 30.9 $ 56.9 Fair value and impairment adjustments 8.4 1.6 4.0 Post-acquisition adjustments 7.0 4.3 (3.4) Transition services agreement income — (2.5) (6.8) Loss on business disposal — 0.3 — Total mergers and acquisitions, divestitures and business optimization $ 26.5 $ 34.6 $ 50.7 3.
Mergers and acquisitions, divestitures and business optimization consisted of the following adjustments: Years Ended December 31, 2025 2024 2023 Transaction and integration costs $ 13.9 $ 11.2 $ 30.9 Fair value and impairment adjustments 16.8 8.4 1.6 Post-acquisition adjustments (0.7) 7.0 4.3 Transition services agreement income — — (2.5) Loss on business disposal — — 0.3 Total mergers and acquisitions, divestitures and business optimization $ 30.0 $ 26.5 $ 34.6 3.
Mergers and acquisitions, divestitures and business optimization consisted of the following adjustments: Years Ended December 31, 2024 2023 2022 Transaction and integration costs $ 11.2 $ 30.9 $ 56.9 Fair value and impairment adjustments 8.4 1.6 4.0 Post-acquisition adjustments 7.0 4.3 (3.4) Transition services agreement income — (2.5) (6.8) Loss on business disposal — 0.3 — Total mergers and acquisitions, divestitures and business optimization $ 26.5 $ 34.6 $ 50.7 3.
Mergers and acquisitions, divestitures and business optimization consisted of the following adjustments: Years Ended December 31, 2025 2024 2023 Transaction and integration costs $ 13.9 $ 11.2 $ 30.9 Fair value and impairment adjustments 16.8 8.4 1.6 Post-acquisition adjustments (0.7) 7.0 4.3 Transition services agreement income — — (2.5) Loss on business disposal — — 0.3 Total mergers and acquisitions, divestitures and business optimization $ 30.0 $ 26.5 $ 34.6 3.
These services are offered to customers in a number of industries including financial services, retail credit, insurance, automotive, collections, public sector and communications, and are delivered through both direct and indirect channels. The International segment also provides consumer services similar to those offered by our Consumer Interactive vertical within our U.S.
These services are offered to customers in a number of industries including financial services, automotive, collections, public sector, gaming and communications, and are delivered through both direct and indirect channels. The International segment also provides consumer services similar to those offered by our Consumer Interactive vertical in our U.S.
Annual Impairment Test For our 2024 annual goodwill impairment t est, we performed a qualitative test on certain reporting units and elected to bypass the qualitative test and perform a quantitative test for other reporting units.
Annual Impairment Test For our 2025 annual goodwill impairment t est, we performed a qualitative test on certain reporting units and elected to bypass the qualitative test and performed a quantitative test for other reporting units.
For the years ended December 31, 2024, 2023 and 2022, our segment revenue, Adjusted EBITDA and Adjusted EBITDA margin were as follows: 55 Change Years Ended December 31, 2024 vs. 2023 2023 vs. 2022 2024 2023 2022 $ % $ % Revenue: U.S.
For the years ended December 31, 2025, 2024 and 2023, our segment revenue, Adjusted EBITDA and Adjusted EBITDA margin were as follows: Change Years Ended December 31, 2025 vs. 2024 2024 vs. 2023 2025 2024 2023 $ % $ % Revenue: U.S.
The increase was due primarily to higher local currency revenue from broad-based volume increases, new business wins, and increased batch and breach remediation services, partially offset by a decrease of 1.6% from the impact of foreign currencies. For 2023, Canada revenue increased $10.9 million, or 8.4%, compared with 2022.
For 2024, Canada revenue increased $13.9 million, or 9.9%, compared with 2023. The increase was due primarily to higher local currency revenue from broad-based volume increases, new business wins, and increased batch and breach remediation services, partially offset by a decrease of 1.6% from the impact of foreign currencies.
On February 8, 2024, we executed Amendment No. 22 to the Senior Secured Credit Facility, pursuant to which we entered into Senior Secured Term Loan B-7 with an aggregate principal amount of $1.9 billion, the proceeds of which were used to repay Senior Secured Term Loan B-6 in full and pay the related financing fees and expenses. 48 On October 27, 2023, we executed Amendment No. 21 to the Senior Secured Credit Facility, pursuant to which we entered into Senior Secured Term Loan A-4 with an aggregate principal amount of $1.3 billion, the proceeds of which were used to repay Senior Secured Term Loan A-3 in full, repay $300.0 million of Senior Secured Term Loan B-6, and pay the related financing fees and expenses.
