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What changed in Jack Henry & Associates's 10-K2024 vs 2025

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

+268 added261 removedSource: 10-K (2025-08-25) vs 10-K (2024-08-26)

Top changes in Jack Henry & Associates's 2025 10-K

268 paragraphs added · 261 removed · 221 edited across 9 sections

Item 1. Business

Business — how the company describes what it does

76 edited+15 added9 removed43 unchanged
Biggest changeWe execute this strategy by: Providing community and regional financial institutions with core processing systems that provide excellent functionality and support on-premise and private cloud delivery environments with identical functionality. Expanding each core client relationship by cross-selling complementary/payment products and services that enhance the functionality provided by our core processing systems. Delivering non-core highly specialized core-agnostic complementary/payment products and services to financial institutions, including institutions not utilizing one of our core processing systems, and diverse corporate entities. Developing and deploying a long-term technology modernization strategy to provide public cloud-native solutions that provide clients with greater flexibility, optionality, open integration, speed to market, and other benefits. Upholding a company-wide commitment to service that consistently exceeds our clients’ expectations and generates high levels of retention. Building, maintaining, and enhancing a protected environment and tools that help our clients and Jack Henry protect accountholder data, assets, and comply with regulations. Maintaining a disciplined acquisition strategy.
Biggest changeWe intend to execute this strategy by: Providing community and regional banks and credit unions with core processing systems that provide excellent functionality and support on-premise and private cloud delivery environments with identical functionality. Expanding each core client relationship by cross-selling complementary/payment products and services that enhance the functionality provided by our core processing systems. Delivering non-core highly specialized core-agnostic complementary/payment products and services to banks and credit unions, including institutions not utilizing one of our core processing systems, and diverse corporate entities. Developing and deploying a long-term technology modernization strategy to provide public cloud-native solutions that provide clients with greater flexibility, optionality, open integration, speed to market, and other benefits. Upholding a company-wide commitment to service that consistently exceeds our clients’ expectations and generates high levels of retention. Carrying out a large client strategy that focuses on deep engagement with banks and credit unions to align objectives, optimize revenue streams, and foster collaborative growth and innovation through continuous engagement and commitment to excellence. Growing our market share of services to small and medium-sized businesses offering features through banks and credit unions. Building, maintaining, and enhancing a protected environment and tools that help our clients and Jack Henry protect accountholder data, assets, and comply with regulations. Maintaining a disciplined acquisition strategy.
When there is a critical skill 13 need or where the technology landscape is rapidly changing, we provide unique learning solutions to align associates' development with our strategic initiatives. Wellness and Safety We emphasize the safety and well-being of our associates as a top priority. We define wellness holistically and include mental, physical, emotional, financial, psychological, and environmental considerations.
When there is a critical skill need or where the technology landscape is rapidly changing, we provide unique learning solutions to align associates' development with our strategic initiatives. Wellness and Safety We emphasize the safety and well-being of our associates as a top priority. We define wellness holistically and include mental, physical, emotional, financial, psychological, and environmental considerations.
Most on-premise clients contract for annual software support services, and this represents a significant source of recurring revenue for Jack Henry. These support services are typically priced at approximately 20% of the respective product’s software license fee. The subsequent years' service fees generally increase as client assets 9 increase and as additional complementary products are purchased.
Most on-premise clients contract for annual software support services, and this represents a significant source of recurring revenue for Jack Henry. These support services are typically priced at approximately 20% of the respective product’s software license fee. The subsequent years' service fees generally increase as client assets increase and as additional complementary products are purchased.
Despite our efforts to protect our proprietary rights, unauthorized parties can attempt to copy or otherwise obtain, or use our products or technology. 11 Regulatory Compliance Jack Henry maintains a corporate commitment to address compliance issues and implement requirements imposed by federal regulators prior to the effective date of such requirements when adequate prior notice is given.
Despite our efforts to protect our proprietary rights, unauthorized parties can attempt to copy or otherwise obtain, or use our products or technology. Regulatory Compliance Jack Henry maintains a corporate commitment to address compliance issues and implement requirements imposed by federal regulators prior to the effective date of such requirements when adequate prior notice is given.
Training and Development Our success depends not only on attracting and retaining talented associates, but also in developing our current associates and providing new opportunities for their growth. We offer our associates numerous live and on-demand courses, resources, and training programs to help them build knowledge, improve skills, and develop their career at Jack Henry.
Learning and Development Our success depends not only on attracting and retaining talented associates, but also in developing our current associates and providing new opportunities for their growth. We offer our associates numerous live and on-demand courses, resources, and training programs to help them build knowledge, improve skills, and develop their career at Jack Henry.
In addition, we see few acquisition opportunities that would expand our market or enable our entry into adjacent markets within the financial services industry that are fairly priced or that we could assimilate into our Company without material distractions.
In addition, we see few acquisition opportunities that would 7 expand our market or enable our entry into adjacent markets within the financial services industry that are fairly priced or that we could assimilate into our Company without material distractions.
Our comprehensive support infrastructure incorporates: High service standards. Trained support staff available up to 24 hours a day, 365 days a year. Assigned account managers. Sophisticated support tools, resources, and technology. Broad experience converting diverse banks and credit unions to our core platforms from competitive platforms. Highly effective change management and control processes. Best practices methodology developed and refined through the company-wide, day-to-day experience.
Our comprehensive support infrastructure incorporates: High service standards. Trained support staff available up to 24 hours a day, 365 days a year. Assigned account team. Sophisticated support tools, resources, and technology. Broad experience converting diverse banks and credit unions to our core platforms from competitive platforms. Highly effective change management and control processes. Best practices methodology developed and refined through the company-wide, day-to-day experience.
Our 7 core banking solutions have state-of-the-art functional capabilities, and we can re-market the hardware required by on-premise use of each software system.
Our core banking solutions have state-of-the-art functional capabilities, and we can re-market the hardware required by on-premise use of each software system.
Jack Henry is also subject to periodic examinations by the Consumer Financial Protection Bureau (“CFPB”), which provides supervision and enforcement related to federal consumer financial laws applicable to some products and services offered by our clients. We provide private cloud services through JHA OutLink Processing Services™ for banks and EASE Processing Services™ for credit unions.
Jack Henry is also subject to periodic examinations by the Consumer Financial Protection Bureau (“CFPB”), which provides supervision and enforcement related to federal consumer financial laws applicable to some products and services offered by our clients. We provide private cloud services through Jack Henry Processing Services™ for banks and EASE Processing Services™ for credit unions.
Support and Services We serve our core clients as a single point of contact and support for the complex solutions we provide.
Support and Services We serve our core clients as a single point of contact and support for the solutions we provide.
Our banking solutions support both on-premise and private cloud operating environments with functionality for core processing platforms and integrated complementary solutions. Core credit union data processing solutions are provided to credit unions of all sizes, with a client base of approximately 720 credit unions.
Our banking solutions support both on-premise and private cloud operating environments with functionality for core processing platforms and integrated complementary solutions. Core credit union data processing solutions are provided to credit unions of all sizes, with a client base of approximately 715 credit unions.
We empower approximately 7,500 financial institutions and diverse corporate entities with people-inspired innovation, personal service, and insight-driven solutions. Mission Statement We strengthen the connections between people and their financial institutions through technology and services that reduce the barriers to financial health. This philosophy has always been part of the foundation on which Jack Henry was built.
We empower approximately 7,400 financial institutions and diverse corporate entities with people-inspired innovation, personal service, and insight-driven solutions. Mission Statement We strengthen the connections between people and their financial institutions through technology and services that reduce the barriers to financial health. This mission has always been part of the foundation on which Jack Henry was built.
These compliance professionals leverage multiple channels to remain informed about potential and recently enacted regulatory requirements, including regular discussions on emerging topics with the Federal Banking Agencies (“FBA”) examination team and training sessions sponsored by various professional associations. We have processes in place to inform internal stakeholders of new and revised regulatory requirements.
These compliance professionals leverage multiple channels to remain informed about potential and recently enacted regulatory requirements, including discussions on emerging topics with the Federal Banking Agencies (“FBA”), and training sessions sponsored by various professional associations. We have processes in place to inform internal stakeholders of new and revised regulatory requirements.
After 48 years in business, we have very few gaps in our product line, so it is increasingly difficult to find proven products or services that would enable our clients and prospects to better optimize their business opportunities or solve specific operational issues.
After nearly 50 years in business, we have very few gaps in our product line, so it is increasingly difficult to find proven products or services that would enable our clients and prospects to better optimize their business opportunities or solve specific operational issues.
Core Software Systems Core software systems primarily consist of the integrated applications required to process deposit, loan, and general ledger transactions, and to maintain centralized customer/member information. Our core banking solutions consist of three software systems marketed to banks, and our core credit union solution consists of one software system marketed to credit unions.
Core Software Systems Core software systems primarily consist of the integrated applications required to process deposit, loan, and general ledger transactions, and to maintain centralized accountholder information. Our core banking solutions consist of three software systems marketed to banks, and our core credit union solution consists of one software system marketed to credit unions.
It has been implemented by approximately 720 credit unions with assets ranging from $20 million to $30 billion, and according to National Credit Union Administration ("NCUA") data, is the system implemented by more credit unions with assets exceeding $25 million than any other core system. Clients electing to install our solutions on-premise license the proprietary software systems.
It has been implemented by approximately 715 credit unions with assets ranging from $20 million to $33 billion, and according to National Credit Union Administration ("NCUA") data, is the system implemented by more credit unions with assets exceeding $25 million than any other credit union core system. Clients electing to install our solutions on-premise license the proprietary software systems.
ITEM 1. BUSINESS Jack Henry & Associates, Inc. ® is a well-rounded financial technology company that strengthens connections between financial institutions and the people and businesses they serve. For more than 48 years, we have provided technology solutions to help banks and credit unions innovate faster, strategically differentiate, and successfully compete while serving the evolving needs of their accountholders.
ITEM 1. BUSINESS Jack Henry & Associates, Inc. ® is a well-rounded financial technology company that strengthens connections between financial institutions and the people and businesses they serve. For nearly 50 years, we have provided technology solutions to help banks and credit unions innovate faster, strategically differentiate, and successfully compete while serving the evolving needs of their accountholders.
However, operating as a service provider to financial institutions, Jack Henry’s operations are governed by the same regulatory requirements as those imposed on financial institutions, and subject to periodic reviews by FBA regulators who have broad supervisory authority to remedy any shortcomings identified in such reviews.
However, operating as a service provider to banks and credit unions, Jack Henry’s operations are governed by the same regulatory requirements as those imposed on financial institutions, and 12 subject to periodic reviews by FBA regulators who have broad supervisory authority to remedy any shortcomings identified in such reviews.
Our compliance program is coordinated by a team of qualified compliance analysts and auditors with extensive regulatory agency and financial institution experience, knowledge and understanding of Federal consumer protection regulations, and a thorough working knowledge of Jack Henry and our solutions.
Our compliance program is coordinated by a team of qualified compliance professionals with extensive regulatory agency and financial institution experience, knowledge and understanding of Federal consumer protection regulations, and a thorough working knowledge of Jack Henry and our solutions.
Community and regional financial institutions are vitally important to the communities, consumers, and businesses they serve as well as to the local economies where they operate. Bank customers and credit union members rely on these institutions to provide personalized, relationship-based service and competitive financial products and services available through the accountholders' delivery channel of choice.
Community and regional banks and credit unions are vitally important to the communities, consumers, and businesses they serve as well as to the local economies where they operate. Bank and credit union accountholders rely on these institutions to provide personalized, relationship-based service and competitive financial products and services available through the accountholders' delivery channel of choice.
We have three functionally distinct core bank processing systems and more than 140 fully integrated complementary/payment solutions, including business intelligence and bank management, retail and business banking, digital and mobile internet banking and electronic payment solutions, fraud and risk management and protection, account origination, and item and document imaging solutions.
We have three functionally distinct core bank processing systems and many fully integrated complementary/payment solutions, including business intelligence and bank management, retail and business banking, digital and mobile internet banking and electronic payment solutions, fraud and risk management and protection, account origination, and item and document imaging solutions.
Our non-core products and services enhance the performance of financial services organizations of all asset sizes and charters, and diverse corporate entities. These distinct products and services can be implemented individually or as solution suites to address specific business problems or needs and enable effective responses to dynamic industry trends.
Our non-core products and services enhance the performance of banks and credit unions of all asset sizes and charters, and diverse corporate entities. These distinct products and services can be implemented individually or as solution suites to address specific business problems or needs and enable effective responses to dynamic industry trends.
We regularly introduce new products and services based on demand for integrated complementary/payment solutions from our existing core clients and based on the growing demand among financial institutions and corporate entities for specialized solutions capable of increasing revenue and growth opportunities, mitigating and controlling operational risks, and/or containing costs.
We regularly introduce new products and services based on demand for integrated complementary/payment solutions from our existing core clients and based on the growing demand among banks, credit unions, and corporate entities for specialized solutions capable of increasing revenue and growth opportunities, mitigating and controlling operational risks, and/or containing costs.
Institutions are recognizing that attracting and retaining customers and members in today’s highly competitive financial industry and realizing near-term and long-term performance goals are often technology dependent.
Institutions are recognizing that attracting and retaining accountholders in today’s highly competitive financial industry and realizing near-term and long-term performance goals are often technology dependent.
Our solution includes one flagship core processing system and more than 100 fully integrated complementary/payment solutions, including business intelligence and credit union management, member and member business services, digital and mobile internet banking and electronic payment solutions, fraud and risk management and protection, account origination, and item and document imaging solutions. Our credit union solution also has state-of-the-art functional capabilities.
