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What changed in TrueBlue, Inc.'s 10-K — 2024 vs 2025

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

+354 added−285 removedSource: 10-K (2026-02-18) vs 10-K (2025-02-19)

Top changes in TrueBlue, Inc.'s 2025 10-K

354 paragraphs added · 285 removed · 227 edited across 7 sections

Item 1. Business

Business — how the company describes what it does

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Biggest changeOur tailored solutions, client partnerships, proprietary technologies and service delivery are key differentiators from many of our competitors. CLIENTS Our clients range from small businesses to Fortune 100 companies. During fiscal 2024, we served approximately 55,000 clients in industries including construction, manufacturing and logistics, warehousing and distribution, waste and recycling, energy, transportation, retail, hospitality and general labor.
Biggest changeDuring fiscal 2025, we served approximately 53,000 clients in industries including construction, manufacturing and logistics, warehousing and distribution, waste and recycling, energy, transportation, retail, hospitality and general labor. Our ten largest clients accounted for 26.2% of total revenue for fiscal 2025, 22.4% for fiscal 2024 and 20.5% for fiscal 2023.
We believe that our programs and methods enable us to offer a higher quality of service by increasing productivity, decreasing turnover, reducing absenteeism and improving associate safety. Skill development Associates come to us because of the flexibility we offer to fill a short-term financial need and/or provide longer-term contingent flexible labor opportunities.
We believe that our programs and methods enable us to offer a higher quality of service by increasing productivity, decreasing turnover, reducing absenteeism and improving associate safety. Page - 10 Table of Contents Skill development Associates come to us because of the flexibility we offer to fill a short-term financial need and/or provide longer-term contingent flexible labor opportunities.
Competitive forces in any economic environment have historically limited our ability to raise our prices to immediately and fully offset the increased costs of doing business, some of which include increased associate wages, workers’ compensation costs, unemployment insurance and health care.
Competitive forces in any economic environment have historically limited our ability to raise our prices to immediately and fully offset the increased costs of doing business, some of which include increased associate wages, workers’ compensation costs, unemployment insurance and healthcare.
We distribute educational materials to our clients and provide safety training to all associates. We also perform client site visits to identify and address specific safety risks unique to an industry or job site. Page - 10 Table of Contents REGULATION Our services are subject to a variety of complex federal, state, and foreign laws and regulations.
We distribute educational materials to our clients and provide safety training to all associates. We also perform client site visits to identify and address specific safety risks unique to an industry or job site. REGULATION Our services are subject to a variety of complex federal, state and foreign laws and regulations.
Our PeopleReady brand connects our clients with individuals looking for on-demand, general temporary and temp-to-hire positions through our vast network of approximately 500 branches across all 50 states in the United States (“U.S.”) and Puerto Rico. Augmenting our branch network, our mobile app, JobStack ® , connects people with on-demand work 24 hours a day, seven days a week.
PeopleReady connects our clients with individuals looking for on-demand, general temporary and temp-to-hire positions through our vast network of physical branches across all 50 states in the United States (“U.S.”) and Puerto Rico. Augmenting our branch network, our proprietary mobile app, JobStack ® , connects people with on-demand work 24 hours a day, seven days a week.
We offer hourly and productivity-based (cost-per-unit) pricing options for industrial staffing solutions. The productivity-based pricing leverages a strategically engineered on-site solution to incentivize performance improvements in cost, quality and on-time delivery using a fixed price-per-unit approach. Both hourly and productivity-based pricing are impacted by factors such as geography, volume, job type and degree of recruiting difficulty.
The productivity-based pricing leverages a strategically engineered on-site solution to incentivize performance improvements in cost, quality and on-time delivery using a fixed price-per-unit approach. Both hourly and productivity-based pricing are impacted by factors such as geography, volume, job type and degree of recruiting difficulty.
The Code applies to officers and all other employees of TrueBlue and its affiliates worldwide, and is fully endorsed by the Board. We require all of our employees to complete our Code training, as well as courses about sexual harassment awareness and prevention and cybersecurity awareness. Employee engagement We place strong emphasis on employee engagement.
The Code applies to officers and all other employees of TrueBlue and its affiliates worldwide and is fully endorsed by the Board. We require all our employees to complete our Code training, as well as courses about sexual harassment awareness and prevention and cybersecurity awareness.
