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Globant S.A.

Globant S.A.GLOB決算レポート

NYSE · software development

Globant is an IT and software development company operating internationally. It was formed in 2003 by Martín Migoya, Guibert Englebienne, Martín Umaran and Néstor Nocetti. It was founded in Buenos Aires, but later headquartered in Luxembourg. Its principal clients are in the United States and United Kingdom.

What changed in Globant S.A.'s 20-F — 2023 vs 2024

Top changes in Globant S.A.'s 2024 20-F

607 paragraphs added · 646 removed · 383 edited across 6 sections

Item 2. Properties

Properties — owned and leased real estate

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ITEM 2. OFFER STATISTICS AND EXPECTED TIMETABLE 3 ITEM 3. KEY INFORMATION 3 A. [Reserved] 3 B. Capitalization and Indebtedness 3 C. Reasons for the Offer and Use of Proceeds 3 D. Risk Factors 3 ITEM 4. INFORMATION ON THE COMPANY 24 A. History and Development of the Company 24 B. Business Overview 26 C. Organizational Structure 51 D.
ITEM 2. OFFER STATISTICS AND EXPECTED TIMETABLE 4 ITEM 3. KEY INFORMATION 4 A. [Reserved] 4 B. Capitalization and Indebtedness 4 C. Reasons for the Offer and Use of Proceeds 4 D. Risk Factors 4 ITEM 4. INFORMATION ON THE COMPANY 24 A. History and Development of the Company 24 B. Business Overview 26 C. Organizational Structure 45 D.

Item 3. Legal Proceedings

Legal Proceedings — active lawsuits and investigations

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The enforceability in Luxembourg courts of judgments rendered by U.S. courts will be subject prior any enforcement in Luxembourg to the procedure and the conditions set forth in the Luxembourg procedural code, which conditions may include the following as of the date of this annual report (which may change): • the judgment of the U.S. court is final and enforceable ( exécutoire ) in the United States; • the U.S. court had jurisdiction over the subject matter leading to the judgment (that is, its jurisdiction was in compliance both with Luxembourg private international law rules and with the applicable domestic U.S. federal or state jurisdictional rules); • the U.S. court has applied to the dispute the substantive law that would have been applied by Luxembourg courts; • the judgment was granted following proceedings where the counterparty had the opportunity to appear and, if it appeared, to present a defense, and the decision of the foreign court must not have been obtained by fraud, but in compliance with the rights of the defendant; • the U.S. court has acted in accordance with its own procedural laws; • the judgment of the U.S. court does not contravene Luxembourg international public policy; and • the U.S. court proceedings were not of a criminal or tax nature.
The enforceability in Luxembourg courts of judgments rendered by U.S. courts will be subject prior any enforcement in Luxembourg to the procedure and the conditions set forth in the Luxembourg procedural code, which conditions may include the following as of the date of this annual report (which may change): • the judgment of the U.S. court is final and enforceable ( exécutoire ) in the United States; 22 • the U.S. court had jurisdiction over the subject matter leading to the judgment (that is, its jurisdiction was in compliance both with Luxembourg private international law rules and with the applicable domestic U.S. federal or state jurisdictional rules); • the U.S. court has applied to the dispute the substantive law that would have been applied by Luxembourg courts; • the judgment was granted following proceedings where the counterparty had the opportunity to appear and, if it appeared, to present a defense, and the decision of the foreign court must not have been obtained by fraud, but in compliance with the rights of the defendant; • the U.S. court has acted in accordance with its own procedural laws; • the judgment of the U.S. court does not contravene Luxembourg international public policy; and • the U.S. court proceedings were not of a criminal or tax nature.
Parties making infringement claims may be able to obtain an injunction to prevent us from delivering our services or using technology involving the allegedly infringing intellectual property. Intellectual property litigation is expensive, time-consuming, could divert management's attention away from our business and are often not subject to liability limits or exclusions.
Parties making infringement claims may be able to obtain an injunction to prevent us from delivering our services or using technology involving the allegedly infringing intellectual property. 13 Intellectual property litigation is expensive, time-consuming, could divert management's attention away from our business and are often not subject to liability limits or exclusions.
For example, state data breach notification laws may come into play in the event of a data breach, thus requiring notice to any affected individuals. We are also subject to risks relating to compliance with a variety of national and local labor laws including, employee health safety, wages and benefits laws and independent contractor regulations.
For example, state data breach notification laws may come into play in the event of a data breach, thus requiring notice to any affected individuals. 18 We are also subject to risks relating to compliance with a variety of national and local labor laws including, employee health safety, wages and benefits laws and independent contractor regulations.
However, most of our client contracts are limited to short-term, discrete projects without any commitment to a specific volume of business or future work, and the volume of work performed for a specific client is likely to vary from year to year, especially since we are generally not our clients' exclusive technology services provider.
However, most of our client's contracts are limited to short-term, discrete projects without any commitment to a specific volume of business or future work, and the volume of work performed for a specific client is likely to vary from year to year, especially since we are generally not our clients' exclusive technology services provider.
Our determination of tax liability is always subject to review or examination by authorities in various jurisdictions. Currently, we enjoy tax benefits from promotion regimes and certain tax incentives in Uruguay, India, and Argentina, among other countries, and we may benefit from additional promotional regimes and tax benefits in the future.
Our determination of tax liability is always subject to review or examination by authorities in various jurisdictions. 17 Currently, we enjoy tax benefits from promotion regimes and certain tax incentives in Uruguay, India, and Argentina, among other countries, and we may benefit from additional promotional regimes and tax benefits in the future.
Federal Income Tax Considerations — Passive foreign investment company rules." 19 Our business and results of operations may be adversely affected by the increased strain on our resources from complying with the reporting, disclosure, and other requirements applicable to public companies in the United States.
Federal Income Tax Considerations — Passive foreign investment company rules." Our business and results of operations may be adversely affected by the increased strain on our resources from complying with the reporting, disclosure, and other requirements applicable to public companies in the United States.
Many commercial laws and regulations in Central Europe and Latin America are relatively new and have been subject to limited interpretation; and, therefore, their application can be unpredictable. In addition, in certain countries in which we operate, the governmental authorities have a high degree of discretion in the interpretation and application of the regulations.
Many commercial laws and regulations in Europe and Latin America are relatively new and have been subject to limited interpretation; and, therefore, their application can be unpredictable. In addition, in certain countries in which we operate, the governmental authorities have a high degree of discretion in the interpretation and application of the regulations.
Our pricing depends on our assumptions and forecasts about the costs we will incur to render our services or complete the related project, which are based on limited data which could turn out to be inaccurate. We also rely, to a limited extent, on suppliers of goods and services.
Our pricing depends on our assumptions and forecasts about the costs we will incur to render our services or complete the related project. These assumptions and forecasts are based on limited data which could turn out to be inaccurate. We also rely, to a limited extent, on suppliers of goods and services.
We do not control the operations or facilities of our service providers that collect, store, and process data on our behalf. If any of our service providers that process data on our behalf is subject to a security incident, we may not initially be aware of it, and we may not be able to control the investigation into the incident.
We do not control the operations or facilities of our service providers that collect, store, and process data on our behalf. If any of these service providers is subject to a security incident, we may not initially be aware of it, and we may not be able to control the investigation into the incident.
We operate in a rapidly evolving industry, which makes it difficult to evaluate our future prospects, may increase the risk that we will not continue to be successful and, accordingly, increases the risk of your investment. The technology services industry is continuously evolving.
We operate in a rapidly evolving industry, which makes it difficult to evaluate our future prospects, may increase the risk that we will not continue to be successful and, accordingly, may increase the risk of your investment. The technology services industry is continuously evolving.
These restrictions may hamper our ability to compete for and provide services to other clients in a specific industry in which we have expertise and could materially adversely affect our business, financial condition and results of operations. Risks Related to our Global Operations.
These restrictions may hamper our ability to compete for and provide services to other clients in a specific industry in which we have expertise and could materially adversely affect our business, financial condition and results of operations. 15 Risks Related to our Global Operations.
Any change in our pricing terms would increase our costs and expenses, which would have an adverse effect on our results of operations. 13 Strategic acquisitions to complement and expand our business have been and will likely remain an important part of our competitive strategy.
Any change in our pricing terms would increase our costs and expenses, which would have an adverse effect on our results of operations. Strategic acquisitions to complement and expand our business have been and will likely remain an important part of our competitive strategy.
Any failure to manage our acquisition strategy successfully could have a material adverse effect on our business, results of operations and financial condition. Our indebtedness may affect our ability to operate our business and secure additional financing in the future.
Any failure to manage our acquisition strategy successfully could have a material adverse effect on our business, results of operations and financial condition. 14 Our indebtedness may affect our ability to operate our business and secure additional financing in the future.
As we add new Studios, introduce new services or enter into new markets, we may face new market, technological and operational risks and challenges with which we are unfamiliar, and we may not be able to mitigate these risks and challenges to successfully grow those services or markets.
As we add new Studios, introduce new services or enter into new markets, we may face new market, technological and operational risks and challenges with which we are unfamiliar, and which we may not be able to mitigate to successfully grow those services or markets.
If any dispute arises between any members of our senior management team or key employees and us, any non-competition, non-solicitation and nondisclosure agreements we have with our founders, senior executives or key employees might not provide effective protection to us in light of legal uncertainties associated with the enforceability of such agreements. 6 If we do not continue to innovate and remain at the forefront of emerging technologies and related market trends, we may lose clients and not remain competitive, which could cause our revenues and results of operations to suffer.
If any dispute arises between any members of our senior management team or key employees and us, any non-competition, non-solicitation and nondisclosure agreements we have with our founders, senior executives or key employees might not provide effective protection to us in light of legal uncertainties associated with the enforceability of such agreements. 7 If we do not continue to innovate and remain at the forefront of emerging technologies and related market trends, we may lose clients and not remain competitive, which could cause our revenues and results of operations to suffer.
We have experienced, and continue to experience, rapid growth in our headcount, operations and revenues, which has placed, and will continue to place, significant demands on our management and operational and financial infrastructure.
We have experienced, and may continue to experience, rapid growth in our headcount, operations and revenues, which has placed, and will continue to place, significant demands on our management and operational and financial infrastructure.
Risks Related to our Global Operations • Our results of operations could be adversely affected by economic and political conditions globally and, in particular, in the markets in which we operate. • The governments of many countries in which we operate have exercised and may continue to exercise significant influence over those countries' economies, which could adversely affect our business, financial condition, results of operations and prospects. • Inflation in the countries in which we operate could adversely affect our business and results of operations. • Our business, results of operations and financial condition may be adversely affected by fluctuations in currency exchange rates. • Changes in the tax laws or in the interpretation or enforcement or the loss of any country-specific tax benefits could have a material adverse effect on our financial condition and results of operations. • Our business, results of operations and financial condition may be adversely affected by the various conflicting and/or onerous legal and regulatory obligations required in the countries where we operate.
Risks Related to our Global Operations • Our results of operations could be adversely affected by economic and geopolitical conditions, in particular, in the markets in which we operate. • The governments of many countries in which we operate have exercised and may continue to exercise significant influence over those countries' economies, which could adversely affect our business, financial condition, results of operations and prospects. • Inflation in the countries in which we operate could adversely affect our business and results of operations. • Our business, results of operations and financial condition may be adversely affected by fluctuations in currency exchange rates. • Changes in the tax laws or in the interpretation or enforcement or the loss of any country-specific tax benefits could have a material adverse effect on our financial condition and results of operations. • Our business, results of operations and financial condition may be adversely affected by the various conflicting and/or onerous legal and regulatory obligations required in the countries where we operate.
Congress and in state legislatures to address concerns over the perceived association between offshore outsourcing and the loss of jobs domestically. In 2021 Mexico prohibited outsourcing and regulated subcontracting.
Congress and in state legislatures to address concerns over the perceived association between offshore outsourcing and the loss of jobs domestically; and Mexico prohibited outsourcing and regulated subcontracting.
We have expanded, and may continue to expand, our operations through strategically targeted acquisitions focused on deepening our relationships with key clients, extending our technological capacities including services over platforms, broadening our service offering and expanding the geographic footprint of our delivery centers. We completed a number of acquisitions in 2021, 2022 and 2023.
We have expanded, and may continue to expand, our operations through strategically targeted acquisitions focused on deepening our relationships with key clients, extending our technological capacities including services over platforms, broadening our service offering and expanding the geographic footprint of our delivery centers. We completed a number of acquisitions in 2022, 2023 and 2024.
In addition, we expect to continue to face, competition from new technology services providers. Further, there is a risk that our clients may elect to increase their internal resources to satisfy their services needs as opposed to relying on a third-party vendor, such as our company.
In addition, we expect to continue to face, competition from new technology services providers. Further, there is a risk that our clients may elect to increase their internal resources to satisfy their services needs as opposed to relying on a third-party vendor, such as us.
As a public company, we are required to document and test our internal control over financial reporting pursuant to Section 404, which requires management assessments and certifications of the effectiveness of our internal control over financial reporting. We have concluded that our internal control over financial reporting is effective as of December 31, 2023 (see Item15.
As a public company, we are required to document and test our internal control over financial reporting pursuant to Section 404, which requires management assessments and certifications of the effectiveness of our internal control over financial reporting. We have concluded that our internal control over financial reporting is effective as of December 31, 2024 (see Item15.
Because services and technologies are rapidly evolving and each company within the industry can vary greatly in terms of the services it provides, its business model, and its results of operations, it can be difficult to predict how many company's services, including ours, will be received in the market.
Because services and technologies are rapidly evolving and each company within the industry can vary greatly in terms of the services it provides, its business model, and its results of operations, it can be difficult to predict how many companies' services, including ours, will be received in the market.
Our future inability to comply with any of these laws or regulations or to obtain or renew sufficient work permits and/or visas due to the impact of these regulations, including any changes to immigration, work permit and visa regulations in jurisdictions such as the United States and Europe, could have a material adverse effect on our business, results of operations and financial condition.
Our future inability to comply with any of these laws or regulations or to obtain or renew sufficient work permits and/or visas due to the impact of these regulations, including any changes to immigration, work permit and visa regulations in jurisdictions such as the United States and European countries, could have a material adverse effect on our business, results of operations and financial condition.
The Borrower’s obligations under the Fourth A&R Credit Agreement are guaranteed by the Company and its subsidiaries Globant España S.A. and Globant IT Services Corp., and are secured by substantially all of the Borrower’s assets.
Globant LLC’s obligations under the Fourth A&R Credit Agreement are guaranteed by the Company and its subsidiaries Globant España S.A. and Globant IT Services Corp., and are secured by substantially all of Globant LLC’s assets.
A downturn in any of these or our targeted industries, or a slowdown or reversal of the trend to spend on technology services in any of these industries could result in a decrease in the demand for our services and materially adversely affect our revenues, financial condition and results of operations.
A downturn in any of these industries, or a slowdown or reversal of the trend to spend on technology services, or other developments in any of these industries could result in a decrease in the demand for our services and materially adversely affect our revenues, financial condition and results of operations.
There is a risk that negative information about our company, even if based on false rumor or misunderstanding, could adversely affect our business.
There is a risk that negative information about our company, even if based on false rumors or misunderstanding, could adversely affect our business.
On May 31, 2023, Globant, LLC, one of our U.S. subsidiaries (the "Borrower"), entered into a Fourth Amended and Restated Credit Agreement, by and among certain financial institutions listed therein, as lenders, and HSBC Bank USA, N.A., as administrative agent, issuing bank and swingline lender (the “Fourth A&R Credit Agreement”).
On May 31, 2023, Globant LLC, one of our U.S. subsidiaries, entered into a Fourth Amended and Restated Credit Agreement, with certain financial institutions listed therein, as lenders, and HSBC Bank USA, N.A., as administrative agent, issuing bank and swingline lender (the “Fourth A&R Credit Agreement”).
The following factors could result in harm to our business, reputation, revenue, financial results and prospects, among other impacts: Risks Related to Our Business and Industry • If we are unable to maintain the current resource utilization rates and productivity levels, our revenues, profit margins and results of operations may be adversely affected. • If we are unable to manage attrition and attract and retain highly-skilled IT professionals, our operating efficiency and productivity may decrease, and we may not have the necessary resources to maintain client relationships and expand our business. • If we are unable to achieve anticipated growth, our revenues, results of operations, business and prospects may be adversely affected. • If we are unable to effectively manage the rapid growth of our business, our management personnel, systems and resources could face significant strains, which could adversely affect our results of operations. • If the pricing structures we use for our client contracts are based on inaccurate expectations and assumptions regarding the cost and complexity of performing our work, our contracts could be unprofitable, which could adversely affect our results of operations, financial condition and cash flows from operations. • If we were to lose the services of our senior management team or other key employees, our business operations, competitive position, client relationships, revenues and results of operations may be adversely affected. • If we do not continue to innovate and remain at the forefront of emerging technologies and related market trends, we may lose clients and not remain competitive, which could cause our revenues and results of operations to suffer. • If any of our largest clients terminates, decreases the scope of, or fails to renew its business relationship or short-term contract with us, our revenues, business and results of operations may be adversely affected. • We are subject to numerous risks associated with the evolving market for products with AI capabilities. • We face intense competition from technology and IT services providers, and an increase in competition, our inability to compete successfully, pricing pressures or loss of market share could materially adversely affect our revenues, results of operations and financial condition. • Our business depends on a strong brand and corporate reputation, and if we are not able to maintain and enhance our brand, our ability to expand our client base will be impaired and our business and operating results will be adversely affected. 3 • Our labor costs and the operating restrictions that apply to us could increase as a result of collective bargaining negotiations and changes in labor laws and regulations, and disputes resulting in work stoppages, strikes, or disruptions could adversely affect our business. • Our aspirations and disclosures related to environmental, social and governance (“ESG”) matters expose us to risks that could adversely affect our reputation and performance. • Regulations and stakeholder expectations relating to ESG matters may impose additional costs and expose us to new risks.
The following factors could result in harm to our business, reputation, revenue, financial results and prospects, among other impacts: Risks Related to Our Business and Industry • If we are unable to maintain the best possible resource utilization rates and productivity levels, our revenues, profit margins and results of operations may be adversely affected. • If we are unable to manage attrition and attract and retain highly-skilled IT professionals, our operating efficiency and productivity may decrease, and we may not have the necessary resources to maintain client relationships and expand our business. • If we are unable to achieve anticipated growth, our revenues, results of operations, business and prospects may be adversely affected. • If we are unable to effectively manage the rapid growth of our business, our management personnel, systems and resources could face significant strains, which could adversely affect our results of operations. • If the pricing structures we use for our client contracts are based on inaccurate expectations and assumptions regarding the cost and complexity of performing our work, our contracts could be unprofitable, which could adversely affect our results of operations, financial condition and cash flows from operations. • If we were to lose the services of our senior management team or other key employees, our business operations, competitive position, client relationships, revenues and results of operations may be adversely affected. • If we do not continue to innovate and remain at the forefront of emerging technologies and related market trends, we may lose clients and not remain competitive, which could cause our revenues and results of operations to suffer. • If any of our largest clients terminates, decreases the scope of, or fails to renew its business relationship or short-term contract with us, our revenues, business and results of operations may be adversely affected. • We are subject to numerous risks associated with the evolving market for products with AI capabilities. • We face intense competition from technology and IT services providers, and an increase in competition, our inability to compete successfully, pricing pressures or loss of market share could materially adversely affect our revenues, results of operations and financial condition. • Our business depends on a strong brand and corporate reputation, and if we are not able to maintain and enhance our brand, our ability to expand our client base will be impaired and our business and operating results will be adversely affected. 4 • Our labor costs and the operating restrictions that apply to us could increase as a result of collective bargaining negotiations and changes in labor laws and regulations, and disputes resulting in work stoppages, strikes, or disruptions could adversely affect our business. • Failure to comply with environmental, social and governance (“ESG”) regulations or meet stakeholders' expectations or Company's voluntary ESG goals could adversely affect our reputation, business, performance and results of operations.
We charge clients for our services under these contracts at hourly rates, which are highly dependent on the complexity of the project, the mix of staffing we anticipate using on it, internal forecasts of our operating costs and predictions of increases in those costs influenced by wage inflation and other marketplace factors.
We perform our services primarily under time-and-materials contracts. We charge clients for our services under these contracts at hourly rates, which are highly dependent on the complexity of the project, the mix of staffing we anticipate using, internal forecasts of our operating costs and predictions of increases in those costs influenced by wage inflation and other marketplace factors.
The total attrition rate among our Globers was 8.1%, 16.7% and 18.7% for the years ended December 31, 2023, 2022 and 2021, respectively. If our attrition rate were to increase above historical levels, our operating efficiency and productivity may decrease.
The total attrition rate among our Globers was 9.5%, 8.1% and 16.7% for the years ended December 31, 2024, 2023 and 2022, respectively. If our attrition rate were to increase above historical levels, our operating efficiency and productivity may decrease.
While we believe that we have complied with all such requirements, and have fulfilled all requirements necessary to acquire all rights in software developed by our independent contractors, these requirements are often ambiguously defined and enforced.
While we believe that we have fulfilled all requirements necessary to acquire all rights in software developed by our employees and independent contractors, these requirements are often ambiguously defined and enforced.
We also undertake engagements on a fixed-price basis, which require the estimation of the associated costs to complete the project. Revenues from our fixed-price contracts represented 18.3%, 15.4% and 16.9% of our total revenues for the years ended December 31, 2023, 2022 and 2021, respectively.
We also undertake engagements on a fixed-price basis, which require the estimation of the associated costs to complete the project. Revenues from our fixed-price contracts represented 25.1%, 18.3% and 15.4% of our total revenues for the years ended December 31, 2024, 2023 and 2022, respectively.
The markets and use cases for products with artificial intelligence (“AI”) capabilities have been rapidly evolving, are difficult to predict and may impact demand for our products and services. We use AI and machine learning (“ML”) in our products and services, including Augoor, MagnifAI, GeneXus, GeneXus Enterprise AI, Navigate, StarmeUp, Walmeric and FluentLab.
The markets and use cases for products with AI capabilities have been rapidly evolving, are difficult to predict and may impact demand for our products and services. We use AI and machine learning (“ML”) technologies in certain of our products and services, including Augoor, MagnifAI, GeneXus Enterprise AI, Navigate, StarmeUp, Walmeric and FluentLab.
As of December 31, 2023, approximately 4% of our Globers are covered by Collective Bargaining Agreements ("CBAs"), including Globers from our Brazilian, French, Spanish and Italian subsidiaries, as well as some Globers from our Argentinean subsidiaries. For complete details of the covered employees see " Directors, Senior Management and Employees — Employees ".
As of December 31, 2024, approximately 12.2% of our Globers are covered by Collective Bargaining Agreements ("CBAs"), including Globers from our Brazilian, French, Spanish, Portuguese and Italian subsidiaries, as well as from some of our Argentinean subsidiaries. For complete details of the covered employees see " Directors, Senior Management and Employees — Employees ".
In addition, the accelerated adoption of remote and hybrid working models may increase outsourcing and the number of jobs that can be conducted virtually which, in turn, may further enhance competition for highly-qualified professionals. As a result, the technology industry generally experiences a significant rate of turnover of its workforce.
In addition, the accelerated adoption of remote and hybrid working models has increased outsourcing and the number of jobs that can be conducted virtually which, in turn, has enhanced competition for highly-qualified professionals. As a result, the technology industry generally experiences a significant rate of turnover of its workforce.
Our functional and reporting currency is the U.S. dollar. However, we conduct a substantial portion of our operations outside the United States, and our business, results of operations and financial condition may be adversely impacted by significant fluctuations in foreign currency exchange rates.
Our functional and reporting currency is the U.S. dollar. However, we conduct a substantial portion of our operations outside the United States and, as such, a significant portion of our costs are incurred in local currencies. Our business, results of operations and financial condition may be adversely impacted by significant fluctuations in foreign currency exchange rates.
Although there is doubt as to whether U.S. courts would enforce this indemnification provision in an action brought in the United States under U.S. federal or state securities laws, this provision could make it more difficult to obtain judgments outside Luxembourg or from non-Luxembourg jurisdictions that would apply Luxembourg law against our assets in Luxembourg. 22 Luxembourg insolvency laws may offer our shareholders less protection than they would have under U.S. insolvency laws.
Although there is doubt as to whether U.S. courts would enforce this indemnification provision in an action brought in the United States under U.S. federal or state securities laws, this provision could make it more difficult to obtain judgments outside Luxembourg or from non-Luxembourg jurisdictions that would apply Luxembourg law against our assets in Luxembourg.
If client damages are not limited under the terms of our contracts and are deemed recoverable against us in amounts in excess of our insurance coverage, or if our claims for insurance coverage are denied by our insurance carriers for any reason, there could be a material adverse effect on our business, results of operations and financial condition and/or our reputation, which could, in turn, have an adverse effect in our business, result of operations and financial condition.
If client damages are not limited and are recoverable against us in amounts in excess of our insurance coverage, or if our claims for insurance coverage are denied by our insurance carriers for any reason, there could be a material adverse effect on our reputation and/or on our business, results of operations and financial condition.
Our failure to comply with applicable regulatory requirements could have a material adverse effect on our business, results of operations and financial condition. 18 If we are faced with immigration or work permit restrictions in any country where we currently have personnel onsite at a client location or would like to expand our delivery footprint, then our business, results of operations and financial condition may be adversely affected.
If we are faced with immigration or work permit restrictions in any country where we currently have personnel onsite at a client location or would like to expand our delivery footprint, then our business, results of operations and financial condition may be adversely affected.
Some of our services agreements restrict our ability to perform similar services for certain of our clients' competitors under specific circumstances. We may in the future enter into additional agreements with clients that restrict our ability to accept assignments from, or render similar services to, those clients' competitors or customers, or restrict our ability to compete with our clients.
We may in the future enter into additional agreements with clients that restrict our ability to accept assignments from, or render similar services to, those clients' competitors or customers, or restrict our ability to compete with our clients.
In the past, we have experienced, and in the future, we may again experience, data security incidents resulting from unauthorized access to our and our service providers’ systems and unauthorized acquisition of our data and our clients’ data including, but not limited to: inadvertent disclosure, misconfiguration of systems, phishing ransomware or malware attacks.
Many of our client contracts do not limit our potential liability for breaches of confidentiality. 12 In the past, we have experienced, and in the future, we may again experience, data security incidents resulting from unauthorized access to our and our service providers’ systems and unauthorized acquisition of our data and our clients’ data including, but not limited to: inadvertent disclosure, misconfiguration of systems, phishing ransomware or malware attacks.
Our clients may experience rapid changes in their prospects, substantial price competition and pressure on their profitability. This, in turn, may result in increasing pressure on us from clients in these key industries to lower our prices, which could adversely affect our revenues, results of operations and financial condition.
This, in turn, may result in increasing pressure on us from clients in these key industries to lower our prices, which could adversely affect our revenues, results of operations and financial condition.
Our business growth largely depends on continued demand for our services from clients in these industries and other industries that we may target in the future, as well as on trends in these industries to purchase technology services or to move such services in-house.
Our business growth largely depends on continued demand for our services from clients in these industries, as well as on trends in these industries to purchase technology services or to move such services in-house.
If we cause disruptions in our clients' businesses or provide inadequate services, our clients may have claims for substantial damages against us, which could cause us to lose clients, have a negative effect on our corporate reputation and adversely affect our results of operations.
If our services are inadequate and/or our software solutions are defective, our clients may have claims for substantial damages against us, which could cause us to lose clients, have a negative effect on our reputation and adversely affect our results of operations. The services we provide and the software solutions we develop are often critical to our clients' businesses.
In addition, evolving rules, regulations, and industry standards governing AI may require us to expend significant resources to modify, maintain, or align our business practices or products to comply with US and non-US rules and regulations, the nature of which cannot be determined at this time.
In addition, evolving rules, regulations, and industry standards governing AI may require us to expend significant resources to modify, maintain, or align our business practices or products to comply with rules and regulations, the nature of which cannot be determined at this time. Several jurisdictions, including the EU and certain US states, have already proposed or enacted laws governing AI.
Our ability to obtain additional capital on acceptable terms is subject to a variety of uncertainties, including: • investors' perception of, and demand for, securities of technology services companies; • conditions of the U.S. capital markets and other capital markets in which we may seek to raise funds; • our future results of operations and financial condition; • government regulation of foreign investment in the North America, Europe, and Latin America; • global economic, political and other conditions in jurisdictions in which we do business; and • favorability of our credit-rating. 14 Financing or raising of capital may not be available in amounts or on terms acceptable to us, or at all.
Our ability to obtain additional capital on acceptable terms is subject to a variety of uncertainties, including: • investors' perception of, and demand for, securities of technology services companies; • conditions of the capital markets of the United States or other markets in which we may seek to raise funds; • our future results of operations and financial condition; • government regulation of foreign investment; • global economic, political and other conditions in jurisdictions in which we do business; and • favorability of our credit-rating.
Government influence and intervention could materially adversely affect our business, financial condition and results of operations. Inflation in the countries in which we operate could adversely affect our business and results of operations. Following recent global economy disruptions some of the countries in which we operate have experienced, or are currently experiencing, higher rates of inflation.
Government influence and intervention could materially adversely affect our business, financial condition and results of operations. 16 Inflation in the countries in which we operate could adversely affect our business and results of operations. Some of the countries in which we operate have experienced, are currently experiencing or may experience, high rates of inflation.
In addition, our independent registered public accounting firm may be unable to provide us with an unqualified report as required by Section 404, or we may be required to restate our financial statements for errors resulting from material weaknesses in our internal controls over financial reporting, and we may fail to meet our public reporting obligations and investors could lose confidence in our reported financial information, which could have a negative effect on the trading price of our common shares. 20 Our exemption as a "foreign private issuer" from certain rules under the U.S. securities laws may result in less information about us being available to investors than for U.S. companies, which may result in our common shares being less attractive to investors.
In addition, our independent registered public accounting firm may be unable to provide us with an unqualified report as required by Section 404, or we may be required to restate our financial statements for errors resulting from material weaknesses in our internal controls over financial reporting, and we may fail to meet our public reporting obligations and investors could lose confidence in our reported financial information, which could have a negative effect on the trading price of our common shares.
We further cannot assure you that we will be able to detect unauthorized use of our intellectual property and take appropriate steps to enforce our rights, and that any such steps will be successful or that we have taken all necessary steps to enforce our intellectual property rights in every jurisdiction in which we operate and that such intellectual property laws are adequate to protect our interest. 12 Further, our current and former Globers could challenge our exclusive rights to the software they have developed in the course of their employment.
We further cannot assure you that we will be able to detect unauthorized use of our intellectual property and take appropriate steps to enforce our rights, and that any such steps will be successful or that we have taken all necessary steps to enforce our intellectual property rights in every jurisdiction in which we operate and that such intellectual property laws are adequate to protect our interest.
In addition, we may be required to notify our clients if one of our service providers is subject to a security incident that affects our clients’ data, and it may disrupt our operations and impede our ability to provide our services. Many of our client contracts do not limit our potential liability for breaches of confidentiality.
In addition, we may be required to notify our clients if one of our service providers is subject to a security incident that affects our clients’ data, and it may disrupt our operations and impede our ability to provide our services.
If these tax incentives are changed, terminated, not extended or made unavailable, or comparable new tax incentives are not introduced, we expect that our effective income tax rate and/or our operating expenses would increase significantly, which could materially adversely affect our financial condition and results of operation.
For detailed explanations and further discussion, see "Business Overview — Government Support and Incentives". If these tax incentives are changed, terminated, not extended or restricted, or comparable new tax incentives are not introduced, we expect that our effective income tax rate and/or our operating expenses would increase significantly, which could materially adversely affect our financial condition and results of operation.
If we conclude that our internal control over financial reporting is not effective, we cannot be certain as to the timing, cost or management attention that would be required with respect to remediation actions and testing or their effect on our operations.
We may identify material weaknesses in the future and, accordingly, we may not be able to conclude that our internal control over financial reporting is effective in future periods as required by Section 404. 20 If we conclude that our internal control over financial reporting is not effective, we cannot be certain as to the timing, cost or management attention that would be required with respect to remediation actions and testing or their effect on our operations.
Decline in economic growth, reduction of demand for our services, economic sanctions and certain countries' response to those sanctions, restrictions or conditions by customers on the contracting of our services and other adverse effects derived from global economic and political volatility and uncertainty could affect us or our business partners and clients, what in turn could have a material adverse effect on our business, financial condition and results of operations. 15 T he governments of many countries in which we operate have exercised and may continue to exercise significant influence over those countries' economies, which could adversely affect our business, financial condition, results of operations and prospects.
Decline in economic growth, reduction of demand for our services, economic sanctions and certain countries' response to those sanctions, restrictions or conditions by customers on the contracting of our services and other adverse effects derived from global economic and political volatility and uncertainty could affect us or our business partners and clients, what in turn could have a material adverse effect on our business, financial condition and results of operations.
The loss or diminution in business from any of our major clients could have a material adverse effect on our revenues and results of operations. 7 We face intense competition from technology and IT services providers, and an increase in competition, our inability to compete successfully, pricing pressures or loss of market share could materially adversely affect our revenues, results of operations and financial condition.
We face intense competition from technology and IT services providers, and an increase in competition, our inability to compete successfully, pricing pressures or loss of market share could materially adversely affect our revenues, results of operations and financial condition.
This could have a material adverse effect on our business, results of operations, value chain and financial condition. Our revenues are dependent on a limited number of industries, and any decrease in demand for technology services in these industries could reduce our revenues and adversely affect our results of operations.
Our revenues are dependent on a limited number of industries, and any decrease in demand for technology services in these industries could reduce our revenues and adversely affect our results of operations.
For example, on December 20, 2023, the Luxembourg Parliament passed into law the new OECD Pillar Two model rules ("Pillar Two") on global minimum tax, which includes a global minimum tax rate of 15% for groups with a global turnover in excess of EUR 750 million, subject to certain exclusions.
For example, on January 1, 2024 we became subject to the new OECD Pillar Two model rules ("Pillar Two") on global minimum tax, which includes a global minimum tax rate of 15% for groups with a global turnover in excess of EUR 750 million, subject to certain exclusions.
Risks Related to Our Business and Industry If we are unable to maintain the current resource utilization rates and productivity levels, our revenues, profit margins and results of operations may be adversely affected. Our profitability and the cost of providing our services are affected by our utilization rate of the Globers in our Studios.
Risks Related to Our Business and Industry If we are unable to maintain the best possible resource utilization rates and productivity levels, our revenues, profit margins and results of operations may be adversely affected.
During the years ended December 31, 2023, 2022 and 2021, our largest customer based on revenues, The Walt Disney Company, accounted for 8.7%, 10.7% and 10.9% of our revenues, respectively. During the years ended December 31, 2023, 2022 and 2021, our ten largest clients accounted for 32.0%, 35.6% and 39.1% of our revenues, respectively.
During the years ended December 31, 2024, 2023 and 2022, our largest customer based on revenues, The Walt Disney Company, accounted for 8.7%, 8.7% and 10.7% of our revenues, respectively.
We have subsidiaries in countries in Latin America, Central Europe and Asia. These Central European, Latin American and Asian countries are generally considered to be emerging markets, which are subject to rapid change and greater legal, economic and political risks than more established markets.
We have business in countries generally considered to be emerging markets, which are subject to rapid change and greater legal, economic and political risks than more established markets.
Our labor costs and the operating restrictions that apply to us could increase as a result of collective bargaining negotiations and changes in labor laws and regulations, and disputes resulting in work stoppages, strikes, or disruptions could adversely affect our business.
Damage to our reputation could also reduce the value and effectiveness of our Globant brand name and could reduce investor confidence in us and result in a decline in the price of our common shares. 9 Our labor costs and the operating restrictions that apply to us could increase as a result of collective bargaining negotiations and changes in labor laws and regulations, and disputes resulting in work stoppages, strikes, or disruptions could adversely affect our business.
Our utilization rates are affected by a number of factors, including: • our ability to transition Globers from completed projects to new assignments and to hire and integrate new employees; • our ability to forecast demand for our services and thereby maintain an appropriate headcount in each of our talent delivery centers; • our ability to manage the attrition of our IT professionals; • our need to devote time and resources to training, professional development and other activities that cannot be billed to our clients; and • our ability to win new engagements from credit worthy clients.
Our profitability and the cost of providing our services are affected by the utilization rate of our Globers, which is impacted by a number of factors, including: • our ability to transition Globers from completed projects to new assignments and to hire and integrate new Globers; • our ability to forecast demand for our services and thereby maintain an appropriate headcount in our talent delivery centers to meet such demand; • our ability to manage attrition of our Globers; • our need to devote time and resources to training, professional development and other activities not billable to our clients; • our ability to win new engagements for our services; and • the increase of our payroll costs.
If we are unable to obtain funds from our subsidiaries, we will be unable to distribute dividends. We do not intend to seek to obtain funds from other sources to pay dividends.
If we are unable to obtain funds from our subsidiaries, we will be unable to distribute dividends.
Neither our articles of association nor Luxembourg law provides for appraisal rights for dissenting shareholders in certain extraordinary corporate transactions that may otherwise be available to shareholders under certain U.S. state laws.
Neither our articles of association nor Luxembourg law provides for appraisal rights for dissenting shareholders in certain extraordinary corporate transactions that may otherwise be available to shareholders under certain U.S. state laws. As a result of these differences, our shareholders may have more difficulty protecting their interests than they would as shareholders of a U.S. issuer.
If our Globers make errors in the course of delivering services to our clients or in the development of software solutions for our clients, or fail to consistently meet service requirements of a client, these errors, software defects or failures could disrupt the client's business, which could result in a reduction in our revenues or a claim for substantial damages against us.
If we make errors in our services or in the development of our software solutions, or fail to consistently meet our clients' service requirements, these errors, software defects or failures could disrupt our clients' respective businesses, which could result in a reduction in our revenues or a claim for substantial damages against us, and could seriously damage our reputation and limit our ability to attract new business.
In addition, our reliance on any individual client for a significant portion of our revenues may give that client a certain degree of pricing leverage against us when negotiating contracts and terms of service.
In addition, our reliance on any individual client for a significant portion of our revenues may give that client a certain degree of pricing leverage against us when negotiating contracts and terms of service. The loss or diminution in business from any of our major clients could have a material adverse effect on our revenues and results of operations.
If we are unable to negotiate salary agreements or if we are subject to strikes or work stoppages, our results of operations, financial condition and the market value of our shares could be materially adversely affected. Our aspirations and disclosures related to environmental, social and governance (“ESG”) matters expose us to risks that could adversely affect our reputation and performance.
If we are unable to negotiate salary agreements or if we are subject to strikes or work stoppages, our results of operations, financial condition and the market value of our shares could be materially adversely affected.
We may need to increase the levels of employee compensation more rapidly than in the past to remain competitive, and we may not be able to pass on these increased costs to our clients. In particular, Latin American countries have historically experienced uneven periods of economic growth, recessions, periods of high inflation and economic instability.
We may need to increase the levels of employee compensation more rapidly than in the past to remain competitive, and we may not be able to pass on these increased costs to our clients. Inflation has risen worldwide and the United States has recently experienced historically high levels of inflation.
Our business is labor intensive and, accordingly, our success depends upon our ability to attract, develop, motivate, retain and effectively utilize highly-skilled IT professionals. We believe that there is significant competition for technology professionals who possess the technical skills and experience necessary to deliver our services, and that such competition is likely to continue for the foreseeable future.
Our success depends upon our ability to attract, develop, motivate, retain and effectively utilize highly-skilled IT professionals. We believe that a significant competition for technology professionals is likely to continue in the foreseeable future.
Downgrades to the U.S. government's sovereign credit rating by any rating agency, as well as negative changes to the perceived creditworthiness of U.S. government-related obligations, could also have a material adverse impact on financial markets and economic conditions in the United States and worldwide.
These broad market fluctuations, as well as general economic, political and market conditions such as recessions, interest rate changes or international currency fluctuations, as well as volatility in international capital markets, may cause the market price of our common shares to decline. 19 Downgrades to the U.S. government's sovereign credit rating by any rating agency, as well as negative changes to the perceived creditworthiness of U.S. government-related obligations, could also have a material adverse impact on financial markets and economic conditions in the United States and worldwide.
Under our client contracts, our liability for breach of our obligations is, in some cases, limited pursuant to the terms of the contract. Such limitations may be unenforceable or otherwise may not protect us from liability for damages.
Under our client contracts, our liability for breach of our obligations is, in some cases, limited. Such limitations may be unenforceable or otherwise may not protect us from liability for damages. In addition, certain liabilities, such as claims of third parties for which we may be required to indemnify our clients, may not be limited under our contracts.
During the years ended December 31, 2023, 2022 and 2021, an aggregate of 40.1%, 41.3% and 44.8% of our total revenues were generated from clients in the media and entertainment, and banks, financial services and insurance industries.
During the years ended December 31, 2024, 2023 and 2022, an aggregate of 58.7%, 56.9% and 55.6% of our total revenues were generated from clients in the media and entertainment, consumer, retail and manufacturing, and banks, financial services and insurance industries.
Our internal or external IT servers and networks, or those of our third party processors, providers or clients, are vulnerable to cybersecurity risks, including viruses and worms, phishing attacks, ransomware attacks, denial-of-service attacks, physical or electronic break-ins, third party or employee theft or misuse, and similar disruptions, which could disrupt the normal operations of our engagements and impede our ability to provide critical services to our clients, thereby subjecting us to liability under our contracts and applicable data protection laws. 11 While we take measures designed to protect the security of, and unauthorized access to, our systems and data, and the privacy of confidential information and personal data, our security controls over our systems and the systems of our processors, vendors and clients with which we operate and rely upon, as well as any other security practices we follow, may not prevent the improper access to or the unauthorized acquisition, use or disclosure of data, including confidential information, personal data, intellectual property and proprietary information.
Our internal or external IT servers and networks, or those of our third party processors, providers or clients, are vulnerable to cybersecurity risks, including viruses and worms, phishing attacks, ransomware attacks, denial-of-service attacks, physical or electronic break-ins, third party or employee theft or misuse, and similar disruptions, which could disrupt the normal operations of our engagements and impede our ability to provide critical services to our clients, thereby subjecting us to liability under our contracts and applicable data protection laws.
If we are not able to maintain appropriate utilization rates for our professionals, our profit margin and our profitability may suffer.
If we are not able to maintain appropriate utilization rates and productivity levels, our profit margin and revenues may be adversely affected.
In order to protect our intellectual property rights, we rely on a combination of nondisclosure, confidentiality and other contractual arrangements as well as trade secret, patent, copyright and trademark laws. We hold several trademarks and patents and intend to submit additional U.S. federal and foreign trademark applications for developments relating to additional service offerings in the future.
In order to protect our intellectual property rights, we rely on a combination of nondisclosure, confidentiality and other contractual arrangements as well as trade secret, patent, copyright and trademark laws.
There can be no assurance that our non-unionized employees will not become members of a union or become covered by a collective bargaining agreement, including through an acquisition of a business whose employees are subject to such an agreement. 8 We cannot assure you that we or our operating subsidiaries will not experience work disruptions or stoppages in the future, which could have a material adverse effect on our business and revenues.
There can be no assurance that our non-unionized employees will not become members of a union or become covered by a collective bargaining agreement, including through an acquisition of a business whose employees are subject to such an agreement.
We periodically evaluate the need for hedging strategies, including the use of such instruments to mitigate the effect of foreign exchange rate fluctuations.
In addition, fluctuations in exchange rates relative to the U.S. dollar could impair the comparability of our results from period to period. We periodically evaluate the need for hedging strategies, including the use of such instruments to mitigate the effect of foreign exchange rate fluctuations.
Latin American countries have historically experienced uneven periods of economic growth, as well as recession, periods of high inflation and economic instability, government deadlock and political instability. As a consequence of adverse economic conditions in global markets and diminishing commodity prices, the economic growth rates of the economies of many Latin American countries have slowed and some have entered recessions.
Latin American countries are highly sensitive to fluctuations in the global economy, adverse global market conditions and declines in commodity prices. Historically, they have experienced uneven periods of economic growth, as well as recession, periods of high inflation and economic instability, government deadlock and political instability.
Due to the varying degree of development of the legal systems of the countries in which we operate, local laws might be insufficient to defend us and preserve our rights.
Due to the varying degree of development of the legal systems of the countries in which we operate, local laws might be insufficient to defend us and preserve our rights. Our failure to comply with applicable regulatory requirements could have a material adverse effect on our business, results of operations and financial condition.
If the pricing structures we use for our client contracts are based on inaccurate expectations and assumptions regarding the cost and complexity of performing our work, our contracts could be unprofitable, which could adversely affect our results of operations, financial condition and cash flows from operations. We perform our services primarily under time-and-materials contracts.
Failure to manage growth effectively could have a material adverse effect on the quality of the execution of our engagements, our ability to attract and retain professionals and our business, results of operations, prospects and financial condition. 6 If the pricing structures we use for our client contracts are based on inaccurate expectations and assumptions regarding the cost and complexity of performing our work, our contracts could be unprofitable, which could adversely affect our results of operations, financial condition and cash flows from operations.
In addition, as we expand into new markets and expand our service offerings, we may face new risks and challenges with which we may not be familiar and which we may not be able to mitigate. 5 Effective management of these and other growth initiatives will require us to continue to improve our infrastructure, execution standards and ability to expand services.
As a result, we may not be able to leverage our experience to expand our delivery footprint effectively into other target markets. Effective management of these and other growth initiatives will require us to continue to improve our infrastructure, execution standards and ability to expand services.

