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What changed in ACI WORLDWIDE, INC.'s 10-K — 2024 vs 2025

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Paragraph-level year-over-year comparison of ACI WORLDWIDE, INC.'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.

+256 added−257 removedSource: 10-K (2026-02-26) vs 10-K (2025-02-27)

Top changes in ACI WORLDWIDE, INC.'s 2025 10-K

256 paragraphs added · 257 removed · 181 edited across 8 sections

Item 1. Business

Business — how the company describes what it does

57 edited+22 added−25 removed33 unchanged
Biggest changeOn-Premises, On-Demand, or Hybrid Software Delivery Options Our software solutions are offered to our customers through either a traditional term software license arrangement where the software is installed and operated on the customer premises or in a cloud environment, through an on-demand arrangement where the solution is maintained and delivered through the public cloud or ACI's private cloud via our global data centers, or a combination of the two based upon their unique needs.
Biggest changeThis new era bill pay platform is fast, easy, and secure and helps billers drive operational efficiencies by reducing paper statements and calls into the contact center, increasing topline growth through expanded payment options and customer satisfaction, and improving retention by meeting customers where they are in terms of digital payments and the ability to pay anyone from any funding account. 4 Table of Contents On-Premises, On-Demand, or Hybrid Software Delivery Options Our software solutions are offered to our customers through either a traditional term software license arrangement where the software is installed and operated on the customer premises or in a cloud environment, through an on-demand arrangement where the solution is maintained and delivered through the public cloud or ACI's private cloud via our global data centers, or a combination of the two based upon their unique needs.
These activities are typically performed online and are conducted 24 hours a day, seven days a week. ACI combines a global perspective with local presence to tailor digital payment solutions for our customers.
These activities are typically performed online and are conducted 24 hours a day, seven days a week. ACI combines a global perspective with a local presence to tailor digital payment solutions for our customers.
ACI ® Acquiring ™ is a solution that helps merchant and ATM acquirers process credit, debit, and prepaid card transactions, deliver digital innovation, improve fraud prevention, and reduce interchange fees.
ACI ® Acquiring ™ is a solution that helps merchant acquirers and ATM acquirers process credit, debit, and prepaid card transactions, deliver digital innovation, improve fraud prevention, and reduce interchange fees.
Available as a service from our platform, ACI provides customers with a risk assessment that combines the most advanced AI, human, and data capabilities, delivering the precise fraud scores for any type of financial transaction, accompanied by explanation for the assessment.
Available as a service from our platform, ACI provides customers with a risk assessment that combines the most advanced AI, human, and data capabilities, delivering precise fraud scores for any type of financial transaction, accompanied by explanation for the assessment.
ACI Fraud Management ™ for merchants and billers provides a combination of patented AI technology, referred to as incremental machine learning models, fraud and payments data, predictive and behavioral analytics, positive profiling, customizable fraud strategies, expert support, and consortium data to mitigate risks and reduce the burden of compliance, delivered as a multi-tenant platform as a service, deployed in the public cloud, or on premises.
ACI Fraud Management ™ for merchants and billers provides a combination of patented AI technology, referred to as incremental machine learning models, fraud and payments data, predictive and behavioral analytics, positive profiling, customizable fraud strategies, expert support, and consortium data to mitigate risks and reduce the burden of compliance, delivered as a multi-tenant platform, deployed in the public cloud, or on-premises.
Our solutions transform banks’ complex payment environments to speed time to market, reduce costs, and deliver a consistent experience to customers across channels while enabling them to prevent and rapidly react to fraudulent activity. In addition, we enable banks to meet the requirements of different real-time payment schemes and quickly create differentiated products to meet consumer, business, and merchant demands.
Our solutions transform banks’ complex payment environments to speed time to market, reduce costs, and deliver a consistent experience to customers across channels while enabling them to prevent and rapidly react to fraudulent activity. In addition, we enable banks to meet the requirements of different payment schemes and to quickly create differentiated products to meet consumer, business, and merchant demands.
ITEM 1. BUSINESS General ACI develops, markets, installs, and supports a broad line of software solutions that deliver intelligent payments o rchestration to banks, merchants, and billers . ACI powers the payments ecosystem by supporting any channel, any network, and any payment type. Our solutions support the new payment experiences that help power customers' growth and drive innovation.
ITEM 1. BUSINESS General ACI develops, markets, installs, and supports a broad line of software solutions that deliver intelligent payments o rchestration to banks, merchants, and billers . ACI powers the world's payments ecosystem by supporting any channel, any network, and any payment type. Our solutions support the new payment experiences that help power customers' growth and drive innovation.
Services We offer our customers a wide range of professional services, including consultation, analysis, design, development, implementation, integration, testing, and project management. Our service professionals generally perform the majority of the work associated with implementing and integrating our software solutions.
Services We offer our customers a wide range of professional services, including consultation, analysis, design, development, implementation, integration, testing, project management, and education services. Our service professionals generally perform the majority of the work associated with implementing and integrating our software solutions.
In the United States, nearly all of our employees participate in our employee benefits programs that include: • Comprehensive health coverage for medical, vision, and dental care • Short term, long term, accident and disability insurance coverage • Flexible spending accounts for medical and dependent care expenses • Commuter expense reimbursement accounts • Retirement savings plans including 401(K) and deferred compensation plans • Access to 529 Plans for college savings • Adoption assistance • Employee discounts programs Some of these benefits are available to our employees outside the United States where applicable and permissible by law in addition to locally provided benefits.
In the United States, nearly all of our employees participate in our employee benefits programs that include: • Comprehensive health coverage for medical, vision, and dental care • Short term, long term, accident and disability insurance coverage • Flexible spending accounts for medical and dependent care expenses • Commuter expense reimbursement accounts • Retirement savings plans including 401(K) and deferred compensation plans • Access to 529 Plans for college savings • Adoption assistance • Employee discounts programs • Fitness reimbursement program Some of these benefits are available to our employees outside the United States where applicable and permissible by law in addition to locally provided benefits.
ACI maintains a large set of signals, features, and machine learning models, and orchestrates each transaction through the path that delivers best results. When necessary, ACI monitors, maintains, and refreshes all the machine learning models and strategies used, reducing the burden a customer would have to deploy and maintain the most advanced AI solutions.
ACI maintains a very large set of signals, features, and machine learning models, and orchestrates each transaction through the path that delivers the best results for the customer. When necessary, ACI monitors, maintains, and refreshes all the machine learning models and strategies used, reducing all the burden a customer would have to deploy and maintain the most advanced AI solutions.
No customer accounted for more than 10% of the Company’s consolidated receivables balance as of December 31, 2024 and 2023. Selling and Implementation Our products are sold and supported directly and through distribution networks covering three geographic regions – the Americas, Europe/Middle East/Africa ("EMEA"), and Asia Pacific.
No customer accounted for more than 10% of the Company’s consolidated receivables balance as of December 31, 2025 and 2024. Selling and Implementation Our products are sold and supported directly and through distribution networks covering three geographic regions – the Americas, Europe/Middle East/Africa ("EMEA"), and Asia Pacific.
ACI ® Payments Orchestration Platform ™ serves more than 80,000 merchants worldwide and is powering payments for five of the top 10 retailers globally. We also offer secure solutions to online-only merchants that provide consumers with a convenient and seamless way to shop.
ACI ® Payments Orchestration Platform ™ serves more than 80,000 merchants worldwide and is powering payments for seven of the top 10 retailers globally. We also offer secure solutions to online-only merchants that provide consumers with a convenient and seamless way to shop.
Leveraging the vast choice of integrations through a single application programming interface ("API") and ACI’s proven artificial intelligence ("AI"), human, and data capabilities, merchant customers can orchestrate and protect payments and maximize convergence while reducing risk and operational costs.
Leveraging the vast choice of integrations through a single application programming interface ("API") and ACI’s proven AI, human, and data capabilities, merchant customers can orchestrate and protect payments and maximize convergence while reducing risk and operational costs.
These customers operate in a variety of verticals, including general retail, grocery, hospitality, dining, travel and ticketing, fuel, telecommunications, and others. Our solutions provide merchants with a secure, omnichannel payments platform that gives them flexibility and independence.
These customers operate in a variety of verticals, including general retail, grocery, hospitality, dining, travel and ticketing, and others. Our solutions provide merchants with a secure, omnichannel payments platform that gives them flexibility and independence.
As of December 31, 2024, we serve thousands of organizations, including all 10 of the top 10 banks worldwide, as measured by asset size, and 80,000+ merchants, and we have customers in 90+ countries on six continents. No single customer accounted for more than 10% of our consolidated revenues for the years ended December 31, 2024, 2023, and 2022.
As of December 31, 2025, we serve thousands of organizations, including nearly all of the top 10 banks worldwide, as measured by asset size, and 80,000+ merchants, and we have customers in approximately 90 countries on six continents. No single customer accounted for more than 10% of our consolidated revenues for the years ended December 31, 2025, 2024, and 2023.
Billers Within the biller segment, ACI provides electronic bill presentment and payment (“EBPP”) services to companies operating in the consumer finance, insurance, healthcare, higher education, utility, government, mortgage, subscription provider, and telecommunications categories.
Billers Within the biller segment, ACI provides electronic bill presentment and payment (“EBPP”) services to billers operating in the consumer finance, insurance, healthcare, higher education, utility, government, mortgage, subscription providers, and telecommunications categories.
Key competitors by solution area include the following: Issuing, Acquiring, and Account-to-Account Payments The software competitors for ACI’s Issuing, Acquiring, and Account-to-Account Payments solutions include Atos Orgin S.A., Fidelity National Information Service, Inc. ("FIS"), Finastra, Fiserv, Inc. ("Fiserv"), Mastercard, NCR, OpenWay Group, SiNSYS, Total System Services, Inc.
Key competitors by solution area include the following: Issuing, Acquiring, and Account-to-Account Payments The software competitors for ACI’s issuing, acquiring, and account-to-account payments solutions include Fidelity National Information Service, Inc. ("FIS"), Finastra, Fiserv, Inc. ("Fiserv"), Mastercard, NCR, OpenWay Group, Total System Services, Inc.
Target Markets ACI’s comprehensive digital payment solutions serve three key markets: Banks ACI provides payment solutions to large and mid-size banks globally for both retail banking, digital, and other payment services.
Target Markets ACI’s comprehensive digital payment solutions serve three key markets: Banks, Intermediaries, and Merchants ACI provides payment solutions to large and mid-sized banks globally for both retail banking, digital, and other payment services.
Faster Payments, European TIPS, Australia NPP, South Africa RPP, the Payments Network Malaysia ("PayNet"), Real-time Retail Payments Platform ("RPP"), and others. 2 Table of Contents Merchants ACI’s support of merchants globally includes Tier 1 and Tier 2 merchants (in-store and online), PSPs, independent selling organizations (“ISOs”), value-added resellers (“VARs”), and acquirers who service them.
FedNow ® Services and RTP ® from The Clearing House, the UK Faster Payments, European TIPS, Australia NPP, South Africa RPP, the Payments Network Malaysia ("PayNe"), Real-time Retail Payments Platform ("RPP"), and others. 2 Table of Contents ACI’s support of merchants globally includes Tier 1 and Tier 2 merchants (in-store and online), PSPs, independent selling organizations (“ISOs”), value-added resellers (“VARs”), and acquirers who service them.
(Global Payments), Visa, and Volante, as well as small, locally-focused companies such as BPC Banking Technologies, CR2, Financial Software and Systems, Form3, HPS, Icon Solution, Lusis Payments Ltd., Opus Software Solutions Private Limited, PayEx Solutions AS, Renovite, and RS2.
(Global Payments), Volante, and Worldline as well as small, regionally-focused companies such as BPC Banking Technologies, CR2, Cranium Ventures, Financial Software and Systems, Form3, HPS, Icon Solution, Lusis Payments Ltd., Opus Software Solutions Private Limited, PayEx Solutions AS, Renovite, and RS2.
Solutions ACI is a global software company that provides mission-critical, real-time payment solutions that deliver intelligent payments orchestration to banks, merchants, and billers. Customers use our proven, scalable, and secure solutions to process and manage digital payments, enable omni-commerce payments, present and process bill payments, and manage fraud and risk.
Solutions ACI is a global software company that delivers intelligent payments orchestration to banks, merchants, and billers. Customers use our proven, scalable, and secure solutions to process and manage digital payments, enable omni-commerce payments, present and process bill payments, and manage fraud and risk.
ACI Payments Orchestration Platform is a holistic, omnichannel payments platform that orchestrates and optimizes payments by combining a powerful payments gateway with multilayered, AI-based fraud management, advanced business intelligence tools, and access to an extensive global network of acquirers, third-party providers, and alternative payment methods. Payments Intelligence ACI’s payments intelligence framework supports banks, merchants, and billers by leveraging generative AI.
ACI Payments Orchestration Platform is a holistic, intelligent payments platform that orchestrates and optimizes payments by combining a powerful payments gateway with multilayered, fraud management, advanced business intelligence tools, and access to an extensive global network of acquirers, third-party providers, and alternative payment methods.
Warsop joined the ACI Board of Directors in June 2015 and became non-executive Chairman in June 2022. He has led various portfolio companies for several leading private equity firms since 2012, including One Call Care Management, York Risk Services Group, and The Warranty Group.
Warsop was appointed President and Chief Executive Officer on June 1, 2023. He joined the ACI Board of Directors in June 2015 and became non-executive Chairman in June 2022. Prior to ACI, Mr. Warsop led various portfolio companies for several leading private equity firms, including One Call Care Management, York Risk Services Group, and The Warranty Group.
Globally, all employees have access to an employee assistance program which offers support to employees and their immediate family to address a range of personal needs and concerns in support of their well-being and mental health.
Globally, all employees have access to an employee assistance program which offers support to employees and their immediate family to address a range of personal needs and concerns in support of their well-being and mental health. All employees also have access to a lifestyle spending account which helps cover expenses related to improving physical wellbeing.
We are also competing in some areas with the traditional orchestration layer providers such as IXOpay, Payoneer, Nuvei, and Spreedly. 6 Table of Contents Payments Intelligence Principal competitors for our ACI Fraud Management solution are Accertify (American Express), BAE Systems, Cybersource (Visa), Fair Isaac Corporation, Featurespace (Visa), Feedzai, FIS, Fiserv, Forter, Kount, NCR, NICE LTD, and SAS Institute, Inc., as well as dozens of smaller companies focused on niches of this segment such as device identification and anti-money laundering.
Payments Intelligence and Risk Management Principal competitors for our ACI Fraud Management solution are Accertify (American Express), BAE Systems, Cybersource (Visa), Fair Isaac Corporation (FICO), Featurespace, Feedzai, FIS, Fiserv, Forter, Kount, NCR, NICE LTD, and SAS Institute, Inc., as well as dozens of smaller companies focused on niches of this segment such as device identification and anti-money laundering.
Generally, customers are required to commit to a minimum contract of five years, or three years in the case of certain SaaS and PaaS contracts. 4 Table of Contents Partnerships and Industry Participation We have two major types of third-party product partners: 1) technology partners, or industry leaders with whom we work closely that drive key industry trends and mandates, and 2) business partners, where we either embed the partners’ technology in ACI products, host the partners’ software in ACI’s cloud as a part of our cloud offerings, or jointly market solutions that include the products of the other company.
We have two major types of third-party product partners: 1) technology partners, or industry leaders with whom we work closely that drive key industry trends and mandates, and 2) business partners, where we either embed the partners’ technology in ACI products, host the partners’ software in ACI’s cloud as a part of our cloud offerings, or jointly market solutions that include the products of the other company.
Our solutions also allow new entrants in the digital marketplace to access innovative payment schemes, such as the U.S. FedNow ® Services and RTP ® from The Clearing House, the U.K.
Our solutions also allow new entrants in the digital marketplace to access innovative payment schemes, such as the U.S.
We also seek to protect the source code of our software as a trade secret and as a copyrighted work. Despite these precautions, there can be no assurance that misappropriation of our software products and technology will not occur. In addition to our own products, we distribute, or act as a sales agent for, software developed by third parties.
Despite these precautions, there can be no assurance that misappropriation of our software products and technology will not occur. In addition to our own products, we distribute, or act as a sales agent for, software developed by third parties. However, we typically are not involved in the development process used by these third parties.
ACI Issuing ™ is a digital payments issuing solution that helps issuers process card transactions, accelerate innovation, give customers new payment offerings, and deliver innovative security, with flexible cloud-based or on-premises deployment.
ACI Issuing ™ is a digital payments issuing solution that helps issuers process card transactions, accelerate innovation, give customers new payment offerings, and deliver innovative security, with flexible cloud-based or on-premises deployment. Account-to-Account Real-Time Payments ACI Account-to-Account Payments' capabilities cover real-time payments, ACH, Real-Time Gross Settlement ("RTGS"), and cross-border solutions.
However, we typically are not involved in the development process used by these third parties. Our rights to those third-party products and the associated intellectual property rights are limited by the terms of the contractual agreement between us and the respective third party.
Our rights to those third-party products and the associated intellectual property rights are limited by the terms of the contractual agreement between us and the respective third party.
Treasury’s Office of Foreign Assets Control (“OFAC”), which enforces economic and trade sanctions against targeted foreign countries, entities and individuals based on external threats to the U.S. foreign policy, national security, or economy; by other governments; or by global or regional multilateral organizations, such as the United Nations Security Council and the European Union as applicable. 8 Table of Contents Human Capital As of December 31, 2024, we had 3,103 employees worldwide, with 1,397 employees in the Americas, 819 employees in EMEA, and 887 employees in Asia Pacific.
Treasury’s Office of Foreign Assets Control (“OFAC”), which enforces economic and trade sanctions against targeted foreign countries, entities and individuals based on external threats to the U.S. foreign policy, national security, or economy; by other governments; or by global or regional multilateral organizations, such as the United Nations Security Council and the European Union as applicable.
It effectively combines artificial and human insights with data intelligence to achieve precision, mitigate sophisticated threats, and deliver value-added services for hyper-personalized consumer experiences.
Payments Intelligence and Risk Management ACI’s payments intelligence framework secures banks, merchants, and billers through AI network intelligence. It effectively combines artificial and human insights with network intelligence to achieve decision precision, mitigate sophisticated threats, and deliver value-added services for hyper-personalized consumer experiences.
Solutions delivered through ACI’s on-demand cloud are available in either a single-tenant environment, known as a Software-as-a-Service (“SaaS”) offering, or in a multi-tenant environment, known as a Platform-as-a-Service (“PaaS”) offering. Pricing and payment terms depend on which solutions the customer requires and their transaction volumes.
Solutions delivered through ACI’s on-demand cloud are available either as a Software-as-a-Service (“SaaS”) offering or as a Platform-as-a-Service (“PaaS”) offering. Pricing and payment terms depend on which solutions the customer requires and their transaction volumes. Generally, customers are required to commit to a minimum contract of five years, or three years in the case of certain SaaS and PaaS contracts.