As a consequence, our revenue tends to increase quickly when the economy begins to grow. Conversely, our revenue decreases quickly when the economy begins to weaken and contingent staff positions are eliminated, permanent hiring is frozen, and turnover replacement diminishes. Our business experiences seasonal fluctuations for contingent staffing services.
Conversely, our revenue decreases quickly when the economy begins to weaken and contingent staff positions are eliminated, permanent hiring is frozen and turnover replacement diminishes. Our business experiences seasonal fluctuations for contingent staffing services.
To do so, we tailor our services to individual client needs by offering multiple solutions, including the following: • Full-cycle RPO solution: Provides oversight of the entire talent acquisition strategy, including sourcing, screening, hiring and onboarding of candidates. • Project RPO solution: Brings a full-scale RPO model to solve a specific client challenge for a defined scope of work and time. • Recruiter on demand solution: Provides access to a network of highly-skilled talent acquisition experts, giving clients the option to choose the type of support they need with less cost and complexity than ramping up their internal teams. • Talent advisory solution: Provides employer branding, recruitment marketing, talent insights, candidate assessment services and talent acquisition strategy consulting.
We tailor our services to individual client needs by offering multiple solutions, including the following: • Full-cycle RPO solution: Provides oversight of the entire talent acquisition strategy, including sourcing, screening, hiring and onboarding of candidates. • Project RPO solution: Brings a full-scale RPO model to solve a specific client challenge for a defined scope of work and time. • Recruiter on demand solution: Provides access to a network of highly-skilled talent acquisition experts, giving clients the option to choose the type of support they need with less cost and complexity than ramping up their internal teams. • Talent advisory solution: Provides employer branding, recruitment marketing, talent insights, candidate assessment services and talent acquisition strategy consulting. • MSP solution: Manages our clients’ contingent labor programs including vendor selection, performance management, payrolling, compliance monitoring and risk management.
JobStack creates a digital exchange between our associates and clients, and allows our branch resources to focus on sales, recruiting and service delivery efforts. PeopleReady also connects skilled tradespeople with temporary work across a wide range of trades, including carpentry, electrical, plumbing, welding and energy installation positions through our PeopleReady Skilled Trades and RenewableWorks brands.
Supplemented by artificial intelligence (“AI”), JobStack creates a digital marketplace between our associates and clients, and allows our field resources to focus on sales, recruiting and service delivery efforts. PeopleReady also connects skilled tradespeople with temporary work across a wide range of trades, including carpentry, electrical, plumbing, welding and energy installation positions through our PeopleReady Skilled Trades and RenewableWorks brands.
Page - 7 Table of Contents We have a competitive advantage from our service history, our specialized approach in serving the industries of our clients, and our mobile apps, which connect associates with jobs and create virtual exchanges between our associates and clients.
We have a competitive advantage from our service history, our specialized approach in serving the industries of our clients, and our mobile apps, which connect associates with jobs and create virtual marketplaces between our associates and clients.
Client contracts are generally multi-year in duration and pricing is typically composed of a fee for each hire and/or talent consulting fees. Pricing is impacted by factors such as geography, volume, job type, degree of recruiting difficulty, and the scope of outsourced recruitment and employer branding services included.
Pricing is typically composed of a fee for each hire and/or talent consulting fees, and is impacted by factors such as geography, volume, job type, degree of recruiting difficulty, and the scope of outsourced recruitment and employer branding services included.
We have developed an integrated risk management program that focuses on loss analysis, education and safety improvement programs to reduce the risk of injury to our associates. We implemented an employee incentive compensation program tied to metrics that promote associate safety.
We believe we have an overall positive relationship with our associates. Safety We are committed to our associates’ safety. We have developed an integrated risk management program that focuses on loss analysis, education and safety improvement programs to reduce the risk of injury to our associates. We implemented an employee incentive compensation program tied to metrics that promote associate safety.
The human resource outsourcing industry, which includes our PeopleScout business, involves transitioning various functions handled by internal human resources and labor procurement departments to outside service providers on a permanent or project basis.
The human resource outsourcing industry, which includes our RPO, MSP and talent advisory services that operate under our PeopleScout brand, involves transitioning various functions handled by internal human resources and labor procurement departments to outside service providers on a permanent or project basis.
Our operations are managed as three business segments: PeopleReady, PeopleScout and PeopleManagement. PeopleReady connected approximately 153,000 people with work and served approximately 54,000 clients in fiscal 2024.