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Item 4. Mine Safety Disclosures

Mine Safety Disclosures — required of mining issuers

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Remain at the forefront of emerging technologies and digital transformation We believe our Studios have been highly effective in enabling us to deliver innovative software solutions that leverage our deep domain expertise across industries, in emerging technologies and related market trends.
Remain at the forefront of emerging technologies and digital transformation We believe our Studios have been highly effective in enabling us to deliver innovative software solutions that leverage our deep domain expertise across industries, in emerging technologies and in related market trends.
In doing so, we seek to decentralize our delivery centers by opening centers in locations that may not have developed IT services markets but can provide professionals with the caliber of technical training and experience that we seek. In doing so, we offer highly attractive career opportunities to individuals who might otherwise have had to relocate to larger IT markets.
In doing so, we seek to decentralize our delivery centers by opening centers in locations that may not have developed IT services markets but can provide professionals with the caliber of technical training and experience that we seek. We offer highly attractive career opportunities to individuals who might otherwise have had to relocate to larger IT markets.
Income tax Argentina Pursuant to Income Tax Law No. 20,628 (the “ITL”), in Argentina, legal entities and branches of foreign entities are subject to a tax on their worldwide income; provided that any foreign taxes paid on income earned from activities carried out abroad can be taken as a credit against the applicable Argentine tax, to the extent that the foreign tax does not exceed the Argentine tax.
Income tax Argentina Pursuant to Income Tax Law No. 20,628, as amended (the “ITL”), in Argentina, legal entities and branches of foreign entities are subject to a tax on their worldwide income; provided that any foreign taxes paid on income earned from activities carried out abroad can be taken as a credit against the applicable Argentine tax, to the extent that the foreign tax does not exceed the Argentine tax.
It ensures that Multinational Entities with revenues above EUR 750 million are subject to a 15% effective minimum tax rate in each jurisdiction that operates. Starting on January 2024, Globant will be subject to the Global Minimum Tax regulation. Some of the tax incentives that we benefit from might be adversely affected.
It ensures that Multinational Entities with revenues above EUR 750 million are subject to a 15% effective minimum tax rate in each jurisdiction that operates. 40 Starting on January 2024, Globant will be subject to the Global Minimum Tax regulation. Some of the tax incentives that we benefit from might be adversely affected.
The income tax law recognizes the effects of inflation on the following items and transactions: (a) depreciation of fixed assets (b) cost on sales of fixed assets (c) sales of capital stock (shares) (d) monetary assets and liabilities and (e) tax loss carryforwards. All types of corporate entities are subject to the tax applicable to Mexican corporations.
The income tax law recognizes the effects of inflation on the following items and transactions: (a) depreciation of fixed assets (b) cost on sales of fixed assets (c) sales of capital stock (shares) (d) monetary assets and liabilities and (e) tax loss carryforwards. 41 All types of corporate entities are subject to the tax applicable to Mexican corporations.
Also, we have redesigned our people and staff areas to better support our pods, enhancing our agility, and enriching the quality and creativity of our solutions to increase responsiveness to client needs Associated metrics guide improvement efforts and generate quantitative and qualitative insights to inform iterative design and planning decisions.
Also, we have redesigned our people and staff areas to better support our pods, enhancing our agility, and enriching the quality and creativity of our solutions to increase responsiveness to client needs 30 Associated metrics guide improvement efforts and generate quantitative and qualitative insights to inform iterative design and planning decisions.
This enables Globers to benefit from an in-depth look into many industries and gives them the opportunity to specialize in one. • Specialty - Globers can transition their career, role or position.
This enables Globers to benefit from an in-depth look into many industries and gives them the opportunity to specialize in one. 33 • Specialty - Globers can transition their career, role or position.
Our work is based on constant challenges and growth. • Drive Innovation – We confront every "impossible" and seek to innovate in order to break paradigms. • Excellence in Your Work – We know that problems we face now will reappear in future projects so we try to solve the obstacles that affect us today. • Team Player – We encourage Globers to get to know their colleagues and to support one another.
Our work is based on constant challenges and growth. • Drive Innovation – We confront every "impossible" and seek to innovate in order to break paradigms. • Excellence in your Work – We know that problems we face now will reappear in future projects so we try to solve the obstacles that affect us today. • Team Player – We encourage Globers to get to interact with their colleagues and to support one another.
Building on this success, Globant received additional accolades in 2022, including being recognized as a Major Contender in Industry 4.0 according to Everest Group, receiving the 2022 Company of the Year Award for Digital Transformation Services by Frost & Sullivan, and being named a Leader in the 2022 SPARK Matrix for Healthcare IT Services by Quadrant Knowledge Solutions.
Building on this success, we received additional accolades in 2022, including being recognized as a Major Contender in Industry 4.0 according to Everest Group, receiving the 2022 Company of the Year Award for Digital Transformation Services by Frost & Sullivan, and being named a Leader in the 2022 SPARK Matrix for Healthcare IT Services by Quadrant Knowledge Solutions.
Various federal and state agencies in the 30 countries in which we operate regulate different aspects of our business, including anti-corruption, internal and disclosure control obligations, data privacy and protection, wage and labor standards, employment and labor relations, trade protections, international trade controls, foreign exchange controls and other regulatory requirements affecting trade and investment.
Various federal and state agencies in the 32 countries in which we operate regulate different aspects of our business, including anti-corruption, internal and disclosure control obligations, data privacy and protection, wage and labor standards, employment and labor relations, trade protections, international trade controls, foreign exchange controls and other regulatory requirements affecting trade and investment.
We manage this by having the Agile Pods at the forefront of our inverted organizational chart, existing with a customer-centric and autonomous culture. We ensure consistency, accountability and replicability by having Agile Pods follow a well-defined set of maturity criteria. Maturity models describe levels of growth and development as follows: Maturity, Quality, Velocity, and Autonomy.
We manage this by having the Agile Pods at the forefront of our inverted organizational chart, existing with a customer-centric and autonomous culture. We ensure consistency, accountability and replicability by having Agile Pods follow a well-defined set of maturity criteria. Maturity models categorize levels of growth and development as follows: Maturity, Quality, Velocity, and Autonomy.
The focus on an enterprise's revenue drivers allows us to highlight the value of our services in meeting our client's business needs, thereby differentiating us. 43 Our account sales teams are made up of sales executives and sales managers, and follow specific guidelines for managing opportunities when contacting potential new clients.
The focus on an enterprise's revenue drivers allows us to highlight the value of our services in meeting our client's business needs, thereby differentiating us. 37 Our account sales teams are made up of sales executives and sales managers, and follow specific guidelines for managing opportunities when contacting potential new clients.
Globant's team is currently comprised of 338 sales professionals worldwide. Beyond leveraging our broad expertise, our sales strategy is driven by three fundamentals: retain, develop and acquire ("RDA"). The retention component is focused on maintaining our wallet share with existing accounts through flawless execution on our engagements.
Globant's team is currently comprised of 411 sales professionals worldwide. Beyond leveraging our broad expertise, our sales strategy is driven by three fundamentals: retain, develop and acquire ("RDA"). The retention component is focused on maintaining our wallet share with existing accounts through flawless execution on our engagements.
We have developed a number of proprietary internal tools that we use to manage our projects, build applications in specific software technologies, and assess software vulnerability. 45 Our registered intellectual property consists of the trademark "Globant" (which is registered in twelve jurisdictions), the trademark "StarMeUp", certain other trademarks related to our service offerings and products, three software patents granted in the United States in favor of our United States subsidiary Globant, LLC, a nd three software patents that are granted in the United States in favor of our Spanish subsidiary Globant España S.A .
In addition, we have developed a number of proprietary internal tools that we use to manage our projects, build applications in specific software technologies, and assess software vulnerability. 39 Our registered intellectual property consists of the trademark "Globant" (which is registered in twelve jurisdictions), the trademark "StarMeUp", certain other trademarks related to our service offerings and products, three software patents granted in the United States in favor of our United States subsidiary Globant LLC, a nd three software patents that are granted in the United States in favor of our Spanish subsidiary Globant España S.A .
We believe that our success in developing these client relationships reflects the innovative and high value-added services that we provide along with our ability to positively impact our clients' business. Our relationships with these enterprises provide us with an opportunity to access large IT, research and development and marketing budgets.
We believe that our success in developing these client relationships reflects the innovative and significant value-added services that we provide along with our ability to positively impact our clients’ business. Our relationships with these enterprises provide us with an opportunity to access large IT, research and development, and marketing budgets.
On average, the members of our senior management team have 20 years of experience in the technology industry giving them a comprehensive understanding of the industry as well as insight into the industries in which our clients operate, emerging technologies and opportunities for strategic expansion.
On average, the members of our senior management team have more than 20 years of experience in the technology industry giving them a comprehensive understanding of the industry as well as insight into the industries in which our clients operate, emerging technologies and opportunities for strategic expansion.
Subject to net income amounts, companies are required to pay a fixed amount and a progressive rate over the surplus of the minimum base rate in their category. The amounts are adjusted annually starting on January 1, 2023, based on the variation of the consumer price index ("CPI").
Subject to net income amounts, companies are required to pay a fixed amount and a progressive rate over the surplus of the minimum base rate in their category. The amounts are adjusted annually starting on January 1, 2022, based on the variation of the consumer price index ("CPI").
We want to provide employees with the ability to work in different environments, feel comfortable in the way they work, and undergo a full workday without having to be in the same space constantly. Experiencing the office also means developing Globant’s culture.
We want to provide employees with the ability to work in different environments, feel comfortable in the way they work, and undergo a full workday without having to be in the same space constantly. Experiencing the office also means developing our culture.
Our subsidiary in Uruguay, Sistemas Globales Uruguay S.A., is situated in a Free Trade Zone and is eligible for the fiscal benefits. 41 Methodologies and Tools Effectively delivering the innovative software solutions that we offer requires highly evolved methodologies and tools.
Our subsidiary in Uruguay, Sistemas Globales Uruguay S.A., is situated in a Free Trade Zone and is eligible for the fiscal benefits. 35 Methodologies and Tools Effectively delivering the innovative software solutions that we offer requires highly evolved methodologies and tools.
For example, in Uruguay, where the Free Trade Zone regime benefits us with an almost full tax exemption, our Income Tax Effective Rate would increase to 15%. The extent to which different tax incentives will be affected varies significantly. In addition, countries may use the opportunity of the introduction of the OECD Global Minimum Tax to remove those tax incentives.
For example, in Uruguay, where the Free Trade Zone regime benefits us with an almost full tax exemption, our Income Tax Effective Rate increased to 15%. The extent to which different tax incentives will be affected varies significantly. In addition, countries may use the opportunity of the introduction of the OECD Global Minimum Tax to remove those tax incentives.
We want to empower them to make their own decisions and contributions to the company and make the most out of these five professional development dimensions: • Technology - Our 39 Studios consolidate experience in more than 100 emerging technologies and practices where Globers can learn, develop, specialize and stay relevant.
We want to empower them to make their own decisions and contributions to the company and make the most out of these five professional development dimensions: • Technology - Our studios consolidate experiences in more than 100 emerging technologies and practices where Globers can learn, develop, specialize and stay relevant.
Gartner's Magic Quadrant placed them as a Worldwide Challenger in Custom Software Development Services, while Everest Group identified them as a Major Contender in both Digital Transformation Consulting Services and Software Product Engineering Services. Additionally, IDC positioned Globant as a Major Player in Worldwide Experience Design & Build Services for 2023–2024.
Gartner’s Magic Quadrant placed us as a Worldwide Challenger in Custom Software Development Services, while Everest Group identified us as a Major Contender in both Digital Transformation Consulting Services and Software Product Engineering Services. Additionally, IDC positioned us as a Major Player in Worldwide Experience Design & Build Services for 2023–2024.
We typically enter into a master services agreement (or MSA) with our clients, which provides a framework for services and a statement of work (or SOW) to define the scope, timing, pricing terms and performance criteria of each individual engagement under the MSA. We generate 46.7% of our revenue from long-term projects with terms greater than 24 months.
We typically enter into a master services agreement (or MSA) with our clients, which provides a framework for services and a statement of work (or SOW) to define the scope, timing, pricing terms and performance criteria of each individual engagement under the MSA. We generate 42.5% of our revenue from long-term projects with terms greater than 24 months.
Our subsidiaries, Atix Labs S.R.L., BSF S.A., IAFH Global S.A. and Sistemas Globales S.A were approved as beneficiaries of the Knowledge Economy Law by the Subsecretary of Knowledge Economy and incorporated into the National Registry on July 8, 2021, October 15, 2021, December 14, 2021, and February 8, 2022 respectively. Benefits were granted as of January 1, 2020.
Our subsidiaries, BSF S.A., IAFH Global S.A. and Sistemas Globales S.A were approved as beneficiaries of the Knowledge Economy Law by the Subsecretary of Knowledge Economy and incorporated into the National Registry on July 8, 2021, October 15, 2021, December 14, 2021, and February 8, 2022 respectively. Benefits were granted as of January 1, 2020.
With the growth of our business in a SEZ, our Indian subsidiary may be required to compute its tax liability under Minimum Alternate Tax ("MAT") in future years at the current rate of approximately 21.3%, including surcharges, as its tax liability under the general tax provisions may be lower compared to the MAT liability.
With the growth of our business in a SEZ, our Indian subsidiary may be required to compute its tax liability under Minimum Alternate Tax ("MAT") in future years at the current rate of approximately 17.5%, including surcharges, as its tax liability under the general tax provisions may be lower compared to the MAT liability.
You may find complete information about all of our subsidiaries and their respective holdings in E xhibit 8.1 . D. Property, Plant and Equipment See “ Business Overview - Facilities and Infrastructure ”. ITEM 4A. UNRESOLVED STAFF COMMENTS Not applicable.
You may find complete information about all of our subsidiaries and their respective holdings in Exhibit 8.1 . D. Property, Plant and Equipment See “ Business Overview - Facilities and Infrastructure ”. ITEM 4A. UNRESOLVED STAFF COMMENTS Not applicable. 45
The dividends tax applies to the distribution of profits generated in 2017 and onwards. In addition, if the dividend distribution is made out of profits that were not taxed at the distributing entity level, the distribution to nonresidents is subject to a 35% corporate income tax (recapture tax), which is withheld by the company who distributes the dividends.
In addition, if the dividend distribution is made out of profits that were not taxed at the distributing entity level, the distribution to nonresidents is subject to a 35% corporate income tax (recapture tax), which is withheld by the company who distributes the dividends.
We have recently enhanced our Agile Pod methodology, achieving a significant milestone by certifying almost 100% of our pods in AI. By leveraging AI through our specialized suite of products, we have augmented our analytical prowess and accelerated decision-making, granting us a clear competitive advantage.
We have recently enhanced our Agile Pod methodology, achieving a significant milestone by certifying almost 100% of our pods in AI. By leveraging AI through our specialized suite of products, we have augmented our analytical prowess and accelerated decision-making, thereby creating a competitive advantage.
We were one of the first companies to deliver engineering, innovation and design at scale, and we believe that professional services organizations must evolve with technological advances. We have had success facilitating digital transformations while many traditional IT outsourcing vendors and consulting companies have and continue to struggle.
We were one of the first companies to deliver engineering, innovation and design at scale, and we believe that professional services organizations, like our company, must evolve with technological advances. We have had success facilitating digital transformations for our clients while many traditional IT outsourcing vendors and consulting companies have struggled and continue to struggle.
We will continue to develop our scalable human capital platform by implementing resource planning and staffing systems and by attracting, training and developing high-quality professionals, strengthen our relationships with leading universities in different countries, and help universities better prepare graduates for work in our industry.
We will continue to develop our scalable human capital platform by implementing resource planning and staffing systems, attracting, training and developing high-quality professionals, strengthening our relationships with leading universities in different countries, and helping universities better prepare graduates for careers in our industry.
This team promotes our brand through a variety of channels, including the following: • Converge: Our series of executive events that bring together some of the best creative minds in the industry for one amazing day of igniting stories, inventive ideas, learning experiences, and "wow" technology showcases that enable attendees to re-think the new ways they do business. • Sentinel Report: A sentinel report to provide insightful evidence of consumer behavior and market trends that ignite strategic thinking • Trends Applied: A series of reports and LIVE conversations that action to technology trends in key industries, helping stakeholders get a competitive advantage with emergent technologies. • TechNFest: Our signature event for talent where we offer talks and demos on the latest tech trends and showcase Globant’s workplace experience. • Reports and whitepapers: Special reports that analyze trends and the impact these have on businesses. • Success Stories : A yearly initiative where participants share experiences that bridge the gap between complex technical challenges and the brands and people behind it. 44 • Globant Awards: Global awards with two editions - Women that Build, which recognizes women who inspire, build, lead and help create change, and Digital Disruptors, which acknowledges all those disruptors that lead the digital and cognitive revolution. • Webinars: Explore different trends and technologies in depth showcasing views from experts in the field. • Events: Small events for specific guests or partners to large events that welcome the community. • Podcasts: Discussion of tech trends and DEI perspectives. • Blog: Explore content on the latest trends and best practices in the different industries we work with. • Newsletter: Monthly update to seek reinvention in every industry. • Books: Experts share their fresh perspectives and industry insights.
This team promotes our brand through a variety of channels, including the following: • Converge: Our series of executive events that bring together some of the best creative minds in the industry for one amazing day of inspirational stories, inventive ideas, learning experiences, and "wow" technology showcases that enable attendees to re-think the new ways they do business. • Sentinel Report: Provides insightful evidence of consumer behavior and market trends that sparks strategic thinking. • Trends Applied: A series of reports and LIVE conversations regarding technology trends in key industries. • TechNFest: Our signature event for talent where we offer talks and demos on the latest tech trends and showcase Globant’s workplace experience. • Reports and whitepapers: Special reports that analyze trends and the impact of such trends on businesses. • Success Stories : A yearly initiative where participants share experiences about complex technical challenges and the brands and people behind them. • Globant Awards: Global awards with two editions - Women that Build, which recognizes women who inspire, build, lead and help create change, and Digital Disruptors, which acknowledges all those disruptors that lead the digital and cognitive revolution. • Webinars: Explore different trends and technologies in depth showcasing views from experts in the field. 38 • Events: Ranging from small events for specific guests or partners to large events that welcome the community. • Podcasts: Discussion of tech trends and diverse perspectives. • Blog: Explore content on the latest trends and best practices in the different industries we work with. • Newsletter: Monthly update to seek reinvention in every industry. • Books: Experts share their fresh perspectives and industry insights.
The key elements of our strategy for achieving this objective are, described below: Grow revenue with existing and new clients We will continue to focus on delivering innovative and high value-added solutions that drive revenues for our clients, thereby deepening our relationships and leading to additional revenue opportunities with them.
The key elements of our strategy for achieving this objective are described below: Grow revenue with existing and new clients We continue to focus on delivering innovative and high value-added solutions that drive revenues for our clients, thereby strengthening our relationships and creating additional revenue opportunities for us.
Our clients include primarily medium to large-sized companies based in North America, Latin America, Europe, Middle East and Africa, and Asia and Oceania, operating in a broad range of industries, including Media and Entertainment, Professional Services, Technology and Telecommunications, Travel and Hospitality, Healthcare, Banks, Financial Services and Insurance, and Consumer, Retail and Manufacturing.
Our clients include primarily medium to large-sized companies based in North America, Latin America, Europe and New Markets, operating in a broad range of industries, including Media and Entertainment, Professional Services, Technology and Telecommunications, Travel and Hospitality, Healthcare, Banks, Financial Services and Insurance, and Consumer, Retail and Manufacturing.
Exports and supplies to SEZs are zero-rated for GST purposes. Central GST ("CGST") and state GST ("SGST") are imposed simultaneously on a common tax base on all intrastate transactions. In the case of interstate supplies of goods and services, integrated GST ("IGST") applies at a rate that is an aggregate of CGST and SGST.
Central GST ("CGST") and state GST ("SGST") are imposed simultaneously on a common tax base on all intrastate transactions. In the case of interstate supplies of goods and services, integrated GST ("IGST") applies at a rate that is an aggregate of CGST and SGST.
Our revenues are traditionally higher, and our margins tend to increase, in the third and fourth quarters of each year, when utilization of our IT professionals is at its highest levels. Competition The markets in which we compete are changing rapidly. We face competition from both global IT services providers as well as those based in the United States.
Our revenues are traditionally higher, and our margins tend to increase, in the third and fourth quarters of each year. Competition The markets in which we compete are changing rapidly. We face competition from both global IT services providers as well as those based in the United States.
As a result of the incorporation of our company in Luxembourg and certain related share transfers and other transactions, Globant Spain became a wholly-owned subsidiary of our company. 51 The following chart is a summary of our principal subsidiaries as of February 10, 2024.
As a result of the incorporation of our company in Luxembourg and certain related share transfers and other transactions, Globant Spain became a wholly-owned subsidiary of our company. The following chart is a summary of our principal subsidiaries as of the date of this report.
Finally, we believe that only by sharing a common Purpose will we build a company for the long-term that breaks from the status quo, is recognized as a leader in the delivery of innovative software solutions and creates value for our stakeholders.
Mastery focuses on constant improvement, aiming for excellence and exceeding expectations. Finally, we believe that only by sharing a common Purpose will we build a company for the long-term that breaks from the status quo, is recognized as a leader in the delivery of innovative software solutions and creates value for our stakeholders.
We also all have the right to be heard and respected. • Have Fun – As Globers, we believe in finding pleasure in our daily tasks, creating a pleasant work atmosphere and building friendships among colleagues. • Be kind – This value represents our vision of doing business and conducting ourselves in an ethical manner, with integrity, and our responsibility to improve our society, transform ourselves through kindness and make the world a better place. • Own the Place – Through our autonomy pillar, we empower Globers to embrace the entrepreneurial spirit.
We operate as one team whether it's solving a problem or celebrating excellent results. • Have Fun – As Globers, we believe in finding pleasure in our daily tasks, creating a pleasant work atmosphere and building friendships among colleagues. • Be kind – This value represents our vision of doing business and conducting ourselves in an ethical manner, with integrity, and our responsibility to improve our society, transform ourselves through kindness and make the world a better place. • Own the place – Through our autonomy pillar, we empower Globers to embrace the entrepreneurial spirit.
Foreign exchange controls Pursuant to the regulations of the Argentine Central Bank, among others, (a) collections of foreign currency from the export of goods and services and the disbursement of foreign financial loans (to have access to the FX Market for the repayment of principal and interests), are subject to mandatory transfer into Argentina and conversion into Argentine pesos through the FX Market; (b) the prior authorization of the Argentine Central Bank is required for access to the FX Market for the purchase of foreign currency for certain purposes (e.g. payment of dividends, except under certain circumstances; pre-payment of principal and interest on indebtedness; and payments to related parties); and (c) access to the FX Market to make payments from Argentina is subject to compliance with a foreign indebtedness information regime and the filing of an affidavit stating that, among other things: (i) payor did not, and commits not to, sell Argentine securities settled against foreign currency within the preceding and following 90 days; (ii) as of the transaction date, payor does not have holdings of foreign currency in Argentina that are not deposited with Argentine financial institutions and does not have foreign liquid disposable assets for an equivalent of more than $100,000; and (iii) commits to transfer into Argentina and settle for Argentine pesos any payments received outside of Argentina under loans granted by payor or under time deposits made after May 28, 2020, or from the sale of assets.