Our solution includes one flagship core processing system and many fully integrated complementary/payment solutions, including business intelligence and credit union management, accountholder and accountholder business services, digital and mobile internet banking and electronic payment solutions, fraud and risk management and protection, account origination, and item and document imaging solutions. Our credit union solution also has state-of-the-art functional capabilities.
These core-agnostic solutions are compatible with a wide variety of information technology platforms and operating environments and offer more than 100 complementary/payment solutions, including proven solutions for generating additional revenue and growth, increasing security and mitigating operational risks, and/or controlling operating costs.
These core-agnostic solutions are compatible with a wide variety of information technology platforms and operating environments and offer a large number of complementary/payment solutions, including proven solutions for generating additional revenue and growth, increasing security and mitigating operational risks, and/or controlling operating costs.
These complementary/payment solutions enable core bank and credit union clients to respond to evolving customer/member demands, expedite speed-to-market with competitive offerings, increase efficiency, address specific operational needs, and generate new revenue streams. The highly specialized solutions enable diverse financial institutions and corporate entities to generate additional revenue and growth opportunities, increase security, mitigate operational risks, and control operating costs.
These complementary/payment solutions enable core bank and credit union clients to respond to evolving accountholder demands, expedite speed-to-market with competitive offerings, increase efficiency, address specific operational needs, and generate new revenue streams. The highly specialized solutions enable diverse banks, credit unions, and corporate entities to generate additional revenue and growth opportunities, increase security, mitigate operational risks, and control operating costs.
These surveys allow us to respond to associate concerns, benefit from associate perspectives, and better design and develop processes to support our Company culture. Associates can learn about changes through our jhDaily online news center, regular email communications, monthly Manager Forum events, quarterly associate update videos, or all-associate town hall meetings delivered by senior management.
This comprehensive strategy allow us to respond to associate concerns, benefit from associate perspectives, and better design and develop processes to support our Company culture. Associates can learn about changes through our internal online news center, regular email communications, monthly Manager Forum events, quarterly associate update videos, or all-associate town hall meetings delivered by senior management.
Although the number of credit unions declined at a 3% compound annual rate during this period, aggregate assets increased at a compound annual rate of 9% and totaled $2.3 trillion as of December 31, 2023.
Although the number of credit unions declined at a 3% compound annual rate during this period, aggregate assets increased at a compound annual rate of 8% and totaled $2.3 trillion as of December 31, 2024.
Our private cloud services are subject to examination by FBA regulators under the Bank Service Company Act. These examinations cover a wide variety of subjects, including system development, functionality, reliability, and security, as well as disaster preparedness and business recovery planning.
Our private cloud services are subject to examination by FBA regulators under the Bank Service Company Act. These examinations cover a wide variety of subjects, including system development, functionality, reliability, and security, as well as disaster preparedness and business recovery planning. Our private cloud services are also subject to examination by state banking authorities on occasion.
Each is backed by our company-wide commitment to provide exceptional client support. Our non-core solutions for financial institutions and diverse corporate entities are specialized products and services assembled primarily through our focused diversification acquisition strategy.
Each is backed by our company-wide commitment to provide exceptional client support. Our non-core solutions for banks, credit unions, and diverse corporate entities are specialized products and services assembled primarily through our focused diversification acquisition strategy.
Our founders, Jack Henry and Jerry Hall, were committed to their community and believed they could help financial institutions better serve the needs of people and businesses using more innovative technology and services. Since our founding in 1976, much has changed, but our commitment to supporting community and regional financial institutions remains unwavering.
Our founders, Jack Henry and Jerry Hall, were committed to their community and believed they could help financial institutions better serve the needs of their accountholders by using more innovative technology and services. Since our founding in 1976, much has changed, but our commitment to supporting community and regional banks and credit unions remains unwavering.
EPS helps clients succeed in today’s competitive market to increase revenue, improve efficiencies, better manage compliance, and enhance customer and member relationships. Payrailz TM Payments Platform provides consumers and businesses with money movement options through their financial institutions’ digital platforms. It supports our technology modernization strategy by providing next-generation, cloud-native digital payment capabilities to our payment ecosystem.
EPS helps clients succeed in today’s competitive market to increase revenue, improve efficiencies, better manage compliance, and enhance accountholder relationships. Payrailz TM Payments Platform provides consumers and businesses with money movement options through their bank's or credit union's digital platforms. It supports our technology modernization strategy by providing next-generation, cloud-native digital payment capabilities to our payment ecosystem.
In addition, advisory services are offered to support a variety of needs including card portfolio growth, start-up program consultation, as well as customized fraud management; all tailored to individual financial institution goals and concerns. Enterprise Payment Solutions ("EPS") is a comprehensive payments engine, offering an integrated suite of remote deposit capture, Automated Clearing House ("ACH") and card transaction processing solutions, supporting tools for accounts receivable posting, risk management, reporting, and application interfaces ("APIs") for financial institutions, businesses, and fintechs of all sizes.
In addition, advisory services are offered to support a variety of needs including card portfolio growth, start-up program consultation, as well as customized fraud management; all tailored to individual bank and credit union goals and concerns. Enterprise Payment Solutions ("EPS") is a comprehensive payments engine, offering an integrated suite of Automated Clearing House ("ACH"), instant payments, credit card, and remote deposit capture processing that 10 includes supporting tools for accounts receivable posting, risk management, reporting, and application interfaces ("APIs") for banks, credit unions, businesses, and fintechs of all sizes.
These core systems are available for on-premise installation at client sites, or financial institutions can choose to leverage our private cloud environment for ongoing information processing. Core banking platforms are: SilverLake System ® , a robust system primarily designed for commercial-focused banks that currently serves banks with assets ranging from $1 billion to $50 billion.
These core systems are available for on-premise installation at client sites, or banks and credit unions can choose to leverage our private cloud environment for ongoing information processing. 8 Core banking platforms are: SilverLake System ® , a robust system primarily designed for commercial-focused banks that currently serves banks with assets ranging from $1 billion to over $55 billion.
We continue to be guided by our founding principles: do the right thing, do whatever it takes, and have fun. Who We Serve We provide products and services primarily to community and regional financial institutions (see "Our Industry" below): Core bank integrated data processing systems are provided to over 940 banks.
We continue to be guided by our founding philosophy: do the right thing, do whatever it takes, and have fun. Who We Serve We provide products and services primarily to community and regional banks and credit unions (see "Our Industry" below): Core bank integrated data processing systems are provided to over 950 banks.
Our experienced implementation teams travel to client facilities or work remotely with clients to help manage the implementation process and ensure that all data is transferred from the legacy system to the Jack Henry system. Our implementation fees are fixed or hourly based on the core system being installed. We also provide extensive initial and ongoing education to our clients.
Our experienced implementation teams travel to client facilities or work remotely with clients to help 9 manage the implementation process and ensure that all data is transferred from the legacy system to the Jack Henry system. Our implementation fees are fixed or hourly based on the core system being installed.
Financial institutions must implement technological solutions that enable them to: Offer e-commerce, mobile, and digital strategies that provide the convenience-driven services required in today’s financial services industry. Maximize performance with accessible, accurate, and timely business intelligence information. Provide the high-demand products and services needed to successfully compete with traditional and non-traditional competitors created by convergence within the financial services industry. Enhance the customer/member experience at multiple points of contact. Expand existing customer/member relationships and strengthen exit barriers by cross selling additional products and services. Capitalize on new revenue, and deposit and loan portfolio growth opportunities. Increase operating efficiencies and reduce operating costs. Protect mission-critical information assets and operational infrastructure. Protect accountholders with various security tools from fraud and related financial losses. Maximize the day-to-day use of technology and return on technology investments. Ensure full regulatory compliance. 6 Jack Henry’s extensive product and service offerings help diverse financial institutions meet business challenges and capitalize on opportunities.
Banks and credit unions must implement technological solutions that enable them to: Offer digital strategies that provide the convenience-driven services required in today’s financial services industry. Maximize performance with accessible, accurate, and timely business intelligence information. Provide the high-demand products and services needed to successfully compete with traditional and non-traditional competitors created by convergence within the financial services industry. Foster growth and efficiency through delivering accountholders exceptional user experiences. Expand existing accountholder relationships and strengthen exit barriers by cross selling additional products and services. Capitalize on new revenue, and deposit and loan portfolio growth opportunities. Increase operating efficiencies and reduce operating costs. Protect mission-critical information assets and operational infrastructure. Protect accountholders with various security tools from fraud and related financial losses. Maximize the day-to-day use of technology and return on technology investments. Ensure full regulatory compliance. 6 Jack Henry’s extensive product and service offerings help diverse banks and credit unions meet business challenges and capitalize on opportunities.
Our Industry Our core banking solutions currently serve commercial banks and savings institutions with up to $50 billion in assets. Our systems are designed to be capable of serving institutions with up to $100 billion in assets, and we complete annual, third-party testing to validate this capability each August.
Our Industry Our core banking solutions generally serve commercial banks and savings institutions with up to $55 billion and above in assets and are designed to be capable of serving institutions with up to $150 billion in assets. We complete annual, third-party testing to validate this capability each August.
We are committed to exceeding our clients’ expectations. We measure and monitor their satisfaction using a variety of surveys, such as an annual survey on the client's anniversary date and randomly-generated online surveys initiated each day by routine support requests to ensure feedback is received throughout the year.
We measure and monitor their satisfaction using a variety of surveys, such as an annual survey on the client's anniversary date and randomly-generated online surveys initiated each day by routine support requests to ensure feedback is received throughout the year. The survey results are analyzed and provided to operational areas to ensure our service consistently exceeds our clients’ expectations.
Our non-core solutions serve financial services organizations of all asset sizes and charters and other diverse corporate entities. We currently support financial institutions with specialized solutions for generating additional revenue and growth, increasing security, mitigating operational risks, and controlling operating costs.
Our non-core solutions serve banks and credit unions of all asset sizes and charters and other diverse corporate entities. We support these organizations with specialized solutions for generating additional revenue and growth, increasing security, mitigating operational risks, and controlling operating costs.
According to the Federal Deposit Insurance Corporation (“FDIC”), there were approximately 4,540 commercial banks and savings institutions in the less than $50 billion asset range as of December 31, 2023, and we currently support over 940 of these banks with one of our three core information processing platforms and a significant number of complementary/payment products and services.
According to the Federal Deposit Insurance Corporation (“FDIC”), there were approximately 4,440 commercial banks and savings institutions in the $55 billion and under asset range as of December 31, 2024, and we currently support over 950 of these banks with one of our three core information processing platforms and a significant number of complementary/payment products and services.
We have a comprehensive training program that supports new clients with basic training and longtime clients with continuing education. The training enables financial institutions to maximize the use of our core and complementary solutions, learn about ongoing system enhancements, and understand evolving legislative and regulatory requirements.
We also provide extensive initial and ongoing education to our clients. We have a comprehensive training program that supports new clients with basic training and longtime clients with continuing education. The training enables banks and credit unions to maximize the use of our core and complementary solutions, learn about ongoing system enhancements, and understand evolving legislative and regulatory requirements.
Internal audits of our systems, networks, operations, business recovery plans, and applications are conducted and specialized outside firms are periodically engaged to perform testing and validation of our systems, processes, plans, and security. The FBA conducts annual reviews throughout the Company and issues a Report of Examination.
Internal audits of our systems, networks, operations, business recovery plans, and applications are conducted and specialized outside firms are periodically engaged to perform testing and validation of our systems, processes, plans, and security. The FBA conducts ongoing examinations of the Company and issues Reports of Examination.
Although the number of banks continued to decline at a 3% compound annual rate during this period, aggregate assets increased at a compound annual rate of 6% and totaled $23.7 trillion as of December 31, 2023. There were six new bank charters issued in calendar year 2023, compared to 15 in the 2022 calendar year.
Although the number of banks continued to decline at a 3% compound annual rate during this period, aggregate assets increased at a compound annual rate of 5% and totaled $24.1 trillion as of December 31, 2024. There were six new bank charters issued in calendar year 2024 and six issued in the 2023 calendar year.
We continue to strengthen our leadership capacity by providing training on effective coaching practices to leaders of the Company. We recognize and value the contribution of our associates who develop, improve, and support our technology solutions. Access to on-demand technical training libraries, customized learning plans, certification programs, and classes facilitated by external experts are available to advance their technical expertise.
We recognize and value the contribution of our associates who develop, improve, and support our technology solutions. Access to on-demand technical training libraries, customized learning plans, certification programs, and classes facilitated by external experts are available to advance their technical expertise.
The array of money movement options maintains consumer and business engagement with the financial institution. JHA PayCenter TM , provides financial institutions with a single entry point to both Zelle ® and Real Time Payments ("RTP") networks, and the Federal Reserve's FedNow ® network.
The array of money movement options maintains consumer and business engagement with the bank or credit union. JHA PayCenter TM provides banks and credit unions with a single entry point to both Zelle ® and Real Time Payments ("RTP") networks, and the Federal Reserve's FedNow ® network.
Learning opportunities include mandatory courses, such as security awareness, as well as recommended content in areas including leadership development; technical skills; and diversity, equity, inclusion, and belonging. Jack Tracks, an annual, company-wide virtual learning event, offers associates a large selection of curated topics such as technical and operational readiness, technology trends, company solutions, and industry trends.
Learning opportunities include mandatory courses, as well as recommended content in areas such as leadership development, technical skills, business acumen, innovation, and change management. Jack Tracks, an annual, company-wide virtual learning event, offers associates a large selection of curated topics such as technical and operational readiness, technology trends, company solutions, and industry trends.
According to America's Credit Unions ("ACU") (formerly Credit Union National Association), there were approximately 4,700 domestic credit unions as of December 31, 2023, and we currently support approximately 720 of these credit unions with one flagship core information processing platform and a significant number of complementary/payment products and services.