Our operations are managed as three business segments: PeopleReady, PeopleManagement and PeopleSolutions. PeopleReady PeopleReady connected approximately 130,000 people with work and served approximately 52,000 clients in fiscal 2025.
BUSINESS STRATEGY Our fiscal 2025 business strategy is focused on accelerating business growth to capture market share, while enhancing our long-term profitability.
Page - 6 Table of Contents BUSINESS STRATEGY Our fiscal 2026 business strategy is focused on accelerating business growth to capture market share, while enhancing our long-term profitability.
Also, we have opportunities to drive revenue expansion with our growing momentum in health care, including from our recent acquisition of Healthcare Staffing Professionals, Inc. ◦ Within our human resource outsourcing business, we continue to leverage our strong brand reputation and innovative technology to expand into higher-skilled placements, including professional search.
We have opportunities to drive revenue expansion with our growing momentum in healthcare across our brands, including from our acquisition of Healthcare Staffing Professionals, Inc. in early 2025. ◦ We continue to look for strategic opportunities to expand our geographic presence across our brand portfolio, with a specific focus on our skilled and healthcare staffing businesses. ◦ Within our human resource outsourcing business, we continue to leverage our strong brand reputation and innovative technology to expand into higher-skilled placements, including professional search.
We use a variety of proprietary programs and methods for identifying and assessing the skill level of our associates when selecting a particular individual for a specific assignment and retaining those associates for future assignments.
This enables our clients to obtain immediate value by placing a highly productive employee on the job site. We use a variety of proprietary programs and methods for identifying and assessing the skill level of our associates when selecting a particular individual for a specific assignment and retaining those associates for future assignments.
The human resource outsourcing industry includes our RPO and MSP services, which allow clients to more effectively find and engage high-quality talent, leverage talent acquisition technology and scale their talent acquisition function to keep pace with changing business needs.
Through outsourcing, clients are able to more effectively find and engage high-quality talent, leverage talent acquisition technology and scale their talent acquisition function to keep pace with changing business needs.
Our services range from providing one associate to hundreds, and are generally short-term in nature as they are filling the contingent staffing needs of our clients.
Our services range from providing one associate to hundreds, and are generally short-term in nature as we are filling the contingent staffing needs of our clients. Pricing reflects factors such as scope of engagement, role requirements and market conditions, offering flexibility based on workforce needs.
Our client engagements are generally multi-location and multi-year, and include scalable recruiting, screening, hiring and management of the contingent workforce. We deploy dedicated management and service teams that work side-by-side with a client’s full-time workforce. Our teams are an integral part of the production and logistics process, and specialize in labor-intensive manufacturing, warehousing and distribution.
We deploy dedicated management and service teams that work side-by-side with a client’s full-time workforce. Our teams are an integral part of the production and logistics process, and specialize in labor-intensive manufacturing, warehousing and distribution. We offer hourly and productivity-based (cost-per-unit) pricing options for industrial staffing solutions.
PeopleScout also includes our managed service provider (“MSP”) business, which manages our clients’ contingent labor programs including vendor selection, performance management, compliance monitoring and risk management. As the client’s exclusive MSP, we have dedicated service delivery teams, which work as an integrated partner with our clients to increase the productivity of their contingent workforce program.
As the client’s exclusive MSP, we have dedicated service delivery teams, which work as an integrated partner with our clients to increase the productivity of their contingent workforce program.
Through our WorkUp program, we provide skills training and career development for associates. We are expanding the program into select markets where we operate. We have an approved apprenticeship program to support skills development and long-term employment in the renewable energy industry, and launched a commercial truck driver training scholarship for female truck drivers.
For example, we have an apprenticeship program registered in a number of states to support skills development and long-term employment in the renewable energy industry, and launched a commercial truck driver training scholarship for female truck drivers. We are considered the legal employer of our associates, and laws regulating the employment relationship are applicable to our operations.
Page - 5 Table of Contents INDUSTRY AND MARKET DYNAMICS The staffing industry, which includes our PeopleReady and PeopleManagement businesses, plays a key role in many employers’ talent strategies. Staffing companies supply contingent workforce solutions to ensure the best return on talent investment, optimize talent for business circumstances, and reduce the cost and effort of hiring and managing permanent employees.