Foreign exchange controls Pursuant to the regulations of the Argentine Central Bank, among others, (a) collections of foreign currency from the export of goods and services and the disbursement of foreign financial loans (to have access to the FX Market for the repayment of principal and interests), are subject to mandatory transfer into Argentina and conversion into Argentine pesos through the FX Market; provided, that in the case of the export of goods and services, the Export Increase Program ( Progama de Incremento Exportador ) allows exporters to repatriate and liquidate at the official exchange rate equal to 80% of the proceeds for their exports through the FX Market, and to execute inbound blue-chip swap transactions for the remaining 20%; (b) the prior authorization of the Argentine Central Bank is required for access to the FX Market for the purchase of foreign currency for certain purposes (e.g. except under certain circumstances, payment of dividends, pre-payment of principal and interest on indebtedness; and payments to related parties); and (c) access to the FX Market to make payments from Argentina is subject to compliance with a foreign indebtedness information regime and the filing of an affidavit stating that, among other things: (i) payor did not, and commits not to perform certain transactions with Argentine securities and Argentine depositary receipts of foreign shares (“CEDEARS”) within the preceding and following 90 days; (ii) as of the transaction date, payor does not have holdings of foreign currency in Argentina that are not deposited with Argentine financial institutions and does not have foreign liquid disposable assets and CEDEARS for an equivalent of more than $100,000; and (iii) commits to transfer into Argentina and settle for Argentine pesos any payments received outside of Argentina under loans granted by payor or under time deposits made after May 28, 2020, or from the sale of assets.
An Argentine company is entitled to seek reimbursement of such tax paid from the shareholders. The current Double Taxation Treaties (DDTs) signed by Argentina do not provide an exemption on this tax.
The tax is paid by the local company itself. The applicable rate is 0.50% on the company’s net worth. An Argentine company is entitled to seek reimbursement of such tax paid from the shareholders. The current Double Taxation Treaties (DDTs) signed by Argentina do not provide an exemption on this tax.
Our founders' vision was to create a global company that succeeds by transforming organizations and providing opportunities for talent around the world to make a positive global impact. We have benefited from strong organic growth and have built a roster of world-class clients, many of which are at the forefront of emerging technologies.
Our founders’ vision was to create a global company that transforms organizations and provides opportunities for talent around the world to make a positive global impact. We have built a roster of world-class clients, many of which are at the forefront of emerging technologies.
During 2023, 2022 and 2021, our ten largest clients based on revenues accounted for 32.0%, 35.6% and 39.1% of our revenues, respectively.
During 2024, 2023 and 2022, our ten largest clients based on revenues accounted for 29.3%, 32.0% and 35.6% of our revenues, respectively.
It is also an AI-powered no-code for non-technical users. 3. Global autonomous culture: We have developed a software product design and development model, known as Agile Pods. It is designed to better align business and technology teams, driven by a culture of self-regulated teamwork and collaboration across skills, partners and country borders.
Global autonomous culture: We have developed a software product design and development model, known as Agile Pods. This model is designed to better align business and technology teams, driven by a culture of self-regulated teamwork and collaboration across skills, partners and country borders.
Depending on whether the Easter holiday falls in March or April of a given year, the effect on our revenues and profitability can appear either in the first or second quarter of that year. Finally, we may implement annual salary increases in the second and fourth quarters of each year.
Depending on whether the Easter holiday falls in March or April of a given year, the effect on our revenues and profitability can appear either in the first or second quarter of that year.
As new technologies emerge and as market trends change, we will continue to add Studios to remain at the forefront of innovation and digital transformation, which will enable us to enter new markets and capture additional business opportunities. Development of products and platforms We will continue to focus on expanding our product and platform offerings to complement our service offerings.
As new technologies emerge and as market trends change, we will continue to add Studios to remain at the forefront of innovation and digital transformation, which will enable us to enter new markets and capture additional business opportunities.
A reduced corporate income tax rate of 20% applies to legal entities qualified as Industrial Users of Goods and/or Services in a free-trade zone, over the net income originated in export activities; if the net income does not come from exports, it will be taxed at the general tax rate of 35%.
A reduced corporate income tax rate of 20% applies to legal entities qualified as Industrial Users of Goods and/or Services in a free-trade zone, over the net income originated in export activities; if the net income does not come from exports or if the industrial user did not sign the Internationalization Plan and annual sales agreement with the Ministry of Commerce, Industry, and Tourism for the respective taxable period, the income will be taxed at the general rate of 35%.
We strive to make the world a better place and, in furtherance of that objective, we focus on three key areas: our Be Kind initiative, our talent and culture, and our services. We believe our focus on these areas has contributed to our success and our clients’ success.
At our Company, we strive to benefit our clients, our Globers and our communities, and, in furtherance of that objective, we focus on three key areas: our Be Kind initiative, our talent and culture, and our services. We believe our focus on these areas has contributed to our success and our clients’ success.
Through initiatives like the Be Kind Tech Fund and Globant Labs, we undertake responsible, supportive, facilitative, and transformative actions. We are dedicated to mitigating the negative impacts of technology, solving problems, optimizing benefits and maximizing positive impacts for sustainable, equitable and inclusive growth. Globant Labs: Globant Labs is where Globers, through our collaborative culture, create, developer and carry out projects.
Tech4Good: Our commitment to sustainable development is embodied in the Tech for Good project. Through initiatives like the Be Kind Tech Fund (the “BKTF”) and Globant Labs, we undertake responsible, supportive, facilitative, and transformative actions. We are dedicated to mitigating the negative impacts of technology, solving problems, optimizing benefits, and maximizing positive impacts for sustainable, equitable, and inclusive growth. 4.
Substitute taxpayers will assess and pay for applicable VAT, even in the cases in which it is impossible to withhold that tax from the non-Argentine resident. 48 Colombia In Colombia, VAT is an indirect national tax levied on (i) services rendered in Colombia and from abroad; (ii) sales and imports of physical movable goods; (iii) sales or transfers of intangible assets related to industrial property; and (iv) gambling sales and operations, except for lotteries and online gambling.
Colombia In Colombia, VAT is an indirect national tax levied on (i) services rendered in Colombia and from abroad; (ii) sales and imports of physical movable goods; (iii) sales or transfers of intangible assets related to industrial property; and (iv) gambling sales and operations, except for lotteries and online gambling.
We believe that adaptation is a crucial response strategy to the ever-growing challenges posed by changing climate. Since 2022 we have diligently strived to align our strategies with the Task Force on Climate-Related Financial Disclosures (TCFD) recommendations, including by introducing climate-related issues in our governance, risk management and strategy.
Since 2022 we have diligently strived to align our strategies with the Task Force on Climate-Related Financial Disclosures (“TCFD”) recommendations, including by introducing climate-related issues in our governance, risk management and strategy.
Now, we conduct our growth strategy under our 100-Squared vision, aiming to create enduring relationships that yield $100 million in revenue from each of our top 100 accounts.
In 2021, we expanded on the 50-Squared vision and have since conducted our growth strategy under our 100-Squared vision, aiming to create enduring relationships that yield $100 million in revenue from each of our top 100 accounts.
Be kind to peers Be kind to your Peers ("BKYP") focuses on Globant's Diversity, Equity & Inclusion ("DEI") commitments and structures our quest to generate a positive impact on society. We believe that these concepts improve our work environment and foster innovation.
Be kind to your Peers The Be kind to your Peers pillar focuses on our commitments to our coworkers and community and helps structure our quest to generate a positive impact on society. We believe that these concepts improve our work environment and foster innovation.
As a general rule, VAT does not apply to the sale of fixed assets and export of good and services. The general tax rate is 19%. However, some goods or services are subject to rates of 5% or 0%. VAT is not applicable when the goods/services have been expressly excluded (not taxed) or exempted (0% rate).
As a general rule, VAT does not apply to the sale of fixed assets and although it applies to the export of goods and services, this tax is settled at a rate of 0%. The general tax rate is 19%. However, some goods or services are subject to rates of 5% or 0%.
This carryforward or carryback should not reduce the amount of the distribution to nonresidents subject to the dividends tax of 20%. 49 Mexico Resident individuals and nonresident shareholders of a Mexican corporation are subject to a 10% income tax on dividends received that are paid out of profits generated after 2013.
Mexico Resident individuals and nonresident shareholders of a Mexican corporation are subject to a 10% income tax on dividends received that are paid out of profits generated after 2013.
Tax on dividends Argentina In Argentina, dividends resulting from profits obtained since and including fiscal year 2018 that are paid to Non-Argentine Beneficiaries or Argentine resident individuals are subject to a 7% income tax withholding on the amount of such dividends. Colombia In Colombia, distributions to nonresidents are subject to taxation at a rate of 20%.
There is no standard rate per se, but the rate for most services is 18%. 42 Tax on dividends Argentina In Argentina, dividends resulting from profits obtained since and including fiscal year 2018 that are paid to Non-Argentine Beneficiaries or Argentine resident individuals are subject to a 7% income tax withholding on the amount of such dividends.
Prior to April 1, 2020, Indian companies were required to pay a dividend distribution tax at a rate of 15% (an effective rate of approximately 20.56%, including a 12% surcharge, and a 4% cess) on dividends declared, distributed, or paid to shareholders, and the dividend income was exempt from tax in the hands of the shareholders.
Prior to April 1, 2020, Indian companies were required to pay a dividend distribution tax at a rate of 15% (an effective rate of approximately 20.56%, including a 12% surcharge, and a 4% cess) on dividends declared, distributed, or paid to shareholders, and the dividend income was exempt from tax in the hands of the shareholders. 43 Net wealth tax Argentina The net wealth tax is payable on shares and other equity participation issued by an entity domiciled in Argentina that are owned either by individuals, regardless of residence, or by companies residing abroad.
We organize our areas of expertise in Studios, which we believe provide us with a strong competitive advantage and allow us to leverage prior experiences to deliver superior solutions to clients. 28 Long-term relationships with blue chip clients We have built a roster of blue chip clients such as Google, Electronic Arts, and The Walt Disney Company, many of which themselves are at the forefront of emerging technologies and with whom we have been working for more than ten years.
Long-term relationships with blue chip clients We have built a roster of blue chip clients, such as Google, Electronic Arts, and The Walt Disney Company, many of which themselves are at the forefront of emerging technologies and with whom we have been working for more than ten years.
Argentine entities are subject to an integral inflation adjustment tax mechanism to the extent that the CPI exceeds 100% in the 36 previous months to the closing of each relevant fiscal year.
Argentine entities are subject to an integral inflation adjustment tax mechanism to the extent that the CPI exceeds 100% in the 36 previous months to the closing of each relevant fiscal year. For the fiscal years beginning on or after January 1, 2021, 100% of the tax inflation adjustment (negative or positive) would be allocated by fiscal year.
A 7% surcharge applies to domestic companies with income exceeding INR 10 million and a 12% surcharge applies where income exceeds INR 100 million. Minimum alternate tax (MAT) is imposed at a rate of 15% (plus any applicable surcharge and cess) on the adjusted book profits of corporations whose tax liability is less than 15% of their book profits.
Minimum alternate tax (MAT) is imposed at a rate of 15% (plus any applicable surcharge and 4% educational cess) on the adjusted book profits of corporations whose tax liability is less than 15% of their book profits.
In 2009, we created our Studio Model. Our Studios have deep pockets of knowledge across industries and in the latest technologies and trends. We believe our Studio model helps us foster creativity and innovation while allowing us to build, enhance and consolidate expertise around a variety of emerging technologies.
We believe our Studios foster creativity and innovation, while allowing us to build, enhance and consolidate expertise around a variety of emerging technologies and industries.
Selectively pursue strategic acquisitions In building on our track record of successfully acquiring and integrating complementary companies, we will continue to selectively pursue strategic acquisition opportunities that deepen our relationships with key clients, extend our technology capabilities, broaden our service offerings and expand the geographic footprint of our delivery centers in order to enhance our ability to serve our clients.
Selectively pursue strategic acquisitions In building on our track record of successfully acquiring and integrating complementary companies, we will continue to selectively pursue strategic acquisition opportunities that deepen our relationships with key clients, extend our technology capabilities, broaden our service offerings and expand the geographic footprint of our delivery centers that will enhance our ability to serve our clients. 28 Competitive Strengths We believe the following strengths differentiate Globant and create the foundation for continued rapid growth in revenues and profitability: Deep domain expertise across industries, in emerging technologies and related market trends We have deep domain expertise across industries, in emerging technologies and in related market trends.
This benefit has a quota established annually. • Duties on export of services taxed at 0% rate from December 22, 2020. 40 In order to maintain the benefits, the beneficiaries must prove every two years that they meet certain requirements. In addition, the benefits are subject to an annual quota determined in Argentine Pesos.
This benefit has a maximum limit per employee, based on their monthly salary. 34 • Duties on export of services taxed at 0% rate from December 22, 2020. In order to maintain the benefits, the beneficiaries must prove every two years that they meet certain requirements.
It can be best described as entrepreneurial, flexible, sustainable and team-oriented, and is built on three main motivational pillars and nine core values. Our culture is built on three main motivational pillars and nine core values. 38 Our motivational pillars are: Autonomy, Mastery and Purpose.
It can be best described as entrepreneurial, flexible, sustainable and team-oriented, and is built on three main motivational pillars and nine core values. Our motivational pillars are comprised of Autonomy, Mastery and Purpose. Through Autonomy, we empower our employees to take ownership of their client projects, professional development and careers.
Our workplace embodies our culture We reimagined and designed workplaces to enhance the overall work experience. We developed a new model office focused on where and how Globers want to work. Globant's offices are being reshaped to meet a social purpose, providing flexibility and a wide range of options.
Our workplace embodies our culture We reimagined and designed workplaces to enhance the overall work experience. We developed a new model office focused on where and how our employees want to work.
Goods and services are categorized under a structure with five different rates: 0%, 5%, 12%, 18%, and 28%. There is no standard rate per se, but the rate for most services is 18%.
Goods and services are categorized under a structure with five different rates: 0%, 5%, 12%, 18%, and 28%.
It was built by entrepreneurs and, over the years, many Globers have made a difference by creating and driving innovation. Entrepreneurship is one of our keys to success, and we encourage Globers to dream and create meaningful and rewarding experiences for our customers. We have our own accelerator for tech startups named Globant Ventures.
Entrepreneurship is one of our keys to success, and we encourage our employees to dream and create meaningful and rewarding experiences for our customers. We have our own accelerator for tech startups named Globant Ventures.
Business Overview Overview Established in 2003 by four entrepreneurs in Argentina, we have evolved to become a leading global technology service provider. Today, we are a publicly-traded company, with our common shares listed on the NYSE under the ticker symbol "GLOB". We continue to maintain the entrepreneurial spirit of our founders throughout our business.
Today, we are a publicly-traded company, with our common shares listed on the NYSE under the ticker symbol “GLOB”. We continue to maintain the entrepreneurial spirit of our founders throughout our business.
For additional information regarding all current foreign exchange restrictions and exchange control regulations in Argentina, investors should consult their legal advisors and read the applicable rules mentioned herein, as well as any amendments and complementary regulations, which are available at the Argentine Central Bank's website: www.bcra.gob.ar. 50 Under Colombian foreign exchange regulations, payments in foreign currency related to certain foreign exchange transactions must be channeled through the commercial exchange market, by means of (i) a foreign exchange intermediary, or (ii) through compensation accounts, in both cases, declared to the Colombian Central Bank.
For additional information regarding all current foreign exchange restrictions and exchange control regulations in Argentina, investors should consult their legal advisors and read the applicable rules mentioned herein, as well as any amendments and complementary regulations, which are available at the Argentine Central Bank's website: www.bcra.gob.ar.
VAT is calculated by "cash basis" for each calendar month as a definitive tax. The standard tax rate is 16%, with certain activities subject to a zero rate such as exports of goods and certain services specifically listed by the VAT law.
The standard tax rate is 16%, with certain activities subject to a zero rate such as exports of goods and certain services specifically listed by the VAT law. Additionally, the value-added tax law establishes exempt transactions, such as the sale of land and the sale of shares.
Remittance into an EEFC account is subject to the condition that the sum total of the accruals in the account during a calendar month should be converted into rupees on or before the last day of the succeeding calendar month, after adjusting for utilization of the balances for approved purposes or forward commitments.
Remittance into an EEFC account is subject to the condition that the sum total of the accruals in the account during a calendar month should be converted into rupees on or before the last day of the succeeding calendar month, after adjusting for utilization of the balances for approved purposes or forward commitments. 44 Data Protection We collect, store, process, use and transfer personal data and other sensitive information, and, therefore, we are subject to laws and regulations related to security and privacy, in addition to other numerous, and sometimes conflicting, legal requirements.
We do not believe that any individual registered intellectual property right, other than our rights in our name and logo, is material to our business. Facilities and Infrastructure The table below sets forth an overview of our office locations as of December 31, 2023.
We do not believe that any individual registered intellectual property right, other than our rights in our name and logo, is material to our business.
Later in the same year, we acquired Iteris Holding Ltda., a Brazilian business and technology consultancy focused on delivering digital transformation, and a majority stake in GUT, an independent creative agency and the Independent Network of the Year award at Cannes Lions 2023.
Additionally, we acquired Iteris Holding Ltda., a Brazilian-based technology consultancy focused on digital transformation, and a majority stake in GUT, an independent creative agency recognized as the Independent Network of the Year at Cannes Lions 2023. We also completed the acquisition of a service contract in Italy from Chili Tech, the technological division of Chili Group.
Our top client for the years ended December 31, 2023, 2022 and 2021, The Walt Disney Company, accounted for 8.7%, 10.7% and 10.9% of our revenues, respectively. 42 The following table sets forth the amount and percentage of our revenues for the years presented by client location: Year ended December 31, 2023 2022 2021 (in thousands, except percentages) By Geography North America $ 1,245,972 59.5 % $ 1,135,148 63.8 % $ 831,300 64.1 % Latin America 463,223 22.1 % 408,354 22.9 % 288,315 22.2 % Europe, Middle East & Africa 323,546 15.4 % 186,723 10.5 % 151,334 11.7 % Asia & Oceania 63,198 3.0 % 50,018 2.8 % 26,129 2.0 % Revenues $ 2,095,939 100.0 % $ 1,780,243 100.0 % $ 1,297,078 100.0 % The following table shows the distribution of our clients by revenues for the years presented: Year ended December 31, 2023 2022 2021 Over $5 Million 80 65 42 $1 - $5 Million 231 194 143 $0.5 - $1 Million 155 132 106 $0.1 - $0.5 Million 465 386 287 Less than $0.1 Million (*) 679 472 343 Total Clients (*) 1,610 1,249 921 (*) Represents customers with more than $0.01 million in revenues in the last twelve months.
Our top client for the years ended December 31, 2024, 2023 and 2022, The Walt Disney Company, accounted for 8.7%, 8.7% and 10.7% of our revenues, respectively. 36 The following table sets forth the amount and percentage of our revenues for the years presented by client location: Year ended December 31, 2024 2023 2022 (in thousands, except percentages) By Geography North America $ 1,347,998 55.8 % $ 1,245,972 59.4 % $ 1,135,148 63.8 % Latin America 531,309 22.0 % 463,223 22.1 % 408,351 22.9 % Europe 419,073 17.3 % 310,114 14.8 % 181,918 10.2 % New Markets 117,309 4.9 % 76,630 3.7 % 54,826 3.1 % Revenues $ 2,415,689 100.0 % $ 2,095,939 100.0 % $ 1,780,243 100.0 % The following table shows the distribution of our clients by revenues for the years presented: Year ended December 31, 2024 2023 2022 Over $5 Million 89 80 65 $1 - $5 Million 257 231 194 $0.5 - $1 Million 172 155 132 $0.1 - $0.5 Million 494 465 386 Less than $0.1 Million (*) 719 679 472 Total Clients (*) 1,731 1,610 1,249 (*) Represents customers with more than $0.01 million in revenues in the last twelve months.
We believe our success in building our client base in one of the most sophisticated and competitive markets for IT services demonstrates the strength of our value proposition, the quality of our execution and the value of our culture of innovation and entrepreneurial spirit. 26 The market opportunity Significant technological advancement and societal shifts are continuing to impact businesses.
We believe our success in building our client base in one of the most sophisticated and competitive markets for IT services demonstrates the strength of our value proposition, the quality of our execution and the value of our culture of innovation and entrepreneurial spirit. The market opportunity Technology is a fundamental force in shaping business strategies across diverse sectors.
In 2022, we acquired Genexus, a low/no code leading platform to foster our product portfolio; Vertic, a digital marketing consultancy, to consolidate our global creative network; Sysdata, a leading business and technology consultancy, focused on delivering digital transformation, to strengthen our delivery capabilities in Italy; eWave, a digital commerce experience consultancy, with strong expertise in Adobe and Salesforce commerce solutions, to strengthen our delivery capabilities in Asia-Pacific; KTBO, a native digital company focused on reinventing businesses through innovative technological solutions; and Ad_bid, a digital media consultancy with rapid growth and a focus on results-oriented advertising for B2B and B2C organizations.
Our recent key acquisitions are as follows: In 2022, we continued to expand our portfolio with the acquisition of Genexus, a low/no-code platform; Vertic, a digital marketing consultancy that strengthens our global creative network; Sysdata, a business and technology consultancy focused on digital transformation in Italy; eWave, a digital commerce consultancy that specializes in digital commerce solutions for Adobe and Salesforce in the Asia-Pacific region; KTBO, a digital company that reinvents businesses through innovative tech solutions; and Ad_bid, a rapidly growing digital media consultancy focused on results-oriented advertising for B2B and B2C organizations.
Mexico Corporations resident in Mexico are taxed on their worldwide income from all sources, including profits from business and property. A nonresident corporation in Mexico is subject to profits tax on income earned from carrying on business through a permanent establishment in Mexico and on Mexican-sourced income.
A nonresident corporation in Mexico is subject to profits tax on income earned from carrying on business through a permanent establishment in Mexico and on Mexican-sourced income. Corporations are considered residents of Mexico if their principal place of management is located in Mexico. The corporate income tax rate is 30%.
Law No. 27,346 creates the figure of substitute taxpayer for the payment of the tax corresponding to non-Argentine residents who render services within Argentina.
Law No. 27,346 creates the figure of substitute taxpayer for the payment of the tax corresponding to non-Argentine residents who render services within Argentina. Substitute taxpayers will assess and pay for applicable VAT, even in the cases in which it is impossible to withhold that tax from the non-Argentine resident.
In the case of exporters and producers of exempt goods/services, input VAT can be recovered via a tax refund. Mexico In Mexico VAT is levied upon the supply of goods and independent services provided in Mexico, the importation of goods and services and the grant of temporary use or the enjoyment of goods within Mexican territory.
Mexico In Mexico VAT is levied upon the supply of goods and independent services provided in Mexico, the importation of goods and services and the grant of temporary use or the enjoyment of goods within Mexican territory. VAT is calculated by "cash basis" for each calendar month as a definitive tax.
Additionally, the value-added tax law establishes exempt transactions, such as the sale of land and the sale of shares. India In India, goods and services tax ("GST") is a destination-based consumption tax applicable to the supply of goods or services. GST also is a part of the aggregate customs duty imposed on imports.
India In India, goods and services tax ("GST") is a destination-based consumption tax applicable to the supply of goods or services. GST also is a part of the aggregate customs duty imposed on imports. Exports and supplies to SEZs are zero-rated suppliers for GST purposes.
Also in 2022, Globant produced its first two commercial films: "Seek Reinvention" and "Meet the Future - Reinventing Consultancy." Also, the Company announced a multi-year partnership with FIFA to expand its FIFA+ content app and sponsor global top football competitions, including FIFA World Cup Qatar 2022, and FIFA Women's World Cup Australia & New Zealand 2023. 25 During 2023, Globant was named as a Leader in the IDC MarketScape Worldwide Artificial Intelligence Services 2023 Vendor Assessment.
Also in 2022, we announced a multi-year partnership with FIFA to expand its FIFA+ content app and sponsor global top football competitions, including the 2022 FIFA World Cup held in Qatar and the 2023 FIFA Women’s World Cup. 24 During 2023, we were named a Worldwide Leader in both AI Services and Software Engineering Services according to IDC MarketScape vendor assessments.