Our core credit union solutions serve credit unions of all asset sizes. According to America's Credit Unions ("ACU") (formerly Credit Union National Association), there were 4,550 domestic credit unions as of December 31, 2024, and we currently support approximately 715 of these credit unions with one flagship core information processing platform and a significant number of complementary/payment products and services.
Comparing calendar years 2023 to 2022, the number of transactions of FDIC-insured banks acquiring or merging with other banks or credit unions decreased 20%. ACU reports the number of credit unions declined 14% from the beginning of calendar year 2018 to the end of calendar year 2023.
Comparing calendar years 2024 to 2023, the number of transactions of FDIC-insured banks acquiring or merging with other banks or credit unions decreased 18%. ACU reports the number of credit unions declined 15% from the end of calendar year 2019 to the end of calendar year 2024.
The FDIC reports the number of commercial banks and savings institutions declined 15% from the beginning of calendar year 2018 to the end of calendar year 2023, due mainly to mergers and acquisitions.
The FDIC reports the number of commercial banks and savings institutions declined 13% from the end of calendar year 2019 to the end of calendar year 2024, due mainly to mergers and acquisitions.
Complementary Products and Services We have more than 140 complementary/payment products and services that are targeted to our core banks and more than 100 targeted to credit unions. Many of these are selectively sold to financial institutions that use other core processing systems.
Complementary Products and Services We have a large number of complementary/payment products and services that are targeted to our core banks and credit unions. Many of these are selectively sold to banks and credit unions that use other core processing systems.
This system is in use by approximately 490 banks, and now serves nearly 11% of the domestic banks with assets less than $50 billion. CIF 20/20 ® , a parameter-driven, easy-to-use system that now supports approximately 280 banks ranging from de novo institutions to those with assets of $5 billion. Core Director ® , a cost-efficient system with point-and-click operation that now supports over 170 banks ranging from de novo institutions to those with assets of over $2 billion.
This system is in use by 520 banks, and now serves nearly 12% of the domestic banks in the $55 billion and under asset range. CIF 20/20 ® , a parameter-driven, easy-to-use system that now supports 260 banks ranging from de novo institutions to those with assets of $6 billion. Core Director ® , a cost-efficient system with point-and-click operation that now supports over 170 banks ranging from de novo institutions to those with assets of $2 billion.
The survey results are analyzed and provided to operational areas to ensure our service consistently exceeds our clients’ expectations. We believe this process ensures we understand the Voice of the Customer which contributes to our excellent retention rates. We are focused on establishing long-term client relationships, continually expanding and strengthening those relationships.
We believe this process ensures we understand the Voice of the Customer which contributes to our excellent retention rates. We are focused on establishing long-term client relationships, continually expanding and strengthening those relationships.
Recognizing the importance of mentoring in career development, we host an internal mentorship marketplace, which allows prospective mentors and mentees to connect and self-initiate a mentoring relationship. Career mobility and personal development resources are available to all associates through dedicated intranet sites.
Recognizing the importance of mentoring in career development, we host an internal mentorship marketplace, which allows prospective mentors and mentees to connect and self-initiate a mentoring relationship.
Available Information Jack Henry’s website is easily accessible to the public at jackhenry.com . The “Investor Relations" portion of the website provides key corporate governance documents, the code of conduct, an archive of press releases, and other relevant Company information.
The “Investor Relations" portion of the website provides key corporate governance documents, the code of conduct, an archive of press releases, and other relevant Company information.
Our private cloud services are also subject to examination by state banking authorities on occasion. 12 Human Capital Our Associates As of June 30, 2024, Jack Henry had approximately 7,170 full-time and part-time associates. Our associates are not covered by a collective bargaining agreement and there have been no labor-related work stoppages.
Human Capital Our Associates As of June 30, 2025, Jack Henry had approximately 7,240 full-time and part-time associates. Our associates are not covered by a collective bargaining agreement and there have been no labor-related work stoppages.
We offer a flagship core processing platform and integrated complementary solutions that support both on-premise and private cloud operating environments. Non-core highly specialized core-agnostic products and services are also provided to financial institutions. We offer complementary solutions that include highly specialized financial performance, imaging and payments processing, information security and risk management, retail delivery, and online and mobile functionality.
We offer a flagship core processing platform and integrated complementary solutions that support both on-premise and private cloud operating environments. Non-core highly specialized core-agnostic products and services are also provided to banks and credit unions.
We seek to actively listen to our associates throughout the year using a defined and continuous listening strategy designed to gather regular feedback on well-being, engagement, leadership, ethics, culture and values, and other top of mind topics.
We seek to actively listen to our associates throughout the year using a defined and continuous listening strategy designed to gather regular feedback on well-being, engagement, leadership, ethics, culture and values, satisfaction, and sense of belonging, through channels such as our annual engagement survey, pulse surveys, skip-a-level interviews, and town halls.
Financial institutions can send and receive transactions instantly 24 hours a day, 365 days a year, through our core and complementary solutions. Payments as a Service ("PaaS") ties together and further enhances the complete array of electronic payments functionality with a front-end Payments Developers Experience Portal, APIs, and back-end data analytics. 10 Research and Development We invest significant resources in ongoing research and development to build new software solutions and services and enhance existing solutions with additional functionality and features required to ensure regulatory compliance.
Banks and credit unions can send and receive transactions instantly 24 hours a day, 365 days a year, through our core and complementary solutions. Payments as a Service ("PaaS") supports embedded payment capabilities and ties together and further enhances the complete array of electronic payments functionality with a front-end Payments Developers Experience Portal, APIs, and back-end data analytics.
Our core private cloud services are provided through a highly resilient data center configuration across multiple physical locations. We also provide image item processing services from two host/archive sites and several key entry and balancing locations throughout the country. We print and mail customer/member statements for financial institutions from three regional printing and rendering centers.
We also provide image item processing services from two host/archive sites and several key entry and balancing locations throughout the country. We print and mail accountholder statements for banks and credit unions from three regional printing and rendering centers.
Our benefit plan offerings include supportive and dedicated campaigns that communicate directly to associates about financial wellness, mental health, healthful nutrition and exercise, and other wellness topics. Associate well-being is further supported through policies such as remote work, paid parental leave, military service leave, educational assistance, and bereavement leave policies.
Our benefit plan offerings include supportive and dedicated campaigns that communicate directly to associates about financial wellness, mental health, healthful nutrition and exercise, and other wellness topics.
Our products and services provide our clients with solutions that can be tailored to support their unique growth, service, operational, and performance goals. Our well-rounded solutions also enable financial institutions to offer the high-demand products and services required by their accountholders to compete more successfully and to capitalize on evolving trends shaping the financial services industry.
Our well-rounded solutions also enable banks and credit unions to offer the high-demand products and services required by their accountholders to compete more successfully and to capitalize on evolving trends shaping the financial services industry. We are committed to exceeding our clients’ expectations.
We enhance our core and complementary systems a minimum of once each year. Product-specific enhancements are largely client-driven with recommended opportunities formally gathered through focus groups, change control boards, strategic initiatives meetings, annual user group meetings, and ongoing client contact.
Product-specific enhancements are largely client-driven with recommended opportunities formally gathered through focus groups, change control boards, strategic initiatives meetings, annual user group meetings, and ongoing client contact. We also continually evaluate and implement process improvements that expedite the delivery of new products and enhancements to our clients and reduce related costs.
Competition The market for companies providing technology solutions to financial services organizations is competitive, and we expect that competition from both existing competitors and companies entering our existing or future markets will remain strong. Some of our current competitors have longer operating histories, larger client bases, and greater financial resources.
International sales accounted for less than 1% of Jack Henry’s total revenue in each of fiscal 2025, 2024, and 2023. Competition The market for companies providing technology solutions to financial services organizations is competitive, and we expect that competition from both existing competitors and companies entering our existing or future markets will remain strong.
Our marketing department supports sales with lead generation and brand-building activities, including participation in state-specific, regional, and national trade shows; print and online advertising; telemarketing; client newsletters; ongoing promotional campaigns; and media relations. We also host annual national education conferences, which provide opportunities to network with existing clients and demonstrate new products and services.
Sales support staff provide a variety of services, including product and service demonstrations, responses to prospect-issued requests-for-proposals, and proposal and contract generation. Our marketing department supports sales with lead generation and brand-building activities, including participation in state-specific, regional, and national trade shows; print and online advertising; client newsletters; ongoing promotional campaigns; and media relations.
On-premise clients generally license our core software systems under a standard license agreement that provides a fully paid, nonexclusive, nontransferable right to use the software on a single computer at a single location. 8 Clients can eliminate the significant up-front capital expenditures required by on-premise installations and the responsibility for operating information and transaction processing infrastructures by leveraging our private cloud environment for those functions.
On-premise clients generally license our core software systems under a standard license agreement that provides a fully paid, nonexclusive, nontransferable right to use the software on a single computer at a single location.
Our non-core specialized core-agnostic niche solutions are sold to complement existing technology platforms to financial services organizations of all asset sizes and charters. Sales executives are responsible for the activities required to earn new clients in assigned territories, and regional account executives are responsible for nurturing client relationships and cross selling additional products and services.
Sales executives are responsible for the activities required to earn new clients in assigned territories, and regional account executives are responsible for nurturing client relationships and cross selling additional products and services. Our sales professionals receive base salaries and performance-based commission compensation.
The principal competitive factors affecting the market for technology solutions include product/service functionality, price, operating flexibility and ease-of-use, client support, and existing client references. For more than a decade, there has been significant consolidation among providers of products and services designed for financial institutions, and this consolidation is expected to continue in the future.
For more than a decade, there has been significant consolidation among providers of products and services designed for banks and credit unions, and this consolidation is expected to continue in the future.
Our internship program focuses on attracting college and university students to paid work in Jack Henry departments related to their studies, while our apprenticeship program offers paid training and work for candidates (either students or non-students) with little to no traditional experience in the field, such as learning computer coding.
Our internship attracts college and university students, and our apprenticeship program offers paid training and work for candidates with little to no traditional experience, such as computer coding. Both programs can lead to full-time employment.
Sales and Marketing We serve established, well-defined markets that provide ongoing sales and cross-sell opportunities. The marketing and sales initiatives within the core business lines are primarily focused on identifying banks and credit unions evaluating alternative core information and transaction processing solutions.
The marketing and sales initiatives within the core business lines are primarily focused on identifying banks and credit unions evaluating alternative core information and transaction processing solutions. Our non-core specialized core-agnostic niche solutions are sold to complement existing technology platforms to banks and credit unions of all asset sizes and charters.
Beyond nondiscrimination compliance, we are committed to fostering a respectful and inclusive workplace in which all individuals are treated with respect and dignity. We continue to concentrate efforts on assuring that all our associates feel like they belong at Jack Henry. We seek nontraditional talent streams to help identify candidates from underrepresented groups, including through our internship and apprenticeship programs.
We are committed to fostering a respectful and inclusive workplace where all individuals are treated with respect and dignity, and we focus on ensuring all associates feel they belong at Jack Henry. Business Innovation Groups ("BIGs"), which are open to all associates, help us to foster a culture of inclusion and belonging.
We also continually evaluate and implement process improvements that expedite the delivery of new products and enhancements to our clients and reduce related costs. Research and development expenses (in thousands) for fiscal 2024, 2023, and 2022 were $148,256, $142,678, and $121,355, respectively. We recorded capitalized software (in thousands) in fiscal 2024, 2023, and 2022 of $167,175, $166,120, and $148,239, respectively.
Research and development expenses (in thousands) for fiscal 2025, 2024, and 2023 were $162,771, $148,256, and $142,678, respectively. We recorded capitalized software (in thousands) in fiscal 2025, 2024, and 2023 of $172,445, $167,175, and $166,120, respectively. Sales and Marketing We serve established, well-defined markets that provide ongoing sales and cross-sell opportunities.
These products and services enhance the performance of traditional financial services organizations of all asset sizes and charters, and non-traditional diverse corporate entities. In total, we serve over 1,660 bank and credit union core clients and over 5,870 non-core clients.
We offer complementary solutions that include highly specialized financial performance, imaging and payment solutions, information security and risk management, retail delivery, and online and mobile functionality. These products and services enhance the performance of traditional banks and credit unions of all asset sizes and charters, and non-traditional diverse corporate entities.
They also provide education, training, and conversation opportunities to all associates to increase belongingness and innovation throughout the Company. A significant portion of the Company’s associates work remotely on either a full-time or hybrid remote/office basis.
These groups provide input and suggestions to address business problems and offer education and training to foster inclusion and belonging. As of June 30, 2025, we had over 1,770 unique associates and nearly 2,810 combined associates participating in six active BIGs. A significant portion of the Company’s associates work remotely on either a full-time or hybrid remote/office basis.
It is an online and mobile banking platform that helps community and regional financial institutions strategically differentiate their digital offerings from those of megabanks and other financial technology companies. It is a complete, open digital banking platform that gives banks and credit unions attractive, fast, cloud-native applications for their customers and members and cloud-based, core-connected back-office tools for their employees.
It's a comprehensive business and retail open platform delivering attractive, fast, cloud-native applications for accountholders and cloud-based, core-connected back-office tools for employees. Our treasury platform is a separate digital product that services the needs of banks' and credit unions' larger commercial customers.
Removed
Our core credit union solutions serve credit unions of all asset sizes.
Added
In total, we serve approximately 1,670 bank and credit union core clients and over 5,710 non-core clients. Our products and services provide our clients with solutions that can be tailored to support their unique growth, service, operational, and performance goals.
Removed
Digital Products and Services Jack Henry Digital represents a category of digital products and services that are being built and integrated together into one unified platform. Our main offering is the Banno Digital Platform™.
Added
Despite continued industry consolidation, Jack Henry net core footprints increased year-over-year from calendar year 2023 to calendar year 2024 in both bank and credit union client bases.