Technology partners help us add value to our solutions and stay abreast of current market conditions and industry developments such as standards. In addition, ACI has membership in or participates in the relevant committees of several industry associations, such as the International Organization for Standardization (“ISO”), Accredited Standards Committee ("ASC") X9, ATM Industry Association ("ATMIA"), Financial Services, Nexo Standards, U.K.
In addition, ACI has membership in or participates in the relevant committees of several industry associations, such as the International Organization for Standardization (“ISO”), Accredited Standards Committee ("ASC") X9, ATM Industry Association ("ATMIA"), Financial Services, Nexo Standards, UK Cards Association, U.S. Payments Forum, and the PCI Security Standards Council.
Benefits We provide our global employees with competitive and comprehensive benefits to meet their needs and the needs of their dependents.
We are pleased with our retention and will continue to employ strategies to retain and engage our global employees. 8 Table of Contents Benefits We provide our global employees with competitive and comprehensive benefits to meet their needs and the needs of their dependents.
Customers We provide software products and solutions to our bank, intermediary, and merchant customers worldwide. Our biller products and solutions are sold in the United States.
Our commitment to software quality ensures that our products are reliable, secure, and meet the highest standards of performance. Customers We provide software products and solutions to our bank, intermediary, and merchant customers worldwide. Our bill payment products and solutions are sold in the United States.
He served as Group President at Fiserv, Inc., a provider of technology solutions to the financial industry, from 2007 to 2012. He served in various capacities at Electronic Data Systems for 17 years, including President of its Business Process Outsourcing unit in Asia Pacific, Vice President in the United Kingdom, and Vice President of Global Financial Services. Mr.
Earlier in his career, he served in various capacities at Electronic Data Systems for 17 years, including President of its Business Process Outsourcing unit in Asia Pacific, Vice President in the United Kingdom, and Vice President of Global Financial Services. Mr. Warsop holds a Bachelor of Business Administration in Finance from Southern Methodist University 9 Table of Contents Mr.
We have alliances with our technology partners Microsoft Corporation, Amazon, Red Hat, Google, HPE, IBM, and Oracle, whose industry-leading hardware, software, and cloud-based infrastructure services are utilized by and in delivery of ACI’s products. These partnerships allow us to understand developments in the partners’ technology and to utilize their expertise in topics like sizing, scalability, and performance testing.
The benefit to ACI is having the opportunity to influence these standards with concepts and ideas that will benefit the market, our customers, and ACI. We have alliances with our technology partners Microsoft Corporation, Amazon, HPE, IBM, Red Hat, and Oracle, whose industry-leading hardware, software, and cloud-based infrastructure services are utilized by and in delivery of ACI’s products.
Our solution and products enable these customers to support a wide range of payment options and provide a convenient consumer payments experience that drives consumer loyalty and increases revenue. We also provide fraud abuse protection to our biller customers leveraging our proven AI, human, and data capabilities.
Our solutions enable these customers to support a wide range of payment channels and types as well as provide a convenient consumer payments experience that helps billers optimize growth and operational efficiencies while improving customer experience. We also provide advanced fraud protection services to our biller customers, leveraging our proven AI, human, and data analytics capabilities.
We use distributors and referral partners to supplement our direct sales force in countries where it is more efficient and economical to do so.
We use distributors and referral partners to supplement our direct sales force in countries where it is more efficient and economical to do so. ACI’s distributors, resellers, and system integration partners are enabled to provide supplemental or complete product implementation and customization services directly to our customers or in a joint delivery model.
To ensure high software quality, we implement rigorous testing and quality assurance processes throughout the development lifecycle. This includes automated testing, code reviews, and continuous integration practices to identify and resolve issues early. Our commitment to software quality ensures that our products are reliable, secure, and meet the highest standards of performance.
If determined to be viable, the innovation is scheduled into a product roadmap for development and release. To ensure the highest software quality, we implement rigorous testing and quality assurance processes throughout the development lifecycle. This includes automated testing, code reviews, and continuous integration practices to identify and resolve issues early.
We are typically responsible for the sales and marketing of the vendors' products, and agreements with these vendors generally provide for revenue sharing based on relative responsibilities. Proprietary Rights and Licenses We rely on a combination of trade secret and copyright laws, license agreements, contractual provisions, and confidentiality agreements to protect our proprietary rights.
We distribute the products of other vendors where they complement our existing product lines. We are typically responsible for the sales and marketing of the vendors' products, and agreements with these vendors generally provide for revenue sharing based on relative responsibilities.
Cards Association, U.S. Payments Forum, and the PCI Security Standards Council. These partnerships provide direction as it relates to the specifications that are used by the card schemes, real-time payment standards, and, in some cases, hardware vendors.
These partnerships provide direction as it relates to the specifications that are used by the card schemes, real-time payment standards, and, in some cases, hardware vendors. These organizations typically look to ACI as a source of knowledge and experience to be shared in conjunction with creating and enhancing their standards.
We distribute our software products under software license agreements that typically grant customers nonexclusive licenses to use our products. Use of our software products is usually restricted to designated computers, specified locations and/or specified capacity, and is subject to terms and conditions prohibiting unauthorized reproduction or transfer of our software products.
Use of our software products is usually restricted to designated computers, specified locations and/or specified capacity, and is subject to terms and conditions prohibiting unauthorized reproduction or transfer of our software products. We also seek to protect the source code of our software as a 7 Table of Contents trade secret and as a copyrighted work.
The public may obtain information on the operation of the Public Reference Room by calling the SEC at 1-800-SEC-0330.
The public may obtain information on the operation of the Public Reference Room by calling the SEC at 1-800-SEC-0330. The SEC maintains an Internet site that contains reports, proxy and information statements, and other information regarding issuers that file electronically with the SEC at www.sec.gov .
Merchant Payments Competitors for merchant payments (ACI Payments Orchestration Platform) come from both third-party software and service providers, as well as service organizations run by major banks. Third-party software and service competitors include Adyen, Cybersource (Visa Acceptance Solutions), Fiserv, Ingenico Group, NCR, Square, Inc., Tender Retail Inc., VeriFone Systems, Inc., Worldpay Inc. (FIS), and Worldline.
Third-party software and service competitors include Adyen, Cybersource (Visa Acceptance Solutions), Fiserv, Ingenico Group, NCR, Square, Inc., Tender Retail Inc., VeriFone Systems, Inc., Worldpay Inc. (FIS), and Worldline. We are also competing in some areas with the traditional orchestration layer providers such as IXOpay, Payoneer, Nuvei, and Spreedly.
These user groups are typically organized by geography and product lines. We believe that timely development of new applications and enhancements is essential to maintaining our competitive position in the market. In developing new products and solutions, we collaborate closely with our customers and industry leaders to understand their requirements.
We believe that the timely development of new applications and enhancements is essential to maintaining our competitive position in the market. During the development of new products and solutions, we work closely with our customers and industry leaders to determine requirements. We work with device manufacturers, such as Diebold, NCR, and Wincor-Nixdorf, to ensure compatibility with the latest ATM technology.
Retention Our voluntary regrettable turnover, or our turnover of high performers, through December 31, 2024 was 5%, which compares favorably to industry turnover rates. We are pleased with our retention and will continue to employ strategies to retain and engage our global employees.
We strive to offer competitive salaries and benefits to all employees, and we continuously monitor salary ranges in our market areas. Retention Our voluntary regrettable turnover, or our turnover of high performers, through December 31, 2025 was 5%, which compares favorably to industry turnover rates.
We partner with device manufacturers, such as Diebold, NCR, and Wincor-Nixdorf, to ensure compatibility with the latest ATM technology. We also work with network vendors, such as Mastercard, SWIFT, and Visa, to comply with new regulations or processing mandates.
We also work with network vendors, such as Mastercard, Swift, and Visa, to ensure compliance with new regulations or processing mandates. We partner with computer hardware and software manufacturers, such as HPE, IBM, Microsoft Corporation, and Oracle, to ensure compatibility with new operating system releases and generations of hardware.
ACI emphasizes a diverse and inclusive workplace, with employees in over 40 countries. Globally, 35% of our employees are women. We are committed to ensuring employees feel safe and respected, regardless of race, color, age, gender, disability, minority, sexual orientation, or any other protected class.
We are committed to ensuring employees feel safe and respected, regardless of race, color, age, gender, disability, minority, sexual orientation, or any other protected class. Employees have the ability to challenge themselves and continue to grow through various assignments, projects, and development programs.
Research and Development Our product development efforts are dedicated to both creating new products and enhancing the functionality of our existing offerings. To ensure we are aligned with market needs, we facilitate user group meetings that help us shape our product and solution strategy, development plans, and customer support aspects.
To ensure we are building for the market, we facilitate user group meetings to help us determine our product and solution strategy, development plans, and aspects of customer support. The user groups are generally organized geographically or by product lines.
Bill Payment ACI meets the bill payment needs of corporate customers across myriad industries through a range of electronic bill payment offerings that help companies raise consumer satisfaction while reducing costs. ACI Speedpay ® is an integrated suite of digital billing, payment, disbursement, and communication services that lowers the cost of presenting and accepting bill payments while delivering industry-leading security.
Bill Payments ACI meets the bill payment needs of billers across myriad industries through a range of electronic bill payment offerings that help companies raise consumer satisfaction while reducing costs. Speedpay ONE ™ is a modern, scalable, and flexible payments platform that is designed to deliver multiple tiers of payments resiliency, security, and future-forward innovation for billers.
In addition, we work with a limited number of systems integration and services partners such as Accenture, LLC, Cognizant Technology Solutions Corporation, and Stanchion Payments Solution for staff augmentation and coordinated co-prime delivery where appropriate. Product support services are available to customers after a solution has been installed and are based on the relevant product support category.
In addition, we work with a limited number of systems integration and services partners such as Concerto, Opus Technologies, Synechron, and Cognizant Technology Solutions Corporation, for staff augmentation and coordinated co-prime delivery where appropriate. ACI Education Services offer training as instructor-led sessions, self-paced eLearning, or a blended approach combining both.
Depending on the products purchased, training may be conducted at a dedicated education facility at one of ACI’s offices, online, on demand, or at the customer site. 5 Table of Contents Customer Support ACI provides our customers with product support that is available 24/7. We offer our customers two support options: Standard Customer Support.
Training may be delivered at ACI’s dedicated education facilities, online, on demand, or at the customer’s site, depending on the ACI solution purchased and its deployment model. 5 Table of Contents Customer Support Global HELP24 is ACI's global customer technical support organization with employees around the world.
We maintain a continuous process to encourage and capture innovative product ideas, which may include new features or entirely new products or services. A proof of concept is conducted to validate these ideas. If viable, the innovation is scheduled into our product roadmap for development and release.
Customers often provide additional information on requirements and serve as beta-test partners. We have a continuous process to encourage and capture innovative product ideas. Such ideas include new features, as well as entirely new products or service offerings. A proof of concept ("POC") may be conducted to validate the idea.
Bill Payment The principal competitors for our ACI Speedpay bill payments solution are FIS, Fiserv, Invoice Cloud, Inc., Kubra Customer Interaction Management, Nelnet, Inc. and Affiliates, Paymentus Corp., PayNearMe, One Inc., Repay, TouchNet Information Systems, Inc., Transact, as well as smaller vertical-specific providers.
Bill Payments The primary competitors for our bill payments solution include Alacriti, FIS, Fiserv, InvoiceCloud, Kubra, One Inc., Paymentus, PayNearMe, Repay, as well as smaller vertical-specific providers. 6 Table of Contents Research and Development Our product development efforts focus on new products while increasing the functionality of existing products.
Support for high-value and cross-border payments offering multi-bank, multi-currency, and wire and Real-Time Gross Settlement ("RTGS") payment processing capabilities, as well as cross-border and domestic SWIFT messaging with seamless integrations to multiple clearing and settlement mechanisms. 3 Table of Contents Merchant Payments ACI offers merchants a secure and scalable payments platform with the flexibility to support in-store, online, and mobile payments.
Merchant Payments (ACI Payments Orchestration Platform ™ ) ACI offers merchants a secure and scalable payments platform with the flexibility to support in-store, online, and mobile payments.
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ACI Enterprise Payments Platform ™ is a market-leading technology that provides payment players global payment processing and orchestration capabilities for all digital payments, including high- and low-value payments, real-time and alternative payments, and cards.
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ACI Connetic ® brings a modern, flexible payment solution to the market that enables banks and intermediaries to build and intelligently orchestrate payment services, offering a unified ecosystem built on modern technology with a financial institution's future in mind for processing, routing, and managing multiple payment types across diverse networks and channels.
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Account-to-Account Payments ACI supports account-to-account payment processing for banks and intermediaries globally, ensuring multi-bank, multi-currency, and 24x7x365 payment processing capabilities, as well as complete and ongoing regulatory compliance.
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ACI real-time payments provides connectivity to instant payment rails, including origination, processing, orchestration, clearing and settlement, and fraud detection, and connectivity. The solution enables banks and intermediaries to connect to global real-time payment schemes and deliver value-added services to their customers.
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Offered to the market in several forms, the ACI account-to-account payments capability enables banks to process all types of digital payments with a specific focus on two key growth areas for digital payments: Support for domestic low-value real-time payments with a complete range of capabilities for 24x7x365 processing of real-time payments, including origination, orchestration, clearing and settlement, fraud detection, and connectivity.
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Organizations can flexibly take advantage of a wide array of business services including intuitive transaction search, real-time exceptions processing, batch handling, liquidity management, and more to support real-time, instant transactions. ACI RTGS and cross-border are supported by a robust payments engine that offers numerous ISO 20022 and RTGS schemes.
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ACI Speedpay is a true omni-channel solution, allowing customers to pay their bills through their preferred channels, whether online, via mobile, or in person. This flexibility is crucial in today’s digital age, where consumers expect seamless and convenient payment experiences.
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Featuring multi-currency, 24x7 payment processing capabilities with various payment acquisition options, value-added enrichments, STP processing, exception processing, and back-office integration interfaces. Allows financial institutions to process payments with a flexible solution that offers Swift GPI, Swift Go processing capabilities, and includes connectivity to European, UK, and U.S.
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These organizations typically look to ACI as a source of knowledge and experience to be shared in conjunction with creating and enhancing their standards. The benefit to ACI is having the opportunity to influence these standards with concepts and ideas that will benefit the market, our customers, and ACI.
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RTGS schemes such as Target2, CHAPS, Fedwire, and CHIPS, as well as other schemes around the world. 3 Table of Contents ACI digital central infrastructure is a complete end-to-end solution that transforms and delivers benefits of real-time payments to a country switch for instant payments.
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An extensive team of support analysts are available to assist customers. In addition, ACI education services with instructor-led courses include both theory and practical sessions to allow students to work though real business scenarios and put their newly learned skills to use.
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Leveraging ISO 20022 standards and designed for the resilience and 24/7 processing that a country-level solution requires, it empowers new digital overlay services such as Request to Pay and QR-code processing to help a country modernize their payments ecosystem.
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This hands-on approach ensures that the knowledge is retained, and the student is more productive upon their return to the workplace. Some training topics are further supplemented by self-paced eLearning, available to students on demand to support their skills journey. ACI’s education courses provide students with knowledge at all levels to enhance and improve their understanding of ACI products.
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Partnerships and Industry Participation ACI partners often play multiple roles within our ecosystem. For example, organizations such as Visa and Mastercard can act as both technology partners and business partners, depending on the nature of the collaboration.
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ACI also provides further, more in-depth technical courses that allow students to use practical labs to enhance what they have learned in the classroom. The ACI trainer's ability to understand customers' systems means ACI may also provide tailored course materials for individual customers.
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Technology partners help us add value to our solutions and stay abreast of current market conditions and industry developments such as standards.
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After implementation completion, we provide maintenance services to customers for a monthly product support fee.
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These partnerships allow us to understand developments in the partners’ technology and to utilize their expertise in topics like sizing, scalability, and performance testing.
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Maintenance services include: • New product releases (major, minor and patches) for active products • 24-hour hotline for priority one (“P1”) problem resolution • Access to our online support portal (eSupport) • Vendor-required mandates and updates • Product documentation • Hardware operating system compatibility • User group membership Premium Customer Support.
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All formats are designed to help learners deepen their understanding of ACI solutions and apply their knowledge effectively. For advanced expertise, ACI also offers technical courses featuring hands-on labs, and tailored materials may be developed to meet individual customer needs.
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Under the premium customer support option, referred to as the Premium Customer Support Program, which is available at additional cost, customers are provided support beyond the standard offering. The services available may differ by product and are defined in the customer contract.
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Global HELP24 is chartered to swiftly resolve technical support cases and answer technical product questions for ACI-supported solutions. Our customers can interact with Global HELP24 via eSupport on the website or by telephone for critical cases. Global HELP24 is responsible for opening and closing customer-initiated cases and following a well-documented, mature process for resolving them.
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We periodically provide new product releases, which often contain minor product enhancements, that are typically provided at no additional fee for customers under standard customer support agreements. Agreements with our customers permit us to charge for substantial product enhancements that are not provided as part of the standard or premium customer support agreement.