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Item 5. Market for Registrant's Common Equity

Market for Common Equity — stock, dividends, buybacks

77 edited+19 added−29 removed43 unchanged
Our future growth and success depend significantly on our ability to maintain the expertise of each of our Studios, to continue to innovate and to anticipate the needs of our clients and rapidly develop and maintain the expertise of each of our Studios, including relevant domain knowledge and technological capabilities required to meet those client needs, while maintaining our high standard of quality. 53 • Our ability to recruit, retain and manage our IT professionals may have an effect on our gross profit margin and our results of operations.
Our future growth and success depend significantly on our ability to maintain the expertise of each of our Studios, to continue to innovate and to anticipate the needs of our clients and rapidly develop and maintain the expertise of each of our Studios, including relevant domain knowledge and technological capabilities required to meet those client needs, while maintaining our high standard of quality. • Our ability to recruit, retain and manage our IT professionals may have an effect on our gross profit margin and our results of operations.
Revenues consist of technology services revenues and reimbursable expenses, which primarily include travel and out-of-pocket costs that are billable to clients. Revenues by Contract type We perform our services primarily under time-and-material contracts and, to a lesser extent, fixed-price contracts. The remaining portion of our revenues in each year was derived from other types of contracts.
Revenues consist of technology services revenues and reimbursable expenses, which primarily include travel and out-of-pocket costs that are billable to clients. 47 Revenues by Contract type We perform our services primarily under time-and-material contracts and, to a lesser extent, fixed-price contracts. The remaining portion of our revenues in each year was derived from other types of contracts.
In accordance with applicable regulations, we notified relevant data privacy authorities of the incident. In addition, we have implemented a variety of measures to further enhance our cybersecurity protections. To date this incident has not had a material impact on our operations, and we are unaware of any material impact on our clients’ operations. 52 A.
In accordance with applicable regulations, we notified relevant data privacy authorities of the incident. In addition, we have implemented a variety of measures to further enhance our cybersecurity protections. To date, this incident has not had a material impact on our operations, and we are unaware of any material impact on our clients’ operations. A.
See “ Information on the Company — Business overview. — Facilities and Infrastructure .” Our integrated global delivery platform allows us to deliver our services through a blend of onsite and offsite methods.
See “ Information on the Company — Business overview. — Facilities and Infrastructure .”Our integrated global delivery platform allows us to deliver our services through a blend of onsite and offsite methods.
Trend Information See " Operating Results — Factors Affecting Our Results of Operations ." Other than as disclosed in this report, we are not aware of any trends, uncertainties, demands, commitments, or events since December 31, 2023 that are reasonably likely to have a material adverse effect on our revenues, income, profitability, liquidity, or capital resources, or that would cause the disclosed financial information to be not necessarily indicative of future operating results or financial conditions.
Trend Information See " Operating Results — Factors Affecting Our Results of Operations ." Other than as disclosed in this report, we are not aware of any trends, uncertainties, demands, commitments, or events since December 31, 2024 that are reasonably likely to have a material adverse effect on our revenues, income, profitability, liquidity, or capital resources, or that would cause the disclosed financial information to be not necessarily indicative of future operating results or financial conditions.
Please refer to note 31 of our audited consolidated financial statements for further information. 65 Equity Compensation Arrangements On July 3, 2014, our board of directors and shareholders approved and adopted the 2014 Equity Incentive Plan, which was amended on May 9, 2016, February 13, 2019, May 18, 2021 and June 8, 2022.
Please refer to note 31 of our audited consolidated financial statements for further information. 57 Equity Compensation Arrangements 2014 Equity Incentive Plan On July 3, 2014, our board of directors and shareholders approved and adopted the 2014 Equity Incentive Plan, which was amended on May 9, 2016, February 13, 2019, May 18, 2021 and June 8, 2022.
Our non-IFRS measures of adjusted gross profit and adjusted SG&A expenses exclude the impact of certain items, such as depreciation and amortization expense, share-based compensation expense and, only with respect to adjusted SG&A expenses, acquisition-related charges and COVID-19 related charges. 59 Adjusted Profit from Operations We utilize the non-IFRS measure of adjusted profit from operations as a supplemental measure for period-to-period comparisons.
Our non-IFRS measures of adjusted gross profit and adjusted SG&A expenses exclude the impact of certain items, such as depreciation and amortization expense, share-based compensation expense and, only with respect to adjusted SG&A expenses and acquisition-related charges. Adjusted Profit from Operations We utilize the non-IFRS measure of adjusted profit from operations as a supplemental measure for period-to-period comparisons.
Adjusted profit from operations is most directly comparable to the IFRS measure of profit from operations. Adjusted profit from operations excludes the impact of certain items, such as share-based compensation expense, acquisition-related charges and COVID-19 related charges.
Adjusted profit from operations is most directly comparable to the IFRS measure of profit from operations. Adjusted profit from operations excludes the impact of certain items, such as share-based compensation expense and acquisition-related charges.
Contractual Obligations Set forth below is information concerning our fixed and determinable contractual obligations as of December 31, 2023 and the effect such obligations are expected to have on our liquidity and cash flows.
Contractual Obligations Set forth below is information concerning our fixed and determinable contractual obligations as of December 31, 2024 and the effect such obligations are expected to have on our liquidity and cash flows.
Liquidity and Capital Resources, in our Annual Report on Form 20-F for the fiscal year ended December 31, 2022, which was filed with the SEC on February 28, 2023. Future Capital Requirements Our ability to generate cash is subject to our performance, general economic conditions, industry trends and other factors.
Liquidity and Capital Resources, in our Annual Report on Form 20-F for the fiscal year ended December 31, 2023, which was filed with the SEC on February 29, 2024. Future Capital Requirements Our ability to generate cash is subject to our performance, general economic conditions, industry trends and other factors.
All stock-equivalent units were granted 50% in the form of PSEUs and 50% in the form of SEUs, each with a vesting period of four years, 25% becoming exercisable on or about each anniversary of the grant date. There were 28,059 and 57,779 SEUs and PSEUs outstanding as of December 31, 2023 and 2022, respectively.
All stock-equivalent units were granted 50% in the form of PSEUs and 50% in the form of SEUs, each with a vesting period of four years, 25% becoming exercisable on or about each anniversary of the grant date. 58 There were 16,586, 28,059 and 57,779 SEUs and PSEUs outstanding as of December 31, 2024, 2023 and 2022, respectively.
E. Critical Accounting Estimates See note 4 to our audited consolidated financial statements for the year ended December 31, 2023.
E. Critical Accounting Estimates See note 4 to our audited consolidated financial statements for the year ended December 31, 2024.
For 2023 and 2022, we recorded $2.3 million and $4.5 million of share-based compensation expense related to these stock-equivalent units and we delivered 4,524 and 0 common shares, respectively.
For 2024, 2023 and 2022, we recorded $0.9 million, $2.3 million and $4.5 million of share-based compensation expense related to these stock-equivalent units and we delivered 3,844, 4,524 and 0 common shares, respectively.
During 2023, we entered into several share purchase agreements to expand our service offering and capacity. Our business combinations activity resulted in cash outflows of $254 million. The fair value of the consideration recognized in our financial statements amounted to $95.2 million, based on target achievements and price adjustments. See note 26 to our audited consolidated financial statements.
Our business combinations activity resulted in cash outflows of $254 million. The fair value of the consideration recognized in our financial statements amounted to $67.5 million, based on target achievements and price adjustments. See note 26 to our audited consolidated financial statements. During 2024, we entered into several share purchase agreements to expand our service offering and capacity.
The ESPP provides such eligible employees with an opportunity to acquire a proprietary interest in the Company through the purchase of the Company’s common shares payable by means of payroll deductions. As of December 31, 2023, we have delivered 94,745 common shares under the plan. For further discussion of the ESPP, see “ Employees —2021 Employee Stock Purchase Plan". C.
The ESPP provides such eligible employees with an opportunity to acquire a proprietary interest in the Company through the purchase of the Company’s common shares payable by means of payroll deductions. As of December 31, 2024, we have delivered 140,246 common shares under the plan. For further discussion of the ESPP, see “ Employees —2021 Employee Stock Purchase Plan". C.
Operating and Financial Review and Prospects, in our Annual Report on Form 20-F for the fiscal year ended December 31, 2022, which was filed with the SEC on February 28, 2023.
Operating and Financial Review and Prospects, in our Annual Report on Form 20-F for the fiscal year ended December 31, 2023, which was filed with the SEC on February 29, 2024.
Net Income for the Year As a result of the foregoing, we had a net income of $158.5 million for 2023, compared to $149.5 million for 2022. 2022 Compared to 2021 For discussion related to our financial condition, changes in financial condition, and the results of operations for 2022 compared to 2021, refer to Part I, Item 5.
Net Income for the Year As a result of the foregoing, we had a net income of $169.0 million for 2024, compared to $158.5 million for 2023. 2023 Compared to 2022 For discussion related to our financial condition, changes in financial condition, and the results of operations for 2023 compared to 2022, refer to Part I, Item 5.
In the event of any repatriation of funds or declaration of dividends from our subsidiaries, there will be a tax effect because dividends from certain foreign subsidiaries are subject to taxes.
In the event of any repatriation of funds or declaration of dividends from our subsidiaries, there will be a tax effect because dividends from certain foreign subsidiaries are subject to taxes. See " Additional Information — Taxation ".
The amount of expected credit losses is updated at each reporting date to reflect changes in credit risk since initial recognition. During the years ended December 31, 2023 and 2022, we recorded a loss of $18.8 million and $6.4 million, respectively, related to the recognition of the allowance for expected credit losses.
The amount of expected credit losses is updated at each reporting date to reflect changes in credit risk since initial recognition. During the years ended December 31, 2024 and 2023, we recorded a loss of $7.0 million and $18.8 million, respectively, related to the recognition of the allowance for expected credit losses.
For the year ended December 31, 2023, we had 1,610 customers with more than ten thousands U.S. dollars in revenue in the last twelve months.
For the year ended December 31, 2024, we had 1,731 customers with more than ten thousands U.S. dollars in revenue in the last twelve months.
As evidence of the increase in scope of engagement within our client base, the number of clients that each accounted for over $5.0 million of our annual revenues increased (80 in 2023 and 65 in 2022) and the number of clients that each accounted for at least $1.0 million of our annual revenues increased to 311 in 2023 from 259 in 2022.
As evidence of the increase in scope of engagement within our client base, the number of clients that each accounted for over $5.0 million of our annual revenues increased (89 in 2024 and 80 in 2023) and the number of clients that each accounted for at least $1.0 million of our annual revenues increased to 346 in 2024 from 311 in 2023.
Until December 31, 2023, the Company granted 592,521 of these awards, net of any cancelled and/or forfeited awards. There were 1,565,733, 1,636,554 and 1,223,449 stock options, RSUs and/or PRSUs outstanding as of December 31, 2023, 2022 and 2021, respectively.
Until December 31, 2023, the Company granted 592,521 of these awards, net of any cancelled and/or forfeited awards. There were 1,452,921, 1,565,733 and 1,636,554 stock options, RSUs and/or PRSUs outstanding as of December 31, 2024, 2023 and 2022, respectively.
Financing Activities Net cash of $44.5 million was provided by financing activities for the year ended December 31, 2023, as compared to $65.7 million of net cash used in financing activities for the year ended December 31, 2022. During the year ended December 31, 2023, we received $1.8 million for the issuance of shares under our share-based compensation plan.
Financing Activities Net cash of $5.8 million was used in financing activities for the year ended December 31, 2024, as compared to $44.5 million of net cash provided by financing activities for the year ended December 31, 2023. During the year ended December 31, 2024, we received $3.4 million for the issuance of shares under our share-based compensation plan.
For 2023, 2022 and 2021, we recorded $72.5 million, $57.1 million and $42.4 million of share-based compensation expense related to these share option and restricted stock unit agreements, respectively. For further discussion of the 2014 Equity Incentive Plan, see “ Compensation —2014 Equity Incentive Plan".
For 2024, 2023 and 2022, we recorded $79.3 million, $72.5 million and $57.1 million of share-based compensation expense related to these share option and restricted stock unit agreements, respectively. For further discussion of the 2014 Equity Incentive Plan, see “ Compensation —Equity Compensation Arrangements".
Our IT professional headcount was 27,116 as of December 31, 2023, 25,331 as of December 31, 2022 and 22,167 as of December 31, 2021. We manage employee headcount and utilization based on ongoing assessments of our project pipeline and requirements for professional capabilities.
Our IT professional headcount was 29,198 as of December 31, 2024, 27,116 as of December 31, 2023 and 25,331 as of December 31, 2022. We manage employee headcount and utilization based on ongoing assessments of our project pipeline and requirements for professional capabilities.
Cost of Revenues The principal components of our cost of revenues are salaries, professional services and share-based compensation plans (equity settled). Included in salaries are base salary, incentive-based compensation, employee benefits costs and social security taxes. Salaries of our IT professionals are allocated to cost of revenues regardless of whether they are actually performing services during a given period.
Included in salaries are base salary, incentive-based compensation, employee benefits costs and social security taxes. Salaries of our IT professionals are allocated to cost of revenues regardless of whether they are actually performing services during a given period.
Our primary cash needs are for capital expenditures (consisting of additions to property and equipment and to intangible assets) and working capital. We may also require cash to fund acquisitions of businesses. Our primary working capital requirements are to finance our payroll-related liabilities during the period from delivery of our services through invoicing and collection of trade receivables from clients.
We may also require cash to fund acquisitions of businesses. Our primary working capital requirements are to finance our payroll-related liabilities during the period from delivery of our services through invoicing and collection of trade receivables from clients.
Investing Activities Net cash of $350.4 million was used in investing activities for the year ended December 31, 2023, as compared to $269.3 million of net cash used in investing activities during the year ended December 31, 2022.
Investing Activities Net cash of $403.9 million was used in investing activities for the year ended December 31, 2024, as compared to $350.4 million of net cash used in investing activities during the year ended December 31, 2023.
For the year ended December 31, 2023, revenues increased by 17.7% to $2.1 billion from $1.8 billion for the year ended December 31, 2022. We discuss below the breakdown of our revenues by contract type, client location, industry vertical and client concentration.
For the year ended December 31, 2024, revenues increased by 15.3% to $2.4 billion from $2.1 billion for the year ended December 31, 2023. We discuss below the breakdown of our revenues by contract type, client location, industry vertical and client concentration.
The volume of work we perform for specific clients is likely to vary from year to year, as we are typically not any client's exclusive external technology services provider, and a major client in one year may not contribute the same amount or percentage of our revenues in any subsequent year.
The volume of work we perform for specific clients is likely to vary from year to year, as we are typically not any client's exclusive external technology services provider, and a major client in one year may not contribute the same amount or percentage of our revenues in any subsequent year. 49 Cost of Revenues The principal components of our cost of revenues are salaries, professional services and share-based compensation plans (equity settled).
We believe that the most significant factors affecting our results of operations include: • market demand for integrated engineering, design and innovation technology services relating to emerging technologies and related market trends; • economic conditions in the industries and countries in which our clients operate and their impact on our clients' spending on technology services; • our ability to continue to innovate and remain at the forefront of emerging technologies and related market trends; • expansion of our service offerings and success in cross-selling new services to our clients; • our ability to obtain new clients, increase penetration levels with our existing clients and continue to add value for our existing clients so as to create long-term relationships; • the availability of, and our ability to attract, retain and efficiently utilize, skilled IT professionals in 30 countries where we are present; • operating costs in countries where we operate; • capital expenditures related to the opening of new delivery centers and client management locations and improvement of existing offices; • our ability to increase our presence onsite at client locations; • the effect of wage inflation in countries where we operate and the variability in foreign exchange rates, especially relative changes in exchange rates between the U.S. dollar and the Argentine peso, Uruguayan peso, Mexican peso, Colombian peso, Chilean peso and Brazilian real; and • our ability to identify, integrate and effectively manage businesses that we may acquire.
We believe that the most significant factors affecting our results of operations include: • market demand for integrated engineering, design and innovation technology services relating to emerging technologies and related market trends; • economic conditions in the industries and countries in which our clients operate and their impact on our clients' spending on technology services; • our ability to continue to innovate and remain at the forefront of emerging technologies and related market trends; • expansion of our service offerings and success in cross-selling new services to our clients; • our ability to obtain new clients, increase penetration levels with our existing clients and continue to add value for our existing clients so as to create long-term relationships; • the availability of, and our ability to attract, retain and efficiently utilize, skilled IT professionals in 32 countries where we are present; • operating costs in countries where we operate; • capital expenditures related to the opening of new delivery centers and client management locations and improvement of existing offices; • our ability to increase our presence onsite at client locations; • the effect of wage inflation in countries where we operate and the variability in foreign exchange rates, especially relative changes in exchange rates between the U.S. dollar and local currencies, mainly in Latin America; • our ability to identify, integrate and effectively manage businesses that we may acquire; and • evolving market for products with AI capabilities. 46 Our results of operations in any given period are directly affected by the following additional company-specific factors: • Pricing of, and margin on, our services and revenue mix.
Other financial results, net increased to a $11.3 million gain for the year ended December 31, 2023 from a $0.2 million gain for the year ended December 31, 2022, primarily reflecting a foreign exchange loss of $22.0 million compared to a loss of $6.7 million in 2022, a gain of $23.6 million net related to gain from financial assets measured at fair value through profit or loss compared to a loss of $7.5 million in 2022 and a gain on transactions with bonds of $9.2 million compared to a gain of $13.9 million in 2022. 58 Other Income and Expenses, Net Other income and expenses, net increased to a gain of $6.6 million for the year ended December 31, 2023 from a loss of $0.4 million for the year ended December 31, 2022.
Other financial results, net decreased to a $6.1 million gain for the year ended December 31, 2024 from a $11.3 million gain for the year ended December 31, 2023, primarily for a foreign exchange gain of $0.2 million compared to a loss of $22.0 million in 2023, a gain of $0.5 million net related to gain from financial instruments measured at fair value through profit or loss compared to a gain of $23.6 million in 2023 and a gain on transactions with bonds of $5.0 million compared to a gain of $9.2 million in 2023.
The following table shows the distribution of our clients by revenues for the year presented: Year ended December 31, 2023 2022 Over $5 Million 80 65 $1 - $5 Million 231 194 $0.5 - $1 Million 155 132 $0.1 - $0.5 Million 465 386 Less than $0.1 Million (*) 679 472 Total Clients (*) 1,610 1,249 (*) Represents customers with more than $0.01 million in revenue during the last twelve months.
The following table shows the distribution of our clients by revenues for the year presented: Year ended December 31, 2024 2023 Over $5 Million 89 80 $1 - $5 Million 257 231 $0.5 - $1 Million 172 155 $0.1 - $0.5 Million 494 465 Less than $0.1 Million (*) 719 679 Total Clients (*) 1,731 1,610 (*) Represents customers with more than $0.01 million in revenue during the last twelve months.
Additionally, during the year ended December 31, 2023 we received $119.7 million net of borrowings, we paid $44.8 million of lease liabilities, $28.3 million in acquisition-related transactions and $3.9 million of put option to acquire non-controlling interest. For discussion related to cash flows from financing activities during 2022 compared to 2021, refer to Part I, Item 5.
Additionally, during the year ended December 31, 2024 we received $81.1 million net of borrowings, we paid $43.6 million of lease liabilities, $21.0 million in acquisition-related transactions and $25.8 million of put option to acquire non-controlling interest. For discussion related to cash flows from financing activities during 2023 compared to 2022, refer to Part I, Item 5.
Under the terms of our 2014 Equity Incentive Plan, until December 31, 2023 we have granted to eligible employees 37,983 SEUs and PSEUs, net of any cancelled and/or forfeited awards.
Under the terms of our 2014 Equity Incentive Plan, until the 2014 Equity Incentive Plan Termination Date we have granted to eligible employees 35,142 SEUs and PSEUs, net of any cancelled and/or forfeited awards.
From the date of the 2014 Equity Incentive Plan's adoption, we have granted to members of our senior management and certain other employees options to purchase common shares and restricted stock units ("RSUs"). On September 27, 2021, our compensation committee adopted and approved the granting of performance-based restricted stock units ("PRSUs").
During the term of the 2014 Equity Incentive Plan, we have granted to members of our senior management and certain other employees options to purchase common shares and RSUs. On September 27, 2021, our compensation committee adopted and approved the granting of PRSUs.
Fair value is calculated using the Black-Scholes option pricing model. Under the terms of our 2014 Equity Incentive Plan, from its adoption until December 31, 2023, we have granted to members of our senior management and certain other employees 30,000 stock awards, options to purchase 2,248,122 common shares and 2,584,777 RSUs and PRSUs, net of any cancelled and/or forfeited awards.
Fair value is calculated using the Black-Scholes option pricing model. Under the terms of our 2024 Equity Incentive Plan, from its adoption until December 31, 2024, we have granted to members of our senior management and certain other employees 157,847 RSUs and PRSUs, net of any cancelled and/or forfeited awards.
Adjusted Gross Profit and Adjusted SG&A Expenses We utilize non-IFRS measures of adjusted gross profit and adjusted SG&A expenses as supplemental measures for period-to-period comparisons. Adjusted gross profit and adjusted SG&A expenses are most directly comparable to the IFRS measures of gross profit and selling, general and administrative expenses, respectively.
Adjusted gross profit and adjusted SG&A expenses are most directly comparable to the IFRS measures of gross profit and selling, general and administrative expenses, respectively.
Cash Flows The following table summarizes our cash flows from operating, investing and financing activities for the periods indicated: For the year ended December 31, 2023 2022 (In thousands) Net cash provided by operating activities $ 318,524 $ 197,524 Net cash used in investing activities (350,361) (269,304) Net cash provided by (used in) financing activities 44,530 (65,680) Cash and cash equivalents at beginning of the year 292,457 427,804 Cash and cash equivalents at end of the year 305,150 290,344 Net increase (decrease) in Cash and cash equivalents at end of year 12,693 (137,460) Operating Activities Net cash provided by operating activities was generated primarily by profits before taxes adjusted for non-cash items, including depreciation and amortization expense, shared-based compensation expense and the effect of working capital changes. 63 Net cash provided by operating activities was $318.5 million for the year ended December 31, 2023, as compared to net cash provided in operating activities of $197.5 million for the year ended December 31, 2022.
Cash Flows The following table summarizes our cash flows from operating, investing and financing activities for the periods indicated: For the year ended December 31, 2024 2023 (In thousands) Net cash provided by operating activities $ 248,727 $ 318,524 Net cash used in investing activities (403,904) (350,361) Net cash (used in) provided by financing activities (5,810) 44,530 Cash and cash equivalents at beginning of the year 307,223 292,457 Cash and cash equivalents at end of the year 146,236 305,150 Net (decrease) increase in Cash and cash equivalents at end of year (160,987) 12,693 Operating Activities Net cash provided by operating activities was generated primarily by profits before taxes adjusted for non-cash items, including depreciation and amortization expense, shared-based compensation expense and the effect of working capital changes.
In addition, these non-IFRS measures address questions we routinely receive from analysts and investors and, in order to assure that all investors have access to similar data, we have determined that it is appropriate to make this data available to all investors.
In addition, these non-IFRS measures address questions we routinely receive from analysts and investors and, in order to assure that all investors have access to similar data, we have determined that it is appropriate to make this data available to all investors. 52 Adjusted Gross Profit and Adjusted SG&A Expenses We utilize non-IFRS measures of adjusted gross profit and adjusted SG&A expenses as supplemental measures for period-to-period comparisons.
Cost of revenues as a percentage of revenues increased to 63.9% for 2023 from 62.4% for 2022.
Cost of revenues as a percentage of revenues increased to 64.3% for 2024 from 63.9% for 2023.
The following table sets forth revenues contributed by our largest client, top five clients, top ten clients and top twenty clients by amount and as a percentage of our revenues for the years indicated: Year ended December 31, 2023 2022 (in thousands, except percentages) Client concentration Top client $ 183,207 8.7 % $ 191,191 10.7 % Top five clients 480,751 22.9 % 456,217 25.6 % Top ten clients 670,907 32.0 % 633,150 35.6 % Top twenty clients 877,926 41.9 % 812,419 45.6 % Our top ten customers for the year ended December 31, 2023 have been working with us for, on average, eleven years.
The following table sets forth revenues contributed by our largest client, top five clients, top ten clients and top twenty clients by amount and as a percentage of our revenues for the years indicated: Year ended December 31, 2024 2023 (in thousands, except percentages) Client concentration Top client $ 210,555 8.7 % $ 183,207 8.7 % Top five clients 502,063 20.8 % 480,751 22.9 % Top ten clients 707,336 29.3 % 670,907 32.0 % Top twenty clients 965,344 40.0 % 877,926 41.9 % Our top ten customers for the year ended December 31, 2024 have been working with us for, on average, ten years.
Changes in working capital in the year ended December 31, 2023 consisted primarily of a $44.3 million increase in trade receivables, a $16.6 million decrease in other receivables, a $10.0 million increase in other assets, a $19.0 million increase in trade payables, a $1.7 million decrease in tax liabilities, and $37.4 million decrease in payroll and social security taxes payable.
Changes in working capital in the year ended December 31, 2024 consisted primarily of a $113.1 million increase in trade receivables, a $1.4 million increase in other receivables, a $12.2 million decrease in other assets, a $38.1 million decrease in trade payables, a $8.2 million decrease in tax liabilities, and $2.0 million increase in payroll and social security taxes payable.
For further discussion of the Software Promotion Law, see " Information of the Company - Business Overview — Government Support and Incentives ." Certain Income Statement Line Items 2023 Compared to 2022 Revenues Revenues are derived primarily from providing technology services to our clients, which are medium to large-sized companies globally.