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Item 1A. Risk Factors

Risk Factors — what could go wrong, per management

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Biggest changeOur information systems rely on hardware, software, and other technological elements, whether developed in-house or provided by third parties, that occasionally need to be patched or updated to address existing or potential security vulnerabilities. If these vulnerabilities are not remediated in a timely manner, our systems and data may be at risk of compromise or interruption.
Biggest changeA security failure by one of these third parties could expose our data or subject our information systems to interruption of operations and security vulnerabilities. Our information systems rely on hardware, software, and other technological elements, whether developed in-house or provided by third parties, that occasionally need to be patched or updated to address existing or potential security vulnerabilities.
Any significant interruption of service could reduce revenue, have a negative impact on our reputation, result in damage claims, lead our present and potential clients to choose other service providers, and lead to increased regulatory scrutiny of the critical services we provide to financial institutions, with resulting increases in compliance burdens and costs.
Any significant interruption of service could reduce revenue, have a negative impact on our reputation and the reputation of our clients, result in damage claims, lead our present and potential clients to choose other service providers, and lead to increased regulatory scrutiny of the critical services we provide to financial institutions, with resulting increases in compliance burdens and costs.
Compliance with new and existing privacy laws, regulations, and rules may adversely impact our expenses, development, and strategy. We are subject to complex laws, rules, and regulations related to data privacy and cybersecurity. If we fail to comply with such requirements, we could be subject to reputational harm, regulatory enforcement, and litigation.
Compliance with new and existing data privacy and cybersecurity laws, regulations, and rules may adversely impact our expenses, development, and strategy. We are subject to complex laws, rules, and regulations related to data privacy and cybersecurity. If we fail to comply with such requirements, we could be subject to reputational harm, regulatory enforcement, and litigation.
If a critical vendor is unable to meet our needs in a timely manner or if the services or products provided by such a vendor are terminated or otherwise delayed and if we are not able to develop alternative sources for these services and products quickly and cost-effectively, our clients could be negatively impacted, and it could have a material adverse effect on our business.
If a critical vendor is unable to meet our needs in a timely manner or if the services or products provided by such a vendor are terminated or otherwise delayed and if we are not able to develop alternative sources for these services and products timely and cost-effectively, our clients could be negatively impacted, and it could have a material adverse effect on our business.
If we lose one or more of our key associates, we could suffer a loss of managerial experience, and management resources would have to be diverted from other activities to compensate for this loss. We do not have employment agreements with any of our executive officers. Further, we continue to face a competitive market for hiring and retaining skilled associates.
If we lose one or more of our key associates, we could suffer a loss of managerial experience, and management resources would have to be diverted from other activities to compensate for this loss. We do not have employment agreements with any of our executive officers. We continue to face a competitive market for hiring and retaining skilled associates.
If inflation or costs outpace our contractual ability to adjust pricing during the contractual terms of our client contracts, our revenues and profit margins could be negatively impacted. If we fail to adapt our products and services to changes in technology and the markets we serve, we could lose existing clients and be unable to attract new business.
If inflation or costs outpace our contractual ability to adjust pricing during the contractual terms of our client contracts, our revenues and profit margins could be negatively impacted. 16 If we fail to adapt our products and services to changes in technology and the markets we serve, we could lose existing clients and be unable to attract new business.
However, these steps may be inadequate to prevent misappropriation. Policing unauthorized use of our proprietary rights is difficult and misappropriation or litigation relating to such matters could have a material negative effect on our results of operation. General Risk Factors A material weakness in our internal controls could have a material adverse effect on us.
However, these steps may be inadequate to prevent misappropriation. Policing unauthorized use of our proprietary rights is difficult and misappropriation or litigation relating to such matters could have a material negative effect on our results of operation. 19 General Risk Factors A material weakness in our internal controls could have a material adverse effect on us.
We also rely on third-party service providers to provide part, or all of, certain services we deliver to clients. As we continue to move more computing, storage, and processing services out of our data centers and facilities and into third-party hosting environments, our reliance on 15 these providers and their systems will increase.
We also rely on third-party service providers to provide part, or all, of certain services we deliver to clients. As we continue to move more computing, storage, and processing services out of our data centers and facilities and into third-party hosting environments, our reliance on these providers and their systems will increase.
If regulators identify significant issues, or if we fail to meet supervisory remediation expectations, we could be subject to regulatory actions that could harm our client relationships and reputation. Failure by third parties, with whom we contract or partner, to comply with regulations or guidelines could also harm our relationships and reputation.
If regulators 17 identify significant issues, or if we fail to meet supervisory remediation expectations, we could be subject to regulatory actions that could harm our client relationships and reputation. Failure by third parties, with whom we contract or partner, to comply with regulations or guidelines could also harm our relationships and reputation.
If we are not able to respond to and manage the impact of such events effectively, our business will be harmed. Our business may be adversely impacted by general U.S. and global market and economic conditions or specific conditions in the financial services industry.
If we are not able to respond to and manage the impact of such events effectively, our business will be harmed. 18 Our business may be adversely impacted by general U.S. and global market and economic conditions or specific conditions in the financial services industry.
If we are unable to acquire suitable acquisition candidates, we may experience slower growth. 18 Acquisitions subject us to risks and may be costly and difficult to integrate. Acquisitions are difficult to evaluate, and our due diligence may not identify all potential liabilities or valuation issues.
If we are unable to acquire suitable acquisition candidates, we may experience slower growth. Acquisitions subject us to risks and may be costly and difficult to integrate. Acquisitions are difficult to evaluate, and our due diligence may not identify all potential liabilities or valuation issues.
These same risks apply to our third-party service providers who are implementing these tools into the 16 products or services they provide to us. Any failures to manage and mitigate these risks by these third-party service providers may negatively affect the products and services we provide our clients.
These same risks apply to our third-party service providers who are implementing these tools into the products or services they provide to us. Any failures to manage and mitigate these risks by these third-party service providers may negatively affect the products and services we provide our clients.
In the event of a security breach, we may need to spend substantial additional capital and resources alleviating problems caused by such breach. Under state, federal, and foreign laws requiring consumer notification of security breaches, the costs to remediate security breaches can be substantial.
In the event of a security breach, we may need to spend substantial additional capital and resources alleviating problems caused by such breach. Under state, federal, and foreign laws, including those requiring consumer notification of security breaches, the costs to remediate security breaches can be substantial.
Damage or destruction that interrupts our outsourcing operations could cause delays and failures in processing which could hurt our relationship with clients, damage our reputation, expose us to damage claims, and cause us to incur substantial additional expense to relocate operations and repair or replace damaged equipment.
Damage or destruction that interrupts our outsourcing operations could cause delays and failures in processing which could hurt our relationship with clients, damage our reputation, expose us to damage claims, and cause us to incur substantial additional expenses to relocate operations and repair or replace damaged equipment.
Implementing modifications and upgrades to our technological infrastructure subject us to inherent costs and risks associated with changing systems, policies, procedures, and monitoring tools. Failures associated with payment transactions could result in financial loss. The volume and dollar amount of payment transactions that we process is significant and continues to grow.
Implementing modifications and upgrades to our technological infrastructure subjects us to inherent costs and risks associated with changing systems, policies, procedures, and monitoring tools. 15 Failures associated with payment transactions could result in financial loss. The volume and dollar amount of payment transactions that we process is significant and continues to grow.
If the general economic environment worsens, including if inflation or interest rates continue to increase or remain at higher than recent historical levels, or if conditions or regulatory requirements within the financial services industry change, such as if financial institutions are required to increase reserve amounts or become subject to new regulatory assessments, clients may be less willing or able to pay the cost of our products and services, and we could face a reduction in demand from current and potential clients for our products and services, which could have a material adverse effect on our business, results of operations, and financial condition.
If the general economic environment worsens, including if inflation or interest rates continue to increase or remain at higher than recent historical levels, or if conditions or regulatory requirements within the financial services industry change—such as if financial institutions are required to increase reserve amounts, become subject to new regulatory assessments, or if tariffs or other trade restrictions are imposed or increased—clients may be less willing or able to pay the cost of our products and services, and we could face a reduction in demand from current and potential clients for our products and services, which could have a material adverse effect on our business, results of operations, and financial condition.
We are also subject to the risk that our associates may intercept and transmit unauthorized confidential or proprietary information or that corporate-owned computers used by associates are stolen, or client data media is lost in shipment.
We are also subject to the risk that our associates may, unintentionally or with malicious intent, intercept and transmit unauthorized confidential or proprietary information or that corporate-owned computers used by associates are stolen, or client data media is lost in shipment.
Like other financial institution service providers, we frequently face third-party attempts to discover and exploit system weaknesses or to circumvent our security measures. We anticipate that attempts to attack our systems, services, and infrastructure, and those of our clients, third-party service providers and other vendors, may grow in 14 frequency and sophistication.
Like other financial institution service providers, we continually face third-party attempts to discover and exploit system weaknesses or to circumvent our security measures. We anticipate that attempts to attack our systems, services, and infrastructure, and those of our clients, third-party service providers and other vendors, will grow in frequency and sophistication.
Consolidation and failures of financial institutions will continue to reduce the number of our clients and potential clients. Our primary market consists of approximately 4,540 commercial and savings banks and more than 4,700 credit unions.
Consolidation and failures of financial institutions will continue to reduce the number of our clients and potential clients. Our primary market consists of approximately 4,440 commercial and savings banks and more than 4,550 credit unions.
Those same parties may also attempt to fraudulently induce associates, clients, vendors, or other users of our systems through phishing schemes or other social engineering methods to disclose sensitive information to gain access to our data or that of our clients or their customer/members.
Those same parties may also attempt to fraudulently induce associates, clients, vendors, or other authorized users of our systems through phishing schemes or other social 14 engineering methods to disclose sensitive information to gain access to our data or that of our clients or their accountholders.
If the carrying value of a material asset is determined to be impaired, it will be written down to fair value by a charge to operating earnings. An impairment of a significant portion of our goodwill or intangible assets could have a material negative effect on our operating results. An increase in interest rates could increase our borrowing costs.
If the carrying value of a material asset is determined to be impaired, it will be written down to fair value by a charge to operating earnings. An impairment of a significant portion of our goodwill or intangible assets could have a material negative effect on our operating results.
Although our debt borrowing levels have historically been low, we may require additional or increased borrowings in the future under existing or new debt facilities to support operations, finance acquisitions, or fund stock repurchases. Our current credit facilities bear interest at variable rates.
Changes in interest rates could increase our borrowing costs or result in decreased interest income. Although our debt borrowing levels have historically been low, we may require additional or increased borrowings in the future under existing or new debt facilities to support operations, finance acquisitions, or fund stock repurchases. Our current credit facilities bear interest at variable rates.
If an interruption extends for more than several hours, we may experience data loss or a reduction in revenues by reason of such interruption.
If an interruption extends for more than several hours, we may experience data loss or a reduction in revenues due to such interruption.
Our balance sheet includes goodwill and intangible assets that represent a significant portion of our total assets as of June 30, 2024. On an annual basis, and whenever circumstances require, we review our goodwill and intangible assets for impairment.
The impairment of a significant portion of our goodwill and intangible assets would adversely affect our results of operations. Our balance sheet includes goodwill and intangible assets that represent a significant portion of our total assets as of June 30, 2025. On an annual basis, and whenever circumstances require, we review our goodwill and intangible assets for impairment.
Such technologies present unique business opportunities along with ever-changing legal and regulatory risks. Both state and federal regulations relating to these emerging technologies are quickly and constantly evolving and may require significant resources to modify and maintain business practices to comply with U.S. laws, the nature of which cannot be determined at this time.
While these technologies offer distinct business opportunities, they also bring evolving legal, regulatory, and operational risks. Both state and federal regulations relating to these emerging technologies are quickly and constantly evolving and may require significant resources to modify and maintain business practices to comply with U.S. laws, the nature of which cannot be determined at this time.
Increases in interest rates on variable-rate debt would increase our interest expense, which could negatively impact our results of operations. ITEM 1B. UNRESOLVED STAFF COMMENTS None.
Increases in interest rates on variable-rate debt would increase our interest expense, which could negatively impact our results of operations. Conversely, if interest rates substantially decrease, we would collect less interest income on settlement accounts. ITEM 1B. UNRESOLVED STAFF COMMENTS None.
Our services and infrastructure are increasingly reliant on the internet. Computer networks and the internet are vulnerable to disruptive problems such as denial of service attacks or other cyber-attacks carried out by cyber criminals or state-sponsored actors.
If these vulnerabilities are not remediated in a timely manner, our systems and data may be at risk of compromise or interruption. Our services and infrastructure are increasingly reliant on the internet. Computer networks and the internet are vulnerable to disruptive problems such as denial of service attacks or other cyber-attacks carried out by cyber criminals or state-sponsored actors.
The use of emerging technologies like artificial intelligence, machine learning, and generative artificial intelligence could lead to unintended consequences and result in reputational harm and increased litigation. We continue to evaluate emerging technologies like artificial intelligence, machine learning, and generative artificial intelligence for incorporation into our business to augment our products and services.
The increasing adoption of artificial intelligence (AI), machine learning (ML), and generative artificial intelligence into our products introduces significant and evolving risks that could lead to unintended consequences, result in reputational harm, and increased litigation. Our business currently utilizes AI and ML and we continue to evaluate and expand their use, including generative AI, to augment our products and services.
Unfavorable future tax law changes, including increasing U.S. corporate tax rates, could increase this net liability and negatively impact our provision for income taxes, net income, and cash flow. 19 The impairment of a significant portion of our goodwill and intangible assets would adversely affect our results of operations.
Our income tax positions result in a significant net deferred income tax liability on our consolidated balance sheet. Unfavorable future tax law changes, including increasing U.S. corporate tax rates, could increase this net liability and negatively impact our provision for income taxes, net income, and cash flow.
The number of state privacy and cybersecurity laws and regulations has grown tremendously over the past several years, creating an increasingly complex patchwork of data privacy and security requirements.
The number of state privacy and cybersecurity laws and regulations has grown tremendously over the past several years, resulting in an increasingly complex and fragmented regulatory landscape. These laws often include industry-specific requirements and board consumer data protection obligations.
Difficulties in hiring and retaining skilled associates may restrict our ability to adequately support our business needs and/or result in increased personnel costs. There is no assurance that we will be able to attract and retain the personnel necessary to maintain the Company’s strategic direction.
Difficulties in hiring and retaining skilled associates may restrict our ability to adequately support our business needs and/or result in increased personnel costs.
We anticipate that unauthorized parties will continue to attempt to obtain access to confidential information or to destroy data, often through the introduction of computer viruses, ransomware or malware, cyber-attacks, and other means, which are constantly evolving and at times difficult to detect.
We are continually subject to attempts by unauthorized parties to access confidential information or to destroy data, often through the introduction of computer viruses, ransomware or malware, and cyber-attacks.
Renewal time presents our clients with the opportunity to consider other providers or to renegotiate their contracts with us, including reducing the services we provide or negotiating the prices paid for our services. If we are not successful in achieving high renewal rates upon favorable terms, revenues and profit margins will suffer.
Renewal time presents our clients with the opportunity to consider other providers or to renegotiate their contracts with us, including reducing the services we provide or negotiating the prices paid for our services. Certain of our renewals have resulted in price compression between the former and renegotiated contracts.
If we fail to maintain a sufficient digital security infrastructure, address security vulnerabilities and new threats, or deploy adequate technologies to secure our systems against attack, we may be subject to security breaches that compromise confidential information, adversely affect our ability to operate our business, damage our reputation and business, adversely affect our results of operations and financial condition, and expose us to liability.
If we fail to maintain a sufficient digital security infrastructure, address security vulnerabilities and new threats, or deploy adequate technologies to secure our systems against attack, we may be subject to security breaches that compromise confidential information, including valuable intellectual property, proprietary information, trade secrets, know-how, or source code, which could lead to their theft, misuse, unauthorized disclosure, or misappropriation.
We rely on third parties for various business purposes, and these third parties face similar security risks. A security failure by one of these third parties could expose our data or subject our information systems to interruption of operations and security vulnerabilities.
Such incidents could adversely affect our ability to operate our business, damage our reputation and business, adversely affect our results of operations and financial condition, and expose us to liability. We rely on third parties for various business purposes, and these third parties face similar security risks.
Removed
This includes industry-specific rules such as those enacted by the New York Department of Financial Services that require covered financial institutions to have a cybersecurity program along with other compliance requirements as well as comprehensive consumer data privacy rules such as the California Consumer Privacy Act, the Iowa Consumer Data Protection Act, and the Virginia Consumer Data Protection Act.
Added
The use of artificial intelligence increasingly enabling their sophistication and accelerating their evolution, including through automated phishing and the rapid development of new malware, which continue to evolve and can be difficult to detect.
Removed
Though several privacy concepts are common across the laws, each state requires compliance with standards and policies that are not cohesive with other laws and are often further amended by regulatory action.
Added
These risks are further heightened by the fact that a significant portion of our associates and contractors work remotely outside of Company-controlled facilities using networks and devices that are not physically controlled by the Company, potentially limiting the effectiveness of our security controls.
Removed
The unique data protection regulations issued by multiple agencies have created a fragmented series of 17 requirements that makes it increasingly complex to comply with all the mandates in an efficient manner and may increase costs to deliver affected products and services as those requirements are established.
Added
If that trend accelerates or becomes more pronounced, it could negatively impact our results of operations. If we are not successful in achieving high renewal rates upon favorable terms, revenues and profit margins will suffer.
Removed
Unfavorable resolution of tax contingencies or unfavorable future tax law changes could adversely affect our tax expense. Our income tax positions result in a significant net deferred income tax liability on our consolidated balance sheet.
Added
From an operational standpoint, AI algorithms and training methodologies may create accuracy issues, unintended biases, factual errors, misrepresentations, offensive language, inappropriate statements, or other unexpected outcomes that could undermine product and service quality or lead to errors in our decision-making and solution development.
Added
Ineffective or inadequate AI development, testing, evaluation, deployment, content labeling, or governance may impair public acceptance or cause harm, resulting in offerings not working as intended, and we also face explainability risk from our potential inability to interpret or justify AI model decisions, which may lead to concerns about trust, regulatory compliance, and accountability.
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Additionally, the use of AI tools by associates—whether authorized or not—for internal functions or business operations may result in unintended or unreliable outputs, which could negatively impact the quality, accuracy, or consistency of work product and decision-making.
Added
While many of these frameworks share common principles each jurisdiction imposes unique compliance standards, definitions, and obligations that may not align with one another. This lack of uniformity, combined with frequent legislative updates and regulatory amendments, creates ongoing challenges for organizations seeking to maintain consistent and compliant data governance practices across multiple jurisdictions.
Added
Further, the FTC and state attorneys general may interpret federal and state consumer protection laws as imposing standards for the collection, use, dissemination, and security of data.
Added
These challenges are further compounded by the fact that a substantial portion of our workforce operate in hybrid or fully remote arrangements, which introduces additional complexities related to employee engagement, collaboration, training, and the preservation of corporate culture.
Added
As we navigate these dynamics, there is no assurance that we will be able to attract and retain the personnel necessary to maintain the Company’s strategic direction. Unfavorable resolution of tax contingencies or unfavorable future tax law changes could adversely affect our tax expense.