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Item 1A. Risk Factors

Risk Factors — what could go wrong, per management

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Biggest changeSuch risks include the diversion of management time and resources, disruption of our ongoing business, potential overpayment for the acquired company or assets, dilution to existing stockholders if our common stock is issued in consideration for an acquisition or investment, incurring or assuming indebtedness or other liabilities in connection with an acquisition which may increase our interest expense and leverage significantly, lack of familiarity with new markets, and difficulties in supporting new product lines.
Biggest changeSuch risks include the diversion of management time and resources, disruption of our ongoing business, potential overpayment for the acquired company or assets, dilution to existing stockholders if our common stock is issued in consideration for an acquisition or investment, incurring or assuming indebtedness or other liabilities in connection with an acquisition which may increase our interest expense and leverage significantly, lack of familiarity with new markets, and difficulties in supporting new product lines. 12 Table of Contents Further, even if we successfully complete acquisitions, we may encounter issues not discovered during our due diligence process, including product or service quality issues, intellectual property issues and legal contingencies, the internal control environment of the acquired entity may not be consistent with our standards and may require significant time and resources to improve and we may impair relationships with employees and customers as a result of migrating a business or product line to a new owner.
Factors that could cause fluctuations in our operating results include: • a change in customer demand for our products, which is highly dependent on our ability to continue to offer innovative technology solutions in very competitive markets; • the timing of customer orders; • the timing of product implementations, which are highly dependent on customers’ resources and discretion; • overall economic conditions, which may affect our customers’ and potential customers’ budgets for information technology expenditures; • foreign exchange rate volatility, which can have a significant effect on our total revenues and costs when our foreign operations are translated to U.S. dollars; • the incurrence of costs relating to the integration of software products and operations in connection with acquisitions of technologies or businesses; and • the timing and market acceptance of new products or product enhancements by either us or our competitors. 24 Table of Contents ITEM 1B.
Factors that could cause fluctuations in our operating results include: • a change in customer demand for our products, which is highly dependent on our ability to continue to offer innovative technology solutions in very competitive markets; • the timing of customer orders; • the timing of product implementations, which are highly dependent on customers’ resources and discretion; • overall economic conditions, which may affect our customers’ and potential customers’ budgets for information technology expenditures; • foreign exchange rate volatility, which can have a significant effect on our total revenues and costs when our foreign operations are translated to U.S. dollars; • the incurrence of costs relating to the integration of software products and operations in connection with acquisitions of technologies or businesses; and • the timing and market acceptance of new products or product enhancements by either us or our competitors. 25 Table of Contents ITEM 1B.
In addition, our customers must ensure that our services comply with the government regulations, including the EU GDPR, and industry standards that apply to their businesses. Federal, state, foreign or industry authorities could adopt laws, rules, or regulations affecting our customers’ businesses that could lead to increased operating costs that may lead to reduced market acceptance.
In addition, our customers must ensure that our services comply with the government regulations, including the EU GDPR, DORA, and industry standards that apply to their businesses. Federal, state, foreign or industry authorities could adopt laws, rules, or regulations affecting our customers’ businesses that could lead to increased operating costs that may lead to reduced market acceptance.
If we fail to comply with applicable laws and regulations, including the EU GDPR, CCPA, and other laws, we could be exposed to regulatory investigations and actions, lawsuits for breach of contract or to governmental or consumer claims, our customer relationships and reputation could be harmed, and we could be inhibited in our ability to obtain new customers.
If we fail to comply with applicable laws and regulations, including the EU GDPR, DORA, CCPA, and other laws, we could be exposed to regulatory investigations and actions, lawsuits for breach of contract or to governmental or consumer claims, our customer relationships and reputation could be harmed, and we could be inhibited in our ability to obtain new customers.
Accordingly, to the extent permitted under our credit agreement or indenture, we could incur significant additional debt, liabilities or similar obligations in the future. In addition, if we form or acquire any subsidiaries in the future, those subsidiaries also could incur debt or similar liabilities.
Accordingly, to the extent permitted under our credit agreement, we could incur significant additional debt, liabilities or similar obligations in the future. In addition, if we form or acquire any subsidiaries in the future, those subsidiaries also could incur debt or similar liabilities.
Our level of debt could have adverse consequences for our business, financial condition, operating results and operational flexibility, including the following: (i) the debt level may cause us to have difficulty borrowing money in the future for working capital, capital expenditures, acquisitions or other purposes; (ii) our debt level may limit operational flexibility and our ability to pursue business opportunities and implement certain business strategies; (iii) we use a large portion of our operating cash flow to pay principal and interest on our credit facility and the 2026 Notes, which reduces the amount of money available to finance operations, acquisitions and other business activities; (iv) we have a higher level of debt than some of our competitors or potential competitors, which may cause a competitive disadvantage and may reduce flexibility in responding to changing business and economic conditions, including increased competition and vulnerability to general adverse economic and industry conditions; (v) some of our debt has a variable rate of interest, which exposes us to the risk of increased interest rates; (vi) there are significant maturities on our debt that we may not be able to fulfill or that may be refinanced at higher rates; and (vii) if we fail to satisfy our obligations under our outstanding debt or fail to comply with the financial or other restrictive covenants 23 Table of Contents required under our credit facility and the 2026 Notes, an event of default could result that could cause all of our debt to become due and payable and could permit the lenders under our credit facility to foreclose on the assets securing such debt.
Our level of debt could have adverse consequences for our business, financial condition, operating results and operational flexibility, including the following: (i) the debt level may cause us to have difficulty borrowing money in the future for working capital, capital expenditures, acquisitions or other purposes; (ii) our debt level may limit operational flexibility and our ability to pursue business opportunities and implement certain business strategies; (iii) we use a large portion of our operating cash flow to pay principal and interest on our credit facility, which reduces the amount of money available to finance operations, acquisitions and other business activities; (iv) we have a higher level of debt than some of our competitors or potential competitors, which may cause a competitive disadvantage and may reduce flexibility in responding to changing business and economic conditions, including increased competition and vulnerability to general adverse economic and industry conditions; (v) some of our debt has a variable rate of interest, which exposes us to the risk of increased interest rates; (vi) there are significant maturities on our debt that we may not be able to fulfill or that may be refinanced at higher rates; and (vii) if we fail to satisfy our obligations under our outstanding debt or fail to comply with the financial or other restrictive covenants required under our credit facility, an event of default could cause all of our debt to become due and payable and could permit the lenders under our credit facility to foreclose on the assets securing such debt.
See Note 4, Debt , to our Notes to Consolidated Financial Statements in Part IV, Item 15 of this Form 10-K for additional information. Our existing levels of debt and debt service requirements may adversely affect our financial condition or operational flexibility and prevent us from fulfilling our obligations under our outstanding indebtedness.
See Note 3, Debt , to our Notes to Consolidated Financial Statements in Part IV, Item 15 of this Form 10-K for additional information. Our existing levels of debt and debt service requirements may adversely affect our financial condition or operational flexibility and prevent us from fulfilling our obligations under our outstanding indebtedness.
Although the agreements governing our credit facility and our 2026 Notes include restrictions on our ability to incur additional debt, those agreements do not prohibit us from incurring additional debt or pursuing other financing arrangements. As a result, the amount of additional debt and other obligations that we could incur could be substantial.
Although the agreements governing our credit facility include restrictions on our ability to incur additional debt, those agreements do not prohibit us from incurring additional debt or pursuing other financing arrangements. As a result, the amount of additional debt and other obligations that we could incur could be substantial.
Risks Related to Our Products and Services Global economic conditions could reduce the demand for our products and services or otherwise adversely impact our cash flows, operating results and financial condition. For the foreseeable future, we expect to derive most of our revenue from products and services we provide to the banking and financial services industries.
Global economic conditions could reduce the demand for our products and services or otherwise adversely impact our cash flows, operating results and financial condition. For the foreseeable future, we expect to derive most of our revenue from products and services we provide to the banking and financial services industries.
Our stock 21 Table of Contents price may also be volatile, in part, due to external factors such as speculation regarding potential transactions, announcements by third parties or competitors, inherent volatility in the technology sector, variability in demand from our existing customers, failure to meet the expectations of market analysts, the level of our operating expenses, changing market conditions in the software industry, and the global economic downturn.
Our stock price may also be volatile, in part, due to external factors such as speculation regarding potential transactions, announcements by third parties or competitors, inherent volatility in the technology sector, variability in demand from our existing customers, failure to meet the expectations of market analysts, the level of our operating expenses, changing market conditions in the software industry, and the global economic downturn.
Further, the loss of this leadership may have an adverse impact on senior management’s ability to provide effective oversight and strategic direction for all key functions within our company, which could impact our future business, operating results and financial condition. Our future success also depends upon our ability to attract and retain highly-skilled technical personnel.
Further, the loss of this leadership may have an adverse impact on senior management’s ability to provide effective oversight and strategic direction for all key functions within our company, which could impact our future business, operating results and financial condition. 13 Table of Contents Our future success also depends upon our ability to attract and retain highly-skilled technical personnel.
Our balance sheet includes significant amounts of goodwill and intangible assets. The impairment of a significant portion of these assets could negatively affect our financial results. Our balance sheet includes goodwill and intangible assets that represent a significant portion of our total assets at December 31, 2024.
Our balance sheet includes significant amounts of goodwill and intangible assets. The impairment of a significant portion of these assets could negatively affect our financial results. Our balance sheet includes goodwill and intangible assets that represent a significant portion of our total assets at December 31, 2025.
However, differing positions on certain issues could be upheld by foreign tax authorities, which could adversely affect our financial condition and/or results of operations. Changes in tax laws and regulations could adversely affect our results of operations and cash flows from operations. Our operations are subject to tax by federal, state, local, and international taxing jurisdictions.
However, differing positions on certain issues could be upheld by foreign tax authorities, which could adversely affect our financial condition and/or results of operations. 21 Table of Contents Changes in tax laws and regulations could adversely affect our results of operations and cash flows from operations. Our operations are subject to tax by federal, state, local, and international taxing jurisdictions.
Our ability to provide reliable service in a number of our businesses depends on the efficient and uninterrupted operation of our data centers, information technology and communication systems, and those of our external service providers or business partners. We have experienced non-material incidents in the past.
Our ability to provide reliable service in a number of our businesses depends on the efficient and uninterrupted operation of our data centers, information technology and communication systems, and those of our external service providers or business 10 Table of Contents partners. We have experienced non-material incidents in the past.
A negative or unpredictable economic climate could create uncertainty or financial pressures that impact the ability or willingness of our customers to make capital expenditures, thereby affecting their decision to purchase or roll out our products or services 17 Table of Contents or to pay accounts receivable owed to us.
A negative or unpredictable economic climate could create uncertainty or financial pressures that impact the ability or willingness of our customers to make capital expenditures, thereby affecting their decision to purchase or roll out our products or services or to pay accounts receivable owed to us.
New laws have been adopted in the EU, and it is possible that new laws and regulations will be adopted in the United States and in other countries, or that existing laws and regulations will be interpreted in ways that would affect the operation of our solution and the way in which 18 Table of Contents we use AI.
New laws have been adopted in the EU, and it is possible that new laws and regulations will be adopted in the United States and in other countries, or that existing laws and regulations will be interpreted in ways that would affect the operation of our solution and the way in which we use AI.
An impairment of a significant portion of goodwill or intangible assets could materially negatively affect our results of operations. 22 Table of Contents Management’s backlog estimate may not be accurate and may not generate the predicted revenues. Estimates of future financial results are inherently unreliable.
An impairment of a significant portion of goodwill or intangible assets could materially negatively affect our results of operations. Management’s backlog estimate may not be accurate and may not generate the predicted revenues. Estimates of future financial results are inherently unreliable.
Several states in the U.S. have adopted or proposed new privacy and cybersecurity laws targeting these issues. Legislation and regulations on cybersecurity, data privacy, data protection and data localization may compel us to need to modify our systems, invest in new systems or alter our business practices or our policies on data governance and privacy.
Several states in the U.S. have adopted or proposed new privacy and cybersecurity laws targeting these issues. Legislation and regulations on cybersecurity, 20 Table of Contents data privacy, data protection and data localization may compel us to need to modify our systems, invest in new systems or alter our business practices or our policies on data governance and privacy.
While we have complied with the Consent Orders and Compliance Agreements, and have implemented processes by which we believe we will maintain compliance with the Consent Orders and Compliance Agreements going forward, we cannot be certain that we will 20 Table of Contents maintain compliance with the Consent Orders and Compliance Agreements in all instances.
While we have complied with the Consent Orders and Compliance Agreements, and have implemented processes by which we believe we will maintain compliance with the Consent Orders and Compliance Agreements going forward, we cannot be certain that we will maintain compliance with the Consent Orders and Compliance Agreements in all instances.
The use of AI by our workforce may present risks to our business. Our workforce is exposed to and uses AI technologies for certain tasks related to our business. We have guidelines specifically directed at the use of AI tools in the workplace.
Our workforce is exposed to and uses AI technologies for certain tasks related to our business. We have guidelines specifically directed at the use of AI tools in the workplace.
Unauthorized access, use, or disruptions to our data, computer systems or databases or other cybersecurity incidents or similar attacks could result in the theft or publication of confidential information or the deletion or modification of records or could 11 Table of Contents otherwise cause interruptions in our operations.
Unauthorized access, use, or disruptions to our data, computer systems or databases or other cybersecurity incidents or similar attacks could result in the theft or publication of confidential information, including intellectual property and consumer information, or the deletion or modification of records or could otherwise cause interruptions in our operations.
Any unanticipated delays in a customer project, changes in customer requirements or priorities during the project implementation period, or a customer’s decision to cancel a project, may adversely impact our operating results and financial performance.
The delay or cancellation of a customer project or inaccurate project completion estimates may adversely affect our operating results and financial performance. Any unanticipated delays in a customer project, changes in customer requirements or priorities during the project implementation period, or a customer’s decision to cancel a project, may adversely impact our operating results and financial performance.
Beyond this, our products are affected by PCI Security Standards. As a provider of electronic data processing to financial institutions, we must comply with FFIEC regulations and are subject to FFIEC examinations. Legislation and regulation related to credit availability, data usage, privacy, or other related regulatory developments could have an adverse effect on our customers or us.
As a provider of electronic data processing to financial institutions, we must comply with FFIEC regulations and are subject to FFIEC examinations. 18 Table of Contents Legislation and regulation related to credit availability, data usage, privacy, or other related regulatory developments could have an adverse effect on our customers or us.
There can be no assurance that we will be able to successfully address these challenges. Political, military, and other international developments can undermine bilateral cooperation in key policy areas, significantly disrupt trade, and otherwise adversely affect economic conditions.
There can be no assurance that we will be able to successfully address these challenges. Political, military, and other international developments can undermine bilateral cooperation in key policy areas, significantly disrupt trade, and otherwise adversely affect economic conditions. Macroeconomic and geopolitical conditions could adversely affect our business, results of operations and financial condition.
We have many competitors that are significantly larger than us and have significantly greater financial, technical and marketing resources, have well-established relationships with our 10 Table of Contents current or potential customers, advertise aggressively or beat us to the market with new products and services.
We face intense competition in our businesses and we expect competition to remain intense in the future. We have many competitors that are significantly larger than us and have significantly greater financial, technical and marketing resources, have well-established relationships with our current or potential customers, advertise aggressively or beat us to the market with new products and services.
Cybersecurity incidents can also include employee or personnel failures, fraud, phishing or other social engineering attempts or other methods to cause confidential information, payments, account access or access credentials, or other data to be transmitted to an unintended recipient.
Cybersecurity incidents can also include employee or personnel failures, fraud, phishing or other social engineering attempts, AI deep fakes, zero-day sophistication, supply chain threats, AI created malware or ransomware, or other methods to cause confidential information, payments, account access or access credentials, or other data to be transmitted to an unintended recipient.
We may, from time to time, seek to opportunistically refinance, amend, reprice and/or otherwise replace any of our debt, obtain additional debt financing or enter into other financing arrangements, reduce or extend our debt, lower our interest payments or the cost of capital available to us under certain types of financing arrangements, or otherwise seek to improve our financial position or the terms of our debt or other financing agreements.
If new debt or similar liabilities are added to our current debt levels, the related risks that we now face could increase. 24 Table of Contents We may, from time to time, seek to opportunistically refinance, amend, reprice and/or otherwise replace any of our debt, obtain additional debt financing or enter into other financing arrangements, reduce or extend our debt, lower our interest payments or the cost of capital available to us under certain types of financing arrangements, or otherwise seek to improve our financial position or the terms of our debt or other financing agreements.
While Pillar Two did not significantly impact us in 2024, uncertainty remains regarding the implementation and impact of these initiatives, which could adversely affect our business or financial results in future years.
We continue to evaluate the impact of these legislative changes as additional guidance becomes available. While Pillar Two did not significantly impact us in 2025, uncertainty remains regarding the implementation and impact of these initiatives, which could adversely affect our business or financial results in future years.
Cybersecurity threat actors also may attempt to exploit vulnerabilities in software including software commonly used by companies in cloud-based services and bundled software. Like many other companies, we detect attempts by threat actors to gain access to our systems and networks on a frequent basis, and the frequency of such attempts could increase in the future.
Like many other companies, we detect attempts by threat actors to gain access to our systems and networks on a frequent basis, and the frequency of such attempts could increase in the future.
In addition, action by regulatory authorities relating to credit availability, data usage, privacy, or other related regulatory developments could have an adverse effect on our customers and, therefore, could have a material adverse effect on our business, financial condition, and results of operations. 19 Table of Contents Our business could be harmed if we fail to comply with privacy and cybersecurity laws and regulations imposed on providers of services to financial institutions.
In addition, action by regulatory authorities relating to credit availability, data usage, privacy, or other related regulatory developments could have an adverse effect on our customers and, therefore, could have a material adverse effect on our business, financial condition, and results of operations.
Although we maintain a cyber insurance policy, there is no guarantee that such coverage will be sufficient to address costs, liabilities and damages we may incur in connection with a cybersecurity incident or that such coverage will continue to be available on commercially reasonable terms or at all.
The shift to a remote/hybrid work model has expanded our attack surface, increasing the complexity of securing our information systems and data. 11 Table of Contents Although we maintain a cyber insurance policy, there is no guarantee that such coverage will be sufficient to address costs, liabilities and damages we may incur in connection with a cybersecurity incident or that such coverage will continue to be available on commercially reasonable terms or at all.
As a provider of services to financial institutions, we may be bound by the same limitations on disclosure of the information we receive from our customers as apply to the financial institutions themselves.
Our business could be harmed if we fail to comply with privacy and cybersecurity laws and regulations imposed on providers of services to financial institutions. As a provider of services to financial institutions, we may be bound by the same limitations on disclosure of the information we receive from our customers as apply to the financial institutions themselves.
Revenue and operating results are usually strongest during the third and fourth fiscal quarters ending September 30 and December 31, primarily due to the sales and budgetary cycles of our customers. We experience lower revenues, and possible operating losses, in the first and second quarters ending March 31 and June 30.
Our revenue and earnings are highly cyclical causing significant quarterly fluctuations in our financial results. Revenue and operating results are usually strongest during the third and fourth fiscal quarters ending September 30 and December 31, primarily due to the sales and budgetary cycles of our customers.
Divestiture activities involve risks as they may divert management's attention from our core businesses, increase expenses on a short‑term basis and lead to 12 Table of Contents potential issues with employees or customers.
Occasionally, we may wind down certain business activities and perform other organizational restructuring projects in an effort to reduce costs and streamline operations. Divestiture activities involve risks as they may divert management's attention from our core businesses, increase expenses on a short‑term basis and lead to potential issues with employees or customers.
Competition for such skillsets is intense, and our failure to hire and retain talented personnel could have an adverse effect on our internal control environment and impact our operating results. During the global COVID-19 pandemic, a significant portion of our workforce worked mostly in a remote environment.
Competition for such skillsets is intense, and our failure to hire and retain talented personnel could have an adverse effect on our internal control environment and impact our operating results. Certain anti-takeover provisions contained in our charter and under Delaware law could hinder a takeover attempt.
Our revenue and earnings are highly cyclical, our quarterly results fluctuate significantly, and we have revenue-generating transactions concentrated in the final weeks of a quarter which may prevent accurate forecasting of our financial results and cause our stock price to decline. Our revenue and earnings are highly cyclical causing significant quarterly fluctuations in our financial results.
Additionally, because backlog estimates are operating metrics, the estimates are not required to be subject to the same level of internal review or controls as a U.S. generally accepted accounting principles (“GAAP”) financial measure. 23 Table of Contents Our revenue and earnings are highly cyclical, our quarterly results fluctuate significantly, and we have revenue-generating transactions concentrated in the final weeks of a quarter which may prevent accurate forecasting of our financial results and cause our stock price to decline.
In addition, the use of AI involves significant technical complexity and requires specialized expertise, and competition for specialized personnel in the AI industry is intense. Any disruption or failure in our AI systems or infrastructure could result in delays or errors in our operations, which could harm our business, reputation, financial condition and results of operations.
Any disruption or failure in our AI systems or infrastructure could result in delays or errors in our operations, which could harm our business, reputation, financial condition and results of operations. 19 Table of Contents The use of AI by our workforce may present risks to our business.
If an event of default occurs, the lenders, trustee, or holders of the 2026 Notes will be entitled to take various actions, including, but not limited to, demanding payment for all amounts outstanding.
Our credit facility contains customary affirmative and negative covenants for debt of these types that limit our ability to engage in specified types of transactions. If an event of default occurs, the lenders or trustees will be entitled to take various actions, including, but not limited to, demanding payment for all amounts outstanding.
A significant portion of our total revenues result from licensing our Issuing and Acquiring solutions, including our BASE24 product line and providing related services and maintenance. Any reduction in demand for, or increase in competition with respect to, our Issuing and Acquiring solutions could have a material adverse effect on our financial condition, cash flows and/or results of operations.
Any reduction in demand for, or increase in competition with respect to, our Issuing and Acquiring solutions could have a material adverse effect on our financial condition, cash flows and/or results of operations. 22 Table of Contents Failure to obtain renewals of customer contracts or obtain such renewals on favorable terms could adversely affect our results of operations and financial condition.
The crises in eastern Europe and the Middle East continue to be a challenge to global companies, including us. We currently have one employee in Russia, a dormant customer in Russia, and customers located in the Middle East.
Our global operations also expose us to differing local conditions and exchange‑rate movements that can affect reported results. Current and potential conflicts continue to challenge global companies, including us. We currently have one employee in Russia, a dormant customer in Russia, and customers located in the Middle East.
The Pillar Two Framework (“Pillar Two”) introduces a 15% global minimum effective tax rate for certain multinational groups. Although the U.S. has not yet adopted Pillar Two into law, several countries in which we operate have enacted tax legislation based on the Pillar Two framework. We continue to evaluate the impact of these legislative changes as additional guidance becomes available.
The Pillar Two Framework (“Pillar Two”) introduces a 15% global minimum effective tax rate for certain multinational groups. Based on legislation enacted to date and currently available guidance, we have not recorded a material tax liability related to Pillar Two.
Our contracts with our customers generally run for a period of five years, or three years in the case of certain acquired SaaS and PaaS contracts. At the end of the contract term, customers have the opportunity to renegotiate their contracts with us and to consider whether to engage one of our competitors to provide products and services.
Failure to achieve favorable renewals of customer contracts could negatively impact our business. Our contracts with our customers generally run for a period of five years, or three years in the case of certain acquired SaaS and PaaS contracts.
Failure to achieve high renewal rates on commercially favorable terms could adversely affect our results of operations and financial condition. The delay or cancellation of a customer project or inaccurate project completion estimates may adversely affect our operating results and financial performance.
At the end of the contract term, customers have the opportunity to renegotiate their contracts with us and to consider whether to engage one of our competitors to provide products and services. Failure to achieve high renewal rates on commercially favorable terms could adversely affect our results of operations and financial condition.
The U.S. and other global governments have placed restrictions on how companies may transact with, and provide services or solutions to, parties in these regions, particularly Russia, Belarus and restricted areas in Ukraine.
The U.S. and other global governments have placed restrictions on how companies may transact with, and provide services or solutions to certain countries, including Russia. Geopolitical instability and related government actions (such as sanctions and export controls), can disrupt financial markets and payment networks, depress transaction volumes, restrict cross‑border activity, and increase operational risks.
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We face intense competition in our businesses and we expect competition to remain intense in the future.
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Cybersecurity threat actors also may attempt to exploit vulnerabilities in both ACI and cloud provider infrastructure along with vulnerabilities in software including software commonly used by companies in cloud-based services and bundled software.
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Further, even if we successfully complete acquisitions, we may encounter issues not discovered during our due diligence process, including product or service quality issues, intellectual property issues and legal contingencies, the internal control environment of the acquired entity may not be consistent with our standards and may require significant time and resources to improve and we may impair relationships with employees and customers as a result of migrating a business or product line to a new owner.
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We rely on third-party cloud infrastructure and related services to deliver and operate our platform and deliver our solutions, and any disruption, limitation, or change in these cloud services could adversely affect our business, results of operations and financial condition. Our platform and solutions depend on third-party cloud service providers for computing, storage, networking, and data management infrastructure.
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Occasionally, we may wind down certain business activities and perform other organizational restructuring projects in an effort to reduce costs and streamline operations. For example, we divested our corporate online banking solutions related assets and liabilities to One Equity Partners on September 1, 2022.
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We currently use Microsoft Azure and Amazon Web Services and may also utilize other cloud providers for hosting, content delivery, analytics, and AI services. These cloud environments are critical to operating our platform and delivering our solutions.
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While our employees have begun to transition back to the office, this remote environment has continued after the pandemic for some of our workforce in part or in full, and could impact the quality of our corporate culture.
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If any of these third-party providers experience interruptions, capacity constraints, cybersecurity incidents, or performance degradation, or if we or our clients encounter technical issues in connecting to their platforms, our platform and solutions could become slow, unreliable, or unavailable.
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Failure to attract, hire, develop, motivate and retain highly qualified and diverse employee talent, or to maintain a corporate culture that fosters innovation, creativity, and teamwork could harm our overall business and results of operations. 13 Table of Contents To the extent that we convert some or all of our on-premise licenses from a fixed-term to a subscription model, our future financial results will be affected by the frequency at which our customers adopt our subscription model, which carries with it certain risks.
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Even temporary outages could harm our reputation, trigger service-level penalties under client contracts, and cause clients to delay renewals or choose our competitors. Because many of the services we use are proprietary to our cloud providers, we may have limited ability to quickly migrate workloads to alternative vendors without incurring substantial costs or service disruption.
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Our on-premise licenses currently have a five-year fixed term model. In the future, we may transition some or all of these licenses to a subscription model. A transition to a subscription model would reflect a significant shift from a fixed-term license.
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Our dependence on a small number of cloud vendors also exposes us to risks of pricing increases, changes in service terms, data egress or storage costs, and regional availability limitations. Additionally, cloud service failures can originate not only from the primary vendor but from underlying networks, software updates, or third-party subprocessors integrated into those environments.
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In addition, a subscription model presents a number of risks to us including the following: • arrangements entered into on a subscription basis generally delay the timing of revenue recognition and can require the incurrence of up-front costs, which may be significant and could make it difficult for investors to understand our results of operations as they compare to prior periods; • subscription models make it difficult to rapidly increase revenues through additional bookings in any period, as revenues are recognized ratably over the subscription period; • customers in a subscription arrangement may elect not to renew their contract upon expiration or they may attempt to renegotiate pricing or other contractual terms at the point of (or prior to) renewal on terms that are less favorable to us; and • there is no assurance that our customers will broadly accept a subscription model for our on-premise licenses.
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If our providers fail to maintain adequate security, availability, or compliance certifications, or if regulatory changes restrict cross-border data transfers or cloud usage for certain types of data, we may need to re-architect or relocate infrastructure, resulting in additional expense and operational complexity.
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Certain anti-takeover provisions contained in our charter and under Delaware law could hinder a takeover attempt.
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Any material disruption, data loss, increase in cost, or limitation in the performance, features, or availability of third-party cloud services could adversely affect our business, results of operations, and reputation. Our reliance on third parties could adversely affect our operations, compliance, security and reputation.
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Recent events in eastern Europe and the Middle East present challenges and risks to us, and no assurances can be given that current or future developments would not have a material adverse effect on our business, results of operations and financial condition.
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We rely on third parties to operate our business, including with respect to software development and integration, intermediaries and agents that support international sales, external information technology and cloud service providers, and outsourced customer support providers. These relationships introduce performance, financial, compliance, information security, continuity, and concentration risks that are often outside our control.
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No assurances can be given that additional developments in the impacted regions, and responses thereto from the U.S. and other global governments, would not have a material adverse effect on our business, results of operations and financial condition.
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Our oversight, audit rights, and contractual remedies may be limited, and service level commitments or indemnities may not fully compensate for losses.
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Failure to obtain renewals of customer contracts or obtain such renewals on favorable terms could adversely affect our results of operations and financial condition. Failure to achieve favorable renewals of customer contracts could negatively impact our business.
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Failures by our third party partners to perform as expected, maintain adequate internal controls, protect data, meet quality or timeliness standards, or comply with applicable laws and regulations could result in interruptions to critical operations, delays in product delivery, security and privacy incidents, investigations, fines or penalties, adverse contract outcomes, and reputational harm.
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Additionally, because backlog estimates are operating metrics, the estimates are not required to be subject to the same level of internal review or controls as a U.S. generally accepted accounting principles (“GAAP”) financial measure.
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Replacing or migrating away from a third party can be costly, complex, and time-consuming, and viable alternatives may not be available on acceptable terms or timelines. Some third parties may also use or integrate AI tools in their development, support, or operational processes.
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Our credit facility and the indenture governing our 5.750% Senior Notes due 2026 (“2026 Notes”) contain customary affirmative and negative covenants for debt of these types that limit our ability to engage in specified types of transactions.
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Such use can heighten risks of data leakage or misuse of confidential information, introduce biased or inaccurate outputs, or inadvertently incorporate third-party intellectual property. Limited visibility into a partner’s AI governance, training data, and control frameworks may increase our exposure to compliance, IP, privacy, and reputational risks.
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If new debt or similar liabilities are added to our current debt levels, the related risks that we now face could increase.
Added
If any key third party were to fail to perform, cease operations, suffer a material disruption, or otherwise not provide services on acceptable terms, we could experience business interruptions, degraded platform or solution performance, increased costs to replace or duplicate services, customer dissatisfaction and churn, and litigation, any of which could materially and adversely affect our business, results of operations and financial condition.
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Adverse or uncertain macroeconomic conditions, including inflation, interest rate volatility, recessionary pressures, reduced consumer spending, banking stress, and foreign currency fluctuations, may lead customers to delay or reduce spending, extend sales and implementation cycles, pressure pricing and renewals, impair collections, increase our operating costs, and limit access to capital.
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We may be required to suspend or modify services, incur additional compliance and resiliency costs, or experience outages or vendor disruptions. Any of these developments could materially adversely affect our business, results of operations and financial condition.
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Risks Related to Our Products and Services If customers do not adopt our new payment solution, ACI Connetic, as anticipated, our business, results of operations and financial condition could be adversely affected. We have invested significant resources to design, develop, launch and commercialize ACI Connetic, which is our comprehensive cloud-native payments hub solution.
Added
Customer adoption of ACI Connetic depends on our ability to provide compelling functionality and predictable implementation and migration paths from our existing products and solutions. Introducing a new platform presents numerous operational, technical, financial and commercial risks.
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Unanticipated defects, outages, latency, or other performance shortfalls could harm our reputation for reliability, trigger service credits or other remedies under customer agreements, increase our support and remediation costs, delay sales cycles, and reduce renewals or expansions.
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Customers may delay or decline adoption if they perceive operational risk, insufficient incremental value, heightened or unnecessary switching costs, or a disruption to their existing user experience. Even where customers elect to adopt ACI Connetic, implementation at a customer may prove to be more difficult, costly or time consuming than originally anticipated.
Added
In addition, our competitors may offer their own solutions with features that our customers prefer. Larger or better-capitalized competitors may replicate or outpace our innovations in ACI Connetic, bundle offerings, leverage broader ecosystems, or use pricing and contract terms that make it more difficult for us to retain our current customers or win new business.
Added
If a material number of our customers choose not to adopt ACI Connetic or if we are unable to attract sufficient new customers to fuel our growth, our revenue could be adversely affected.