See “ Information on the Company - Business overview — Seasonality .” Our results of operations are expected to benefit from government policies and regulations, see " Information of the Company - Business Overview — Government Support and Incentives ." Certain Income Statement Line Items 2024 Compared to 2023 Revenues Revenues are derived primarily from providing technology services to our clients, which are medium to large-sized companies globally.
Year ended December 31, 2023 2022 (in millions, except percentages) Amount Variation Amount Variation Main variations in cost of revenues Salaries, employee benefits and social security taxes $ (1,158.7) 14.2 % $ (1,014.5) 36.1 % Professional services (104.9) 181.3 % (37.3) 55.5 % Share-based compensation expense - Equity settled (15.2) 208.2 % (4.9) 37.8 % The increase in salaries, employee benefits and social security taxes is primarily attributable to the net addition of 1,785 IT professionals since December 31, 2022, an increase of 7.0%, to satisfy growing demand for our services, which translated into an increase in salaries.
Year ended December 31, 2024 2023 (in millions, except percentages) Amount Variation Amount Variation Main variations in cost of revenues Salaries, employee benefits and social security taxes $ (1,329.5) 14.7 % $ (1,158.7) 14.2 % Office expenses (16.8) 128.5 % (7.3) (16.7) % Promotional and marketing expenses (12.4) 134.0 % (5.3) 29.4 % The increase in salaries, employee benefits and social security taxes is primarily attributable to the net addition of 2,082 IT professionals since December 31, 2023, an increase of 7.7%, to satisfy growing demand for our services, which translated into an increase in salaries.
Year ended December 31, 2023 2022 (in thousands, except percentages) By Contract Time & Materials $ 1,654,280 78.9 % $ 1,475,848 82.9 % Fixed Price 383,867 18.3 % 273,344 15.4 % Licenses, resales & Others 57,792 2.8 % 31,051 1.7 % Revenues $ 2,095,939 100.0 % $ 1,780,243 100.0 % 54 Revenues by Client Location Our revenues are sourced from the following four regions: North America (top markets: the United States and Canada), Latin America (top markets: Argentina and Chile), Europe, Middle East & Africa (top markets: Spain and United Kingdom) and Asia & Oceania (top markets: India and Japan).
Year ended December 31, 2024 2023 (in thousands, except percentages) By Contract Time & Materials $ 1,714,120 71.0 % $ 1,654,280 78.9 % Fixed Price 606,860 25.1 % 383,867 18.3 % Licenses, resales & Others 94,709 3.9 % 57,792 2.8 % Revenues $ 2,415,689 100.0 % $ 2,095,939 100.0 % Revenues by Client Location Our revenues are sourced from the following four regions: North America (top markets: the United States and Canada), Latin America (top markets: Argentina and Brazil), Europe (top markets: Spain and United Kingdom) and New Markets (top markets: Saudi Arabia and India).
The following table sets forth revenues by client location by amount and as a percentage of our revenues for the years indicated: Year ended December 31, 2023 2022 (in thousands, except percentages) By Geography North America $ 1,245,972 59.5 % $ 1,135,148 63.8 % Latin America 463,223 22.1 % 408,354 22.9 % Europe, Middle East & Africa 323,546 15.4 % 186,723 10.5 % Asia & Oceania 63,198 3.0 % 50,018 2.8 % Revenues $ 2,095,939 100.0 % $ 1,780,243 100.0 % Revenues by Industry Vertical We are a provider of technology services to enterprises in a range of industry verticals including media and entertainment, banks, financial services and insurance, and consumer, retail and manufacturing, among others.
The following table sets forth revenues by client location by amount and as a percentage of our revenues for the years indicated: Year ended December 31, 2024 2023 (in thousands, except percentages) By Geography North America $ 1,347,998 55.8 % $ 1,245,972 59.4 % Latin America 531,309 22.0 % 463,223 22.1 % Europe 419,073 17.3 % 310,114 14.8 % New Markets 117,309 4.9 % 76,630 3.7 % Revenues $ 2,415,689 100.0 % $ 2,095,939 100.0 % Revenues by Industry Vertical We are a provider of technology services to enterprises in a range of industry verticals including media and entertainment, consumer, retail and manufacturing and banks, financial services and insurance, among others.
Other industry verticals experienced a slight decrease, attributed to the completion of one-off projects in the education industry during 2023. 55 Revenues by Client Concentration We have increased our revenues by expanding the scope and size of our engagements, and we have grown our key client base primarily through our business development efforts and referrals from our existing clients.
Additionally, other industry segments experienced a slight increase, driven in part by several e-learning projects throughout 2024. Revenues by Client Concentration We have increased our revenues by expanding the scope and size of our engagements, and we have grown our key client base primarily through our business development efforts and referrals from our existing clients.
Our non-IFRS measures of adjusted diluted EPS and adjusted net income exclude the impact of certain items, such as acquisition-related charges, impairment of assets, net of recoveries, share-based compensation expense, COVID-19 related charges and the tax effects of non-IFRS adjustments. 60 Year ended December 31, 2023 2022 2021 Reconciliation of adjusted gross profit Gross profit $ 755,761 $ 669,395 $ 494,988 Adjustments Depreciation and amortization expense 28,597 23,312 14,122 Share-based compensation expense - Equity settled 15,155 4,917 3,568 Adjusted gross profit $ 799,513 $ 697,624 $ 512,678 Reconciliation of adjusted selling, general and administrative expenses Selling, general and administrative expenses $ (537,075) $ (456,324) $ (343,004) Adjustments Depreciation and amortization expense 85,584 62,822 48,796 Share-based compensation expense - Equity settled 57,016 50,296 35,831 Acquisition-related charges, net (1) 21,092 13,612 12,860 Adjusted selling, general and administrative expenses $ (373,383) $ (329,594) $ (245,517) Reconciliation of adjusted profit from operations Profit from operations $ 198,962 $ 206,707 $ 144,433 Adjustments Share-based compensation expense - Equity settled 72,171 55,213 39,399 Acquisition-related charges, net (1) 46,993 27,456 28,271 COVID-19 related charges (2) — — 2,228 Adjusted profit from operations $ 318,126 $ 289,376 $ 214,331 Reconciliation of adjusted net income for the year Net income for the year $ 158,538 $ 148,891 $ 96,065 Adjustments Share-based compensation expense - Equity settled 72,099 55,213 39,399 Acquisition-related charges, net (1) 48,205 28,765 35,465 COVID-19 related charges (2) — — 2,228 Tax effects of non-IFRS adjustments (28,724) (15,146) (14,748) Adjusted net income for the year $ 250,118 $ 217,723 $ 158,409 Calculation of adjusted diluted EPS Adjusted net income 250,118 217,723 158,409 Diluted shares 43,594 42,855 42,076 Adjusted diluted EPS 5.74 5.08 3.76 Other data: Adjusted gross profit 799,513 697,624 512,678 Adjusted gross profit margin percentage 38.1 % 39.2 % 39.5 % Adjusted selling, general and administrative expenses (373,383) (329,594) (245,517) Adjusted selling, general and administrative expenses margin percentage (17.8) % (18.5) % (18.9) % Adjusted profit from operations 318,126 289,376 214,331 Adjusted profit from operations margin percentage 15.2 % 16.3 % 16.5 % Adjusted net income for the year 250,118 217,723 158,409 Adjusted net income margin percentage for the year 11.9 % 12.2 % 12.2 % (1) Acquisition-related charges include, when applicable, amortization of purchased intangible assets included in depreciation and amortization expense line on our consolidated statements of comprehensive income, interest charges on acquisition-related indebtedness, external deal costs, acquisition-related retention bonuses, integration costs, changes in the fair value of contingent consideration liabilities, charges for impairment of acquired intangible assets and other acquisition-related costs . 61 (2) COVID-19 related expenses include, when applicable, bad debt provision related to the effect of the COVID-19 pandemic on our clients’ businesses, donations and other expenses directly attributable to the pandemic that are both incremental to expenses incurred prior to the outbreak and not expected to recur once the crisis has subsided and operations return to normal and clearly separable from normal operations.
Our non-IFRS measures of adjusted diluted EPS and adjusted net income exclude the impact of certain items, such as acquisition-related charges, impairment of assets, net of recoveries, share-based compensation expense and the tax effects of non-IFRS adjustments. 53 Year ended December 31, 2024 2023 2022 Reconciliation of adjusted gross profit Gross profit $ 863,367 $ 755,761 $ 669,395 Adjustments Depreciation and amortization expense 36,034 28,597 23,312 Share-based compensation expense - Equity settled 23,937 15,155 4,917 Adjusted gross profit $ 923,338 $ 799,513 $ 697,624 Reconciliation of adjusted selling, general and administrative expenses Selling, general and administrative expenses $ (632,995) $ (537,075) $ (456,324) Adjustments Depreciation and amortization expense 100,181 85,584 62,822 Share-based compensation expense - Equity settled 58,833 57,016 50,296 Acquisition-related charges, net (1) 28,733 21,092 13,612 Adjusted selling, general and administrative expenses $ (445,248) $ (373,383) $ (329,594) Reconciliation of adjusted profit from operations Profit from operations $ 225,418 $ 198,962 $ 206,707 Adjustments Share-based compensation expense - Equity settled 82,770 72,171 55,213 Acquisition-related charges, net (1) 63,231 46,993 27,456 Adjusted profit from operations $ 371,419 $ 318,126 $ 289,376 Reconciliation of adjusted net income for the year Net income for the year $ 165,732 $ 158,538 $ 148,891 Adjustments Share-based compensation expense - Equity settled 82,618 72,099 55,213 Acquisition-related charges, net (1) 71,895 48,205 28,765 Tax effects of non-IFRS adjustments (34,819) (28,724) (15,146) Adjusted net income for the year $ 285,426 $ 250,118 $ 217,723 Calculation of adjusted diluted EPS Adjusted net income 285,426 250,118 217,723 Diluted shares 44,589 43,594 42,855 Adjusted diluted EPS 6.40 5.74 5.08 IFRS data: Gross profit margin percentage 35.7 % 36.1 % 37.6 % Profit from operations margin percentage 9.3 % 9.5 % 11.6 % Diluted EPS 3.72 3.64 3.47 Other data: Adjusted gross profit 923,338 799,513 697,624 Adjusted gross profit margin percentage 38.2 % 38.1 % 39.2 % Adjusted selling, general and administrative expenses (445,248) (373,383) (329,594) Adjusted selling, general and administrative expenses margin percentage (18.4) % (17.8) % (18.5) % Adjusted profit from operations 371,419 318,126 289,376 Adjusted profit from operations margin percentage 15.4 % 15.2 % 16.3 % Adjusted net income for the year 285,426 250,118 217,723 Adjusted net income margin percentage for the year 11.8 % 11.9 % 12.2 % 54 (1) Acquisition-related charges include, when applicable, amortization of purchased intangible assets included in depreciation and amortization expense line on our consolidated statement of comprehensive income, interest charges on acquisition-related indebtedness, external deal costs, acquisition-related retention bonuses, integration costs, changes in the fair value of contingent consideration liabilities, charges for impairment of acquired intangible assets and other acquisition-related costs .
Such increase is mainly explained by the remeasurement of contingent consideration related to the business combinations. Income Tax Expense See " Consolidated Financial Statements as of December 31, 2023 and December 31, 2022 and for each of the three years in the period ended December 31, 2023 — Summary of Significant Accounting Policies — Taxation —Current Income Tax ".
Income Tax Expense See " Consolidated Financial Statements as of December 31, 202 4 and December 31, 202 3 and for each of the three years in the period ended December 31, 202 4 — Summary of Significant Accounting Policies — Taxation —Current Income Tax ".
Year ended December 31, 2023 2022 (in millions, except percentages) Amount Variation Amount Variation Main variations in Selling, General and Administrative Expenses Salaries, employee benefits and social security taxes $ (212.4) 22.4 % $ (173.5) 24.6 % Professional services (49.9) 23.1 % (40.5) 31.1 % Depreciation and amortization expense (81.8) 38.3 % (59.2) 29.5 % 57 The increase of salaries, employee benefits, social security taxes and share based compensation was primarily attributable to the addition of sales and management executives.
Selling, general and administrative expense was $633.0 million for 2024, representing an increase of $95.9 million, or 17.9%, from $537.1 million for 2023. 50 Year ended December 31, 2024 2023 (in millions, except percentages) Amount Variation Amount Variation Main variations in Selling, General and Administrative Expenses Salaries, employee benefits and social security taxes $ (262.5) 23.6 % $ (212.4) 22.4 % Taxes (25.9) 29.3 % (20.0) 13.7 % Rental expenses (12.8) 39.5 % (9.1) 22.8 % The increase of salaries, employee benefits, social security taxes and share based compensation was primarily attributable to the addition of sales and management executives.
This increase of $121.0 million in net cash provided by operating activities was primarily attributable to a $49.4 million increase in profit before income tax expense adjusted for non-cash-items, a $66.0 million decrease in working capital, a $1.5 million decrease in the utilization of provision for contingencies and a $4.1 million decrease in income tax payments.
This decrease of $69.8 million in net cash provided by operating activities was primarily attributable to a $88.9 million increase in working capital, a $3.8 million increase in the utilization of provision for contingencies and a $20.2 million increase in income tax payments.
For discussion related to cash flows from operating activities during 2022 compared to 2021, refer to Part I, Item 5. Liquidity and Capital Resources, in our Annual Report on Form 20-F for the fiscal year ended December 31, 2022, which was filed with the SEC on February 28, 2023.
Liquidity and Capital Resources, in our Annual Report on Form 20-F for the fiscal year ended December 31, 2023, which was filed with the SEC on February 29, 2024.
For discussion related to cash flows from investing activities during 2022 compared to 2021, refer to Part I, Item 5. Liquidity and Capital Resources, in our Annual Report on Form 20-F for the fiscal year ended December 31, 2022, which was filed with the SEC on February 28, 2023.
Liquidity and Capital Resources, in our Annual Report on Form 20-F for the fiscal year ended December 31, 2023, which was filed with the SEC on February 29, 2024.
The following table sets forth our revenues by amount and as a percentage of our revenues by industry vertical for the periods indicated: Year ended December 31, 2023 2022 (in thousands, except percentages) By Industry Vertical Media and Entertainment $ 454,380 21.7 % $ 376,134 21.1 % Banks, Financial Services and Insurance 385,207 18.4 % 359,940 20.2 % Consumer, Retail & Manufacturing 351,880 16.8 % 254,500 14.3 % Professional Services 261,233 12.5 % 235,553 13.2 % Technology & Telecommunications 255,238 12.2 % 250,299 14.1 % Travel & Hospitality 187,346 8.9 % 139,170 7.8 % Health Care 167,705 8.0 % 128,669 7.2 % Other Verticals 32,950 1.5 % 35,978 2.1 % Total $ 2,095,939 100.0 % $ 1,780,243 100.0 % The Media and Entertainment industry vertical, our largest industry vertical, energized by digital consumption trends at our biggest client and our efforts in the Sports and Entertainment segment, resulting in positive yearly revenue expansion.
The following table sets forth our revenues by amount and as a percentage of our revenues by industry vertical for the periods indicated: Year ended December 31, 2024 2023 (in thousands, except percentages) By Industry Vertical Media and Entertainment $ 526,585 21.8 % $ 454,380 21.7 % Consumer, Retail & Manufacturing 447,592 18.5 % 351,880 16.8 % Banks, Financial Services and Insurance 443,972 18.4 % 385,207 18.4 % Travel & Hospitality 281,178 11.6 % 187,346 8.9 % Technology & Telecommunications 256,854 10.6 % 255,238 12.2 % Professional Services 252,580 10.5 % 261,233 12.5 % Health Care 173,905 7.2 % 167,705 8.0 % Other Verticals 33,023 1.4 % 32,950 1.5 % Total $ 2,415,689 100.0 % $ 2,095,939 100.0 % 48 Our largest segment, Media and Entertainment, experienced robust growth driven by digital consumption trends among our major clients and strategic initiatives in Gaming and Sports and Entertainment.
During the twelve months ended December 31, 2023 the Company granted a total of 378,323 awards under the Company's 2014 Equity Incentive Plan. Most of these awards were comprised of 50% RSUs and 50% PRSUs.
Between January 1, 2024 and the 2014 Equity Incentive Plan Termination Date, the Company granted a total of 188,489 awards under the Company's 2014 Equity Incentive Plan. Most of these awards were comprised of 50% RSUs and 50% PRSUs.
Other Financial Results, Net Other financial results, net consists of foreign exchange gain or loss on monetary assets and liabilities denominated in currencies other than the U.S. dollar, gain or loss on transactions with bonds, interest rate swaps, foreign exchange forward contracts and future contracts, mutual funds and T-Bills.
The increase of finance expense up to $32.2 million for the year ended December 31, 2024 from $23.8 million for the year ended December 31, 2023 was due to an increase in interest on borrowings. 51 Other Financial Results, Net Other financial results, net consists of foreign exchange gain or loss on monetary assets and liabilities denominated in currencies other than the U.S. dollar, gain or loss on transactions with bonds, foreign exchange forward contracts and future contracts and mutual funds.
As a client relationship matures and deepens, we seek to maximize our revenues and profitability by expanding the scope of services offered to that client and achieving higher profit margin assignments. During the three-year period ended December 31, 2023, we increased our revenues attributable to sales of technology solutions (primarily through digital transformation, data and cloud strategies).
During the three-year period ended December 31, 2024, we increased our revenues attributable to sales of technology solutions (primarily through digital transformation, data and cloud strategies).
Our Banks, Financial Services, and Insurance industry vertical grew due to our exposure to large global financial institutions across many units and geographies. The Consumer, Retail, and Manufacturing industry vertical, experienced revenue growth as companies in such industry continued to invest in their digital transformation efforts.
The Consumer, Retail, and Manufacturing segment also reported revenue gains as companies continued to invest in digital transformation, which in turn increased demand for our GUT Network. Our Banks, Financial Services, and Insurance segment grew, benefiting from our exposure to large global financial institutions across multiple units and geographies.
For further discussion of the 2014 Equity Incentive Plan, see “ Compensation —2014 Equity Incentive Plan". 66 On March 1, 2021, our board of directors adopted an Employee Stock Purchase Plan (the "ESPP").
For 2024, we recorded $3.5 million of share-based compensation expense related to these restricted stock unit agreements.For further discussion of the 2024 Equity Incentive Plan, see “Compensation—Equity Compensation Arrangements". Employee Stock Purchase Plan ("ESPP") On March 1, 2021, our board of directors adopted an ESPP.
Business Combinations During 2022, we entered into several share purchase agreements to expand our service offering and capacity. Our business combinations activity resulted in cash outflows of $126 million. The fair value of the consideration recognized in our financial statements amounted to $54.7 million, based on target achievements and price adjustments. See note 26 to our audited consolidated financial statements.
Our business combinations activity resulted in cash outflows of $278 million. The fair value of the consideration recognized in our financial statements amounted to $158.5 million, based on target achievements and price adjustments. See note 26 to our audited consolidated financial statements. As of December 31, 2024, we had cash and cash equivalents and current investments of $156.1 million.
The increase of finance income up to $4.8 million for the year ended December 31, 2023 from $2.8 million for the year ended December 31, 2022 was primarily attributable to accrued interests from savings accounts. Finance Expense Finance expense includes the interests from borrowings, leases contracts, banking fees and other finance expenses.
Finance Income Finance income consists of interest gains on time deposits, financed customers and savings accounts. The increase of finance income up to $5.3 million for the year ended December 31, 2024 from $4.8 million for the year ended December 31, 2023 was primarily attributable to accrued interests from savings accounts.
An increase in revenues from our top ten clients in 2023 reflects our ability to increase the scope of our engagement with our main customers. Our focus on delivering quality to our clients is reflected in the fact that existing clients from 2022 contributed 89.6% of our revenues in 2023.
Our focus on delivering quality to our clients is reflected in the fact that existing clients from 2023 contributed 93.7% of our revenues in 2024.
Gross profit margin was 36.1%, 37.6% and 38.2% for the years ended December 31, 2023, 2022 and 2021, respectively and adjusted gross profit margin was 38.1%, 39.2% and 39.5% for the years ended December 31, 2023, 2022 and 2021, respectively. • Our ability to deepen and expand the portfolio of services we offer while maintaining our high standard of quality.
Gross profit margin was 35.7%, 36.1% and 37.6% for the years ended December 31, 2024, 2023 and 2022, respectively and adjusted gross profit margin was 38.2%, 38.1% and 39.2% for the years ended December 31, 2024, 2023 and 2022, respectively.
During the year ended December 31, 2023, we received $38.4 million in mutual funds, T-bills and commercial papers, we invested $126.5 million in fixed and intangible assets, $271.7 million in acquisition-related transactions, and we received $9.5 million related to future and forward contracts.
During the year ended December 31, 2024, we received $12.2 million in mutual funds, T-bills and commercial papers, we invested $110.7 million in fixed and intangible assets, $304.4 million in acquisition-related transactions (acquisition of business, equity instruments and convertible notes), and we invested $1.0 million related to future and forward contracts. 56 For discussion related to cash flows from investing activities during 2023 compared to 2022, refer to Part I, Item 5.
Also included in cost of revenues is the portion of depreciation and amortization expense attributable to the portion of our property and equipment, right of use assets and intangible assets utilized in the delivery of services to our clients. 56 Our cost of revenues has increased in recent years in line with the growth in our revenues and reflects the expansion of our operations in Argentina, Brazil, Chile, Colombia, India, Mexico, Peru, Spain, United States and Uruguay primarily due to increases in salary costs, an increase in the number of our IT professionals and the opening of new delivery centers.
Our cost of revenues has increased in recent years in line with the growth in our revenues and reflects the expansion of our operations in the countries where we operate primarily due to increases in salary costs, an increase in the number of our IT professionals and the opening of new delivery centers.
Pursuant to the June 8, 2022 amendment adopted by our board of directors, we may issue stock awards up to an aggregate amount of 5,666,667 common shares under the 2014 Equity Incentive Plan.
For further discussion of the 2014 Equity Incentive Plan, see “ Compensation —Equity Compensation Arrangements". 2024 Equity Incentive Plan On July 2, 2024, our board of directors approved and adopted the 2024 Equity Incentive Plan, pursuant to which we may issue stock awards up to an aggregate amount of 2,000,000 common shares.
In addition, there was a $9.4 million increase in professional services related to consulting tax matters and legal and audit fees, also increase in subscriptions and license expenses and the impact of the acquired companies during 2023. Selling, general and administrative expenses as a percentage of revenues was 25.6% for both 2023 and for 2022.
There was also an increase of $9.5 million in taxes and rental expenses mainly related to impacts of acquired companies. Selling, general and administrative expenses as a percentage of revenues was 26.2% and 25.6% for 2024 and 2023, respectively.
We expect that as our revenues grow, our cost of revenues will increase. Our goal is to increase revenue per IT professional and thereby increase our gross profit margin. During 2023, our cost of revenues also increased due to the appreciation of the COP, MXN and BRL among others.
We expect that as our revenues grow, our cost of revenues will increase. Our goal is to increase revenue per IT professional and thereby increase our gross profit margin. Cost of revenues was $1,552.3 million for 2024, representing an increase of $212.1 million, or 15.8%, from $1,340.2 million for 2023.
Hourly rates vary by complexity of the project and the mix of staffing. The margin on our services is impacted by the increase in our costs in providing those services, which is influenced by wage inflation, market conditions and other factors.
The margin on our services is impacted by the increase in our costs in providing those services, which is influenced by wage inflation, market conditions and other factors. As a client relationship matures and deepens, we seek to maximize our revenues and profitability by expanding the scope of services offered to that client and achieving higher profit margin assignments.
B. Liquidity and Capital Resources Capital Resources Our primary sources of liquidity are cash flows from operating activities. For the year 2023, we derived 81.6% of our revenues from clients in North America and Latin America pursuant to contracts that are entered into by our subsidiaries located in the United States, Argentina, Chile, Mexico, Brazil, Canada, Peru and Colombia.
B. Liquidity and Capital Resources Capital Resources Our primary sources of liquidity are cash flows from operating activities. For the year 2024, we derived 77.8% of our revenues from clients in North America and Latin America. Our primary cash needs are for capital expenditures (consisting of additions to property and equipment and to intangible assets) and working capital.
Our results of operations in any given period are directly affected by the following additional company-specific factors: • Pricing of, and margin on, our services and revenue mix. For time-and-materials contracts, the hourly rates we charge for our Globers are a key factor impacting our gross profit margins and profitability.
Since time-and-materials is our main type of contract, the hourly rates we charge for our Globers are a key factor impacting our gross profit margins and profitability. Hourly rates vary by complexity of the project and the mix of staffing.
The increase of the allowance for expected credit losses was mainly attributable to the impact of factors that are specific to debtors, general economic conditions and an assessment of both the current as well as the forecast direction of conditions at the reporting date. Finance Income Finance income consists of interest gains on time deposits, financed customers and savings accounts.
The decrease in the allowance for expected credit losses was driven by an improvement in the collection of specific matured open trade receivables, despite the increase in the Company's DSO. This was attributable to factors that are specific to debtors, general economic conditions and an assessment of both the current and forecasted conditions at the reporting date.
The Technology and Telecommunications industry vertical, following a period of moderate expansion in the first half of the year, has stabilized in the second half, reflecting the essential demand of our services in a world increasingly reliant on digital technology.
Similarly, innovative partnerships and a resurgence in global mobility supported revenue expansion in our Travel and Hospitality segment. After a period of soft demand in the first half of the year, the Technology and Telecommunications segment improved modestly in the second half, underscoring the essential nature of our services in an increasingly digital world.
See " Additional Information — Taxation ". 62 The following table sets forth our historical capital expenditures for the years ended December 31, 2023 and 2022: Year ended December 31, 2023 2022 (In thousands) Total fixed assets acquisitions $ 34,008 $ 54,482 Total intangible assets acquisitions 116,638 129,904 Additions related to business combinations (40,182) (84,538) Total Capital Expenditures 110,464 99,848 Investments During 2022, we invested $99.8 million in capital expenditures primarily made to complete or develop our works on our delivery centers in Argentina: Buenos Aires and Tandil; India: Pune; and United Kingdom: London.
The following table sets forth our historical capital expenditures for the years ended December 31, 2024 and 2023: Year ended December 31, 2024 2023 (In thousands) Total fixed assets acquisitions $ 29,844 $ 34,008 Total intangible assets acquisitions 105,071 166,759 Additions related to business combinations (15,843) (90,303) Total Capital Expenditures 119,072 110,464 Investments During 2024 and 2023, we invested $119.1 million and $110.5 million in capital expenditures, respectively, consisting of $91.6 million and $79.8 million in internal developments and acquired licenses, respectively; and the remaining to complete or develop our works on our delivery centers. 55 Business Combinations During 2023, we entered into several share purchase agreements to expand our service offering and capacity.
If we raise cash through the issuance of indebtedness, we may be subject to additional contractual restrictions on our business.
If we raise cash through the issuance of indebtedness, we may be subject to additional contractual restrictions on our business. Currently, Globant LLC is a party to the Fourth A&R Credit Agreement with certain financial institutions listed therein, as lenders and HSBC Bank USA, N.A., as administrative agent, issuing bank and swingline lender.
Lastly, our Healthcare industry vertical also showed strong growth, demonstrating our focus on using technology to improve healthcare delivery, enhance clinical outcomes for patients, and incorporate preventive care practices.
In contrast, the Professional Services segment declined due to weaker demand for technology solutions and consulting services from select large private companies. Lastly, our Healthcare segment showed modest growth, reflecting our commitment to using technology to enhance healthcare delivery, improve clinical outcomes, and integrate preventive care practices.
Removed
See “ Information on the Company - Business overview — Seasonality .” Our results of operations are expected to benefit from government policies and regulations designed to foster the software industry in Argentina, primarily under the Software Promotion Law.
Added
See " O p erating and financial review and prospects - Oper a ting Result s - A djusted Diluted EPS and Adjusted Net Income . ". • Our ability to deepen and expand the portfolio of services we offer while maintaining our high standard of quality.
Removed
The Travel and Hospitality industry vertical revenue growth was supported by innovative partnerships and a resurgence in global mobility. The Professional Services industry vertical segment increased on the back of a wide range of technology solutions and consulting services aimed at helping companies to modernize their operations, improve efficiency and enhance customer experiences.