On October 27, 2023, we executed Amendment No. 21 to the Senior Secured Credit Facility, pursuant to which we entered into Senior Secured Term Loan A-4 with an aggregate principal amount of $1.3 billion, the proceeds of which were used to repay Senior Secured Term Loan A-3 in full, repay $300.0 million of Senior Secured Term Loan B-6, and pay the related financing fees and expenses.
Net other consisted of the following adjustments: Years Ended December 31, 2024 2023 2022 Deferred loan fee expense from debt prepayments and refinancings $ 17.8 $ 9.3 $ 9.3 Other debt financing expenses 2.4 2.2 1.7 Currency remeasurement on foreign operations 2.1 4.8 6.3 Legal and regulatory expenses, net — — 28.4 Other non-operating (income) and expense (0.5) (1.0) 0.3 Total other adjustments $ 21.8 $ 15.2 $ 46.1 6.
Net other consisted of the following adjustments: Years Ended December 31, 2025 2024 2023 Deferred loan fee expense from debt prepayments and refinancings $ 0.1 $ 17.8 $ 9.3 Other debt financing expenses 2.1 2.4 2.2 Currency remeasurement on foreign operations 0.5 2.1 4.8 Legal and regulatory expenses, net (56.0) — — Other non-operating (income) and expense 1.0 (0.5) (1.0) Total other adjustments $ (52.3) $ 21.8 $ 15.2 6.
Net other consisted of the following adjustments: Years Ended December 31, 2024 2023 2022 Deferred loan fee expense from debt prepayments and refinancing $ 17.8 $ 9.3 $ 9.3 Other debt financing expenses 2.4 2.2 1.7 Currency remeasurement on foreign operations 2.1 4.8 6.3 Legal and regulatory expenses, net — — 28.4 Other non-operating (income) and expense (0.5) (1.0) 0.3 Total other adjustments $ 21.8 $ 15.2 $ 46.1 6.
Net other consisted of the following adjustments: Years Ended December 31, 2025 2024 2023 Deferred loan fee expense from debt prepayments and refinancing $ 0.1 $ 17.8 $ 9.3 Other debt financing expenses 2.1 2.4 2.2 Currency remeasurement on foreign operations 0.5 2.1 4.8 Legal and regulatory expenses, net (56.0) — — Other non-operating (income) and expense 1.0 (0.5) (1.0) Total other adjustments $ (52.3) $ 21.8 $ 15.2 6.
For additional information about our debt and hedge, see Part II, Item 8, “Financial Statements and Supplementary Data — Notes to Consolidated Financial Statements,” Note 13, “Debt.” Contractual Obligations Refer to Part II, Item 8, “Financial Statements and Supplementary Data — Notes to Consolidated Financial Statements,” Note 13, “Debt,” Note 14, “Leases” and Note 20, “Commitments,” for information about our long-term debt obligations, noncancelable lease obligations, and noncancelable purchase obligations as of December 31, 2024.
For additional information about our debt and hedge, see Part II, Item 8, “Financial Statements and Supplementary Data — Notes to Consolidated Financial Statements,” Note 12, “Debt.” Contractual Obligations Refer to Part II, Item 8, “Financial Statements and Supplementary Data — Notes to Consolidated Financial Statements,” Note 12, “Debt,” Note 13, “Leases” and Note 19, “Commitments,” for information about our long-term debt obligations, noncancelable lease obligations, and noncancelable purchase obligations as of December 31, 2025.
Net other consisted of the following adjustments: Years Ended December 31, 2024 2023 2022 Deferred loan fee expense from debt prepayments and refinancing $ 17.8 $ 9.3 $ 9.3 Currency remeasurement on foreign operations 2.1 4.8 6.3 Legal and regulatory expenses, net — — 28.4 Other non-operating (income) and expense 0.3 — 0.3 Total other adjustments $ 20.2 $ 14.0 $ 44.3 6.