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Item 1C. Cybersecurity

Cybersecurity — threats and controls disclosure

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Biggest changeThe CCO’s expertise focuses on designing, maturing, and embedding risk and compliance frameworks; credentials also include a Juris Doctor, a Masters of Business Administration with a focus in Finance and emphasis in consulting, and a Bachelors of Science in Business Administration. The Audit Committee oversees our cybersecurity strategy and risks.
Biggest changeThe CCO’s expertise focuses on designing, maturing, and embedding risk and compliance frameworks; credentials also include a Juris Doctor and a Bachelor of Arts in Political Science. The Audit Committee oversees our cybersecurity strategy and risks. The Audit Committee is provided with cybersecurity strategy and risk updates on a quarterly, or as needed, basis.
Members of the Cyber Response Team are responsible for developing, recommending and implementing the necessary measures to address the cybersecurity incident, including assessing, containing and mitigating its impact, notifying members of our management, the Audit Committee and the full Board of the cybersecurity incident, and coordinating external communications, in each case as appropriate under the circumstances.
Members of the Cyber Response Team are responsible for developing, recommending and implementing the necessary measures to address the cybersecurity incident, including assessing, containing and mitigating its impact, notifying members of our management, the Audit Committee and the full Board of Directors (the "Board") of the cybersecurity incident, and coordinating external communications, in each case as appropriate under the circumstances.
GIS and the Executive Risk Management Committee are responsible for keeping the Audit Committee apprised of developments with respect to our cybersecurity strategy and risks. 25 Table of Contents Our CISO has served in various roles in information technology and information security for more than 30 years, including 20 years in Financial Services, along with serving as the Deputy Head of Global Information Security at ACI prior to being designated as CISO and has been with ACI since 2008.
GIS and the Executive Risk Management Committee are responsible for keeping the Audit Committee apprised of developments with respect to our cybersecurity strategy and risks. 26 Table of Contents Our CISO has served in various roles in information technology and information security for more than 30 years, including 20 years in Financial Services, along with serving as the Deputy Head of Global Information Security at ACI prior to being designated as CISO and has been with ACI since 2008.
Our CCO has served in various risk and compliance roles in both global and regulated entities within financial services technology organizations, along with serving as the Head of Enterprise Risk at ACI prior to being designated as CCO and has been with ACI since 2022.
Our CCO has served in various risk and compliance roles in both global and regulated entities within financial services organizations, along with serving as the Director of Regulatory Compliance at ACI prior to being designated as CCO and has been with ACI since 2019.
The Audit Committee is provided with cybersecurity strategy and risk updates on a quarterly, or as needed, basis. In addition, the Board is provided with an annual cybersecurity update that addresses similar topics to those discussed with the Audit Committee on a quarterly basis.
In addition, the Board is provided with an annual cybersecurity update that addresses similar topics to those discussed with the Audit Committee on a quarterly basis.

Item 2. Properties

Properties — owned and leased real estate

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Biggest changeAs of the end of 2024, we owned and leased a total of approximately 245,000 square feet of office and data center space in the United States and leased approximately 269,000 square feet of office and data center space outside the United States, primarily in India, Ireland, South Africa, Romania, and Singapore.
Biggest changeAs of the end of 2025, we owned and leased a total of approximately 223,000 square feet of office and data center space in the United States and leased approximately 199,000 square feet of office and data center space outside the United States, primarily in India, Ireland, South Africa, Romania, and Singapore.
See Note 12, Leases , to our Notes to Consolidated Financial Statements in Part IV, Item 15 of this Form 10-K for additional information regarding our obligations under our facilities leases.
See Note 11, Leases , to our Notes to Consolidated Financial Statements in Part IV, Item 15 of this Form 10-K for additional information regarding our obligations under our facilities leases.

Item 3. Legal Proceedings

Legal Proceedings — active lawsuits and investigations

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Biggest changeITEM 3. LEGAL PROCEEDINGS For a description of our material pending legal proceedings, please refer to Note 13, Commitments and Contingencies , to our Notes to Consolidated Financial Statements in Part IV, Item 15 of this Form 10-K. ITEM 4. MINE SAFETY DISCLOSURES Not applicable. 26 Table of Contents PART II
Biggest changeITEM 3. LEGAL PROCEEDINGS For a description of our material pending legal proceedings, please refer to Note 12, Commitments and Contingencies , to our Notes to Consolidated Financial Statements in Part IV, Item 15 of this Form 10-K. ITEM 4. MINE SAFETY DISCLOSURES Not applicable. 27 Table of Contents PART II

Item 5. Market for Registrant's Common Equity

Market for Common Equity — stock, dividends, buybacks

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Biggest changeHowever, any future determination relating to our dividend policy will be made at the discretion of our board of directors (the "board") and will depend upon our financial condition, capital requirements, and earnings, as well as other factors the board may deem relevant.
Biggest changeDividends We have never declared nor paid cash dividends on our common stock. We do not presently anticipate paying cash dividends. However, any future determination relating to our dividend policy will be made at the discretion of our Board and will depend upon our financial condition, capital requirements, and earnings, as well as other factors the Board may deem relevant.
This presentation assumes that $100 was invested in shares of the relevant issuers on December 31, 2019, and that dividends received were immediately invested in additional shares. The graph plots the value of the initial $100 investment at one-year intervals for the fiscal years shown. This information was provided by Zacks Investment Research, Inc. of Chicago, Illinois.
This presentation assumes that $100 was invested in shares of the relevant issuers on December 31, 2020, and that dividends received were immediately invested in additional shares. The graph plots the value of the initial $100 investment at one-year intervals for the fiscal years shown. This information was provided by Zacks Investment Research, Inc. of Chicago, Illinois.
ITEM 5. MARKET FOR REGISTRANT’S COMMON EQUITY, RELATED STOCKHOLDER MATTERS, AND ISSUER PURCHASES OF EQUITY SECURITIES Our common stock trades on The NASDAQ Global Select Market under the symbol ACIW. As of February 24, 2025, there were 213 holders of record of our common stock.
ITEM 5. MARKET FOR REGISTRANT’S COMMON EQUITY, RELATED STOCKHOLDER MATTERS, AND ISSUER PURCHASES OF EQUITY SECURITIES Our common stock trades on The NASDAQ Global Select Market under the symbol ACIW. As of February 23, 2026, there were 203 holders of record of our common stock.
As of December 31, 2024, the maximum remaining amount authorized for purchase under the stock repurchase program was approximately $372.5 million. 27 Table of Contents There is no guarantee as to the exact number of shares we will repurchase. Repurchased shares are returned to the status of authorized but unissued shares of common stock.
As of December 31, 2025, the maximum remaining amount authorized for purchase under the stock repurchase program was approximately $456.4 million. 28 Table of Contents There is no guarantee as to the exact number of shares we will repurchase. Repurchased shares are returned to the status of authorized but unissued shares of common stock.
In June 2024, the board approved the repurchase of the Company's common stock for up to $400.0 million, in place of the remaining purchase amounts previously authorized.
In October 2025, the Board approved the repurchase of the Company's common stock for up to $500.0 million, in place of the remaining purchase amounts previously authorized.
Under each arrangement, shares are issued without direct cost to the employee. During the three months ended December 31, 2024, 204,636 shares of RSUs vested. We withheld 67,719 of these RSUs to pay the employees’ portion of the applicable minimum payroll withholding taxes.
Under each arrangement, shares are issued without direct cost to the employee. During the three months ended December 31, 2025, 299,794 shares of RSUs vested. We withheld 93,304 of these RSUs to pay the employees’ portion of the applicable minimum payroll withholding taxes.
Issuer Purchases of Equity Securities The following table provides information regarding our repurchases of common stock during the three months ended December 31, 2024: Period Total Number of Shares Purchased Average Price Paid per Share Total Number of Shares Purchased as Part of Publicly Announced Program Approximate Dollar Value of Shares that May Yet Be Purchased Under the Program October 1, 2024 through October 31, 2024 (1) 63 $ 50.23 — November 1, 2024 through November 30, 2024 (1) 38,128 56.22 — December 1, 2024 through December 31, 2024 (1) 29,528 56.37 — Total 67,719 $ 372,528,000 (1) Pursuant to our 2020 Equity and Performance Incentive Plans, (the "2020 Incentive Plan"), we granted RSUs.
Issuer Purchases of Equity Securities The following table provides information regarding our repurchases of common stock during the three months ended December 31, 2025: Period Total Number of Shares Purchased Average Price Paid per Share Total Number of Shares Purchased as Part of Publicly Announced Program Approximate Dollar Value of Shares that May Yet Be Purchased Under the Program October 1, 2025 through October 31, 2025 (1) 184,275 $ 49.84 184,212 November 1, 2025 through November 30, 2025 (1) 701,474 47.07 671,159 December 1, 2025 through December 31, 2025 (1) 313,981 47.16 251,055 Total 1,199,730 $ 456,390,000 (1) Pursuant to our 2020 Equity and Performance Incentive Plans, (the "2020 Plan"), we granted RSUs.
Removed
Dividends We have never declared nor paid cash dividends on our common stock. We do not presently anticipate paying cash dividends.
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The S&P 600 Index will replace the S&P MidCap 400 Index going forward, as the Company is now included in the S&P 600 Index. The S&P MidCap 400 index has been included with data through 2024.