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Item 6. [Reserved]

Selected Financial Data — reserved (removed by SEC in 2021)

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The plan allows the administrator to grant awards denominated in common shares or other securities, stock equivalent units or RSUs, securities or debentures convertible into common shares or any combination of the foregoing, to eligible participants. Awards denominated in stock equivalent units will be credited to a bookkeeping reserve account solely for accounting purposes.
Stock Awards. The plan allows the administrator to grant awards denominated in common shares or other securities, stock equivalent units or RSUs, securities or debentures convertible into common shares or any combination of the foregoing, to eligible participants. Awards denominated in stock equivalent units will be credited to a bookkeeping reserve account solely for accounting purposes.
Among other matters, our audit committee: • is responsible for the appointment, compensation and retention of our independent auditors and reviews and evaluates the auditors’ qualifications, independence and performance; • oversees our auditors’ audit work and reviews and pre-approves all audit and non-audit services that may be performed by them; • reviews and approves the planned scope of our annual audit; • monitors the rotation of partners of the independent auditors on our engagement team as required by law; • reviews our financial statements and discusses with management and our independent auditors the results of the annual audit and the review of our quarterly financial statements; • reviews our critical accounting policies and estimates; • oversees the adequacy of our accounting and financial controls; • annually reviews the audit committee charter and the committee’s performance; • reviews and approves related-party transactions; • reviews our enterprise risk management (including cybersecurity); and • establishes and oversees procedures for the receipt, retention and treatment of complaints regarding accounting, internal controls or auditing matters and oversees enforcement, compliance and remedial measures under our code of conduct.
Among other matters, our audit committee: • is responsible for the appointment, compensation and retention of our independent auditors and reviews and evaluates the auditors’ qualifications, independence and performance; 72 • oversees our auditors’ audit work and reviews and pre-approves all audit and non-audit services that may be performed by them; • reviews and approves the planned scope of our annual audit; • monitors the rotation of partners of the independent auditors on our engagement team as required by law; • reviews our financial statements and discusses with management and our independent auditors the results of the annual audit and the review of our quarterly financial statements; • reviews our critical accounting policies and estimates; • oversees the adequacy of our accounting and financial controls; • annually reviews the audit committee charter and the committee’s performance; • reviews and approves related-party transactions; • reviews our enterprise risk management (including cybersecurity); and • establishes and oversees procedures for the receipt, retention and treatment of complaints regarding accounting, internal controls or auditing matters and oversees enforcement, compliance and remedial measures under our code of conduct.
The plan allows the administrator to grant awards of stock appreciation rights which entitle the holder to receive a payment in cash, in common shares, or in a combination of both, having an aggregate value equal to the product of the excess of the fair market value on the exercise date of the underlying common shares over the base price of the common shares specified in the grant agreement, multiplied by the number of common shares specified in the award being exercised. 73 Stock Awards.
The plan allows the administrator to grant awards of stock appreciation rights which entitle the holder to receive a payment in cash, in common shares, or in a combination of both, having an aggregate value equal to the product of the excess of the fair market value on the exercise date of the underlying common shares over the base price of the common shares specified in the grant agreement, multiplied by the number of common shares specified in the award being exercised.
In addition, she was admitted to the G50, Committee 200 and recognized as one of the Square Mile’s most inspiring Power 100 Women . Ms. Pinelli has also served as Chair of the Network for Teaching Entrepreneurship and a member of the World Economic Forum Global Growth Company Advisory Committee. We believe that Ms.
In addition, she was admitted to the G50, Committee 200 and recognized as one of the Square Mile’s most inspiring Power 100 Women. Ms. Pinelli has also served as Chair of the Network for Teaching Entrepreneurship and a member of the World Economic Forum Global Growth Company Advisory Committee. We believe that Mrs.
Migoya is qualified to serve on our board of directors due to his deep familiarity with our company and the perspective, experience, and operational expertise in the technology services industry that he has developed during his career and as our co-founder and Chief Executive Officer. Martín Gonzalo Umaran Mr.
Migoya is qualified to serve on our board of directors due to his deep familiarity with our company and the perspective, experience, and operational expertise in the technology services industry that he has developed during his career and as our co-founder and Chief Executive Officer. 60 Martín Gonzalo Umaran Mr.
The Company intends to renew the 10b5-1 plan in furtherance of additional future share repurchases for this purpose. 82 Pursuant to such authorization, our board of directors may repurchase up to a maximum number of shares representing 20% of the issued share capital for a net purchase price that is (i) no less than 50% of the lowest stock price and (ii) no more than 50% above the highest stock price, in each case being the closing price, as reported by the New York City edition of the Wall Street Journal, or, if not reported therein, any other authoritative sources to be selected by our board of directors, over the ten trading days preceding the date of the purchase (or the date of the commitment to the transaction).
The Company intends to renew the 10b5-1 plan in furtherance of additional future share repurchases for this purpose. 78 Pursuant to such authorization, our board of directors may repurchase up to a maximum number of shares representing 20% of the issued share capital for a net purchase price that is (i) no less than 50% of the lowest stock price and (ii) no more than 50% above the highest stock price, in each case being the closing price, as reported by the New York City edition of the Wall Street Journal, or, if not reported therein, any other authoritative sources to be selected by our board of directors, over the ten trading days preceding the date of the purchase (or the date of the commitment to the transaction).
These agreements may be terminated by us in case of termination with cause or resignation without good reason. 75 Pension, Retirement or Similar Benefits We do not pay or set aside any amounts for pension, retirement or other similar benefits for our officers or directors. C.
These agreements may be terminated by us in case of termination with cause or resignation without good reason. Pension, Retirement or Similar Benefits We do not pay or set aside any amounts for pension, retirement or other similar benefits for our officers or directors. C.
Urthiague has a MSc. in Finance and Capital Markets from Dublin City University and Bachelor’s degree in Business Administration from the Universidad de Buenos Aires . Patricia Pomies Mrs. Pomies has been our Chief Operating Officer since April 2021.
Urthiague has a MSc. in Finance and Capital Markets from Dublin City University and Bachelor’s degree in Business Administration from the Universidad de Buenos Aires . 64 Patricia Pomies Mrs. Pomies has been our Chief Operating Officer since April 2021.
In connection with the plan, the administrator approved the repurchase of up to 100,000 common shares, which number of common shares is automatically increased on the first day of each year for a period of ten years beginning on 2022, in an amount equal to the smallest of: (a) 0.5% of the number of common shares issued and outstanding on the immediately preceding 31 December or (b) 200,000 common shares; that as of the date of this annual report represents an aggregate of 700,000 common shares.
In connection with the plan, the administrator approved the repurchase of up to 100,000 common shares, which number of common shares is automatically increased on the first day of each year for a period of ten years beginning on 2022, in an amount equal to the smallest of: (a) 0.5% of the number of common shares issued and outstanding on the immediately preceding 31 December or (b) 200,000 common shares; that as of the date of this annual report represents an aggregate of 900,000 common shares.
Subject to adjustment as provided by the ESPP and unless otherwise provided by our compensation committee, the purchase price for each offering period shall be 90.0% of the fair market value of a common share on the purchase date. 83 On the offering date of each offering period, each participant in such offering period will be automatically granted an option to purchase the lesser of (a) that number of whole common shares determined by dividing the Dollar Limit (as defined below) by the fair market value of a common share on such offering date or (b) the Share Limit (as defined below).
Subject to adjustment as provided by the ESPP and unless otherwise provided by our compensation committee, the purchase price for each offering period shall be 90.0% of the fair market value of a common share on the purchase date. 79 On the offering date of each offering period, each participant in such offering period will be automatically granted an option to purchase the lesser of (a) that number of whole common shares determined by dividing the Dollar Limit (as defined below) by the fair market value of a common share on such offering date or (b) the Share Limit (as defined below).
He has led investments in or is a current or former Director or Advisor of several technology companies, including 99, Alog Data Centers do Brasil, Billtrust (Nasdaq: BTRS), Cloudblue, Dock, Globant (NYSE: GLOB), GOintegro, Greenhouse, Industrious, Insider, LAVCA, Mandic, MotionPoint, Navent, Nubox, Pixeon, RD Station, SecurityScorecard, Shiphero, Technisys, VTEX (NYSE: VTEX), among others. Mr.
He has led investments in or is a current or former Director or Advisor of several technology companies, including 99, Alog Data Centers do Brasil, BigID, Billtrust (Nasdaq: BTRS), Cloudblue, Dock, Globant (NYSE: GLOB), GOintegro, Greenhouse, Industrious, Insider, LAVCA, Mandic, MotionPoint, Navent, Nubox, Pixeon, RD Station, SecurityScorecard, Shiphero, Technisys, among others. Mr.
Duties of our compensation committee include: • reviewing and approving corporate goals and objectives relevant to compensation of our directors, chief executive officer and other members of senior management; • evaluating the performance of the chief executive officer and other members of senior management in light of those goals and objectives; • based on this evaluation, determining and approving the compensation of the chief executive officer and other members of senior management; • administering the issuance of common shares options and other awards to members of senior management and directors under our compensation plans; and • reviewing and evaluating, at least annually, the performance of the compensation committee and its members, including compliance of the compensation committee with its charter. 77 Mr.
Duties of our compensation committee include: • reviewing and approving corporate goals and objectives relevant to compensation of our directors, chief executive officer and other members of senior management; • evaluating the performance of the chief executive officer and other members of senior management in light of those goals and objectives; • based on this evaluation, determining and approving the compensation of the chief executive officer and other members of senior management; • administering the issuance of common shares options and other awards to members of senior management and directors under our compensation plans; and • reviewing and evaluating, at least annually, the performance of the compensation committee and its members, including compliance of the compensation committee with its charter.
Englebienne is qualified to serve on our board of directors due to his intimate familiarity with our company and his perspective, experience, and operational expertise in the technology services industry that he has developed during his career as our co-founder and executive officer. 68 Francisco Álvarez-Demalde Mr. Alvarez-Demalde has been a member of our board of directors since 2007.
Englebienne is qualified to serve on our board of directors due to his intimate familiarity with our company and his perspective, experience, and operational expertise in the technology services industry that he has developed during his career as our co-founder and executive officer. Francisco Álvarez-Demalde Francisco Alvarez-Demalde has been a member of our board of directors since 2007.
Pinelli received her Bachelor of Commerce from McMaster University and completed executive programs at Harvard Business School and the Kellogg School of Management. Ms. Pinelli has also participated as a speaker at the Most Powerful Women Summit, World Economic Form and G20 summits, and has been featured in the Wall Street Journal, Bloomberg, CNBC and Squawk Box.
Pinelli received her Bachelor of Commerce from McMaster University and completed executive programs at Harvard Business School and the Kellogg School of Management. Ms. Pinelli has also participated as a speaker at the Most Powerful Women Summit, World Economic Forum and G20 summits, and has been featured in the Wall Street Journal, Bloomberg, CNBC and Squawk Box.
ITEM 6. DIRECTORS, SENIOR MANAGEMENT AND EMPLOYEES A. Directors and Senior Management Directors The table below sets forth information concerning our directors as of the date of this annual report.
ITEM 6. DIRECTORS, SENIOR MANAGEMENT AND EMPLOYEES 59 A. Directors and Senior Management Directors The table below sets forth information concerning our directors as of the date of this annual report.
Odeen satisfies the “independence” requirements within the meaning of Section 303A of the corporate governance rules of the NYSE as well us under Rule 10A-3 under the Exchange Act. On May 13, 2014, our board of directors adopted a written charter for our audit committee.
Aguzin satisfies the “independence” requirements within the meaning of Section 303A of the corporate governance rules of the NYSE as well us under Rule 10A-3 under the Exchange Act. On May 13, 2014, our board of directors adopted a written charter for our audit committee.
We remain committed to continuously enhancing our career value proposition to provide optimal opportunities for our talented employees at Globant. 81 Compensation We provide our employees with a comprehensive compensation package comprising a base salary, a Short-Term Bonus, and long-term incentives (for eligible positions), alongside benefits.
We remain committed to continuously enhancing our career value proposition to provide optimal opportunities for our talented employees at Globant. 77 Compensation We provide our employees with a comprehensive compensation package comprising a base salary, a Short-Term Bonus, and long-term incentives (for eligible positions), alongside benefits.
The ESPP will continue in effect until terminated by the administrator. 84 On March 12, 2021, the administrator approved the participation in the Section 423 ESPP and Non-423 ESPP by several of the company's subsidiaries, pursuant to the following terms and conditions: Eligibility.
The ESPP will continue in effect until terminated by the administrator. 80 On March 12, 2021, the administrator approved the participation in the Section 423 ESPP and Non-423 ESPP by several of the company's subsidiaries, pursuant to the following terms and conditions: Eligibility.
Petroni Merhy holds a bachelor’s degree in Business Administration from Escola de Administração de Empresas Fundação Getúlio Vargas in Brazil. We believe that Ms. Petroni Merhy is qualified to serve on our board of directors due to her extensive business experience, risk management expertise and financial understanding. Philip Odeen Mr.
Petroni Merhy holds a bachelor’s degree in Business Administration from Escola de Administração de Empresas Fundação Getúlio Vargas in Brazil. We believe that Ms. Petroni Merhy is qualified to serve on our board of directors due to her extensive business experience, risk management expertise and financial understanding.
Such repurchases would be executed by our board of directors pursuant to the authorization granted by the general meeting of shareholders of the Company on May 31, 2019, according to the conditions set forth in article 430-15 of Luxembourg law of 10 August 1915 on commercial companies, as amended (the “Companies Law”).
Such repurchases would be executed by our board of directors pursuant to the authorization granted by the general meeting of shareholders of the Company on May 10, 2024, according to the conditions set forth in article 430-15 of Luxembourg law of 10 August 1915 on commercial companies, as amended (the “Companies Law”).
Of the stock-equivalent units granted, 50% were in the form of PSEUs and 50% were in the form of SEUs. There were 28,059 and 57,258 SEUs and PSEUs outstanding as of December 31, 2023 and December 31, 2022, respectively. E.
Of the stock-equivalent units granted, 50% were in the form of PSEUs and 50% were in the form of SEUs. There were 16,586, 28,059 and 57,258 SEUs and PSEUs outstanding as of December 31, 2024, 2023 and 2022, respectively. E.
Compensation Compensation of Board of Directors and Senior Management The total fixed and variable remuneration of our executive directors and senior management for the years ended December 31, 2023, 2022 and 2021 amounted to $7.0 million, $6.8 million and $6.7 million, respectively. We adopted an equity incentive plan in connection with the completion of our initial public offering.
Compensation Compensation of Board of Directors and Senior Management The total fixed and variable cash remuneration of our executive directors and senior management for the years ended December 31, 2024, 2023 and 2022 amounted to $7.8 million, $7.0 million and $6.8 million, respectively. We adopted the 2014 Equity Incentive Plan in connection with the completion of our initial public offering.
Amendment and Termination. No award will be granted under the plan after the close of business on the day before the tenth anniversary of the effective date of the plan (i.e., July 2, 2024). Our board of directors may amend or terminate the plan at any time. Shareholder approval is required to reprice underwater options.
No award will be granted under the plan after the close of business on the day before the tenth anniversary of the effective date of the plan (i.e., July 2, 2034). Our board of directors may amend or terminate the plan at any time. Shareholder approval is required to reprice underwater options.
Corporate Governance and Nominating Committee Our corporate governance and nominating committee identifies individuals qualified to become directors; recommends to our board of directors director nominees for each election of directors; develops and recommends to our board of directors criteria for selecting qualified director candidates; considers committee member qualifications, appointment and removal; recommends corporate governance guidelines applicable to us; and provides oversight in the evaluation of our board of directors and each committee.
Corporate Governance and Nominating Committee Our corporate governance and nominating committee identifies individuals qualified to become directors; recommends to our board of directors director nominees for each election of directors; develops and recommends to our board of directors criteria for selecting qualified director candidates; considers committee member qualifications, appointment and removal; recommends corporate governance guidelines applicable to us; and provides oversight in the evaluation of our board of directors and each committee. 73 The current members of our corporate governance and nominating committee are Ms.
Until December 31, 2023, the administrator has repurchased 116,000 common shares, and has delivered 94,745 common shares under the plan. 2021 Stock-Equivalent Units On December 1, 2021, the compensation committee, as administrator, approved the granting of awards in the form of stock-equivalent units to be settled in cash or common shares, or a combination thereof, under the 2014 Equity Incentive Plan for the equivalent to 26,000 common shares, subject to the following terms and conditions: Purpose.
Until December 31, 2024, the administrator has repurchased 182,000 common shares, and has delivered 140,246 common shares under the plan. 2021 Stock-Equivalent Units On December 1, 2021, the compensation committee, as administrator, approved the granting of awards in the form of stock-equivalent units to be settled in cash or common shares, or a combination thereof, under the 2014 Equity Incentive Plan for the equivalent to 26,000 common shares, subject to the following terms and conditions: Purpose.
Common shares issued under the ESPP may consist of common shares reacquired in open market purchases. On May 29, 2023, we entered into a 10b5-1 repurchase plan with HSBC Securities (USA) Inc., acting as agent for us, for the repurchase of an aggregate of up to 60,000 common shares. The 10b5-1 repurchase plan will expire on March 8, 2024.
Common shares issued under the ESPP may consist of common shares reacquired in open market purchases. On May 28, 2024, we entered into a 10b5-1 repurchase plan with HSBC Securities (USA) Inc., acting as agent for us, for the repurchase of an aggregate of up to 48,000 common shares. The 10b5-1 repurchase plan will expire on March 7, 2025.
Share Ownership Share Ownership The total number of shares of the Company beneficially owned by our directors and executive officers, as of the date of this annual report, was 1,117,915 (includes common shares subject to options that are currently exercisable or will be exercisable, and/or issuable upon settlement of RSUs that have vested or will vest, within 60 days of February 10, 2024), which represents 2.58% of the total shares of the Company (including common shares subject to options that are currently exercisable within 60 days of February 10, 2024).
Share Ownership Share Ownership The total number of shares of the Company beneficially owned by our directors and executive officers, as of the date of this annual report, was 1,062,286 (includes common shares subject to options that are currently exercisable or will be exercisable, and/or issuable upon settlement of RSUs that have vested or will vest, within 60 days from the date of this annual report), which represents 2.41% of the total shares of the Company (including common shares subject to options that are currently exercisable within 60 days of the date of this annual report).
See table in “ Major Shareholders and Related Party Transactions — Major Shareholders .” Share Options See “ Compensation — Compensation of Board of Directors and Senior Management — 2014 Equity Incentive Plan .”
See table in “ Major Shareholders and Related Party Transactions — Major Shareholders .” Share Options See “ Compensation — Compensation of Board of Directors and Senior Management — Equity Compensation Arrangements.”
Directors are elected by the general meeting of shareholders, and appointed for a period of up to four years; provided, however, that directors are elected on a staggered basis, with one-third of the directors being elected each year; and provided, further, that such term may be exceeded by a period up to the annual general meeting held following the fourth anniversary of the appointment, and each director will hold office until his or her successor is elected.
Our board of directors may also make decisions by means of resolutions in writing signed by all directors. 71 Directors are elected by the general meeting of shareholders, and appointed for a period of up to four years; provided, however, that directors are elected on a staggered basis, with one-third of the directors being elected each year; and provided, further, that such term may be exceeded by a period up to the annual general meeting held following the fourth anniversary of the appointment, and each director will hold office until his or her successor is elected.
The current members of our audit committee are Mses. Pinelli and Rottenberg and Mr. Odeen, with Mr. Odeen serving as the chairman and Ms. Pinelli serving as the audit committee financial expert as currently defined under applicable SEC rules. Each of Mses. Pinelli and Rottenberg and Mr.
The current members of our audit committee are Mses. Pinelli and Rottenberg and Mr. Alejandro Nicolas Aguzin, with Mrs. Pinelli serving as the chairman and as the audit committee financial expert as currently defined under applicable SEC rules. Each of Mses. Pinelli and Rottenberg and Mr.
The compensation committee further approved that the maximum number of authorized stock-equivalent units may be increased to the extent that the total share-based compensation of the Company during 2022 does not exceed an amount equal to 3.2% of the Company's consolidated revenues during 2022. 85 From its adoption until the date of this annual report, we have granted to eligible employees 37,983 SEUs and PSEUs, net of any cancelled and/or forfeited awards.
The compensation committee further approved that the maximum number of authorized stock-equivalent units may be increased to the extent that the total share-based compensation of the Company during 2022 does not exceed an amount equal to 3.2% of the Company's consolidated revenues during 2022. 81 From its adoption until the 2014 Equity Incentive Plan Termination Date, we have granted to eligible employees 35,142 SEUs and PSEUs, net of any cancelled and/or forfeited awards.
Pinelli served as Global Vice Chair of Ernst & Young LLP (“EY”) from 2011 to 2017 and led EY’s Global Strategic Growth Business unit with a focus on serving private and public companies poised for exponential growth and supported entrepreneurs. Ms.
Pinelli previously served as a board director and Chair of the Audit Committee for Clarim Acquisition Corporation. Previously, Ms. Pinelli served as Global Vice Chair of Ernst & Young LLP (“EY”) from 2011 to 2017 and led EY’s Global Strategic Growth Business unit with a focus on serving private and public companies poised for exponential growth and supporting entrepreneurs. Ms.
In November 2021, our corporate governance and nominating committee approved an amendment to its charter intended to enhance our corporate governance practices, including, among others, a broader view of diversity in our board nominees selection process, an increased emphasis on attracting and/or retaining director nominees with certain specific skills and diverse experience, and the enhancement of our environmental, social and governance performance.
In November 2021, our corporate governance and nominating committee approved an amendment to its charter intended to enhance our corporate governance practices, including, among others, an increased emphasis on attracting and/or retaining director nominees based on merit, specific skills and experience, and the enhancement of our environmental, social and governance performance.
Odeen and Alvarez Demalde, with Mr. Odeen serving as chairman. Each of Messrs. Odeen and Alvarez Demalde satisfies the “independence” requirements within the meaning of Section 303A of the corporate governance rules of the NYSE.
Petroni Merhy and Messrs. Alvarez-Demalde and Andrew McLaughlin, with Ms. Petroni Merhy serving as chairman. Each of Ms. Petroni Merhy and Messrs. Alvarez-Demalde and McLaughlin satisfies the “independence” requirements within the meaning of Section 303A of the corporate governance rules of the NYSE.