Net other consisted of the following adjustments: Years Ended December 31, 2025 2024 2023 Deferred loan fee expense from debt prepayments and refinancing $ 0.1 $ 17.8 $ 9.3 Currency remeasurement on foreign operations 0.5 2.1 4.8 Legal and regulatory expenses, net (56.0) — — Other non-operating (income) and expense (0.2) 0.3 — Total other adjustments $ (55.6) $ 20.2 $ 14.0 6.
The senior secured net leverage test must be met as a condition to incur additional indebtedness, make certain investments, and may be required to make certain restricted payments. The senior secured net leverage ratio must not exceed 5.5-to-1 at any such measurement date. We paid dividends of $0.42 per share in 2024, totaling $82.7 million.
The senior secured net leverage test must be met as a condition to incur additional indebtedness, make certain investments, and may be required to make certain restricted payments. The senior secured net leverage ratio must not exceed 5.5-to-1 at any such measurement date. We paid dividends of $0.46 per share in 2025, totaling $90.5 million.
These amounts were recorded in other accrued liabilities in the Consolidated Balance Sheets and the associated expenses were recorded in selling, general and administrative expenses in the Consolidated Statements of Operations. Legal fees incurred in connection with ongoing litigation are considered period costs and are expensed as incurred.
These amounts are included in other current liabilities in the Consolidated Balance Sheets and the associated expenses are included in selling, general and administrative expenses in the Consolidated Statements of Operations. Legal fees incurred in connection with ongoing litigation are considered period costs and are expensed as incurred.
Revenue For 2024, revenue increased $352.6 million, or 9.2%, compared with 2023, due primarily to growth in both segments, partially offset by a decrease of 0.1% due to the impact of foreign currencies, as further discussed in the Segment Results of Operations section below.
Revenue For 2025, revenue increased $392.6 million, or 9.4%, compared with 2024, due primarily to growth in both segments, partially offset by a decrease of 0.1% due to the impact of foreign currencies, as further discussed in the Segment Results of Operations section below.
See Part II, Item 8 “Financial Statements and Supplementary Data – Notes to Consolidated Financial Statement,” Note 19, “Reportable Segments” for additional information about our operating segments. 46 U.S. Markets The U.S. Markets segment provides consumer reports, actionable insights and analytics to businesses and consumers.
See Part II, Item 8 “Financial Statements and Supplementary Data – Notes to Consolidated Financial Statements,” Note 18, “Reportable Segments” for additional information about our operating segments. U.S. Markets The U.S. Markets segment provides data, analytics and actionable insights to businesses and consumers.
The following paragraphs describe the accounting policies that require significant judgment and estimates due to inherent uncertainty or complexity. Goodwill As of December 31, 2024, our Consolidated Balance Sheet included goodwill of $5,144.3 million .
The following paragraphs describe the accounting policies that require significant judgment and estimates due to inherent uncertainty or complexity. Goodwill As of December 31, 2025, our Consolidated Balance Sheet included goodwill of $5,259.5 million .
Recent Accounting Pronouncements For information about recent accounting pronouncements and the potential impact on our consolidated financial statements, see Part II, Item 8, “Financial Statements and Supplementary Data - Notes to Consolidated Financial Statements,” Note 1, “Significant Accounting Policies.” 75
Recent Accounting Pronouncements For information about recent accounting pronouncements and the potential impact on our consolidated financial statements, see Part II, Item 8, “Financial Statements and Supplementary Data - Notes to Consolidated Financial Statements,” Note 1, “Significant Accounting Policies.” 73 Table of Contents
Markets Segment Revenue For 2024, U.S. Markets revenue increased $245.1 million, or 8.2%, compared with the same period in 2023, due to growth in all verticals. Revenue from Financial Services, Emerging Verticals, and Consumer Interactive increased $188.9 million, $47.3 million and $9.0 million, respectively, as further discussed below. For 2023 , U.S.
Markets revenue increased $245.1 million , or 8.2%, compared with the same period in 2023 , due to growth in all verticals. Revenue from Financial Services, Emerging Verticals, and Consumer Interactive increased $188.9 million, $47.3 million, and $9.0 million, respectively, as further discussed below. Financial Services: For 2025, Financial Services revenue increased $250.8 million, or 17.5%, compared to 2024.