Item 7. Management's Discussion & Analysis

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

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Biggest changeAdditionally, because certain components of Committed Backlog and all of Renewal Backlog estimates are operating metrics, the estimates are not required to be subject to the same level of internal review or controls as contracted but not recognized Committed Backlog. 32 Table of Contents Results of Operations The following tables present the consolidated statements of operations, as well as the percentage relationship to total revenues of items included in our consolidated statements of operations (in thousands): Year Ended December 31, 2024 Compared to Year Ended December 31, 2023 2024 2023 Amount % of Total Revenue $ Change vs 2023 % Change vs 2023 Amount % of Total Revenue Revenues: Software as a service and platform as a service $ 897,979 56 % $ 48,832 6 % $ 849,147 59 % License 412,306 26 % 91,082 28 % 321,224 22 % Maintenance 190,763 12 % (14,305) (7) % 205,068 14 % Services 93,240 6 % 16,100 21 % 77,140 5 % Total revenues 1,594,288 100 % 141,709 10 % 1,452,579 100 % Operating expenses: Cost of revenue 791,783 50 % 72,572 10 % 719,211 50 % Research and development 146,677 9 % 5,919 4 % 140,758 10 % Selling and marketing 118,352 7 % (14,287) (11) % 132,639 9 % General and administrative 118,379 7 % 1,189 1 % 117,190 8 % Depreciation and amortization 110,962 7 % (11,411) (9) % 122,373 8 % Total operating expenses 1,286,153 80 % 53,982 4 % 1,232,171 85 % Operating income 308,135 20 % 87,727 40 % 220,408 15 % Other income (expense): Interest expense (72,471) (5) % 6,015 (8) % (78,486) (5) % Interest income 15,926 1 % 1,711 12 % 14,215 1 % Other, net (1,181) — % 7,329 (86) % (8,510) (1) % Total other income (expense) (57,726) (4) % 15,055 (21) % (72,781) (5) % Income before income taxes 250,409 16 % 102,782 70 % 147,627 10 % Income tax expense 47,291 3 % 21,173 81 % 26,118 2 % Net income $ 203,118 13 % $ 81,609 67 % $ 121,509 8 % Revenues Total revenue for the year ended December 31, 2024, increased $141.7 million, or 10%, as compared to the same period in 2023. • The impact of certain foreign currencies weakening against the U.S. dollar resulted in a $3.2 million decrease in total revenue during the year ended December 31, 2024, as compared to the same period in 2023. • Adjusted for the impact of foreign currency, total revenue for the year ended December 31, 2024, increased $144.9 million, or 10%, as compared to the same period in 2023. 33 Table of Contents Software as a Service (“SaaS”) and Platform as a Service (“PaaS”) Revenue The Company’s SaaS arrangements allow customers to use certain software solutions (without taking possession of the software) in a single-tenant cloud environment on a subscription basis.
Biggest changeAdditionally, because certain components of Committed Backlog and all of Renewal Backlog estimates are operating metrics, the estimates are not required to be subject to the same level of internal review or controls as contracted but not recognized Committed Backlog. 32 Table of Contents Results of Operations The following tables present the consolidated statements of operations, as well as the percentage relationship to total revenues of items included in our consolidated statements of operations (in thousands): Year Ended December 31, 2025 Compared to Year Ended December 31, 2024 2025 2024 Amount % of Total Revenue $ Change vs 2024 % Change vs 2024 Amount % of Total Revenue Revenues: Software as a service and platform as a service $ 1,008,448 58 % $ 110,469 12 % $ 897,979 56 % License 461,505 26 % 49,199 12 % 412,306 26 % Maintenance 201,280 11 % 10,517 6 % 190,763 12 % Services 88,549 5 % (4,691) (5) % 93,240 6 % Total revenues 1,759,782 100 % 165,494 10 % 1,594,288 100 % Operating expenses: Cost of revenue 897,651 51 % 105,868 13 % 791,783 50 % Research and development 167,541 10 % 20,864 14 % 146,677 9 % Selling and marketing 125,074 7 % 6,722 6 % 118,352 7 % General and administrative 142,706 8 % 24,327 21 % 118,379 7 % Depreciation and amortization 96,896 6 % (14,066) (13) % 110,962 7 % Total operating expenses 1,429,868 82 % 143,715 11 % 1,286,153 80 % Operating income 329,914 18 % 21,779 7 % 308,135 20 % Other income (expense): Interest expense (57,847) (3) % 14,624 (20) % (72,471) (5) % Interest income 14,874 1 % (1,052) (7) % 15,926 1 % Other, net 19,729 1 % 20,910 n/a (1,181) — % Total other income (expense) (23,244) (1) % 34,482 60 % (57,726) (4) % Income before income taxes 306,670 17 % 56,261 22 % 250,409 16 % Income tax expense 80,012 5 % 32,721 69 % 47,291 3 % Net income $ 226,658 12 % $ 23,540 12 % $ 203,118 13 % Revenues Total revenue for the year ended December 31, 2025, increased $165.5 million, or 10%, as compared to the same period in 2024. • The impact of certain foreign currencies strengthening against the U.S. dollar resulted in a $8.9 million increase in total revenue during the year ended December 31, 2025, as compared to the same period in 2024. • Adjusted for the impact of foreign currency, total revenue for the year ended December 31, 2025, increased $156.6 million, or 10%, as compared to the same period in 2024. 33 Table of Contents Software as a Service (“SaaS”) and Platform as a Service (“PaaS”) Revenue The Company’s SaaS arrangements allow customers to use certain software solutions (without taking possession of the software) in a multi-tenant or single-tenant cloud environment on a subscription basis.
In addition, we have gross unrecognized income tax benefits, including related interest and penalties, recorded on our consolidated balance sheet, the nature of which is uncertain with respect to settlement or release with the relevant tax authorities. See Note 11, Income Taxes, of our Notes to Consolidated Financial Statements in Part IV, Item 15 of this Form 10-K.
In addition, we have gross unrecognized income tax benefits, including related interest and penalties, recorded on our consolidated balance sheet, the nature of which is uncertain with respect to settlement or release with the relevant tax authorities. See Note 10, Income Taxes, of our Notes to Consolidated Financial Statements in Part IV, Item 15 of this Form 10-K.
With nearly 50 years of trusted payments expertise, we combine our global footprint with a local presence to offer enhanced payment experiences to stay ahead of constantly changing payment challenges and opportunities. Our products are sold and supported directly and through distribution networks covering three geographic regions – the Americas, EMEA, and Asia Pacific.
With 50 years of trusted payments expertise, we combine our global footprint with a local presence to offer enhanced payment experiences to stay ahead of constantly changing payment challenges and opportunities. Our products are sold and supported directly and through distribution networks covering three geographic regions – the Americas, EMEA, and Asia Pacific.
For 2024 and 2023, performance share awards granted are earned, if at all, based upon achievement, over a specified period that must not be less than one year and is typically a three-year performance period.
For 2025, 2024, and 2023, performance share awards granted are earned, if at all, based upon achievement, over a specified period that must not be less than one year and is typically a three-year performance period.
Segment Results Refer to Note 10, Segment Information, to our Notes to Consolidated Financial Statements in Part IV, Item 15 of this Form 10-K for discussion on identification of operating segments.
Segment Results Refer to Note 9, Segment Information, to our Notes to Consolidated Financial Statements in Part IV, Item 15 of this Form 10-K for discussion on identification of operating segments.
Our products and solutions are marketed under the ACI Worldwide brand and used globally by banks of all sizes, central banks, intermediaries, merchants, and billers, such as third-party digital payment processors, payment associations, switch interchanges, and a wide range of transaction-generating endpoints, including ATMs, merchant POS terminals, bank branches, mobile phones, tablets, corporations, and internet commerce sites.
Our products and solutions are marketed under the ACI Worldwide brand and used globally by banks of all sizes, central banks, intermediaries, merchants, and billers, such as third-party electronic payment processors, payment associations, switch interchanges, and a wide range of transaction-generating endpoints, including ATMs, merchant POS terminals, bank branches, mobile phones, tablets, corporations, and internet commerce sites.
If the license arrangement includes extended payment terms, the renewal estimate is adjusted for the effects of a significant financing component. • Maintenance fees are assumed to exist for the duration of the license term for those contracts in which the committed maintenance term is less than the committed license term. • SaaS and PaaS arrangements are assumed to renew at the end of their committed term at a rate consistent with our historical experiences. • Foreign currency exchange rates are assumed to remain constant over the 60-month backlog period for those contracts stated in currencies other than the U.S. dollar. • Our pricing policies and practices are assumed to remain constant over the 60-month backlog period.
If the license arrangement includes extended payment terms, the renewal estimate is adjusted for the effects of a significant financing component. • Maintenance fees are assumed to exist for the duration of the license term for those contracts in which the committed maintenance term is less than the committed license term. • SaaS and PaaS arrangements are assumed to renew at the end of their committed term at a rate consistent with our historical experiences. 31 Table of Contents • Foreign currency exchange rates are assumed to remain constant over the 60-month backlog period for those contracts stated in currencies other than the U.S. dollar. • Our pricing policies and practices are assumed to remain constant over the 60-month backlog period.
See Note 7, Common Stock and Treasury Stock , to our Notes to Consolidated Financial Statements in Part IV, Item 15 of this Form 10-K for additional information. 39 Table of Contents Cash Flows The following table sets forth summary cash flow data for the periods indicated (in thousands).
See Note 6, Common Stock and Treasury Stock , to our Notes to Consolidated Financial Statements in Part IV, Item 15 of this Form 10-K for additional information. 39 Table of Contents Cash Flows The following table sets forth summary cash flow data for the periods indicated (in thousands).
The assumptions utilized in the Monte Carlo simulation models, as well as the description of the plans the stock-based awards are granted under are described in further detail in Note 6, Stock-Based Compensation Plans , to our Notes to Consolidated Financial Statements in Part IV, Item 15 of this Form 10-K.
The assumptions utilized in the Monte Carlo simulation models, as well as the description of the plans the stock-based awards are granted under are described in further detail in Note 5, Stock-Based Compensation Plans , to our Notes to Consolidated Financial Statements in Part IV, Item 15 of this Form 10-K.
Such unrecognized tax benefits represent the estimated provision for income taxes expected to ultimately be paid. It is possible that either domestic or foreign taxing authorities could challenge those judgments or positions and draw conclusions that would cause us to incur tax liabilities in excess of, or realize benefits less than, those currently recorded.
Such unrecognized tax benefits represent the estimated provision for income taxes expected to ultimately be paid. It is possible that either domestic or foreign taxing authorities could 43 Table of Contents challenge those judgments or positions and draw conclusions that would cause us to incur tax liabilities in excess of, or realize benefits less than, those currently recorded.
Refer to Note 11, Income Taxes , to our Notes to Consolidated Financial Statements in Part IV, Item 15 of this Form 10-K for additional information. 37 Table of Contents Prior Year Results For discussion of the year ended December 31, 2023, compared to the year ended December 31, 2022, see Results of Operations in Part II, Item 7 of our annual report on Form 10-K for the year ended December 31, 2023.
Refer to Note 10, Income Taxes , to our Notes to Consolidated Financial Statements in Part IV, Item 15 of this Form 10-K for additional information. 37 Table of Contents Prior Year Results For discussion of the year ended December 31, 2024, compared to the year ended December 31, 2023, see Results of Operations in Part II, Item 7 of our annual report on Form 10-K for the year ended December 31, 2024.
As part of our process of determining current tax liability, we exercise judgment in evaluating positions we have taken in our tax returns. We periodically assess our tax exposures and establish, or adjust, estimated unrecognized benefits for probable assessments by taxing authorities, including the 43 Table of Contents Internal Revenue Service, and various foreign and state authorities.
As part of our process of determining current tax liability, we exercise judgment in evaluating positions we have taken in our tax returns. We periodically assess our tax exposures and establish, or adjust, estimated unrecognized benefits for probable assessments by taxing authorities, including the Internal Revenue Service, and various foreign and state authorities.
Prior Year Results For discussion of 2023 compared to 2022, see Segment Results in Part II, Item 7 of our annual report on Form 10-K for the year ended December 31, 2023.
Prior Year Results For discussion of 2024 compared to 2023, see Segment Results in Part II, Item 7 of our annual report on Form 10-K for the year ended December 31, 2024.
Our cash flow from operating activities can fluctuate from period to period due to several factors, including: the timing of billings, which are typically higher in the third and fourth quarters in conjunction with sales timing and are variable based upon license renewal timing; collections, which will lag the quarters with higher billings; the timing and amounts of interest due to interest rate fluctuations and semi-annual Senior Notes interest payments; income tax and other payments; and our operating results.
Our cash flow from operating activities can fluctuate from period to period due to several factors, including: the timing of billings, which are typically higher in the third and fourth quarters in conjunction with sales timing and are variable based upon license renewal timing; collections, which will lag the quarters with higher billings; the timing and amounts of interest due to interest rate fluctuations; income tax and other payments; and our operating results.
Prior Year Results For discussion of 2023 compared to 2022, see Liquidity and Capital Resources in Part II, Item 7 of our annual report on Form 10-K for the year ended December 31, 2023. 40 Table of Contents Contractual Obligations Our largest contractual obligations as of December 31, 2024, include the following: • principal payments related to our Credit Agreement that are included in our consolidated balance sheet and the related periodic interest payments; • semi-annual interest payments on our 2026 Notes and the ultimate principal payment that is included in our consolidated balance sheet; • scheduled payments related to liabilities for certain multi-year license agreements for internal-use software that are included in our consolidated balance sheet; • operating lease obligations that are included in our consolidated balance sheet; and • other contractual commitments associated with agreements that are enforceable and legally binding.
Prior Year Results For discussion of 2024 compared to 2023, see Liquidity and Capital Resources in Part II, Item 7 of our annual report on Form 10-K for the year ended December 31, 2024. 40 Table of Contents Contractual Obligations Our largest contractual obligations as of December 31, 2025, include the following: • principal payments related to our Credit Agreement that are included in our consolidated balance sheet and the related periodic interest payments; • scheduled payments related to liabilities for certain multi-year license agreements for internal-use software that are included in our consolidated balance sheet; • operating lease obligations that are included in our consolidated balance sheet; and • other contractual commitments associated with agreements that are enforceable and legally binding.
Income Taxes The effective tax rates for the years ended December 31, 2024 and 2023, were approximately 19% and 18%, respectively. Our effective tax rates vary from our federal statutory rate due to operating in multiple foreign countries, each with its own tax laws and rates.
Income Taxes The effective tax rates for the years ended December 31, 2025 and 2024, were approximately 26% and 19%, respectively. Our effective tax rates vary from our federal statutory rate due to operating in multiple foreign countries, each with its own tax laws and rates.
We evaluate goodwill at the reporting unit level and have identified our reportable segments, Banks, Merchants, and Billers, as our reporting units. Recoverability of goodwill is measured using a discounted cash flow valuation model incorporating discount rates commensurate with the risks involved.
We evaluate goodwill at the reporting unit level and have identified our reportable segments, Payment Software and Billers, as our reporting units. Recoverability of goodwill is measured using a discounted cash flow valuation model incorporating discount rates commensurate with the risks involved.
Each region has its own globally coordinated sales force, supplemented with local independent reseller and/or distributor networks.
Each region has its own globally coordinated sales force, supplemented with local independent resellers and/or distributor networks.
ITEM 7. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS Overview ACI Worldwide, an innovator in global payments technology, delivers software solutions that power intelligent payments orchestration in real time so banks, merchants, and billers can drive growth, while continuously modernizing their payment infrastructures, simply and securely.
ITEM 7. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS Overview ACI Worldwide delivers transformative software solutions that power intelligent payments orchestration in real time so banks, merchants, and billers can drive growth, while continuously modernizing their payment infrastructures, simply and securely.
Notes 4, Debt, 12, Leases, and 13, Commitments and Contingencies , of our Notes to Consolidated Financial Statements in Part IV, Item 15 of this Form 10-K provide additional information regarding our contractual obligations and contingencies.
Notes 3, Debt, 11, Leases, and 12, Commitments and Contingencies , of our Notes to Consolidated Financial Statements in Part IV, Item 15 of this Form 10-K provide additional information regarding our contractual obligations and contingencies.
As of December 31, 2024 and 2023, our goodwill was $1.2 billion.
As of December 31, 2025 and 2024, our goodwill was $1.2 billion.
As of December 31, 2024 and 2023, our intangible assets, excluding goodwill, net of accumulated amortization, were $165.4 million and $195.6 million, respectively. The determination of the value of such intangible assets requires management to make estimates and assumptions that affect the consolidated financial statements.
As of December 31, 2025 and 2024, our intangible assets, excluding goodwill, net of accumulated amortization, were $147.1 million and $165.4 million, respectively. The determination of the value of such intangible assets requires management to make estimates and assumptions that affect the consolidated financial statements.
General and administrative expense increased $1.2 million, or 1%, during the year ended December 31, 2024, as compared to the same period in 2023. • General and administrative expenses for the year ended December 31, 2024, included $4.3 million for cost reduction strategies and $1.0 million of other significant transaction-related expenses during the period.
General and administrative expense increased $24.3 million, or 21%, during the year ended December 31, 2025, as compared to the same period in 2024. • General and administrative expenses for the year ended December 31, 2025, included $7.7 million for cost reduction strategies and $1.2 million of other significant transaction-related expenses during the period.