Item 1C. Cybersecurity

Cybersecurity — threats and controls disclosure

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Biggest changeThe program safeguards Jack Henry and client confidentiality and privacy by systematically identifying, assessing, and managing material risks and cybersecurity threats through use of comprehensive cyber defense, threat and vulnerability management, and cyber intelligence. Our cybersecurity program includes continuous enterprise monitoring with well-defined and rehearsed business resilience and incident response procedures.
Biggest changeIt is maintained by a team of highly skilled cybersecurity professionals and supported by investments in modern technology, including artificial intelligence and machine learning. The program is designed to safeguard Jack Henry and client confidentiality and privacy by systematically identifying, assessing, and managing material risks and cybersecurity threats through comprehensive cyber defense, threat and vulnerability management, and cyber intelligence.
ITEM 1C. CYBERSECURITY Cyber Risk Management and Strategy In our increasingly interconnected environment, information is inherently exposed to a growing number of risks, threats, and vulnerabilities.
ITEM 1C. CYBERSECURITY Cyber Risk Management and Strategy In today's interconnected environment, information is inherently exposed to a wide range of risks, threats, and vulnerabilities.
Reviews such as those by the Federal Banking Agencies (comprised of the FDIC, FRB, and the OCC) assess and identify security gaps or flaws in controls. Critical services provided to our clients are subject to annual System and Organization Controls (“SOC”) reviews by independent auditors. Our associates and contractors play a vital role in the safeguarding of systems and data.
These reviews, including those conducted by the Federal Banking Agencies (comprised of the FDIC, FRB, and the OCC) help identify potential security gaps or control deficiencies. In addition, critical services provided to our clients undergo annual System and Organization Controls (“SOC”) reviews by independent auditors. Our associates and contractors play a vital role in the safeguarding of systems and data.
As a provider of products and services to financial institutions, Jack Henry integrates industry-standard frameworks, policies, and procedures to securely process and store sensitive information, prioritizing the protection of our associates, clients, and their private data from the ever-evolving cyber threat environment.
As a provider of products and services to financial institutions, Jack Henry integrates industry-standard frameworks, policies, and procedures to securely process and store sensitive information, prioritizing the protection of our associates, clients, and their private data in an ever-evolving cyber threat landscape. Jack Henry’s information and cybersecurity program is a core component of our overall enterprise risk management framework.
As a large financial technology provider, we continually face risks from cybersecurity threats that, if realized, are reasonably likely to materially affect us and our business strategy, results of operations, or financial condition.
In fiscal year 2025, we did not identify any cybersecurity threats, including those arising from prior incidents, that materially affected our business strategy, results of operations, or financial condition. As a large financial technology provider, we continually face risks from cybersecurity threats that, if realized, are reasonably likely to materially affect our business strategy, results of operations, or financial condition.
While the Board of Directors, through the Risk and Compliance Committee, maintains oversight for cybersecurity risks, management is primarily responsible for identifying, assessing, and managing material cybersecurity risks within our broader risk management program.
The CISO also meets with the Risk and Compliance Committee at least annually to evaluate our overall security environment and organization. While the Board of Directors, through the Risk and Compliance Committee, maintains oversight of cybersecurity risks, management is primarily responsible for identifying, assessing, and managing these risks within our broader risk management program.
Further, we use third-party vendors and consultants to assist in identifying and assessing cybersecurity risks. Jack Henry systems and services undergo regular reviews performed by the same regulatory agencies that review financial institutions: Federal Reserve Bank (“FRB”), FDIC, Office of the Comptroller of the Currency (“OCC”), NCUA, and the CFPB, among others.
Jack Henry systems and services are subject to regular reviews by the same regulatory agencies that oversee financial institutions, including the Federal Reserve Bank (“FRB”), FDIC, Office of the Comptroller of the Currency (“OCC”), NCUA, and the CFPB, among others.
Associates and contractors complete mandatory annual security awareness training to ensure they stay abreast of the latest best practices and related cyber threats. Additionally, we conduct routine phishing exercises to help associates and contractors identify and responsibly respond to suspicious emails. Throughout the year, we target supplemental training and education to higher-risk individuals and teams.
All are required to complete annual security awareness training to ensure they stay current on best practices and emerging cyber threats. We also conduct routine phishing exercises to help associates and contractors recognize and appropriately respond to suspicious emails. Supplemental training is provided throughout the year to individuals and teams with elevated-risk profiles.
Despite our efforts to identify and respond to cybersecurity threats, we cannot ensure that we will not experience material cybersecurity incidents in the future or that we have not experienced an undetected incident.
Despite our efforts to identify and respond to cybersecurity threats, we cannot guarantee that we will not experience a material cybersecurity incident in the future or that an undetected incident has not already occurred. For further discussion of cybersecurity risks, see the section entitled “Risk Factors” in Item 1A.
We conduct evaluations and risk assessments of third-party service providers prior to engagement and on an ongoing periodic basis to ensure our standards for security are maintained. Our strategic risk management committees review and address any identified risks.
Jack Henry relies on third-party service providers to deliver certain services and products to our clients. We evaluate and seek to mitigate the cybersecurity risks associated with these providers through pre-engagement and periodic risk assessments to ensure our standards for security are maintained. Our strategic risk management committees review and address any identified risks.
The Risk and Compliance Committee’s obligations include overseeing Jack Henry’s risk assessment and management programs and reviewing risk preparedness. Our Audit Committee oversees financial risks and would also be informed of a material cybersecurity incident that could potentially have a material impact on our financial statements.
The Audit Committee oversees financial risks and would be informed of any material cybersecurity incident that could potentially have a material impact on our financial statements. The Chief Information Security Officer (“CISO”) reports quarterly to the Risk and Compliance Committee and to the full Board of Directors on information security matters.
For a full discussion of cybersecurity risks, see the section entitled “Risk Factors” in Item 1A. 20 Cyber Security Governance and Oversight Our Board of Directors maintains ultimate oversight over risk functions but has delegated certain oversight responsibilities for enterprise and operational risks, including cybersecurity risk, to the Board’s Risk and Compliance Committee.
CyberSecurity Governance and Oversight Our Board of Directors has ultimate oversight of risk management and has delegated responsibility for enterprise and operational risks, including cybersecurity, to the Board’s Risk and Compliance Committee. This Committee oversees Jack Henry’s risk assessment and management programs and reviews risk preparedness.
The information security team, under the direction of the CISO, regularly monitors general cybersecurity trends and institutes preventative efforts and defensive measures to protect against cybersecurity threats.
Our CISO brings more than 20 years experience in technology and cybersecurity, including senior leadership roles at major financial institutions. Under the CISO's direction, the information security team continuously monitors cybersecurity trends and implements proactive and defensive measures to protect against cybersecurity threats.
Our CISO, who reports directly to the Chief Risk Officer, has primary responsibility over Jack Henry’s overall information security strategy, policy, security engineering, operations, and cybersecurity threat detection and response. Our CISO has more than 20 years of technology and cybersecurity experience, including previous senior leadership roles at major financial institutions.
Incidents meeting pre-established thresholds are escalated to management for threat assessment, mitigation, remediation, and, if necessary, disclosure to clients, third-parties, and regulators. Our CISO, who reports to the Chief Operations Officer, has primary responsibility for Jack Henry’s information security strategy, policy, security engineering, operations, and cybersecurity threat detection and response.
Management has established the Enterprise Risk Management Committee, headed by Company executives, to monitor the governance, risk, and compliance environment for Jack Henry, which includes review of cybersecurity risk. Management has also adopted specific policies and processes to monitor cybersecurity threats and to mitigate such threats as they arise.
The Enterprise Risk Management Committee, composed of senior executives, monitors governance, risk, and compliance enterprise-wide, including cybersecurity. Management has adopted specific policies and procedures to monitor and mitigate cybersecurity threats including an incident response program, led by the CISO and staffed by professionals with diverse expertise.
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Jack Henry’s information and cybersecurity program is a key component of our overall enterprise risk management and is maintained by a team of diverse, highly skilled cybersecurity professionals, as well as a portfolio of investments in modern technology, including artificial intelligence and machine learning.
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It includes continuous enterprise monitoring and well-defined and regularly tested business 20 resilience and incident response procedures. We also engage third-party vendors and consultants to assist in identifying, assessing, and mitigating cybersecurity risks.
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Jack Henry relies on third-party service providers to deliver services and products to our clients, and we evaluate and attempt to mitigate the cybersecurity risks associated with the use of these third-party service providers.
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In fiscal year 2024, we did not identify any risks from cybersecurity threats, including as a result of any previous cybersecurity incidents, that have materially affected our business strategy, results of operations, or financial condition.
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The Chief Information Security Officer (“CISO”) reports to the Risk and Compliance Committee and to the full Board of Directors on a quarterly basis on information security matters. Additionally, the CISO meets with the Risk and Compliance Committee at least annually to evaluate our overall security environment and organization.
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These policies and procedures include, among other things, an incident response program, which includes professionals with diverse backgrounds and skillsets, led by our CISO. Our incident response team is designed to monitor and assess cyber and information security related incidents.
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Any cybersecurity incidents that meet or exceed preestablished thresholds are escalated to management to establish the scope of the threat, apply mitigation and remediation efforts, and assess the need for disclosure to clients, third-party service providers, and regulators.

Item 2. Properties

Properties — owned and leased real estate

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Biggest changeWe have 19 leased office facilities in 15 states, which total approximately 474,000 square feet. Of this total, approximately 54,700 square feet relates to our Elizabethtown, Kentucky leased office facility of which approximately 50,900 square feet is subleased. The remaining owned and leased office facilities are for normal business purposes. We own five aircraft.
Biggest changeWe have 17 leased office facilities in 13 states, which total approximately 445,000 square feet. Of this total, approximately 54,700 square feet relates to our 21 Elizabethtown, Kentucky leased office facility of which approximately 50,900 square feet is subleased. The remaining owned and leased office facilities are for normal business purposes. We own five aircraft.

Item 3. Legal Proceedings

Legal Proceedings — active lawsuits and investigations

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Biggest changeThese liabilities are reviewed at least quarterly and adjusted to reflect the impacts of negotiations, settlements, rulings, advice of legal counsel, and other information and events pertaining to a particular case or proceeding. ITEM 4. MINE SAFETY DISCLOSURES None. 21 Table of Contents PART II
Biggest changeThese liabilities are reviewed at least quarterly and adjusted to reflect the impacts of negotiations, settlements, rulings, advice of legal counsel, and other information and events pertaining to a particular case or proceeding. ITEM 4. MINE SAFETY DISCLOSURES None. 22 Table of Contents PART II

Item 4. Mine Safety Disclosures

Mine Safety Disclosures — required of mining issuers

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Biggest changeITEM 4. MINE SAFETY DISCLOSURES 21 PART II ITEM 5. MARKET FOR REGISTRANT'S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES 22 ITEM 6. [RESERVED] 23 ITEM 7. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS 24 ITEM 7A. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK 32 ITEM 8.
Biggest changeITEM 4. MINE SAFETY DISCLOSURES 22 PART II ITEM 5. MARKET FOR REGISTRANT'S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES 23 ITEM 6. [RESERVED] 24 ITEM 7. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS 25 ITEM 7A. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK 34 ITEM 8.

Item 5. Market for Registrant's Common Equity

Market for Common Equity — stock, dividends, buybacks

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Biggest changeCOMPARISON OF 5 YEAR CUMULATIVE TOTAL RETURN Among Jack Henry & Associates, Inc., the S&P 500 Index, and the S&P 1500 Software & Services Index The following information depicts a line graph with the following values: 2019 2020 2021 2022 2023 2024 JKHY 100.00 138.88 124.80 138.92 130.65 131.34 S&P 500 100.00 107.51 151.36 135.29 161.80 201.54 S&P Composite 1500 Software & Services 100.00 127.92 170.73 142.67 185.15 235.60 This comparison assumes $100 was invested on June 30, 2019, and assumes reinvestments of dividends.
Biggest changeCOMPARISON OF 5 YEAR CUMULATIVE TOTAL RETURN Among Jack Henry & Associates, Inc., the S&P 500 Index, and the S&P 1500 Software & Services Index The following information depicts a line graph with the following values: 2020 2021 2022 2023 2024 2025 JKHY 100.00 89.86 100.03 94.07 94.57 103.95 S&P 500 100.00 140.79 125.85 150.51 187.47 215.89 S&P Composite 1500 Software & Services 100.00 133.46 111.53 144.74 184.18 215.90 This comparison assumes $100 was invested on June 30, 2020, and assumes reinvestments of dividends.
The authorizations have no specific dollar or share price targets and no expiration dates. 22 Table of Contents Performance Graph The following chart presents a comparison for the five-year period ended June 30, 2024, of the market performance of the Company’s common stock with the Standard & Poor's 500 ("S&P 500") Index and the Standard & Poor's Composite 1500 Software & Services ("S&P 1500 Software & Services") Index.
The authorizations have no specific dollar or share price targets and no expiration dates. 23 Table of Contents Performance Graph The following chart presents a comparison for the five-year period ended June 30, 2025, of the market performance of the Company’s common stock with the Standard & Poor's 500 ("S&P 500") Index and the Standard & Poor's Composite 1500 Software & Services ("S&P 1500 Software & Services") Index.
Issuer Purchases of Equity Securities The following shares of the Company were repurchased during the quarter ended June 30, 2024: Total Number of Shares Purchased (1) Average Price of Share Total Number of Shares Purchased as Part of Publicly Announced Plans Maximum Number of Shares that May Yet Be Purchased Under the Plans (1) April 1 April 30, 2024 $ 3,667,497 May 1 May 31, 2024 $ 3,667,497 June 1 June 30, 2024 49,840 $161.62 49,840 3,617,657 Total 49,840 $161.62 49,840 3,617,657 (1) Total stock repurchase authorizations approved by the Company's Board of Directors as of May 14, 2021 were for 35.0 million shares.
Issuer Purchases of Equity Securities The following shares of the Company were repurchased during the quarter ended June 30, 2025: Total Number of Shares Purchased (1) Average Price of Share Total Number of Shares Purchased as Part of Publicly Announced Plans Maximum Number of Shares that May Yet Be Purchased Under the Plans (1) April 1 April 30, 2025 $ 3,411,018 May 1 May 31, 2025 $ 3,411,018 June 1 June 30, 2025 $ 3,411,018 Total $ 3,411,018 (1) Total stock repurchase authorizations approved by the Company's Board of Directors as of May 14, 2021 were for 35.0 million shares.
Under these authorizations, the Company has repurchased and not re-issued 31,372,959 shares and has repurchased and re-issued 9,384 shares.
Under these authorizations, the Company has repurchased and not re-issued 31,579,598 shares and has repurchased and re-issued 9,384 shares.
On August 15, 2024, there were approximately 344,699 holders of the Company’s common stock, including individual participants in security position listings.
On August 8, 2025, there were approximately 347,295 holders of the Company’s common stock, including individual participants in security position listings.