Rottenberg is qualified to serve on our board of directors due to her knowledge and experience in the technology industry and experience serving as a director of other companies. Maria Pinelli Ms. Pinelli has served as a member of our board of directors since April 2021 and our audit committee since August 2021.
Rottenberg is qualified to serve on our board of directors due to her knowledge and experience in the technology industry and experience serving as a director of other companies. Maria Pinelli Ms.
The variable component of our compensation package is strategically designed to reinforce our organizational values and culture, facilitate employee growth and development, and align with our business objectives of performance-driven remuneration and talent cultivation.
The variable component of our compensation package is strategically designed to reinforce our organizational values and culture, facilitate employee growth and development, and align with our business objectives of performance-driven remuneration and talent cultivation. Our Short-Term Incentive Plan recognizes the performance for middle management positions and up.
Pinelli is well-qualified to serve as a director and financial expert due to her previous leadership roles, international business experience, financial acumen and extensive experience in advising growth companies. 70 Senior Management As of the date of this annual report, our group senior management is made up of the following members: Name Position Martín Migoya Chief Executive Officer Martín Umaran Chief Corporate Development Officer – President for EMEA Guibert Englebienne President of Globant X and Globant Ventures – President for Latin America Juan Ignacio Urthiague Chief Financial Officer Patricia Pomies Chief Operating Officer Yanina Conti Chief Accounting Officer Wanda Weigert Chief Brand Officer Diego Tártara Chief Technology Officer Patricio Pablo Rojo General Counsel The following is the biographical information of the members of our group senior management other than Mrs.
Senior Management As of the date of this annual report, our group senior management is made up of the following members: Name Position Martín Migoya Chief Executive Officer Martín Umaran Chief Corporate Development Officer – President for EMEA Guibert Englebienne President of Globant X and Globant Ventures – President for Latin America Juan Ignacio Urthiague Chief Financial Officer Patricia Pomies Chief Operating Officer Yanina Maria Conti Chief Accounting Officer Wanda Weigert Chief Brand Officer Diego Tártara Chief Technology Officer Patricio Pablo Rojo General Counsel The following is the biographical information of the members of our group senior management other than Mrs.
Additionally, she was responsible for content production and tracking of “Equality Connect,” a program directly supported by the Argentinian Government to distribute more than 3.5 million netbooks within the Argentine public education system. Mrs.
Additionally, she was responsible for content production and tracking of “Equality Connect,” a program directly supported by the Argentinian Government to distribute more than 3.5 million netbooks within the Argentine public education system. Mrs. Pomies has been a Professor of Social Communication at Maimonides University and Assistant Professor of Communication Sciences at the University of Buenos Aires.
No indemnification will be provided with respect to any matter as to which the director or officer shall have been finally adjudicated to have acted in bad faith and not in our interest, nor will indemnification be provided in the event of a settlement (unless approved by a court or our board of directors). 76 Board Committees Our board of directors has established an audit committee, a compensation committee and a corporate governance and nominating committee, as well as the position of lead independent director.
No indemnification will be provided with respect to any matter as to which the director or officer shall have been finally adjudicated to have acted in bad faith and not in our interest, nor will indemnification be provided in the event of a settlement (unless approved by a court or our board of directors).
Effective October 3, 2023, the board of directors appointed Ms. Linda Rottenberg to serve as the lead independent director. D. Employees Our Globers People are one of our most valuable assets.
On November 13, 2024, the board of directors re-appointed Ms. Linda Rottenberg to serve as the lead independent director. D. Employees Our Globers People are one of our most valuable assets.
(KKR), where he focused on leveraged buyouts in the technology industry and other sectors. He also previously held roles with Eton Park Capital Management and Goldman Sachs & Co. Mr. Alvarez-Demalde has invested and been actively involved in the development, operations, and growth of several successful businesses across North America, Latin America and other geographies. Mr.
He also previously held roles with Goldman Sachs & Co, and other companies. Mr. Alvarez-Demalde has invested and been actively involved in the development, operations, and growth of several successful businesses across North America, Latin America and other geographies. Mr.
The current members of our corporate governance and nominating committee are Ms. Mayumi Petroni Merhy and Mr. Alvarez-Demalde, with Mr. Alvarez-Demalde serving as chairman. Each of Ms. Mayumi Petroni Merhy and Mr. Alvarez-Demalde satisfies the “independence” requirements within the meaning of Section 303A of the corporate governance rules of the NYSE.
The current members of our compensation committee are Messrs. Alvarez Demalde, Andrew McLaughlin and Alejandro Nicolas Aguzin, with Mr. Alvarez Demalde serving as chairman. Each of Messrs. Alvarez Demalde, McLaughlin and Aguzin satisfies the “independence” requirements within the meaning of Section 303A of the corporate governance rules of the NYSE.
Petroni Merhy has served as a member of our board of directors and as member of our corporate governance and nominating committee since April 2022. She is a Managing Director, Head of Business Advisory & Execution and member of the Management Committee for the Investment and Corporate Banking in Asia Pacific at JPMorgan Chase. Prior to that, Ms.
She is a Managing Director, Head of Business Advisory & Execution and member of the Management Committee for the Investment and Corporate Banking in Asia Pacific at JPMorgan Chase. Prior to that, Ms.
Migoya holds a degree in electronic engineering from Universidad Nacional de La Plata (UNLP) and a master’s degree in business administration, from the University of CEMA.
He is a member of the Young Presidents’ Organization and a board member of Endeavor Argentina. Mr. Migoya holds a degree in electronic engineering from Universidad Nacional de La Plata (UNLP) and a master’s degree in business administration, from the University of CEMA.
In this respect, independent members of our board of directors are eligible to receive cash and/or share based compensation for their services as directors, as well as reimbursement of reasonable and documented costs and expenses incurred by them in connection with attending any meetings of our board of directors or any committees thereof. 74 During 2023, we paid an aggregate cash compensation of $575,000 and we granted a total of 3,191 RSUs to the independent members of our board of directors, as further described below.
In this respect, independent members of our board of directors are eligible to receive cash and/or share based compensation for their services as directors, as well as reimbursement of reasonable and documented costs and expenses incurred by them in connection with attending any meetings of our board of directors or any committees thereof.
Pablo has a law degree from the Pontificia Universidad Católica Argentina "Santa María de los Buenos Aires" and has completed post-graduate studies in law and economics at Torcuato Di-Tella University. B.
Between 2006 and 2007, he was an International Associate at the New York office of Simpson, Thacher & Bartlett LLP. Pablo has a law degree from the Pontificia Universidad Católica Argentina "Santa María de los Buenos Aires" and has completed post-graduate studies in law and economics at Torcuato Di-Tella University. B.
See “ Compensation — 2014 Equity Incentive Plan ” below for further information. From the adoption of that plan until December 31, 2023 we granted to members of our senior management and certain other employees 30,000 stock awards, options to purchase 2,248,122 common shares, 2,584,777 RSUs and PRSUs, and 37,983 SEUs and PSEUs, net of any cancelled and/or forfeited awards.
From the adoption of the 2014 Equity Incentive Plan until the 2014 Equity Incentive Plan Termination Date we granted to members of our senior management and certain other employees 30,000 stock awards, options to purchase 2,248,122 common shares, 2,683,791 RSUs and PRSUs, and 35,142 SEUs and PSEUs, net of any cancelled and/or forfeited awards.
From 2002 to 2005, she worked at Jota Group, a publishing house where she was responsible for the development of corporate communications tools for different multinational customers. Mrs. Weigert created and supervises Globant’s communications department. As our Chief Brand Officer, she coordinates Globant’s relationships with the press throughout the globe.
She joined Globant in 2005 and worked for two years in the Internet marketing department as a senior consultant. From 2002 to 2005, she worked at Jota Group, a publishing house where she was responsible for the development of corporate communications tools for different multinational customers. Mrs. Weigert created and supervises Globant’s communications department.
Name Position Age Date of Appointment Current Term Expiring at Annual Meeting of Shareholders to Be Held in Year Martín Migoya Chairman of the Board and Chief Executive Officer 56 April 2, 2021 2024 Martín Gonzalo Umaran Director - Chief Corporate Development Officer & President for EMEA 55 April 19, 2023 2026 Guibert Andrés Englebienne Director - President of Globant X and Globant Ventures - President for Latin America 57 April 19, 2023 2026 Francisco Álvarez-Demalde Director 45 April 22, 2022 2025 Andrea Mayumi Petroni Merhy Director 48 April 22, 2022 2025 Philip A.
Name Position Age Date of Appointment Current Term Expiring at Annual Meeting of Shareholders to Be Held in Year Martín Migoya Chairman of the Board and Chief Executive Officer 57 May 10, 2024 2027 Martín Gonzalo Umaran Director - Chief Corporate Development Officer & President for EMEA 56 April 19, 2023 2026 Guibert Andres Englebienne Director - President of Globant X and Globant Ventures - President for Latin America 58 April 19, 2023 2026 Francisco Álvarez-Demalde Director 46 April 22, 2022 2025 Linda Rottenberg Director - Lead Independent Director 56 April 19, 2023 2026 Maria Pinelli Director 62 April 22, 2022 2025 Andrea Mayumi Petroni Merhy Director 49 April 22, 2022 2025 Andrew McLaughlin Director 55 May 10, 2024 2027 Alejandro Nicolas Aguzin Director 56 May 10, 2024 2027 Directors may be re-elected for one or more terms of up to four-years.
She is a global C-suite executive and CEO of Strategic Growth Advisors, LLC. She currently serves as a member of the Board of Directors, Chair of the Audit Committee for International Game Technology, PLC., and as a member of the Board of Directors, Chair of the Audit Committee, and member of the Compensation Committee for Archer Aviation, Inc.
She currently serves as a member of the Board of Directors, Chair of the Audit Committee for International Game Technology, PLC., and as a member of the Board of Directors, Chair of the Audit Committee, and member of the Compensation Committee for Archer Aviation, Inc. From 2020 to 2022, Ms.
A performance target may be stated as an absolute value or as a value determined relative to prior performance, one or more indexes, budget, one or more peer group companies, any other standard selected by the administrator, or any combination thereof.
Performance targets may include minimum, maximum, intermediate and target levels of performance, with the size of the performance-based stock award or the lapse of restrictions with respect thereto based on the level attained. 67 A performance target may be stated as an absolute value or as a value determined relative to prior performance, one or more indexes, budget, one or more peer group companies, any other standard selected by the administrator, or any combination thereof.
Attracting and retaining the right employees is critical to the success of our business and is a key factor in our ability to meet our client’s needs and the growth of our client and revenue base.
Attracting and retaining the right employees is critical to the success of our business and is a key factor in our ability to meet our client’s needs and the growth of our client and revenue base. As of December 31, 2024, 2023 and 2022, on a consolidated basis, we had 31,280, 29,150 and 27,122 employees, respectively.
Our board of directors may from time to time establish other committees. Audit Committee Our audit committee oversees our corporate accounting and financial reporting process.
Board Committees Our board of directors has established an audit committee, a compensation committee and a corporate governance and nominating committee, as well as the position of lead independent director. Our board of directors may from time to time establish other committees. Audit Committee Our audit committee oversees our corporate accounting and financial reporting process.
In addition, we replaced our existing variable compensation arrangements with a new short-term incentive plan providing for the payment of bonuses based on the achievement of certain financial and operating performance measures. 72 On November 15, 2023 our board of directors adopted a Policy for Recovery of Erroneously Awarded Incentive-Based Compensation (the "Clawback Policy"), effective as of October 2, 2023.
See “ Compensation — 2014 Equity Incentive Plan ” below for further information. In addition, we replaced our then existing variable compensation arrangements with a new short-term incentive plan providing for the payment of bonuses based on the achievement of certain financial and operating performance measures.
He previously served in this role from 2013 to 2018. Prior to his return to Globant, he spent almost three years as our external counsel, assisting Globant with several transactions and critical initiatives. Prior to joining Globant in 2013, Mr.
Prior to his return to Globant, he spent almost three years as our external counsel, assisting Globant with several transactions and critical initiatives. Prior to joining Globant in 2013, Mr. Rojo worked as a corporate and banking law associate at the law firm Marval O'Farrel & Mairal from 2002 to 2006 and from 2007 to 2013.
Alvarez-Demalde is also a Global Ambassador with Endeavor and interested in non-profit initiatives related to education. We believe that Mr. Álvarez-Demalde is qualified to serve on our board of directors due to his considerable business experience in the technology industry and his experience serving as a director of other companies. Andrea Mayumi Petroni Merhy Ms.
Alvarez-Demalde is qualified to serve on our board of directors due to his considerable business experience in the technology industry and his experience serving as a director of other companies. 61 Linda Rottenberg Ms.
She is also responsible for developing both our internal and external communications strategies. Mrs.
As our Chief Brand Officer, she coordinates Globant’s relationships with the press throughout the globe. She is also responsible for developing both our internal and external communications strategies. Mrs.
Conti worked for Ernst & Young, auditing large public and private firms and gaining experience with IFRS accounting and audit procedures. As our Chief Accounting Officer, Mrs. Conti is in charge of accounting, payroll, external audit and reporting. Mrs. Conti has a degree in business administration from the Universidad de Buenos Aires and is a chartered accountant. Wanda Weigert Mrs.
Conti is in charge of accounting, payroll, external audit and reporting. Mrs. Conti has a degree in business administration from the Universidad de Buenos Aires and is a chartered accountant. Wanda Weigert Mrs. Weigert has been our Chief Brand Officer since November 2018. From 2007 to 2018, she served as our Communications Manager and Director of Communications and Marketing.
Weigert holds a bachelor’s degree in social communications from Universidad Austral and she completed her post-graduate studies in marketing at the Pontificia Universidad Católica Argentina “Santa Maria de los Buenos Aires." Diego Tártara Diego Tártara is our Chief Technology Officer and is in charge of overseeing our Studios and all technology offerings, including Business Hacking, and Adaptive Organizations.
Weigert holds a bachelor’s degree in social communications from Universidad Austral and she completed her post-graduate studies in marketing at the Pontificia Universidad Católica Argentina “Santa Maria de los Buenos Aires." Diego Tártara Diego Tártara is our Chief Technology Officer and is responsible for ensuring that Globant’s teams around the world develop and deliver innovative solutions that create value for each client as they navigate today’s constantly evolving industries.
As of the date of this annual report, our board of directors is evaluating several candidates to fill this vacancy. Martín Migoya Mr. Migoya has served as Chairman of our board of directors and Chief Executive Officer since 2005. He founded our company together with Messrs. Englebienne, Nocetti and Umaran in 2003.
Migoya has served as Chairman of our board of directors and Chief Executive Officer since 2005. He founded our company together with Messrs. Englebienne, Nocetti and Umaran in 2003. His mission is to reinvent the professional services industry through agility and disruptive innovation at all levels of the organization.
Globant S.A. was incorporated in Luxembourg on December 10, 2012. References to the terms of service or appointment of our directors and senior management in the following biographies include their service to our predecessor companies, which were organized in Spain. 67 Mr. Richard Haythornthwaite resigned as a director of the Company effective as of September 30, 2023.
Directors appointed to fill vacancies remain in office until the next general meeting of shareholders. Globant S.A. was incorporated in Luxembourg on December 10, 2012. References to the terms of service or appointment of our directors and senior management in the following biographies include their service to our predecessor companies. Martín Migoya Mr.
Recruitment We are committed to offering a flexible and empathetic recruiting process which personalizes the experiences of our candidates, with a strong, people-centered approach at the heart of our value proposition.
We believe our relations with our employees are good and we have not experienced any significant labor disputes or work stoppages. 75 Recruitment At Globant, we are committed to offering a flexible and empathetic recruiting process that personalizes the candidate experience while maintaining a strong, people centered approach at the heart of our value proposition.
Attraction We are constantly looking for talent who are motivated to be part of a leading company that uses the latest technologies in the digital field to reinvent organizations and industries. Since our inception, we believe we have become a unique player for talent in the countries where we have operations.
Through strong partnerships with universities, NGOs, tech clusters, and professional organizations, we contribute to the development of the technological ecosystem while creating opportunities for both current and future Globers. Attraction We are constantly looking for talent who are motivated to be part of a leading company that uses the latest technologies in the digital field to reinvent organizations and industries.
Furthermore, we extend a long-term incentive scheme to key personnel in the form of share-based compensation, ensuring alignment of interests between employees and the company's long-term success. We provide a comprehensive range of benefits designed to support our employees and their families.
Payouts are contingent upon attaining key performance metrics, including individual achievements, management feedback, and Globant's overall performance. Furthermore, we extend a long-term incentive scheme to key personnel in the form of share-based compensation, ensuring alignment of interests between employees and the company's long-term success. We understand that our employees' well-being and professional growth are essential.
We continue to draw talent primarily from Latin America and Asia’s abundantly skilled talent base. We believe our relations with our employees are good and we have not experienced any significant labor disputes or work stoppages.
We continue to draw talent primarily from Latin America and Asia’s abundantly skilled talent base.
Pomies has been a Professor of Social Communication at Maimonides University and Assistant Professor of Communication Sciences at the University of Buenos Aires. 71 Yanina Conti Mrs. Conti has been our Chief Accounting Officer since 2017. From 2013 until 2017, she served as our SEC Reporting and Audit Manager. From 2004 to 2013, Mrs.
Yanina Maria Conti Mrs. Conti has been our Chief Accounting Officer since 2017. From 2013 until 2017, she served as our SEC Reporting and Audit Manager. From 2004 to 2013, Mrs. Conti worked for Ernst & Young, auditing large public and private firms and gaining experience with IFRS accounting and audit procedures. As our Chief Accounting Officer, Mrs.
Our main purpose is to help our clients design and scale their teams with the best talent, being able to meet and exceed the increasing demand for digital and IT services.
Our goal is to help clients design and scale their teams with the best talent, ensuring we meet and exceed the increasing demand for digital and IT services. With a global presence spanning North America, Latin America, Europe, Asia, and Oceania, we have built a decentralized strategy that allows us to expand and diversify our talent sources worldwide.
Rottenberg was granted additional 193 RSUs (valued at $37,501 as of the grant date), which are conditioned upon approval by shareholders at our annual general meeting. ** Mr. Richard Haythornthwaite resigned as a director of the Company effective as of September 30, 2023. Members of our senior management who are members of our board of directors (Messrs.
Rottenberg was granted additional 165 RSUs (valued at $37,278.45 as of the grant date). ** Mr. Andrew McLaughlin was appointed by the board of directors effective on March 27, 2024, subject to election by the Company shareholders, which was approved at the Annual General Meeting held on May 10, 2024. *** Mr.
A copy of this policy is included as Exhibit 97.1 to this Annual Report. 2014 Equity Incentive Plan On July 3, 2014, our board of directors and shareholders approved and adopted our 2014 Equity Incentive Plan, which was amended on May 9, 2016, February 13, 2019, May 18, 2021 and June 8, 2022.
A copy of this policy is included as Exhibit 97.1 to this Annual Report. On July 2, 2024, we adopted the 2024 Equity Incentive Plan. See “Compensation—2024 Equity Incentive Plan" below for further information.
Pursuant to the June 8, 2022 amendment adopted by our board of directors, we may issue stock awards up to an aggregate amount of 5,666,667 common shares under the 2014 Equity Incentive Plan. As of December 31, 2023, the number of common shares available for issuance pursuant to existing un-exercised and/or unvested and future stock awards was 2,365,114.
Shareholder approval is required to reprice underwater options. 2024 Equity Incentive Plan On July 2, 2024, our board of directors approved and adopted the 2024 Equity Incentive Plan, pursuant to which we may issue stock awards up to an aggregate amount of 2,000,000 common shares.
Except as described below, all such compensation had been previously approved by our shareholders at our 2023 annual general meeting: Name Cash Compensation RSUs RSUs value as of grant date Total Compensation Francisco Álvarez-Demalde $ 100,000 518 $ 99,921 $ 199,921 Andrea Mayumi Petroni Merhy 100,000 518 99,921 199,921 Philip A.
All such compensation had been approved by our shareholders at our 2024 annual general meeting: Name Cash Compensation RSUs RSUs value as of grant date Total Compensation Francisco Álvarez-Demalde $ 100,000 676 $ 136,813 $ 236,813 Linda Rottenberg $ 100,000 841* $ 174,092 $ 274,092 Maria Pinelli $ 100,000 676 $ 136,813 $ 236,813 Andrea Mayumi Petroni Merhy $ 100,000 676 $ 136,813 $ 236,813 Andrew McLaughlin** $ 75,000 564 $ 111,918 $ 186,918 Alejandro Nicolas Aguzin*** $ 75,000 564 $ 111,918 $ 186,918 Philip Odeen**** $ 50,000 112 $ 24,895 $ 74,895 Totals $ 600,000 4,109 $ 833,262 $ 1,433,262 _______________ * As additional compensation for her role as Lead Independent Director during 2024, Mrs.
See " Liquidity and Capital Resources — Equity Compensation Arrangements " above for further information.
See " Liquidity and Capital Resources — Equity Compensation Arrangements " above for further information. On November 15, 2023 our board of directors adopted a Policy for Recovery of Erroneously Awarded Incentive-Based Compensation (the "Clawback Policy"), effective as of October 2, 2023.
Diego has more than 20 years of experience developing small, mid and large scale software, and has a strong background in desktop, embedded and backend development and a passion for C/C++, gaming and graphics. Patricio Pablo Rojo Mr. Rojo has been our General Counsel since October 2021. He has the overall responsibility of supervising Globant´s Legal and Compliance department.
Tártara remains closely connected to Globant’s various development teams, ensuring the high quality of products and the growth of each Globant team member. 65 Patricio Pablo Rojo Mr. Rojo has been our General Counsel since October 2021. He has the overall responsibility of supervising Globant´s Legal and Compliance department. He previously served in this role from 2013 to 2018.
Odeen is qualified to serve on our board of directors due to his experience in leadership and guidance of public and private companies as a result of his varied global business, governmental and non-profit experience. 69 Linda Rottenberg Ms.
Aguzin is qualified to serve on the board of directors due to his previous leadership roles, international business experience and financial acumen.
Removed
Odeen Director 88 April 2, 2021 2024 Linda Rottenberg Director - Lead Independent Director 55 April 19, 2023 2026 Maria Pinelli Director 61 April 22, 2022 2025 Directors may be re-elected for one or more terms of up to four-years. Directors appointed to fill vacancies remain in office until the next general meeting of shareholders.
Added
He is a Co-Founder and Managing Partner of Riverwood Capital, one of the leading investment firms solely dedicated to technology growth and scalability, and the largest investor in Globant. Prior to establishing Riverwood, Mr. Alvarez-Demalde was an investment executive at Kohlberg Kravis Roberts & Co. (KKR), where he focused on leveraged buyouts in the technology industry and other sectors.
Removed
His mission is to reinvent the professional services industry through agility and disruptive innovation at all levels of the organization. He is a member of the Young Presidents’ Organization and a board member of Endeavor Argentina. Mr.
Added
Alvarez-Demalde is also a Global Ambassador with Endeavor, a director of illumyn Impact, Founder of LTF and Digitar, and interested in nonprofit initiatives related to education. We believe that Mr.
Removed
Mr. Álvarez-Demalde served as a member of Globant’s Corporate Governance and Nominating Committee since April 21, 2020, and as a chair of such committee since September 30, 2023. He is a co-founder and managing partner of Riverwood Capital, a leading growth-capital private equity firm focused on the global technology industry, and one of the largest early investors in Globant. Mr.
Added
Pinelli has served as a member of our board of directors since April 2021 and our audit committee since August 2021, and as a chair of the audit committee since June 7, 2024. She is a global C-suite executive and CEO of Strategic Growth Advisors, LLC.