Total operating expenses for the year ended December 31, 2023, included $21.0 million for cost reduction strategies, $2.6 million of significant transaction-related expenses, $1.8 million for CEO transition, and $2.8 million of European data center migration expenses during the period. • The impact of foreign currencies weakening against the U.S. dollar resulted in a $1.0 million decrease in total operating expenses for the year ended December 31, 2024, as compared to the same period in 2023. • Adjusted for the impact of cost reduction strategies, significant transaction-related expenses, and foreign currency, total operating expenses for the year ended December 31, 2024, increased $73.6 million, or 6%, as compared to the same period in 2023. 35 Table of Contents Cost of Revenue Cost of revenue includes costs to provide SaaS and PaaS, third-party royalties, amortization of purchased and developed software for resale, the costs of maintaining our software products, as well as the costs required to deliver, install, and support software at customer sites.
Total operating expenses for the year ended December 31, 2024, included $8.6 million for cost reduction strategies and $1.0 million of other significant transaction-related expenses during the period. • The impact of foreign currencies strengthening against the U.S. dollar resulted in a $2.4 million increase in total operating expenses for the year ended December 31, 2025, as compared to the same period in 2024. • Adjusted for the impact of cost reduction strategies, significant transaction-related expenses, and foreign currency, total operating expenses for the year ended December 31, 2025, increased $142.0 million, or 11%, as compared to the same period in 2024. 35 Table of Contents Cost of Revenue Cost of revenue includes costs to provide SaaS and PaaS, third-party royalties, amortization of purchased and developed software for resale, the costs of maintaining our software products, as well as the costs required to deliver, install, and support software at customer sites.
Services revenue increased $16.1 million, or 21%, during the year ended December 31, 2024, as compared to the same period in 2023. • The impact of foreign currencies weakening against the U.S. dollar resulted in a $0.4 million decrease in services revenue during the year ended December 31, 2024, as compared to the same period in 2023. • Adjusted for the impact of foreign currency, services revenue for the year ended December 31, 2024, increased $16.5 million, or 21%, as compared to the same period in 2023. • The increase was primarily driven by the timing and magnitude of project-related work during the year ended December 31, 2024, as compared to the same period in 2023.
Services revenue decreased $4.7 million, or 5%, during the year ended December 31, 2025, as compared to the same period in 2024. • The impact of foreign currencies strengthening against the U.S. dollar resulted in a $0.8 million increase in services revenue during the year ended December 31, 2025, as compared to the same period in 2024. • Adjusted for the impact of foreign currency, services revenue for the year ended December 31, 2025, decreased $5.5 million, or 6%, as compared to the same period in 2024. • The decrease was primarily driven by the timing and magnitude of project-related work during the year ended December 31, 2025, as compared to the same period in 2024.
Years Ended December 31, 2024 2023 Net cash provided by (used in): Operating activities $ 358,748 $ 168,517 Investing activities (45,051) (37,777) Financing activities (288,197) (111,552) Cash Flows from Operating Activities The primary source of operating cash flows is cash collections from our customers for purchase and renewal of licensed software products and various services including software and platform as a service, maintenance, and other professional services.
Years Ended December 31, 2025 2024 Net cash provided by (used in): Operating activities $ 322,831 $ 358,748 Investing activities 7,222 (45,051) Financing activities (336,647) (288,197) Cash Flows from Operating Activities The primary source of operating cash flows is cash collections from our customers for purchase and renewal of licensed software products and various services including software and platform as a service, maintenance, and other professional services.
SaaS and PaaS revenue increased $48.8 million, or 6%, during the year ended December 31, 2024, as compared to the same period in 2023. • The impact of certain foreign currencies strengthening against the U.S. dollar resulted in a $0.5 million increase in SaaS and PaaS revenue during the year ended December 31, 2024, as compared to the same period in 2023. • Adjusted for the impact of foreign currency, SaaS and PaaS revenue for the year ended December 31, 2024, increased $48.3 million, or 6%, as compared to the same period in 2023. • The increase was primarily due to higher transaction volumes during the year ended December 31, 2024, as compared to the same period in 2023, as well as new customer go-lives since December 31, 2023.
SaaS and PaaS revenue increased $110.5 million, or 12%, during the year ended December 31, 2025, as compared to the same period in 2024. • The impact of certain foreign currencies strengthening against the U.S. dollar resulted in a $2.6 million increase in SaaS and PaaS revenue during the year ended December 31, 2025, as compared to the same period in 2024. • Adjusted for the impact of foreign currency, SaaS and PaaS revenue for the year ended December 31, 2025, increased $107.9 million, or 12%, as compared to the same period in 2024. • The increase was primarily driven by new customer go-lives since December 31, 2024, and higher transaction volumes during the year ended December 31, 2025, as compared to the same period in 2024.
We have historically included assumed renewals in backlog estimates based upon automatic renewal provisions in the executed contract and our historic experience with customer renewal rates.
Our backlog estimates assume renewals based upon automatic renewal provisions in the executed contract and our historic experience with customer renewal rates.
Our primary uses of operating cash flows include employee expenditures, taxes, interest payments, and leased facilities. Cash flows provided by operating activities was $358.7 million for the year ended December 31, 2024, an increase of 113% compared to $168.5 million for the same period in 2023.
Our primary uses of operating cash flows include employee expenditures, taxes, interest payments, and leased facilities. Cash flows provided by operating activities were $322.8 million for the year ended December 31, 2025, compared to $358.7 million for the same period in 2024.
We recognize compensation expense for the TSRs over the performance period based on the grant date fair value. On a quarterly basis, management evaluates the probability that the threshold performance goals will be achieved, if at all, and the anticipated level of attainment to determine the amount of compensation expense to record in the consolidated financial statements.
On a quarterly basis, management evaluates the probability that the threshold performance goals will be achieved, if at all, and the anticipated level of attainment to determine the amount of compensation expense to record in the consolidated financial statements.
Operating Expenses Total operating expenses for the year ended December 31, 2024, increased $54.0 million, or 4%, as compared to the same period in 2023. • Total operating expenses for the year ended December 31, 2024, included $8.6 million for cost reduction strategies and $1.0 million of other significant transaction-related expenses during the period.
Operating Expenses Total operating expenses for the year ended December 31, 2025, increased $143.7 million, or 11%, as compared to the same period in 2024. • Total operating expenses for the year ended December 31, 2025, included $7.7 million for cost reduction strategies and $1.2 million of other significant transaction-related expenses during the period.
License revenue increased $91.1 million, or 28%, during the year ended December 31, 2024, as compared to the same period in 2023. • The impact of certain foreign currencies weakening against the U.S. dollar resulted in a $3.0 million decrease in license revenue during the year ended December 31, 2024, as compared to the same period in 2023. • Adjusted for the impact of foreign currency, license revenue for the year ended December 31, 2024, increased $94.1 million, or 30%, as compared to the same period in 2023. • The increase in license revenue was driven by license renewal timing as well as the relative size of new license and capacity events during the year ended December 31, 2024, as compared to the same period in 2023. 34 Table of Contents Maintenance Revenue Maintenance revenue includes standard and premium customer support and any post contract support fees received from customers for the provision of product support services.
License revenue increased $49.2 million, or 12%, during the year ended December 31, 2025, as compared to the same period in 2024. • The impact of certain foreign currencies strengthening against the U.S. dollar resulted in a $4.6 million increase in license revenue during the year ended December 31, 2025, as compared to the same period in 2024. • Adjusted for the impact of foreign currency, license revenue for the year ended December 31, 2025, increased $44.6 million, or 11%, as compared to the same period in 2024. • The increase in license revenue was driven by the relative size of new license and capacity events during the year ended December 31, 2025, as compared to the same period in 2024. 34 Table of Contents Maintenance Revenue Maintenance revenue includes standard and premium customer support and any post contract support fees received from customers for the provision of product support services.
R&D expense increased $5.9 million, or 4%, during the year ended December 31, 2024, as compared to the same period in 2023. • The impact of foreign currencies weakening against the U.S. dollar resulted in a $0.2 million decrease in R&D expense during the year ended December 31, 2024, as compared to the same period in 2023. • Adjusted for the impact of foreign currency, R&D expense increased $6.1 million, or 4%, during the year ended December 31, 2024, as compared to the same period in 2023. • The increase was primarily due to higher personnel and related expenses of $7.1 million, including a $4.2 million increase in stock-based compensation expense, partially offset by lower cloud computing and professional fees of $1.0 million.
R&D expense increased $20.9 million, or 14%, during the year ended December 31, 2025, as compared to the same period in 2024. • The impact of foreign currencies strengthening against the U.S. dollar resulted in a $0.5 million increase in R&D expense during the year ended December 31, 2025, as compared to the same period in 2024. • Adjusted for the impact of foreign currency, R&D expense increased $20.4 million, or 14%, during the year ended December 31, 2025, as compared to the same period in 2024. • The increase was primarily due to higher personnel and related expenses, including a $3.2 million increase in stock-based compensation expense.
The remaining increase was due to higher personnel and related expenses of $16.9 million, including a $2.8 million increase in stock-based compensation expense.
The remaining increase was due to higher personnel and related expenses of $20.0 million, including a $4.5 million increase in stock-based compensation expense.
We received net proceeds of $19.0 million on the Revolving Credit Facility and proceeds of $9.5 million from the exercise of stock options and the issuance of common stock under our 2017 Employee Stock Purchase Plan, as amended.
We received proceeds of $9.2 million from the exercise of stock options and the issuance of common stock under our 2017 Employee Stock Purchase Plan, as amended.
We review our customer renewal experience on an annual basis. The impact of this review and subsequent updates may result in a revision to the renewal assumptions used in computing the 60-month backlog estimates.
We review our customer renewal experience on an annual basis. The impact of this review and subsequent updates may result in a revision to the renewal assumptions used in computing the 60-month backlog estimates. In the event a significant revision to renewal assumptions is determined to be necessary, prior periods will be adjusted for comparability purposes.
General and administrative expenses for the year ended December 31, 2023, included $21.0 million for cost reduction strategies, $2.6 million of significant transaction-related expenses, $1.8 million for CEO transition, and $2.8 million of European data center migration expenses during the period. • The impact of foreign currencies weakening against the U.S. dollar resulted in a $0.3 million decrease in general and administrative expense during the year ended December 31, 2024, as compared to the same period in 2023. • Adjusted for the impact of cost reduction strategies, significant transaction-related expenses, and foreign currency, general and administrative expense increased $24.4 million, or 28%, for the year ended December 31, 2024, as compared to the same period in 2023. • The increase was primarily due to higher personnel and related expenses of $22.2 million, including a $11.1 million increase in stock-based compensation expense.
General and administrative expenses for the year ended December 31, 2024, included $4.3 million for cost reduction strategies and $1.0 million of other significant transaction-related expenses during the period. • The impact of foreign currencies strengthening against the U.S. dollar resulted in a $0.4 million increase in general and administrative expense during the year ended December 31, 2025, as compared to the same period in 2024. • Adjusted for the impact of cost reduction strategies, significant transaction-related expenses, and foreign currency, general and administrative expense increased $20.3 million, or 18%, for the year ended December 31, 2025, as compared to the same period in 2024. • The increase was primarily due to higher personnel and related expenses of $22.5 million, including a $18.0 million increase in stock-based compensation expense, partially offset by a decrease in professional and other legal fees of $2.2 million.
Cost of revenue increased $72.6 million, or 10%, during the year ended December 31, 2024, as compared to the same period in 2023. • The impact of foreign currencies weakening against the U.S. dollar resulted in a $0.5 million decrease in cost of revenue during the year ended December 31, 2024, as compared to the same period in 2023. • Adjusted for the impact of foreign currency, cost of revenue increased $73.1 million, or 10%, for the year ended December 31, 2024, as compared to the same period in 2023. • The increase was primarily due to higher payment card interchange and processing fees and cloud computing fees of $48.2 million and $8.0 million, respectively.
Cost of revenue increased $105.9 million, or 13%, during the year ended December 31, 2025, as compared to the same period in 2024. • The impact of foreign currencies strengthening against the U.S. dollar resulted in a $0.7 million increase in cost of revenue during the year ended December 31, 2025, as compared to the same period in 2024. • Adjusted for the impact of foreign currency, cost of revenue increased $105.2 million, or 13%, for the year ended December 31, 2025, as compared to the same period in 2024. • The increase was primarily due to higher payment card interchange and processing fees of $85.2 million.
Other Income and Expense Interest expense for the year ended December 31, 2024, decreased $6.0 million, or 8%, as compared to the same period in 2023, primarily due to repayments on the Term Loan. Interest income includes the portion of software license fees paid by customers under extended payment terms that is attributed to the significant financing component.
Interest income includes the portion of software license fees paid by customers under extended payment terms that is attributed to the significant financing component. Interest income for the year ended December 31, 2025, decreased $1.1 million, or 7%, as compared to the same period in 2024. Other, net is primarily comprised of foreign currency transaction gains and losses.
For example, the accounting rules governing the timing of revenue recognition are complex, and it can be difficult to estimate when we will recognize revenue generated by a given transaction.
Several other factors related to our business may have a significant impact on our operating results from year to year. For example, the accounting rules governing the timing of revenue recognition are complex, and it can be difficult to estimate when we will recognize revenue generated by a given transaction.
Depreciation and Amortization Depreciation and amortization decreased $11.4 million, or 9%, during the year ended December 31, 2024, as compared to the same period in 2023. • Depreciation and amortization for the year ended December 31, 2024, included $4.4 million of accelerated depreciation related to the closure of a facility. • Adjusted for the impact of the facility closure, depreciation and amortization decreased $15.8 million, or 13%, for the year ended December 31, 2024, as compared to the same period in 2023. • The decrease was primarily due to a $10.0 million decrease in depreciation due to prior facilities cost reduction activities and a $5.8 million decrease in amortization for fully amortized software and intangibles acquired through acquisitions.
Depreciation and Amortization Depreciation and amortization decreased $14.1 million, or 13%, during the year ended December 31, 2025, as compared to the same period in 2024. • Depreciation and amortization for the year ended December 31, 2024, included $4.4 million of accelerated depreciation related to the closure of a facility. • The impact of foreign currencies strengthening against the U.S. dollar resulted in a $0.3 million increase in depreciation and amortization expense during the year ended December 31, 2025, as compared to the same period in 2024. • Adjusted for the impact of the facility closure and foreign currency, depreciation and amortization decreased $10.0 million, or 9%, for the year ended December 31, 2025, as compared to the same period in 2024. • The decrease was primarily due to a decrease in amortization for fully amortized intangibles acquired through acquisitions.
Cash Flows from Investing Activities The changes in cash flows from investing activities primarily relate to the timing of our purchases and investments in capital and other assets, including strategic acquisitions, that support our growth.
Cash Flows from Investing Activities The changes in cash flows from investing activities primarily relate to the timing of our purchases and investments in capital and other assets, including strategic acquisitions, that support our growth. During the year ended December 31, 2025, we received net proceeds of $46.0 million from the sale of our equity method investment.
Selling and marketing expense decreased $14.3 million, or 11%, during the year ended December 31, 2024, as compared to the same period in 2023. • The decrease was primarily due to lower personnel and related expenses and advertising and professional fees of $14.0 million and $0.3 million, respectively. 36 Table of Contents General and Administrative General and administrative expenses are primarily human resource costs including executive salaries and benefits, personnel administration costs, and the costs of corporate support functions such as legal, administrative, human resources, and finance and accounting.
Selling and marketing expense increased $6.7 million, or 6%, during the year ended December 31, 2025, as compared to the same period in 2024. • The impact of foreign currencies strengthening against the U.S. dollar resulted in a $0.5 million increase in selling and marketing expense during the year ended December 31, 2025, as compared to the same period in 2024. • Adjusted for the impact of foreign currency, selling and marketing expense increased $6.2 million, or 5%, during the year ended December 31, 2025, as compared to the same period in 2024. • The increase was primarily due to higher personnel and related expenses, including a $3.4 million increase in stock-based compensation expense. 36 Table of Contents General and Administrative General and administrative expenses are primarily human resource costs including executive salaries and benefits, personnel administration costs, and the costs of corporate support functions such as legal, administrative, human resources, and finance and accounting.
Stock Repurchase Program The board approved a stock repurchase program authorizing the Company, as market and business conditions warrant, to acquire its common stock and periodically authorizes additional funds for the program. In June 2024, the board approved the repurchase of the Company's common stock of up to $400.0 million in place of the remaining purchase amounts previously authorized.
As of December 31, 2025, the full $75.0 million was available. Stock Repurchase Program The Board approved a stock repurchase program authorizing the Company, as market and business conditions warrant, to acquire its common stock and periodically authorizes additional funds for the program.