Item 7. Management's Discussion & Analysis

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

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Biggest changeIn July 2023, the Company conducted a voluntary separation program for certain eligible associates that included a VEDIP payment for the eligible associates who chose to participate in the program. The Company made payments associated with the VEDIP program in the approximate amount of $16,443 from July 2023 through December 2023, including immaterial payments continuing into calendar 2024.
Biggest changeReducing total operating expenses for deconversion costs of $6,242 in the current fiscal year and $3,408 in the prior fiscal year and for VEDIP related costs of $16,443 in the prior fiscal year, results in a 5.5% increase, or $94,031 (The VEDIP program was a Company voluntary separation program offered to certain eligible associates who chose to participate in the program from July through December 2023, including immaterial payments that continued into calendar 2024).
Cash used in investing activities for fiscal 2024 totaled $240,165 and included: $167,175 for the ongoing enhancements and development of existing and new product and service offerings; capital expenditures on facilities and equipment of $58,118, mainly for the purchase of computer equipment; $8,646 for purchase of investments; and $7,130 for the purchase and development of internal use software.
Cash used in investing activities for fiscal 2024 totaled $240,165 and included: $167,175 for the ongoing enhancements and development of existing and new product and service offerings; capital expenditures on facilities and equipment of $58,118, mainly for the purchase of computer equipment; $8,646 for the purchase of investments; and $7,130 for the purchase and development of internal use software.
Borrowings under the term loan facility bear interest at a variable rate equal to (a) a rate based on an adjusted SOFR term rate or (b) an alternate base rate (the highest of (i) 0%, (ii) the Prime Rate for such day, (iii) the sum of the Federal Funds Effective Rate for such day plus 0.50% per annum and (iv) the Adjusted Term SOFR Screen Rate (without giving effect to the Applicable Margin) for a one month Interest Period on such day for Dollars plus 0.75%), plus an applicable percentage in each case determined by the Company's leverage ratio.
Borrowings under the term loan facility bore interest at a variable rate equal to (a) a rate based on an adjusted SOFR term rate or (b) an alternate base rate (the highest of (i) 0%, (ii) the Prime Rate for such day, (iii) the sum of the Federal Funds Effective Rate for such day plus 0.50% per annum and (iv) the Adjusted Term SOFR Screen Rate (without giving effect to the Applicable Margin) for a one month Interest Period on such day for Dollars plus 0.75%), plus an applicable percentage in each case determined by the Company's leverage ratio.
Discussions of fiscal 2022 items and comparisons between fiscal 2022 and fiscal 2023 that are not included in this Form 10-K can be found in Part II, Item 7 “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in our Annual Report on Form 10-K for the fiscal year ended June 30, 2023.
Discussions of fiscal 2023 items and comparisons between fiscal 2023 and fiscal 2024 that are not included in this Form 10-K can be found in Part II, Item 7 “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in our Annual Report on Form 10-K for the fiscal year ended June 30, 2024.
The credit agreement bears interest at a variable rate equal to (a) a rate based on an adjusted SOFR term rate or (b) an alternate base rate (the highest of (i) 0%, (ii) the Prime Rate for such day, (iii) the sum of the Federal Funds Effective Rate for such day plus 0.50% per annum and (iv) the Adjusted Term SOFR Screen Rate (without giving effect to the Applicable Margin) for a one month Interest Period on such day for Dollars plus 1.0%), plus an applicable percentage in each case determined by the Company's leverage ratio.
The credit agreement bears interest at a variable rate equal to (a) a rate based on an adjusted Secured Overnight Financing Rate ("SOFR") term rate or (b) an alternate base rate (the highest of (i) 0%, (ii) the Prime Rate for such day, (iii) the sum of the Federal Funds Effective Rate for such day plus 0.50% per annum and (iv) the Adjusted Term SOFR Screen Rate (without giving effect to the Applicable Margin) for a one month Interest Period on such day for Dollars plus 1.0%), plus an applicable percentage in each case determined by the Company's leverage ratio.
Processing revenue includes: "remittance" revenue from payment processing, remote capture, and ACH transactions; "card" fees, including card transaction processing and monthly fees; and "transaction and digital" revenue, which includes transaction and mobile processing fees. We continually seek opportunities to increase revenue while at the same time containing costs to expand margins.
Processing includes: "remittance" revenues from payment processing, remote capture, and ACH transactions; "card" revenues, including card transaction processing and monthly fees; and "transaction and digital" revenues, which include transaction and mobile processing revenues. We continually seek opportunities to increase revenue while at the same time containing costs to expand margins.
We assessed our liquidity needs throughout fiscal 2024, and determined we had adequate capital resources and sufficient access to external financing sources to satisfy our current and reasonably anticipated funding needs. We will continue to monitor and assess these needs going forward.
We assessed our liquidity needs throughout fiscal 2025, and determined we had adequate capital resources and sufficient access to external financing sources to satisfy our current and reasonably anticipated funding needs. We will continue to monitor and assess these needs going forward.
The Board of Directors has authorized the Company to repurchase shares of its common stock. Under this authorization, the Company may finance its share repurchases with available cash reserves or short-term borrowings on its existing credit facilities. The share repurchase program does not include specific price targets or 29 Table of Contents timetables and may be suspended at any time.
The Board of Directors has authorized the Company to repurchase shares of its common stock. Under this authorization, the Company may finance its share repurchases with available cash reserves or short-term borrowings on its existing credit facilities. The share repurchase program does not include specific price targets or timetables and may be suspended at any time.
Our solutions serve approximately 7,500 clients and consist of integrated data processing systems solutions to banks ranging from de novo to multi-billion-dollar institutions with assets up to $50 billion, core data processing solutions for credit unions of all sizes, and non-core highly specialized core-agnostic products and services that enable financial institutions of every asset size and charter, and diverse corporate entities outside the financial services industry, to mitigate and control risks, optimize revenue and growth opportunities, and contain costs.
Our solutions serve approximately 7,400 clients and consist of integrated data processing systems solutions to banks ranging from de novo to multi-billion-dollar institutions with assets up to $55 billion, core data processing solutions for credit unions of all sizes, and non-core highly specialized core-agnostic products and services that enable banks and credit unions of every asset size and charter, and diverse corporate entities outside the financial services industry, to mitigate and control risks, optimize revenue and growth opportunities, and contain costs.
There was $60,000 and $95,000 outstanding under the amended and restated credit facility at June 30, 2024, and June 30, 2023, respectively. Term loan facility On May 16, 2023, the Company entered into a term loan credit agreement with a syndicate of financial institutions, with an original principal balance of $180,000.
There was $0 and $60,000 outstanding under the amended and restated credit facility at June 30, 2025, and June 30, 2024, respectively. Term loan facility On May 16, 2023, the Company entered into a term loan credit agreement with a syndicate of financial institutions, with an original principal balance of $180,000.
An accounting estimate is considered critical if both: (a) the nature of the estimates or assumptions is material due to the levels of subjectivity and judgment involved, and (b) the impact of changes in the estimates and assumptions would have a material effect on the consolidated financial statements.
An accounting estimate is considered critical if both: (a) the nature of the estimates or assumptions is material due to the levels of subjectivity and judgment involved, and (b) 32 Table of Contents the impact of changes in the estimates and assumptions would have a material effect on the consolidated financial statements.
Our two primary revenue streams are "services and support" and "processing." Services and support includes: "private and public cloud" fees that predominantly have contract terms of six years at inception; "product delivery and services" revenue, which includes revenue from the sales of licenses, implementation services, deconversion fees, consulting, and hardware; and "on-premise support" revenue, composed of maintenance fees which primarily contain annual contract terms.
Our two primary revenue streams are "services and support" and "processing." Services and support includes: "private and public cloud" revenues that predominantly have contract terms of six years at inception; "product delivery and services" revenues, which include revenues from the sales of licenses, implementation services, deconversions, consulting, and hardware; and "on-premise support" revenues, composed of maintenance fees that primarily contain annual contract terms.
A detailed discussion of the major components of the results of operations for the fiscal year ended June 30, 2024 compared to the fiscal year ended June 30, 2023 follows.
A detailed discussion of the major components of the results of operations for the fiscal year ended June 30, 2025 compared to the fiscal year ended June 30, 2024 follows.
REPORTABLE SEGMENT DISCUSSION The Company is a well-rounded financial technology company and is a leading provider of technology solutions and payment processing services primarily to community and regional financial institutions. The Company’s operations are classified into four reportable segments: Core, Payments, Complementary, and Corporate and Other.
REPORTABLE SEGMENT DISCUSSION The Company is a well-rounded financial technology company and is a leading provider of technology solutions and payment processing services primarily to community and regional banks and credit unions. The Company’s operations are classified into four reportable segments: Core, Payments, Complementary, and Corporate and Other.
The credit agreement is guaranteed by certain subsidiaries of the Company and is subject to various financial covenants that require the Company to maintain certain financial ratios as defined in the credit agreement. As of June 30, 2024, the Company was in compliance with all such covenants. The amended and restated credit facility terminates August 31, 2027.
The credit agreement is guaranteed by certain subsidiaries of the Company and is subject to various financial covenants that require the Company to maintain certain financial ratios as defined in the credit agreement. As of June 30, 2025, the Company was in compliance with all such covenants. The credit facility terminates August 31, 2027.
The Core segment provides core information processing platforms to banks and credit unions, which consist of integrated applications required to process deposit, loan, and general ledger transactions, and maintain centralized customer/member information.
The Core segment provides core information processing platforms to banks and credit unions, which consist of integrated applications required to process deposit, loan, and general ledger transactions, and maintain centralized accountholder information.
All dollar and share amounts, except per share amounts, are in thousands and discussions compare fiscal 2024 to fiscal 2023.
All dollar and share amounts, except per share amounts, are in thousands and discussions compare fiscal 2025 to fiscal 2024.
Only revenue and costs of revenue are considered in the evaluation for each segment. Immaterial adjustments between segments were made in fiscal 2024 to reclassify revenue and cost of revenue that was recognized in fiscal 2023. These reclasses were made to be consistent with the current allocation of revenue and cost of revenue by segment.
Only revenue and costs of revenue are considered in the evaluation for each segment. 28 Table of Contents Immaterial adjustments between segments were made in fiscal 2025 to reclassify cost of revenue that was recognized in fiscal years 2024 and 2023. These reclasses were made to be consistent with the current allocation of cost of revenue by segment.
We believe our research and development efforts are highly efficient because of the extensive experience of our research and development staff and because our product development is highly client driven. Research and development expenses for fiscal 2024 increased 3.9% compared to fiscal 2023.
We believe our research and development efforts are highly efficient because of the extensive experience of our research and development staff and because our product development is highly client driven. Research and development expenses for fiscal 2025 increased 9.8% compared to fiscal 2024.
OVERVIEW Jack Henry & Associates, Inc. is a well-rounded financial technology company headquartered in Monett, Missouri, that employs approximately 7,170 full-time and part-time associates nationwide, and is a leading provider of technology solutions and payment processing services primarily to community and regional financial institutions.
OVERVIEW Jack Henry & Associates, Inc. is a well-rounded financial technology company headquartered in Monett, Missouri, that employs approximately 7,240 full-time and part-time associates nationwide, and is a leading provider of technology solutions and payment processing services primarily to community and regional banks and credit unions.
In December 2023, the FASB issued ASU No. 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures, which enhances the transparency and decision usefulness of income tax disclosures. The ASU requires additional disclosure related to rate reconciliation, income taxes paid, and other disclosures to improve the effectiveness of income tax disclosures.
Not Adopted at Fiscal Year End In December 2023, the FASB issued ASU No. 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures, which enhances the transparency and decision usefulness of income tax disclosures. The ASU requires additional disclosure related to rate reconciliation, income taxes paid, and other disclosures to improve the effectiveness of income tax disclosures.
Capital expenditures totaling $58,118 and $39,179 for fiscal years ended June 30, 2024, and June 30, 2023, respectively, were made primarily for additional equipment and the improvement of existing facilities. These additions were funded from cash generated by operations. At June 30, 2024, the Company had $24,694 of significant outstanding purchase commitments related to property and equipment.
Capital expenditures totaling $53,358 and $58,118 for fiscal years ended June 30, 2025, and June 30, 2024, respectively, were made primarily for additional equipment and the improvement of existing facilities. These additions were funded from cash generated by operations. At June 30, 2025, the Company had $58,182 of significant outstanding purchase commitments related to property and equipment.
REVENUE Services and Support Revenue Year Ended June 30, % Change 2024 2023 Services and support $ 1,275,954 $ 1,214,701 5.0% Percentage of total revenue 58% 58% Services and support includes: "private and public cloud" fees, which predominantly have contract terms of six years at inception; "product delivery and services" revenue, which includes revenue from the sales of licenses, implementation services, deconversion fees, consulting, and hardware; and "on-premise support" revenue, which is composed primarily of maintenance fees with annual contract terms.
REVENUE Services and Support Revenue Year Ended June 30, % Change 2025 2024 Services and support $ 1,361,737 $ 1,275,954 6.7% Percentage of total revenue 57% 58% Services and support includes: "private and public cloud" fees, which predominantly have contract terms of six years at inception; "product delivery and services" revenue, which includes revenue from the sales of licenses, implementation services, deconversion fees, consulting, and hardware; and "on-premise support" revenue, which is composed primarily of maintenance fees with annual contract terms.
Research and Development Year Ended June 30, % Change 2024 2023 Research and development $ 148,256 $ 142,678 3.9% Percentage of total revenue 7% 7% We devote significant effort and expense to develop new software and service products and continually upgrade and enhance our existing offerings.
Research and Development Year Ended June 30, % Change 2025 2024 Research and development $ 162,771 $ 148,256 9.8% Percentage of total revenue 7% 7% We devote significant effort and expense to develop new software and service products and continually upgrade and enhance our existing offerings.