We designated these swap agreements as cash flow hedges. On December 23, 2021, we entered into interest rate swap agreements with various counterparties that effectively fix our variable interest rate exposure on a portion of our Senior Secured Term Loan or similar replacement debt.
We have designated these swap agreements as cash flow hedges. In 2024, we entered into interest rate swap agreements with various counterparties that effectively fix our variable interest rate exposure on a portion of our Senior Secured Term Loan or similar replacement debt.
In 2024, we entered into interest rate swap agreements with various counterparties that effectively fix our variable interest rate exposure on a portion of our Senior Secured Term Loan or similar replacement debt.
On December 23, 2021, we entered into interest rate swap agreements with various counterparties that effectively fix our variable interest rate exposure on a portion of our Senior Secured Term Loan or similar replacement debt.
See Part II, Item 8, “Financial Statements and Supplementary Data – Notes to Consolidated Financial Statement,” Note 11, “Restructuring” for additional information about our restructu ring expenses and “Results of Operations – Non-GAAP Measures” for additional details of the composition of these expenses.
See Part II, Item 8, “Financial Statements and Supplementary Data – Notes to Consolidated Financial Statements,” Note 10, “Restructuring” for additional information about our restructuring expenses and “Results of Operations – Non-GAAP Measures” for additional details of the composition of these expenses.
Consolidated Adjusted EBITDA Margin is calculated by dividing Consolidated Adjusted EBITDA by total revenue. Consolidated Adjusted EBITDA For 2024, Consolidated Adjusted EBITDA increased $162.6 million compared 2023, primarily due to an increase in revenue and the realization of cost savings from the transformation plan, partially offset by higher product costs and higher incentive compensation compared to 2023.
Consolidated Adjusted EBITDA Margin is calculated by dividing Consolidated Adjusted EBITDA by total revenue. Consolidated Adjusted EBITDA For 2025, Consolidated Adjusted EBITDA increased $139.6 million compared to 2024, due primarily to an increase in revenue and the realization of cost savings from the transformation plan, partially offset by higher product costs due to the growth in revenue compared to 2024.
We believe our cash on hand, cash generated from operations, and funds available under the Senior Secured Revolving Line of Credit will be sufficient to fund our planned capital expenditures, debt service and other capital structure obligations, business acquisitions, dividends, and operating needs for the foreseeable future.
We believe our cash on hand, cash generated from operations, and funds available under the Senior Secured Revolving Line of Credit will be sufficient to fund our planned capital expenditures, debt service and other capital allocation initiatives, and operating needs for the foreseeable future.
See Part II, Item 8 “Financial Statements and Supplementary Data - Notes to Consolidated Financial Statements,” Note 21, “Contingencies,” for further information. Income Taxes As of December 31, 2024, our Consolidated Balance Sheet included non-current deferred tax liabilities of $415.3 million.
See Part II, Item 8 “Financial Statements and Supplementary Data - Notes to Consolidated Financial Statements,” Note 20 , “Contingencies,” for further information. Income Taxes As of December 31, 2025, our Consolidated Balance Sheet included non-current deferred tax liabilities of $389.8 million.
Adjusted EBITDA For 2024, Adjusted EBITDA increased $58.0 million due primarily to increased revenue in India and other regions as discussed above, partially offset by an increase in annual incentive compensation. Adjusted EBITDA margins increased 1.2% due primarily to a shift in the mix of revenue in our larger regions .
Adjusted EBITDA margins decreased 0.8% due primarily to a shift in the mix of revenues . For 2024, Adjusted EBITDA increased $58.0 million due primarily to increased revenue in India and other regions as discussed above, partially offset by an increase in annual incentive compensation.
Africa: For 2024, Africa revenue increased $5.8 million, or 9.5%, compared to 2023. The increase was primarily due to meaningful new business wins and contract renewals as well as volume growth in emerging countries and emerging verticals, partially offset by a decrease of 0.3% from the impact of foreign currencies.
The increase was due primarily to meaningful new business wins and contract renewals as well as volume growth in emerging countries and emerging verticals, partially offset by a decrease of 0.3% from the impact of foreign currencies. India: For 2025, India revenue decreased $5.2 million, or 1.9%, compared to 2024.