Cash Flows from Financing Activities The changes in cash flows from financing activities primarily relate to borrowings and repayments related to our debt instruments and other debt, stock repurchases, and net proceeds related to employee stock programs.
We used cash of $33.4 million to purchase software, property, and equipment, as compared to $45.1 million during the same period in 2024. Cash Flows from Financing Activities The changes in cash flows from financing activities primarily relate to borrowings and repayments related to our debt instruments and other debt, stock repurchases, and net proceeds related to employee stock programs.
Billers Segment Adjusted EBITDA decreased $11.2 million for the year ended December 31, 2024, compared to the same period in 2023, primarily due to a $48.2 million increase in interchange and processing fees, partially offset by a $40.6 million increase in revenue.
Biller Segment Adjusted EBITDA increased $9.5 million for the year ended December 31, 2025, compared to the same period in 2024, primarily due to a $91.2 million increase in revenue, partially offset by a $81.7 million increase in cash operating expense primarily for payment card interchange and other processing fees.
Maintenance revenue decreased $14.3 million, or 7%, during the year ended December 31, 2024, as compared to the same period in 2023. • The impact of foreign currencies weakening against the U.S. dollar resulted in a $0.2 million decrease in maintenance revenue during the year ended December 31, 2024, as compared to the same period in 2023. • Adjusted for the impact of foreign currency, maintenance revenue for the year ended December 31, 2024, decreased $14.1 million, or 7%, as compared to the same period in 2023. • The decrease was primarily driven by customers reducing premium customer support and maintenance on non-strategic products during the year ended December 31, 2024, as compared to the same period in 2023.
Maintenance revenue increased $10.5 million, or 6%, during the year ended December 31, 2025, as compared to the same period in 2024. • The impact of foreign currencies strengthening against the U.S. dollar resulted in a $0.9 million increase in maintenance revenue during the year ended December 31, 2025, as compared to the same period in 2024. • Adjusted for the impact of foreign currency, maintenance revenue for the year ended December 31, 2025, increased $9.6 million, or 5%, as compared to the same period in 2024. • The increase was primarily driven by consumer price index uplifts on contracted maintenance.
These foreign tax laws and rates differ from those we apply to the income generated from our domestic operations. Of the foreign jurisdictions in which we operate, our December 31, 2024 and 2023 effective tax rates were most impacted by our operations in Ireland and the United Kingdom.
Of the foreign jurisdictions in which we operate, our effective tax rates as of December 31, 2025 and 2024 were primarily impacted by operations in Ireland and India for 2025, and Ireland for 2024.
The following is selected financial data for our reportable segments for the periods indicated (in thousands): Years Ended December 31, 2024 2023 Revenues Banks $ 701,860 $ 616,051 Merchants 165,910 150,616 Billers 726,518 685,912 Total revenue $ 1,594,288 $ 1,452,579 Segment Adjusted EBITDA Banks $ 425,519 $ 355,489 Merchants 69,548 44,345 Billers 131,187 142,343 Depreciation and amortization (110,962) (122,373) Stock-based compensation expense (41,281) (24,547) Corporate and unallocated expenses (165,876) (174,849) Interest, net (56,545) (64,271) Other, net (1,181) (8,510) Income before income taxes $ 250,409 $ 147,627 Banks Segment Adjusted EBITDA increased $70.0 million for the year ended December 31, 2024, compared to the same period in 2023, primarily due to a $85.8 million increase in revenue primarily related to an increase in license revenues, partially offset by a $15.8 million increase in cash operating expense.
The following is selected financial data for our reportable segments for the periods indicated (in thousands): Years Ended December 31, 2025 2024 Revenues Payment Software $ 942,053 $ 867,770 Biller 817,729 726,518 Total revenue $ 1,759,782 $ 1,594,288 Segment Adjusted EBITDA Payment Software $ 543,721 $ 495,067 Biller 140,732 131,187 Depreciation and amortization (96,948) (110,962) Stock-based compensation expense (70,633) (41,281) Corporate and unallocated expenses (186,958) (165,876) Interest, net (42,973) (56,545) Other, net 19,729 (1,181) Income before income taxes $ 306,670 $ 250,409 Payment Software Segment Adjusted EBITDA increased $48.7 million for the year ended December 31, 2025, compared to the same period in 2024, primarily due to a $74.3 million increase in revenue primarily related to an increase in license revenues, partially offset by a $25.6 million increase in cash operating expense.
Available Liquidity The following table sets forth our available liquidity for the periods indicated (in thousands): December 31, 2024 2023 Cash and cash equivalents $ 216,394 $ 164,239 Availability under revolving credit facility 528,100 373,900 Total liquidity $ 744,494 $ 538,139 The increase in total liquidity is primarily attributable to the $100.0 million increase in the maximum amount available under the revolving credit facility and cash flows generated from operations.
Available Liquidity The following table sets forth our available liquidity for the periods indicated (in thousands): December 31, 2025 2024 Cash and cash equivalents $ 196,462 $ 216,394 Availability under revolving credit facility 398,100 528,100 Total liquidity $ 594,562 $ 744,494 The decrease in total liquidity is primarily due to increased borrowings on the revolving credit facility used to redeem the Company's outstanding 2026 Notes.
Dollar amounts reflect foreign currency exchange rates as of each period end. This is a non-GAAP financial measure being presented to provide comparability across accounting periods. We believe this measure provides useful information to investors and others in understanding and evaluating our financial performance.
The following table sets forth our 60-month backlog estimate, by reportable segment, as of December 31, 2025; September 30, 2025; June 30, 2025; March 31, 2025; and December 31, 2024 (in millions). Dollar amounts reflect foreign currency exchange rates as of each period end. This is a non-GAAP financial measure being presented to provide comparability across accounting periods.
Key trends that currently impact our strategies and operations include: Increasing digital payment transaction volumes . The adoption of digital payments continues to accelerate, propelled by the digitization of cash, financial inclusion efforts of countries throughout the world, rapid growth of eCommerce, and the adoption of real-time payments enabling more people, governments, and businesses to embrace digital payments.
Key trends that currently impact our strategies and operations include: Increasing digital payment transaction volumes . The adoption of digital payments continues to accelerate, driven by the increased adoption of instant payments and other financial inclusion efforts of countries throughout the world, with countries such as India, Brazil, Indonesia, Malaysia, and most recently Colombia, growing dramatically.
Regulators are beginning to litigate between consumers and financial institutions on the losses, and between remitting and receiving banks on the accountability. Banks and intermediaries, merchants, and billers are pursuing solutions to mitigate their risks while improving their customer experience, protecting their margins, and securing their revenue streams, especially with their new products and offerings.
Banks and intermediaries, merchants, and billers are pursuing solutions to mitigate their risks while improving their customer experience, protecting their margins, and securing their revenue streams, especially with their new products and offerings. We continue to see opportunities for AI and other advanced analytics capabilities to stop fraudulent behavior and enable frictionless customer experiences. The GENIUS Act and stablecoins.
ACI has recognized the industry's technical inflection point in the transition from traditional on-premises infrastructure to the private and public cloud, and we are supporting our customers' cloud strategies.
ACI has recognized the industry’s technical inflection point as financial institutions transition from traditional on‑premises infrastructure to private and public cloud environments, and we are actively supporting our customers’ cloud strategies. Cloud technology enables the financial services ecosystem to reduce technical risk, accelerate innovation, improve time‑to‑market for new revenue-generating solutions, and enhance scalability, resiliency, and long‑term operating economics.
We repurchased 3,946,537 shares for $128.5 million under our stock repurchase program during the year ended December 31, 2024. Under the program to date, we have repurchased 62,867,837 shares for approximately $1.1 billion. As of December 31, 2024, the maximum remaining amount authorized for purchase under the stock repurchase program was approximately $372.5 million.
In October 2025, the Board approved the repurchase of the Company's common stock of up to $500.0 million in place of the remaining purchase amounts previously authorized. We repurchased 4,179,747 shares for $203.8 million under our stock repurchase program during the year ended December 31, 2025. Under the program to date, we have repurchased 67,047,584 shares for approximately $1.3 billion.
We received proceeds of $9.2 million from the exercise of stock options and the issuance of common stock under our 2017 Employee Stock Purchase Plan, as amended. During 2023, we repaid $73.0 million on the Term Loans, $16.8 million of other debt payments, and $2.2 million of debt issuance costs.
In addition, we received proceeds of $11.3 million from the exercise of stock options and the issuance of common stock under our 2017 Employee Stock Purchase Plan, as amended, and $14.0 million for settlement assets and liabilities due to processing timing.
In addition, we used $27.6 million to repurchase common stock, $5.1 million for the repurchase of stock-based compensation awards for tax withholdings, and $15.4 million for settlement assets and liabilities due to processing timing.
During 2025, we repaid $400.0 million for the redemption of the 2026 Notes and $20.9 million of other debt payments. In addition, we used $202.6 million to repurchase common stock and $28.2 million for the repurchase of stock-based compensation awards for tax withholdings.
The accelerated adoption of real-time payments, fraudsters leveraging artificial intelligence, and the ramping up of mandates increase the urgency for industry-wide collaboration to mitigate fraud with precision and achieve operational excellence.
The accelerated adoption of real-time payments and new risks associated with AI agents driving new exploits increases the urgency for industry-wide collaboration against fraud.
December 31, 2024 September 30, 2024 June 30, 2024 March 31, 2024 December 31, 2023 Banks $ 2,368 $ 2,291 $ 2,230 $ 2,235 $ 2,261 Merchants 734 757 740 741 754 Billers 3,604 3,395 3,398 3,505 3,505 Total $ 6,706 $ 6,443 $ 6,368 $ 6,481 $ 6,520 December 31, 2024 September 30, 2024 June 30, 2024 March 31, 2024 December 31, 2023 Committed $ 2,413 $ 2,204 $ 2,362 $ 2,223 $ 2,178 Renewal 4,293 4,239 4,006 4,258 4,342 Total $ 6,706 $ 6,443 $ 6,368 $ 6,481 $ 6,520 Estimates of future financial results require substantial judgment and are based on several assumptions, as described above.
December 31, 2025 September 30, 2025 June 30, 2025 March 31, 2025 December 31, 2024 Payment Software $ 3,372 $ 3,351 $ 3,333 $ 3,142 $ 3,102 Biller 3,887 3,752 3,712 3,597 3,604 Total $ 7,259 $ 7,103 $ 7,045 $ 6,739 $ 6,706 December 31, 2025 September 30, 2025 June 30, 2025 March 31, 2025 December 31, 2024 Committed $ 2,304 $ 2,345 $ 2,321 $ 2,257 $ 2,413 Renewal 4,955 4,758 4,724 4,482 4,293 Total $ 7,259 $ 7,103 $ 7,045 $ 6,739 $ 6,706 Estimates of future financial results require substantial judgment and are based on several assumptions, as described above.
For 2022, performance share awards granted are earned, if at all, based upon the Company’s total shareholder return as compared to a group of peer companies over a three-year performance period. The award payout can range from 0% to 200%. To determine the grant date fair value of the TSRs, a Monte Carlo simulation model is used.
To determine the grant date fair value of the TSRs, a Monte Carlo simulation model is used. We recognize compensation expense for the TSRs over the performance period based on the grant date fair value.
Interest income for the year ended December 31, 2024, increased $1.7 million, or 12%, as compared to the same period in 2023. Other, net is primarily comprised of foreign currency transaction gains and losses. Other, net was $1.2 million and $8.5 million of expense for the years ended December 31, 2024 and 2023, respectively.
Other Income and Expense Interest expense for the year ended December 31, 2025, decreased $14.6 million, or 20%, as compared to the same period in 2024, primarily due to lower comparative debt balances during 2025 as well as a decrease in interest rates.
As the threat of sophisticated fraud becomes a greater concern for remitting and receiving institutions, consumers are challenged with increased friction to prevent illegitimate access of genuine accounts or funds to protect the consumer trust and confidence, while achieving their strategic objectives.
As the threat of scams becomes a greater concern for remitting and receiving institutions, consumers are challenged with increased friction to prevent account take-over and criminals successfully persuading consumers to push transactions themselves, inadvertently, to mule accounts they have full control of, created with fake or synthetic identity, or simply "borrowed" with or without consent of the legit account holders.
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We leverage the growth in transaction volumes through the licensing of new systems to customers whose older systems cannot handle increased volume, through the sale of capacity upgrades to existing customers, and through the scalability of our platform-based solutions. Adoption of real-time payments. Expectations from both consumers and businesses are continuing to drive the payments world to more real-time delivery.
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Contactless payments adoption for in-person payments was thrust forward in response to the COVID-19 pandemic, and that usage has not abated.
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This is bolstered by the new data-rich ISO 20022 messaging format prevalent in account-to-account payments, which is delivering greater value to banks and their customers and has now been rolled out across the world and continues to see adoption with local schemes, such as FedWire, planned for 2025.
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ACI leverages growth in transaction volumes through the licensing of payment technologies to banks and intermediaries seeking to take advantage of that growth, supporting 44 global payment schemes and providing the central infrastructure to 11 central banks directly operating the scheme using ACI software.
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We are seeing global players with existing schemes working to expand capacity in anticipation of volume growth and new payment types. Domestic schemes such as Unified Payments Interface ("UPI") in India and others are being made available to their citizens for cross-border transactions when abroad.
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With the launch of ACI Connetic, our comprehensive cloud-native payments hub solution available as a SaaS solution, participating in this growth is now accessible to banks of all sizes, significantly increasing ACI’s addressable market for software solutions. ISO 20022 and enhanced payment standards.
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Mature markets, including India, the United Kingdom, Australia, Brazil, Malaysia, Singapore, and Thailand, continue to accelerate innovation, especially in terms of overlay services, driving new transactions. The United States is driving real-time payments adoption through TCH Real-Time Payments and the FedNow Service. Asia is one of the most innovative markets for adoption of real-time payment systems.
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In 2024 and 2025, banks and processors across the globe achieved major milestones with the certification and go-live of ISO 20022 compliance across the major wires networks, including Fedwire, Swift, CHAPS, and CHIPS. ACI solutions were instrumental in this new initiative, regularly processing more than two-thirds of Fedwire payments traffic and approximately 15% of Swift payments traffic globally.
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According to ACI’s Prime Time for Real-Time report, Asia Pacific is the largest regional market, with four of the global top five real-time payment markets by volume. ACI provides solutions for commercial and central banks across Asia. Latin American countries are pushing ahead with real-time payments modernization initiatives, looking to replicate Brazil’s success with PIX.
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These go-live events were highly consequential in financial services globally, and with the enhanced data standards described, the financial system stands to be easier to secure and provide much richer analytics. Adoption of cloud technology .
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ACI is also providing solutions centrally in Colombia and Peru. We are seeing success with real-time payments in the Middle East as well, as they have started to renovate their payment systems from legacy payment types to the modern digital and real-time world.
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As banks, intermediaries, merchants, and billers modernize their systems to take advantage of these capabilities, our ongoing investments and partnerships allow us to deliver cloud benefits today while maintaining ACI’s core strengths in performance, resiliency, and scalability. In addition, cloud‑native, multi‑tenant SaaS solutions expand our reach to smaller institutions by providing scalable, easy‑to‑integrate offerings at accessible price points.
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ACI's broad software portfolio, experience, and strategic partnerships with Mastercard, Microsoft, Red Hat, and Mindgate Solutions continue to position us as a leader in real-time payments, helping to drive seamless connectivity, increased security, and end-to-end modernization for organizations throughout the world. Adoption of cloud technology .
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Building on these foundations, ACI Connetic—our fully cloud‑native banking platform launched in 2025—advances this strategy by conforming fully to Cloud Native Computing Foundation principles and by being deployable across public cloud environments such as Microsoft Azure and Amazon Web Services, as well as customers’ private clouds.
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Cloud technology innovations allow the financial services ecosystem to remove technical risk from their operations, accelerate innovation and time to market for new revenue-generating solutions for their customers, and accelerate innovation and ensure scalability and resiliency while improving operating economics over time.
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Working closely with key hardware and software partners including IBM and Red Hat, we ensure ACI Connetic can operate at scale in public, private, and multi‑cloud deployments, supporting the needs of the largest global banks and processors, particularly in highly regulated markets where concentration risk and data sovereignty considerations drive deployment strategy. 30 Table of Contents Payments Intelligence and Artificial Intelligence .
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As banks and intermediaries, merchants, and billers 29 Table of Contents seek to transition their systems to make use of cloud technology, our investments and partnerships, as demonstrated by our product enablement and initial optimization onto Microsoft Azure, enable us to leverage those cloud technology benefits today and for the future while preserving ACI's fundamental base of performance, resiliency, and scalability.
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While AI will be used to accelerate vulnerabilities, it can also be used to automate financial protection, including but not limited to recognition of synthetic identities and automated remediation.