Not Adopted at Fiscal Year End In November 2023, the FASB issued ASU No. 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures, which improves the disclosures about a public entity's reportable segments through enhanced disclosures about significant segment expenses that are regularly provided to the chief operating decision maker.
RECENT ACCOUNTING PRONOUNCEMENTS Recently Adopted Accounting Guidance In November 2023, the FASB issued ASU No. 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures, which improves the disclosures about a public entity's reportable segments through enhanced disclosures about significant segment expenses that are regularly provided to the chief operating decision maker.
Determination of transaction price The amount of revenue recognized is based on the consideration we expect to receive in exchange for transferring goods and services to the client. Our contracts with our clients frequently contain some component of variable consideration.
Determination of transaction price The amount of revenue recognized is based on the consideration we expect to receive in exchange for transferring goods and services to the client. Our contracts with our clients frequently contain some component of variable consideration. We estimate variable consideration in our contracts primarily using the expected value method, based on both historical and current information.
Purchase accounting We account for our acquisitions using the purchase method of accounting. This method requires estimates to determine the fair values of assets and liabilities acquired, including judgments to determine any acquired intangible assets such as computer software and client-related intangibles.
This method requires estimates to determine the fair values of assets and liabilities acquired, including judgments to determine any acquired intangible assets such as computer software and client-related intangibles.
The ASU is effective for annual periods beginning after December 15, 2024, and applied on a prospective basis. Early adoption and retrospective application is permitted. The Company is currently evaluating the impact of this ASU on its consolidated financial statements and related disclosures. CRITICAL ACCOUNTING ESTIMATES We prepare our consolidated financial statements in accordance with U.S. GAAP.
The ASU is effective for annual periods beginning after December 15, 2024, and applied on a prospective basis. Early adoption and retrospective application is permitted. The Company is currently evaluating the impact of this ASU on its consolidated financial statements and related disclosures.
This increase was primarily driven by organic increases in digital revenue (including Banno) and hosting within cloud revenue. Cost of revenue in the Complementary segment increased 7.7% for fiscal 2024 compared to fiscal 2023.
This increase was primarily driven by organic increases in hosting and digital revenues within cloud and higher maintenance fee revenue. Cost of revenue in the Complementary segment increased 5.5% for fiscal 2025 compared to fiscal 2024.
Selling, General, and Administrative Year Ended June 30, % Change 2024 2023 Selling, general, and administrative $ 278,419 $ 235,274 18.3% Percentage of total revenue 13% 11% Selling, general, and administrative costs included all expenses related to sales efforts, commissions, finance, legal, and human resources, plus all administrative costs.
Selling, General, and Administrative Year Ended June 30, % Change 2025 2024 Selling, general, and administrative $ 283,055 $ 278,419 1.7% Percentage of total revenue 12% 13% Selling, general, and administrative costs included all expenses related to sales efforts, commissions, finance, legal, and human resources, plus all administrative costs.
We consider various factors to project marketability and future revenues, including an assessment of alternative solutions or products, current and historical demand for the product, and anticipated changes in technology that may make the product obsolete. A significant change in an estimate related to one or more software products could result in a material change to our results of operations.
We consider various factors to project marketability and future revenues, including an assessment of alternative solutions or products, current and historical demand for the product, and anticipated changes in technology that may make the product obsolete.
We have four reportable segments: Core, Payments, Complementary, and Corporate and Other. The respective segments include all related revenues along with the related cost of sales. A detailed discussion of the major components of the results of operations follows.
We have four reportable segments: Core, Payments, Complementary, and Corporate and Other. The respective segments include all related revenues along with the related cost of revenue.
This increase was 24 Table of Contents primarily driven by growth in data processing and hosting within cloud revenue as new clients were added and volumes expanded, card processing revenue from expanded fraud detection and prevention services and the addition of new/add-on services, digital (including Banno) revenue as active monthly users and volumes increased, payment processing revenue from expanding volumes and new client revenue, and growth in remote capture and ACH revenue.
This increase was mainly driven by growth in data processing and hosting within cloud revenue as new clients were added and volumes expanded, card processing revenue primarily from expanded fraud detection and prevention risk management services and monthly service fees, digital revenue as active monthly users and volumes increased, and payment processing revenue from expanding volumes and new client revenue.
Reducing total Payments revenue by deconversion revenue from both fiscal years, which totaled $5,836 in fiscal 2024 and $7,924 in fiscal 2023, and Payrailz related revenue from the current fiscal year of $1,945, Payments segment revenue increased 6.7%. This increase was primarily driven by growth within card revenue and payment processing within remittance revenue.
Reducing total Payments revenue by deconversion revenue from both fiscal years, which totaled $11,159 in fiscal 2025 and $5,836 in fiscal 2024, Payments segment revenue increased 6.2%. This increase was primarily driven by growth within card revenue and payment processing within remittance revenue. Cost of revenue in the Payments segment increased 4.1% for fiscal 2025 compared to fiscal 2024.
The ASU is effective for fiscal years beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024, and should be applied retrospectively to all prior periods presented in the financial statements. Early adoption is permitted. The Company is currently evaluating the impact of this ASU on its consolidated financial statements and related disclosures.
The ASU is effective for fiscal years beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024, and should be applied retrospectively to all prior periods presented in the financial statements.
These expenditures were partially offset by $27,939 of proceeds from the sale of assets. Financing activities used cash of $301,835 for fiscal 2024 and included: $155,877 for dividends paid to stockholders; borrowing and repayments on our credit facilities which netted to repayments of $125,000; and $28,055 for the purchase of treasury shares.
These expenditures were partially offset by $4,023 of net cash inflow related to stock-based compensation. Financing activities used cash in fiscal 2024 of $301,835 and included $155,877 for dividends paid to stockholders; borrowings and repayments on our revolving credit facility which netted to repayments of $125,000; and $28,055 for the purchase of treasury shares.
At June 30, 2024, there were 31,373 shares in treasury stock and the Company had the remaining authority to repurchase up to 3,618 additional shares. The total cost of treasury shares at June 30, 2024 was $1,860,173. During fiscal 2024, the Company repurchased 179 treasury shares for $28,055.
At June 30, 2025, there were 31,580 shares in treasury stock and the Company had the remaining authority to repurchase up to 3,411 additional shares. The total cost of treasury shares at June 30, 2025 was $1,895,224. During fiscal 2025, the Company repurchased 207 treasury shares for $35,051.
The term loan credit agreement is guaranteed by certain subsidiaries of the Company and is subject to various financial covenants that require the Company to maintain certain financial ratios as defined in the term loan credit agreement. As of June 30, 2024, the Company was in compliance with all such covenants.
The term loan credit agreement was guaranteed by certain subsidiaries of the Company 31 Table of Contents and was subject to various financial covenants that required the Company to maintain certain financial ratios as defined in the term loan credit agreement.
NET INCOME Year Ended June 30, % Change 2024 2023 Net income $ 381,816 $ 366,646 4.1% Diluted earnings per share $ 5.23 $ 5.02 4.2% Net income grew 4.1% to $381,816, or $5.23 per diluted share, in fiscal 2024 from $366,646, or $5.02 per diluted share, in fiscal 2023.
NET INCOME Year Ended June 30, % Change 2025 2024 Net income $ 455,748 $ 381,816 19.4% Diluted earnings per share $ 6.24 $ 5.23 19.3% Net income grew 19.4% to $455,748, or $6.24 per diluted share, in fiscal 2025 from $381,816, or $5.23 per diluted share, in fiscal 2024.
Reducing total Core revenue by deconversion revenue from both fiscal years, which totaled $7,292 in fiscal 2024 and $10,924 in fiscal 2023, Core segment revenue increased 7.1%. This increase was primarily driven by organic increases in our data processing and hosting within cloud revenue. Cost of revenue in the Core segment increased 3.8% for fiscal 2024 compared to fiscal 2023.
This increase was primarily driven by organic increases in our data processing and hosting revenue within cloud. Cost of revenue in the Core segment increased 3.5% for fiscal 2025 compared to fiscal 2024.
Processing Revenue Year Ended June 30, % Change 2024 2023 Processing $ 939,589 $ 863,001 8.9% Percentage of total revenue 42% 42% Processing revenue includes: "remittance" revenue from payment processing, remote capture, and ACH transactions; "card" fees, including card transaction processing and monthly fees; and "transaction and digital" revenue, which includes transaction and mobile processing fees.
Processing Revenue Year Ended June 30, % Change 2025 2024 Processing $ 1,013,551 $ 939,589 7.9% Percentage of total revenue 43% 42% Processing revenue includes: "remittance" revenue from payment processing, remote capture, and ACH transactions; "card" fees, including card transaction processing and monthly fees; and "transaction and digital" revenue, which includes transaction and mobile processing fees. 26 Table of Contents Processing revenue increased 7.9% for the fiscal year ended June 30, 2025, compared to the fiscal year ended June 30, 2024.
Complementary 2024 % Change 2023 Revenue $ 618,211 5.9% $ 583,586 Cost of Revenue $ 256,007 7.7% $ 237,758 Revenue in the Complementary segment increased 5.9% for fiscal 2024 compared to fiscal 2023. Reducing total Complementary revenue by deconversion revenue from both fiscal years, which totaled $3,217 in fiscal 2024 and $12,649 in fiscal 2023, Complementary segment revenue increased 7.7%.
Complementary 2025 % Change 2024 Revenue $ 675,209 9.2% $ 618,211 Cost of Revenue $ 264,823 5.5% $ 251,085 Revenue in the Complementary segment increased 9.2% for fiscal 2025 compared to fiscal 2024. Reducing total Complementary revenue by deconversion revenue from both fiscal years, which totaled $7,709 in fiscal 2025 and $3,217 in fiscal 2024, Complementary segment revenue increased 8.5%.
Reducing total Corporate and Other revenue by deconversion revenue from both fiscal years, which totaled $209 in fiscal 2024 and $278 in fiscal 2023, Corporate and Other segment revenue increased 14.4%. The increase was mainly due to increased hardware revenue and subscriptions and software usage within support revenues.
Reducing total Corporate and Other revenue by deconversion revenue from both fiscal years, which totaled $272 in fiscal 2025 and $209 in fiscal 2024, Corporate and Other segment revenue decreased 1.9%. This decrease was mainly due to decreased hardware revenue, partially offset by increased processing fee revenue and software usage and subscription revenues within support.
Reducing total selling, general, and administrative expense for deconversion costs from each year, which totaled $1,177 in fiscal 2024 and $2,216 in fiscal 2023, VEDIP program expenses of $16,443 and Payrailz related costs of $192 for the current fiscal year, and excluding the impact of the gain on sale of assets, net, of $4,567 for the prior fiscal year, results in a 9.7% increase.
Selling, general, and administrative expenses for fiscal 2025 increased 1.7% compared to fiscal 2024. Reducing total selling, general, and administrative expense for deconversion costs from each year, which totaled $2,725 in fiscal 2025 and $1,177 in fiscal 2024 and VEDIP program expenses of $16,443 in the prior fiscal year, results in a 7.5% increase.
We base our estimates and judgments upon historical experience and other factors believed to be reasonable under the circumstances. Changes in estimates or assumptions could result in a material adjustment to the consolidated financial statements. We have identified several critical accounting estimates.
Changes in estimates or assumptions could result in a material adjustment to the consolidated financial statements. We have identified several critical accounting estimates.
The term loan credit agreement has a maturity date of May 16, 2025. There was $90,000 and $180,000 outstanding under the term loan at June 30, 2024, and June 30, 2023, respectively.
The term loan credit agreement matured on May 16, 2025, and at the maturity date the Company was in compliance with all such covenants. There was $0 and $90,000 outstanding under the term loan at June 30, 2025, and June 30, 2024, respectively.
The diluted earnings per share increase fiscal year over fiscal year was 4.2%. This increase was primarily due to growth in our lines of revenue and a reduction in the number of weighted average shares outstanding partially offset by higher operating expenses in fiscal 2024 compared to fiscal 2023 .
The diluted earnings per share increase fiscal year over fiscal year was 19.3%. This increase was primarily due to organic growth in our lines of revenue and the decrease in one-time severance expenses related to VEDIP fiscal year over fiscal year, partially offset by higher operating expenses in fiscal 2025 compared to fiscal 2024 .
Cost of revenue reclassed for the fiscal year ended June 30, 2023, from Core to Corporate and Other was $6,713, from Payments to Corporate and Other was $2,594, and from Complementary to Corporate and Other was $1,286.
Cost of revenue reclassed for the fiscal year ended June 30, 2024, from Complementary to Corporate and Other, was $4,922. Cost of revenue reclassed for the fiscal year ended June 30, 2023, from Core and Complementary to Corporate and Other, was $64 and $5,206, respectively.
These expenditures were partially offset by borrowings and repayments on our revolving credit facility and financing leases which netted to borrowings of $159,940 at June 30, 2023, and $3,867 of net cash inflow related to stock-based compensation. Capital Requirements and Resources The Company generally uses existing resources and funds generated from operations to meet its capital requirements.
These expenditures were partially offset by $7,097 of net cash inflow related to stock-based compensation. 30 Table of Contents Capital Requirements and Resources The Company generally uses existing resources and funds generated from operations to meet its capital requirements.
Cash used in investing activities for fiscal 2023 totaled $409,673 and included: payment for the acquisition of Payrailz of $229,628, $166,120 for the ongoing enhancements and development of existing and new product and service offerings; capital expenditures on facilities and equipment of $39,179, mainly for the purchase of computer equipment; $1,685 for the purchase and development of internal use software; and $1,000 for the purchase of investments.
Cash used in investing activities for fiscal 2025 totaled $232,163 and included: $172,445 for the ongoing enhancements and development of existing and new product and service offerings; capital expenditures on facilities and equipment of $53,358, mainly for the purchase of computer equipment; $5,363 for the purchase and development of internal use software; and $2,000 for the purchase of investments.
This increase was primarily due to increased direct costs associated with the organic growth in cloud revenue. Deconversion and/or acquisition costs did not significantly affect Core cost of revenue fiscal year over fiscal year. Core segment cost of revenue decreased 1% as a percentage of revenue for fiscal 2024 compared to fiscal 2023.
Deconversion and/or severance costs did not significantly affect the Payments segment cost of revenue fiscal year over fiscal year. Payments segment cost of revenue decreased 1% as a percentage of revenue for fiscal 2025 compared to fiscal 2024.
Other lines of credit The Company has an unsecured bank credit line which provides for funding of up to $5,000 and bears interest at the prime rate less 1.0%. The credit line was renewed in May 2019 and modified in May 2023 to extend the expiration to April 30, 2025.