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Item 7. Management's Discussion & Analysis

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

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This policy indicates, based on certain specific parameters, which transactions should be submitted for approval by either our Audit Committee or our general counsel. C. Interests of Experts and Counsel Not applicable. 88
This policy indicates, based on certain specific parameters, which transactions should be submitted for approval by either our Audit Committee or our general counsel. C. Interests of Experts and Counsel Not applicable.
Common shares subject to options, RSUs, warrants or other convertible or exercisable securities that are currently convertible or exercisable or convertible or exercisable within 60 days of February 10, 2024 are deemed to be outstanding and beneficially owned by the person holding such securities.
Common shares subject to options, RSUs, warrants or other convertible or exercisable securities that are currently convertible or exercisable or convertible or exercisable within 60 days of the date of this annual report are deemed to be outstanding and beneficially owned by the person holding such securities.
Major Shareholders The following table sets forth information regarding beneficial ownership of our common shares as of December 31, 2023 by: • each of our directors and members of senior management individually; • all directors and members of senior management as a group; and • each shareholder whom we know to own beneficially more than 5% of our common shares.
Major Shareholders The following table sets forth information regarding beneficial ownership of our common shares as of February 24, 2025 (except where noted) by: • each of our directors and members of senior management individually; • all directors and members of senior management as a group; and • each shareholder whom we know to own beneficially more than 5% of our common shares.
Rowe Price New Horizons Fund, Inc. is 100 E. Pratt Street, Baltimore, MD 21202. (13) Based on a Schedule 13G/A filed with the SEC on February 9, 2024, Wasatch Advisors, LP beneficially owns 3,145,883 of our common shares, and has sole and dispositive power with respect to all of such shares.
Rowe Price Associates, Inc.'s principal place of business is 100 E. Pratt Street, Baltimore, MD 21202, United States. 83 (11) Based on a Schedule 13G/A filed with the SEC on February 9, 2024, Wasatch Advisors, LP beneficially owns 3,145,883 of our common shares, and has sole and dispositive power with respect to all of such shares.
It has sole dispositive power with respect to 2,292,516 shares. The address of J.P. Morgan Chase & Co.´s principal business office is 383 Madison Avenue, New York, NY 10179. B. Related Party Transactions For a summary of our revenue and expenses and receivables and payables with related parties, please see note 24 to our audited consolidated financial statements.
Morgan Chase & Co.´s principal business office is 383 Madison Avenue, New York, NY 10179, United States. B. Related Party Transactions For a summary of our revenue and expenses and receivables and payables with related parties, please see note 24 to our audited consolidated financial statements.
The address of BlackRock, Inc.'s principal business office is 50 Hudson Yards, New York, NY 10001. (15) Based on a Schedule 13G filed with the SEC on January 10, 2024, J.P. Morgan Chase & Co. beneficially owns 2,292,516 of our common shares; has sole voting power with respect to 1,947,932 shares, and shared voting power with respect to 15,156 shares.
(13) Based on a Schedule 13G filed with the SEC on January 10, 2024, J.P. Morgan Chase & Co. beneficially owns 2,292,516 of our common shares; has sole voting power with respect to 1,947,932 shares, and shared voting power with respect to 15,156 shares. It has sole dispositive power with respect to 2,292,516 shares. The address of J.P.
As of December 31, 2023, we had 43,241,192 issued and outstanding common shares. Beneficial ownership for the purposes of the following table is determined in accordance with the rules and regulations of the SEC.
As of February 24, 2025, we had 44,045,558 issued and outstanding common shares. Beneficial ownership for the purposes of the following table is determined in accordance with the rules and regulations of the SEC.
The address of Wasatch Advisors, LP's principal business office is 505 Wakara Way, Salt Lake City, UT 84108. (14) Based on a Schedule 13G/A filed with the SEC on February 2, 2024, BlackRock, Inc. beneficially owns 2,739,082 of our common shares; has sole voting power with respect to 2,645,308 shares, and sole dispositive power with respect to 2,739,082 shares.
The address of Wasatch Advisors, LP's principal business office is 505 Wakara Way, Salt Lake City, UT 84108, United States. (12) Based on a Schedule 13G/A filed with the SEC on November 1, 2024, GIC Private Limited beneficially owns 2,722,912 of our common shares.
Subsequently, the trust transferred its Revocable Englebienne Trust Shares to a BVI company wholly owned by the trust. Angerona Trust Company LLC acts as the independent trustee of the trust. Angerona Group Administration Limited is the sole director of the BVI company and holds voting and dispositive power over the 127,166 common shares held by such entity.
Angerona Group Administration Limited is the sole director of the BVI company and holds voting and dispositive power over the 147,040 common shares held by such entity. (2) Includes 50,000 common shares issuable upon exercise of vested options and 127,166 common shares held by a revocable trust formed under Wyoming law (the “Revocable Englebienne Trust Shares”) by Mr.
Subsequently, the trust transferred its Revocable Umaran Trust Shares to a BVI company wholly owned by the trust. Angerona Trust Company LLC acts as the independent trustee of the trust. Angerona Group Administration Limited is the sole director of the BVI company and holds voting and dispositive power over the 259,241 common shares held by such entity.
Angerona Group Administration Limited is the sole director of the BVI company and holds voting and dispositive power over the 127,166 common shares held by such entity. (3) Includes 37,500 common shares issuable upon exercise of vested options and 259,241 common shares held by a revocable trust formed under Wyoming law (the “Revocable Umaran Trust Shares”) by Mr.
Subsequently, the trust transferred its Revocable Migoya Trust Shares to a BVI company wholly owned by the trust. Angerona Trust Company LLC acts as the independent trustee of the trust. Angerona Group Administration Limited is the sole director of the BVI company and holds voting and dispositive power over the 147,040 common shares held by such entity.
Migoya that was established for the benefit of Mr. Migoya, his wife and certain charitable organizations. Subsequently, the trust transferred its Revocable Migoya Trust Shares to a BVI company wholly owned by the trust. Angerona Trust Company LLC acts as the independent trustee of the trust.
(7) Includes 152 common shares issuable upon exercise of vested options and settlement of RSUs, as applicable. (8) Includes 152 common shares issuable upon exercise of vested options and settlement of RSUs, as applicable. (9) Includes 1,500 common shares issuable upon exercise of vested options and settlement of RSUs, as applicable.
Alvarez Demalde holds voting and investment power over the shares held by NPI Group FLP. (5) Includes 112 common shares issuable upon settlement of RSUs. (6) Includes 112 common shares issuable upon settlement of RSUs. (7) Includes 112 common shares issuable upon settlement of RSUs. (8) Includes 1,500 common shares issuable upon exercise of vested options.
Rowe Price Associates, Inc. (12) 3,951,741 9.14 % Wasatch Advisors, LP (13) 3,145,883 7.28 % BlackRock, Inc. (14) 2,739,082 6.33 % J.P. Morgan Chase & Co (15) 2,292,516 5.30 % * Represents beneficial ownership of less than 1%.
Rowe Price Associates, Inc. (10) 4,441,854 10.08 % Wasatch Advisors, LP (11) 3,145,883 7.14 % GIC Private Limited (12) 2,722,912 6.18 % J.P. Morgan Chase & Co (13) 2,292,516 5.20 % * Represents beneficial ownership of less than 1%. (1) Includes 147,040 common shares held by a revocable trust formed under Wyoming law (the “Revocable Migoya Trust Shares”) by Mr.
(10) Includes 1,000 common shares issuable upon exercise of vested options and settlement of RSUs, as applicable. (11) Includes 15,000 common shares issuable upon exercise of vested options and settlement of RSUs, as applicable. 87 (12) Based on a Schedule 13G/A filed with the SEC on February 14, 2024, T.
(9) Includes 5,000 common shares issuable upon exercise of vested options. (10) Based on a Schedule 13G/A filed with the SEC on February 14, 2025, T. Rowe Price Associates, Inc. beneficially owns 4,441,854 of our common shares; has sole voting power with respect to 4,330,738 shares, and sole dispositive power with respect to 4,441,854 shares. The address of T.
(2) Includes 62,500 common shares issuable upon exercise of vested options and settlement of RSUs, as applicable, and 127,166 common shares held by a revocable trust formed under Wyoming law (the “Revocable Englebienne Trust Shares”) by Mr. Englebienne that was established for the benefit of Mr. Englebienne, his wife and certain charitable organizations.
Englebienne that was established for the benefit of Mr. Englebienne, his wife and certain charitable organizations. Subsequently, the trust transferred its Revocable Englebienne Trust Shares to a BVI company wholly owned by the trust. Angerona Trust Company LLC acts as the independent trustee of the trust.
(3) Includes 37,500 common shares issuable upon exercise of vested options and settlement of RSUs, as applicable, and 259,241 common shares held by a revocable trust formed under Wyoming law (the “Revocable Umaran Trust Shares”) by Mr. Umaran that was established for the benefit of Mr. Umaran, his wife and certain charitable organizations.
Umaran that was established for the benefit of Mr. Umaran, his wife and certain charitable organizations. Subsequently, the trust transferred its Revocable Umaran Trust Shares to a BVI company wholly owned by the trust. Angerona Trust Company LLC acts as the independent trustee of the trust.
Removed
As of February 10, 2024, we had 160 holders of record in the United States with approximately 96% of our issued and outstanding common shares. 86 Number Percent Martín Migoya (1) 302,474 * Guibert Englebienne (2) 325,738 * Martín Umaran (3) 417,321 * Francisco Álvarez-Demalde (4) 17,002 * Linda Rottenberg (5) 2,633 * Philip A.
Added
As of February 24, 2025 we had 189 holders of record in the United States holding approximately 95.7% of our issued and outstanding common shares. 82 Number Percent Martín Migoya (1) 278,976 * Guibert Englebienne (2) 296,899 * Martín Umaran (3) 417,321 * Francisco Álvarez-Demalde (4) 16,480 * Linda Rottenberg (5) 3,882 * Maria Pinelli (6) 1,400 * Andrea Mayumi Petroni Merhy (7) 1,017 * Andrew McLaughlin 0 * Alejandro Nicolas Aguzin 10,000 * Juan Ignacio Urthiague (8) 12,327 * Patricia Pomies 5,724 * Yanina Maria Conti 551 * Patricio Pablo Rojo 10,605 * Wanda Weigert (9) 5,282 * Diego Tártara 1,822 * All Directors and Senior Management as a group 1,062,286 2.41 % *Less than 1% 5% or More Shareholders: T.
Removed
Odeen (6) 152 * Maria Pinelli (7) 922 * Andrea Mayumi Petroni Merhy (8) 539 * Juan Ignacio Urthiague (9) 9,229 * Patricia Pomies 8,005 * Yanina Maria Conti (10) 2,093 * Patricio Pablo Rojo 5,345 * Wanda Weigert (11) 18,002 * Diego Tártara 8,460 * All Directors and Senior Management as a group 1,117,915 2.58 % *Less than 1% 5% or More Shareholders: T.
Added
Angerona Group Administration Limited is the sole director of the BVI company and holds voting and dispositive power over the 259,241 common shares held by such entity. (4) Includes 112 common shares issuable upon settlement of RSUs and 1,013 common shares held by NPI Group FLP. Mr.
Removed
(1) Includes 30,500 common shares issuable upon exercise of vested options and settlement of RSUs, as applicable, and 147,040 common shares held by a revocable trust formed under Wyoming law (the “Revocable Migoya Trust Shares”) by Mr. Migoya that was established for the benefit of Mr. Migoya, his wife and certain charitable organizations.
Added
It has sole voting power and sole dispositive power with respect to 2,265,777 shares, which it manages on behalf of the Government of Singapore ("GoS") under an investment management agreement. It also has shared voting power and shared dispositive power with respect to 457,135 shares with the Monetary Authority of Singapore ("MAS").
Removed
(4) Includes 152 common shares issuable upon exercise of vested options and settlement of RSUs, as applicable. (5) Includes 152 common shares issuable upon exercise of vested options and settlement of RSUs, as applicable. (6) Includes 152 common shares issuable upon exercise of vested options and settlement of RSUs, as applicable.
Added
GIC is wholly-owned by the GoS and was set up with the sole purpose of managing Singapore’s foreign reserves. The GoS disclaims beneficial ownership of such shares. The address of GIC Private Limited's principal business office is 168 Robinson Road, #37-01 Capital Tower, Singapore 068912, Singapore.
Removed
Rowe Price Associates, Inc. beneficially owns 3,951,741 of our common shares; has sole voting power with respect to 1,000,129 shares, and sole dispositive power with respect to 3,951,741 shares. T. Rowe Price New Horizons Fund, Inc. reported that it has sole voting power with respect to 2,368,327 shares. The address of T. Rowe Price Associates, Inc. and T.

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