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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 changeA hypothetical ten percent increase or decrease in effective interest rates would increase or decrease interest expense related to the Credit Facility by approximately $3.3 million. ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA The required consolidated financial statements and notes thereto are included in this annual report and are listed in Part IV, Item 15. ITEM 9.
Biggest changeFINANCIAL STATEMENTS AND SUPPLEMENTARY DATA The required consolidated financial statements and notes thereto are included in this annual report and are listed in Part IV, Item 15. ITEM 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE None.
ITEM 7A. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK Excluding the impact of changes in interest rates, inflationary pressures, and the uncertainty in the global financial markets, there have been no material changes to our market risk for the year ended December 31, 2024.
ITEM 7A. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK Excluding the impact of changes in interest rates, inflationary pressures, and the uncertainty in the global financial markets, there have been no material changes to our market risk for the year ended December 31, 2025.
If we maintained similar cash investments for a period of one year based on our cash investments and interest rates at December 31, 2024, a hypothetical ten percent increase or decrease in effective interest rates would increase or decrease interest income by $0.3 million annually.
If we maintained similar cash investments for a period of one year based on our cash investments and interest rates at December 31, 2025, a hypothetical ten percent increase or decrease in effective interest rates would increase or decrease interest income by $0.3 million annually. As of December 31, 2025, we had $822.5 million outstanding under our Credit Facility.
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We had approximately $0.9 billion of debt outstanding at December 31, 2024, with $532.5 million outstanding under our Credit Facility and $400.0 million in 2026 Notes. Our Credit Facility has a floating rate, which was 6.21% at December 31, 2024. Our 2026 Notes are fixed-rate long-term debt obligations with a 5.750% interest rate.
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Our Credit Facility has a floating rate, which was 5.57% at December 31, 2025. A hypothetical ten percent increase or decrease in effective interest rates would increase or decrease interest expense related to the Credit Facility by approximately $4.6 million. ITEM 8.
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CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE None. 44 Table of Contents

Other ACIW 10-K year-over-year comparisons