Other lines of credit The Company had an unsecured bank credit line which provided for funding of up to $5,000 and bore interest at the prime rate less 1.0%. The credit line expired on April 30, 2025. There was no balance outstanding at June 30, 2025, or 2024.
The following table summarizes net cash from operating activities in the statement of cash flows: 28 Table of Contents Year Ended June 30, 2024 2023 Net income $ 381,816 $ 366,646 Non-cash expenses 231,709 166,621 Change in receivables 28,219 (12,067) Change in deferred revenue (10,797) (10,547) Change in other assets and liabilities (62,906) (129,094) Net cash provided by operating activities $ 568,041 $ 381,559 Cash provided by operating activities for fiscal 2024 increased 48.9% compared to fiscal 2023, primarily due to higher than historical collections in fiscal 2024 of annual maintenance billings related to fiscal year 2025 and to an overpayment of income taxes in fiscal 2023, which led to lower cash taxes paid in fiscal 2024.
The following table summarizes net cash from operating activities in the statement of cash flows: Year Ended June 30, 2025 2024 Net income $ 455,748 $ 381,816 Non-cash expenses 231,613 231,709 Change in receivables 15,056 28,219 Change in deferred revenue (25,559) (10,797) Change in other assets and liabilities (35,354) (62,906) Net cash provided by operating activities $ 641,504 $ 568,041 Cash provided by operating activities for fiscal 2025 increased 12.9% compared to fiscal 2024, primarily due to the increase in Net income and the net changes in prepaid expenses, deferred costs and other and accrued expenses within Change in other assets and liabilities fiscal year over fiscal year.
This increase was primarily due to higher direct costs related to the organic growth in the digital and hosting within cloud revenue lines, increased amortization of capitalized software, and higher internal licenses and fees. Deconversion and/or acquisition costs did not significantly affect Complementary cost of revenue fiscal year over fiscal year.
This increase was primarily due to higher direct costs related to the organic growth in the digital and hosting within cloud revenue lines, increased personnel costs including higher compensation costs in the trailing twelve months, and higher amortization of capitalized software.
Cost of revenue for the Corporate and Other segment includes operating expenses not directly attributable to any of the other three segments and increased 10.7% for fiscal 2024 compared to fiscal 2023. This increase was primarily related to higher internal licenses and fees and personnel costs, including benefits expenses.
Cost of revenue for the Corporate and Other segment includes operating expenses not directly attributable to any of the other three segments and increased 6.1% for fiscal 2025 compared to fiscal 2024.
PROVISION FOR INCOME TAXES Year Ended June 30, % Change 2024 2023 Provision for income taxes $ 116,203 $ 107,928 7.7% Effective rate 23.3% 22.7% The increase in the Company's effective tax rate in fiscal 2024 compared to fiscal 2023 was the result of changes in uncertain tax positions for periods open under the statute of limitations in the current fiscal year.
PROVISION FOR INCOME TAXES Year Ended June 30, % Change 2025 2024 Provision for income taxes $ 130,288 $ 116,203 12.1% Effective rate 22.2% 23.3% The decrease in the Company's effective tax rate in fiscal 2025 compared to fiscal 2024 was the result of differences in the change in uncertain tax positions between the two periods as well as a favorable state law change in the current fiscal year.
Reducing total revenue for deconversion revenue of $16,554 in the current fiscal year and $31,775 in the prior fiscal year, and for Payrailz related revenue of $1,945 in the current fiscal year, results in a 7.4% increase, or $151,117.
Reducing total revenue for deconversion revenue of $33,905 in the current fiscal year and $16,554 in the prior fiscal year, results in a 6.5% increase, or $142,394.
For internal use software, capitalization begins at the beginning of application development. Costs incurred prior to this are expensed as incurred. Significant estimates and assumptions include determining the appropriate amortization period based on the estimated useful life and assessing the unamortized cost balances for impairment.
Significant estimates and assumptions include determining the appropriate amortization period based on the estimated useful life and assessing the unamortized cost balances for impairment.
Research and development expense remained consistent as a percentage of total revenue for fiscal 2024 compared to fiscal 2023. The increase in this expense category for the current fiscal year reflects our continuing commitment to the development of strategic products.
Research and development expense remained consistent as a percentage of total revenue for fiscal 2025 compared to fiscal 2024.
Reducing total cost of revenue for deconversion costs of $2,231 in the current fiscal year and $2,046 in the prior fiscal year, and for Payrailz related costs of $3,334 in the current fiscal year, results in a 6.3% increase.
Reducing total cost of revenue for deconversion costs of $3,517 in the current fiscal year and $2,231 in the prior fiscal year results in a 4.6% increase. This increase was driven by higher direct costs consistent with increases in the related revenue and higher personnel costs including increases in compensation costs during the trailing twelve months.
Capitalized costs are amortized based on the transfer of goods or services to which the asset relates, in line with the percentage of revenue recognized for each performance obligation to which the costs are allocated. Capitalization of software development costs We capitalize certain costs incurred for use in our cloud-based services and to develop commercial software products.
These costs consist primarily of sales commissions, which are incurred only if a contract is obtained, and client conversion or implementation-related costs. Capitalized costs are amortized based on the transfer of goods or services to which the asset relates, in line with the percentage of revenue recognized for each performance obligation to which the costs are allocated.
Cost of revenue in the Payments segment increased 5.0% for fiscal 2024 compared to fiscal 2023. Reducing total Payments cost of revenue by deconversion costs from both fiscal years, which totaled $259 in fiscal 2024 and $303 in fiscal 2023 and Payrailz related costs from the current fiscal year of $3,314, Payments cost of revenue increased 4.3%.
Reducing total Complementary cost of revenue by deconversion costs from both fiscal years, which totaled $1,119 in fiscal 2025 and $903 in fiscal 2024, Complementary segment cost of revenue increased 5.4%.
Reducing total services and support revenue by deconversion revenue for each year, which totaled $16,554 in fiscal 2024 and $31,775 in fiscal 2023, and for Payrailz related revenue of $2 from the current fiscal year, services and support revenue grew 6.5%.
In the fiscal year ended June 30, 2025, services and support revenue increased 6.7% compared to the prior fiscal year. Reducing total services and support revenue by deconversion revenue for each year, which totaled $33,905 in fiscal 2025 and $16,554 in fiscal 2024, services and support revenue grew 5.4%.
Credit facilities On August 31, 2022, the Company entered into a five-year senior, unsecured amended and restated credit agreement that replaced a prior credit facility that was entered into on February 10, 2020. The credit agreement allows for borrowings of up to $600,000, which may be increased to $1,000,000 by the Company at any time until maturity.
The credit agreement allows for borrowings of up to $600,000, which may be increased to $1,000,000 by the Company at any time until maturity.
The significant accounting policies are discussed in Note 1 to the consolidated financial statements. The preparation of consolidated financial statements in accordance with U.S. GAAP requires us to make estimates and judgments that affect the reported amounts of assets, liabilities, revenue and expenses, as well as disclosure of contingent assets and liabilities.
CRITICAL ACCOUNTING ESTIMATES We prepare our consolidated financial statements in accordance with U.S. GAAP. The significant accounting policies are discussed in Note 1 to the consolidated financial statements. The preparation of consolidated financial statements in accordance with U.S.
The standalone selling prices are determined based on the prices at which we separately sell each good or service. For items that are not sold separately, we estimate the standalone selling prices using all information that is reasonably available, including reference to historical pricing data.
For items that are not sold separately, we estimate the standalone selling prices using all information that is reasonably available, including reference to historical pricing data. Contract costs We incur incremental costs to obtain a contract as well as costs to fulfill contracts with clients that are expected to be recovered.
At June 30, 2023, there were 31,194 shares in treasury stock and the Company had authority to repurchase up to 3,796 additional shares. Payrailz On August 31, 2022, the Company acquired all of the equity interest in Payrailz.
At June 30, 2024, there were 31,373 shares in treasury stock and the Company had authority to repurchase up to 3,618 additional shares. Credit facilities On August 31, 2022, the Company entered into a five-year senior, unsecured amended and restated credit agreement.
Interest expense increased in fiscal 2024 mainly due to the timing and amounts of borrowed balances and increases in interest rates.
Interest expense decreased in fiscal 2025 mainly due to the timing and amounts of borrowed and repaid balances ending the current fiscal year with no remaining debt outstanding.
We estimate variable consideration in our contracts primarily using the expected value method, 31 Table of Contents based on both historical and current information. Where appropriate, we may constrain the estimated variable consideration included in the transaction price in the event of a high degree of uncertainty as to the final consideration amount.
Where appropriate, we may constrain the estimated variable consideration included in the transaction price in the event of a high degree of uncertainty as to the final consideration amount. Significant judgment is used in the estimate of variable consideration of client contracts that are long-term and include varying transactional volumes.
Operating expenses increased 8.1%, or $129,138, in fiscal 2024 compared to fiscal 2023.
Operating expenses increased 4.7%, or $80,421, in fiscal 2025 compared to fiscal 2024.
Significant judgment is used in the estimate of variable consideration of client contracts that are long-term and include varying transactional volumes. Allocation of transaction price The transaction price, once determined, is allocated between the various performance obligations in the contract based upon their relative standalone selling prices.
Allocation of transaction price The transaction price, once determined, is allocated between the various performance obligations in the contract based upon their relative standalone selling prices. The standalone selling prices are determined based on the prices at which we separately sell each good or service.
Complementary segment cost of revenue increased 1% as a percentage of revenue for fiscal 2024 compared to fiscal 2023. Corporate and Other 2024 % Change 2023 Revenue $ 88,886 14.3% $ 77,762 Cost of Revenue $ 314,037 10.7% $ 283,606 Revenue in the Corporate and Other segment increased 14.3% for fiscal 2024 compared to fiscal 2023.
Complementary segment cost of revenue decreased 1% as a percentage of revenue for fiscal 2025 compared to fiscal 2024. 29 Table of Contents Corporate and Other 2025 % Change 2024 Revenue $ 87,304 (1.8)% $ 88,886 Cost of Revenue $ 338,401 6.1% $ 318,959 Revenue in the Corporate and Other segment decreased 1.8% for fiscal 2025 compared to fiscal 2024.
INTEREST INCOME AND EXPENSE Year Ended June 30, % Change 2024 2023 Interest income $ 25,012 $ 8,959 179.2% Interest expense $ (16,384) $ (15,073) 8.7% 26 Table of Contents Interest income increased over the prior fiscal year due to increased interest earned on balances fiscal year over fiscal year.
Selling, general, and administrative expenses decreased 1% as a percentage of total revenue for fiscal 2025 compared to fiscal 2024. 27 Table of Contents INTEREST INCOME AND EXPENSE Year Ended June 30, % Change 2025 2024 Interest income $ 27,759 $ 25,012 11.0% Interest expense $ (10,438) $ (16,384) (36.3)% Interest income increased over the prior fiscal year due to increased interest earned on balances fiscal year over fiscal year.
The VEDIP program was a Company voluntary separation program offered to certain eligible associates beginning in July 2023. This increase was primarily due to higher personnel costs, increased direct costs consistent with increases in the related revenue, and internal licenses and fees from price increases and higher deployments in the current fiscal year.
The increase in operating expenses was primarily due to higher direct costs generally commensurate with increases in the related lines of revenue, higher personnel costs including increases in compensation costs during the trailing twelve months, and higher internal licenses and fees from price increases and more deployments in the current fiscal year.
Payments 2024 % Change 2023 Revenue $ 817,708 6.6% $ 767,309 Cost of Revenue $ 442,084 5.0% $ 420,880 In fiscal 2024, revenue in the Payments segment increased 6.6% compared to fiscal 2023.
Core segment cost of revenue decreased 1% as a percentage of revenue for fiscal 2025 compared to fiscal 2024. Payments 2025 % Change 2024 Revenue $ 873,498 6.8% $ 817,708 Cost of Revenue $ 460,151 4.1% $ 442,084 In fiscal 2025, revenue in the Payments segment increased 6.8% compared to fiscal 2024.
The Company paid income taxes, net of refunds, of $106,966, $145,862, and $60,553 in fiscal 2024, 2023, and 2022, respectively. Cash from operations is primarily used to repay debt, pay dividends, repurchase stock, and for capital expenditures.
Cash from operations is primarily used to repay debt, pay dividends, repurchase stock, and for capital expenditures.
These expenditures were partially offset by $904 of proceeds from asset sales.
These expenditures were partially offset by proceeds from investments of $1,000 and $3 of proceeds from the sale of assets.
Deconversion and/or acquisition costs did not significantly affect Corporate and Other cost of revenue fiscal year over fiscal year. LIQUIDITY AND CAPITAL RESOURCES The Company's cash and cash equivalents increased to $38,284 at June 30, 2024, from $12,243 at June 30, 2023.
LIQUIDITY AND CAPITAL RESOURCES The Company's cash and cash equivalents increased to $101,953 at June 30, 2025, from $38,284 at June 30, 2024.
This increase was driven by higher direct costs consistent with increases in the related revenue, higher internal licenses and fees from price increases and higher deployments in the current fiscal year, and increased personnel costs. Cost of revenue remained consistent as a percentage of total revenue for fiscal 2024 compared to fiscal 2023.
This increase was primarily due to increased direct costs related to growth in the card and remittance revenue lines, increased personnel costs including higher compensation costs in the trailing twelve months, and increased internal licenses and fees expense from more deployments and pricing in the current fiscal year.
This increase was primarily driven by higher data processing and hosting within cloud revenue, primarily from organic growth including the addition of new and migrating clients and expanding volumes.
This increase was primarily driven by higher data processing and hosting within cloud revenue as new clients were added and volumes expanded and increased consulting, work order, and release revenues, partially offset by the decrease in license and hardware revenues, year over year.

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Item 7A. Quantitative and Qualitative Disclosures About Market Risk

Market Risk — interest-rate, FX, commodity exposure

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Biggest changeWe are currently exposed to credit risk on credit extended to clients and interest rate risk on outstanding debt. We do not currently use any derivative financial instruments.
Biggest changeWe are currently exposed to credit risk on credit extended to clients. We do not currently use any derivative financial instruments. We actively monitor these risks through a variety of controlled procedures involving senior management.
We actively monitor these risks through a variety of controlled procedures involving senior management. 32 Based on the controls in place and the credit worthiness of the client base, we believe the credit risk associated with the extension of credit to our clients will not have a material adverse effect on our consolidated financial position, results of operations, or cash flows.
Based on the controls in place and the credit worthiness of the client base, we believe the credit risk associated with the extension of credit to our clients will not have a material adverse effect on our consolidated financial position, results of operations, or cash flows.
We have $150,000 outstanding debt with variable interest rates as of June 30, 2024, and a 1% increase in our borrowing rate would increase our annual interest expense by $1,500.
We have no outstanding debt with variable interest rates as of June 30, 2025 and are therefore not currently exposed to interest rate risk.