The increase was due primarily to higher local currency revenue in all regions, driven by increased volumes from improving economic conditions and new product initiatives, partially offset by a decrease of 0.3% from the impact of foreign currencies. For 2023, International revenue increased $67.4 million, or 8.6%, compared with 2022.
For 2024, International revenue increased $108.1 million, or 12.7%, compared with 2023. The increase was due primarily to higher local currency revenue in all regions, driven by increased volumes from improving economic conditions and new product initiatives, partially offset by a decrease of 0.3% from the impact of foreign currencies.
Change Years Ended December 31, 2024 vs. 2023 2023 vs. 2022 2024 2023 2022 $ % $ % Other income and (expense), net: Acquisition fees $ (11.2) $ (8.2) $ (23.7) $ (3.0) (36.4) % $ 15.5 65.4 % Debt-related expenses (20.2) (11.5) (11.0) (8.7) (75.7) % (0.5) (4.5) % Other income (expense), net (15.7) (3.0) 4.7 (12.7) nm (7.7) nm Total other income and (expense), net $ (47.1) $ (22.7) $ (30.0) $ (24.4) nm $ 7.3 24.5 % nm: not meaningful As a result of displaying amounts in millions, rounding differences may exist in the table above.
Change Years Ended December 31, 2025 vs. 2024 2024 vs. 2023 2025 2024 2023 $ % $ % Other income and (expense), net: Acquisition fees $ (13.9) $ (11.2) $ (8.2) $ (2.8) (24.7) % $ (3.0) (36.4) % Debt-related expenses (1.9) (20.2) (11.5) 18.3 90.4 % (8.7) (75.7) % Other income (expense), net (16.6) (15.7) (3.0) (0.9) (5.5) % (12.7) nm Total other income and (expense), net $ (32.5) $ (47.1) $ (22.7) $ 14.6 31.1 % $ (24.4) nm nm: not meaningful As a result of displaying amounts in millions, rounding differences may exist in the table above.
We are not aware of any significant monetary claim that has been asserted against us, except for the active matters with the CFPB, that would not have some level of coverage by insurance after the relevant deductible, if any, is met. As of December 31, 2024 and 2023, we accrued $123.5 million and $147.8 million, respectively, for anticipated claims.
We are not aware of any significant monetary claim that has been asserted against us, except for the pending matter with the CFPB, that would not have some level of coverage by insurance after the relevant deductible, if any, is met. As of December 31, 2025 and 2024, we had $62.2 million and $123.5 million, respectively, accrued for anticipated claims.
We expect that the accelerated technology investment will fundamentally transform our technology infrastructure by implementing a global cloud-based approach to streamline product development, increase the efficiency of ongoing operations and maintenance and enable a continuous improvement approach to avoid the need for another major technology overhaul in the foreseeable future.
The accelerated technology investment fundamentally transformed our technology infrastructure by impleme nting a global cloud-based approach to streamline product development, increase the efficiency of ongoing operations and maintenance and enable a continuous improvement approach to avoid the need for another major technology overhaul in the foreseeable future.
We currently have capacity and intend to continue to pay a quarterly dividend, subject to approval by our Board. On February 11, 2025, our Board authorized the repurchase of up to $500.0 million of our common stock. This new share repurchase authorization replaces all previous authorizations.
We currently have capacity and intend to continue to pay a quarterly dividend, subject to approval by our Board. On February 11, 2025, our Board authorized the 2025 Repurchase Plan. This new share repurchase authorization replaces all previous authorizations.
We have designated these swap agreements as cash flow hedges. On November 16, 2022, we entered into interest rate swap agreements with various counterparties that effectively fix our variable interest rate exposure on a portion of our Senior Secured Term Loan or similar replacement debt. The new swaps commenced on December 30, 2022, and expired on December 31, 2024.
We have designated these swap agreements as cash flow hedges. On November 16, 2022, we entered into interest rate swap agreements with various counterparties that effectively fix our variable interest rate exposure on a portion of our Senior Secured Term Loan or similar replacement debt.
We have designated these swap agreements as cash flow hedges. On March 10, 2020, we entered into two tranches of interest rate swap agreements with various counterparties that effectively fix our variable interest rate exposure on a portion of our Senior Secured Term Loans or similar replacement debt.
We have designated these swap agreements as cash flow hedges. In 2024, we entered into interest rate swap agreements with various counterparties that effectively fix our variable interest rate exposure on a portion of our Senior Secured Term Loan or similar replacement debt.

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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 changeWe may use derivative financial instruments, such as foreign currency and interest rate hedges, but only as a risk management tool and not for speculative or trading purposes. Interest Rate Risk Our Senior Secured Credit Facility consists of senior secured term loans and a $600.0 million Senior Secured Revolving Line of Credit.
Biggest changeWe may use derivative financial instruments, such as foreign currency and interest rate hedges, but only as a risk management tool and not for speculative or trading purposes. Interest Rate Risk As of December 31, 2025, our Senior Secured Credit Facility consisted of senior secured term loans and a $600.0 million Senior Secured Revolving Line of Credit.
The amount of our outstanding debt, and the ratio of fixed-rate debt to variable-rate debt, can be expected to vary as a result of future business requirements, market conditions or other factors. See Part II, Item 8, “Financial Statements and Supplementary Data - Notes to Consolidated Financial Statements,” Note 13, “Debt,” for additional information about interest rates on our debt.
The amount of our outstanding debt, and the ratio of fixed-rate debt to variable-rate debt, can be expected to vary as a result of future business requirements, market conditions or other factors. See Part II, Item 8, “Financial Statements and Supplementary Data - Notes to Consolidated Financial Statements,” Note 12, “Debt,” for additional information about interest rates on our debt.
The variable interest rates on these borrowings are based, at our election, on SOFR or an alternate base rate, subject to floors, plus applicable margins based on applicable net leverage ratios. As of December 31, 2024, essentially all of our outstanding debt was variable-rate debt, and had a weighted-average interest rate of 6.13% and a weighted-average life of 5.9 years.
The variable interest rates on these borrowings are based, at our election, on SOFR or an alternate base rate, subject to floors, plus applicable margins based on applicable net leverage ratios. As of December 31, 2025, essentially all of our outstanding debt was variable-rate debt, and had a weighted-average interest rate of 5.42% and a weighted-average life of 4.9 years.
A 10% change in the value of the U.S. dollar relative to a basket of currencies for all foreign countries in which we had operations would not have had a significant impact on our 2024 realized foreign currency transaction gains and losses. 76
A 10% change in the value of the U.S. dollar relative to a basket of currencies for all foreign countries in which we had operations would not have had a significant impact on our 2025 realized foreign currency transaction gains and losses. 74 Table of Contents
Transaction gains and losses that arise from exchange rate fluctuations on transactions denominated in a currency other than the functional currency are included in other income and (expense), net as incurred. In 2024, revenue attributable to our International segment was $958.4 million, and Adjusted EBITDA attributable to our International segment was $425.5 million.
Transaction gains and losses that arise from exchange rate fluctuations on transactions denominated in a currency other than the functional currency are included in other income and (expense), net as incurred. In 2025, revenue attributable to our International segment was $1,011.0 million, and Adjusted EBITDA attributable to our International segment was $440.5 million.
A 10% change in the value of the U.S. dollar relative to a basket of the currencies for all foreign countries in which we had operations during 2024 would have changed our revenue by $95.8 million and our Adjusted EBITDA by $42.6 million. We derive an insignificant amount of international revenue and Adjusted EBITDA from our U.S. Markets segment.
A 10% change in the value of the U.S. dollar relative to a basket of the currencies for all foreign countries in which we had operations during 2025 would have changed our revenue by $101.1 million and our Adjusted EBITDA by $44.0 million. We derive an insignificant amount of international revenue and Adjusted EBITDA from our U.S. Markets segment.
Approximately 71.6% of our variable-rate debt is hedged with interest rate swaps. During 2024, a 10% change in the average Term SOFR rates utilized in the calculation of our a ctual interest expense, would have increased our interest expense by approximately $7.2 million for the year.
Approximately 75.5% of our variable-rate debt is hedged with interest rate swaps. During 2025, a 10% change in the average Term SOFR rates utilized in the calculation of our a ctual interest expense, would have increased our interest expense by approximately $5.4 million for the year.
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In addition, in November 2025 we entered into a foreign currency forward contract to economically hedge our exposure of a portion of the purchase price for our pending acquisition of a majority interest in Trans Union de Mexico, which is denominated in Mexican pesos.

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