Staffing companies supply contingent workforce solutions to ensure the best return on talent investment, optimize talent for business circumstances and reduce the cost and effort of hiring and managing permanent employees.
Our associates Associates are the individuals who make up our contingent workforce to serve the needs of our staffing clients. We attract our pool of associates through our proprietary mobile apps, online resources, extensive internal databases, advertising, job fairs, community-based organizations and various other methods.
We attract our pool of associates through our proprietary mobile apps, online resources, extensive internal databases, advertising, job fairs, community-based organizations and various other methods. We identify the skills, knowledge, abilities and personal characteristics of our associates and match their competencies and capabilities to our clients’ requirements.
We continue to expand and build functionality within the mobile app to enhance the overall driver experience. ◦ Our Affinix platform is utilized by our PeopleScout dedicated service delivery teams for sourcing, screening and delivering a permanent workforce to our clients. Affinix creates a consumer-like candidate experience and streamlines the sourcing process.
Page - 7 Table of Contents ◦ Our Affinix platform is utilized by our PeopleScout dedicated service delivery teams for sourcing, screening and delivering a permanent workforce to our clients, and by our HSP recruiters for sourcing healthcare professionals for both temporary and direct-hire positions. Affinix creates a consumer-like candidate experience and streamlines the sourcing process.
Affinix delivers speed and scalability while leveraging recruitment marketing, machine learning, predictive analytics and other emerging technology to make the end-to-end process seamless for the candidate.
Affinix delivers speed and scalability while leveraging recruitment marketing, predictive analytics and other emerging technology to make the end-to-end process seamless for the candidate. We continue to invest in Affinix to further improve our ability to quickly and efficiently source the most attractive talent at the best price.
None of our permanent employees are represented by a labor union. We have not experienced work stoppages and believe that our employee relations are in good standing, as evidenced by our periodic employee engagement survey results .
None of our permanent employees are represented by a labor union. We have not experienced work stoppages and believe that our employee relations are in good standing . Values and ethics Our commitment to certain core values is what we believe attracts and, more importantly, retains individuals who live these values.
Our team has extensive experience in a variety of industries, and is highly focused on the safety of our workforce. Human capital management is at the heart of what we do every day. Our employees Our success as a company depends on our ability to attract, develop and retain talented employees.
Our team has extensive experience in a variety of industries, and is highly focused on the safety of our workforce. Human capital management is at the heart of what we do every day. The Compensation Committee of the Board of Directors (“Board”) regularly receives reports directly from management regarding the progress on our key human capital initiatives.
PeopleManagement connected approximately 40,000 people with work in fiscal 2024. Our OnSite business provides and manages contingent associates at clients’ facilities through our Staff Management | SMX (“Staff Management”) and SIMOS Insourcing Solutions (“SIMOS”) branded services throughout the U.S., Canada and Puerto Rico.
PeopleManagement provides and manages contingent associates at clients’ facilities through our Staff Management | SMX (“Staff Management”) and SIMOS Insourcing Solutions (“SIMOS”) branded services throughout the U.S., Canada and Puerto Rico. Our client engagements are generally multi-location and multi-year, and include scalable recruiting, screening, hiring and management of the contingent workforce.
CYCLICAL AND SEASONAL NATURE OF OUR BUSINESS The workforce solutions business has historically been cyclical, often acting as an indicator of both economic downturns and upswings. Clients tend to use a contingent workforce to supplement their existing workforce and generally hire permanent employees when long-term demand is expected to increase.
Clients tend to use a contingent workforce to supplement their existing workforce and generally hire permanent employees when long-term demand is expected to increase. As a consequence, our revenue tends to increase quickly when the economy begins to grow.
Item 1. BUSINESS OUR COMPANY TrueBlue, Inc. (the “company,” “TrueBlue,” “we,” “us” and “our”) is a leading provider of specialized workforce solutions that help our clients improve productivity and grow their businesses. We began operations in 1989 and are headquartered in Tacoma, Washington. BUSINESS OVERVIEW In fiscal 2024, we connected approximately 336,000 people with work and served approximately 55,000 clients.
Item 1. BUSINESS OUR COMPANY TrueBlue, Inc. (the “company,” “TrueBlue,” “we,” “us” and “our”) began operations in 1989 and is a leading provider of specialized workforce solutions that connect employers and talent.
We prioritize offering a range of health and wellness benefits, including wellness initiatives, retirement and financial resources, comprehensive health care coverage and resources to support work-life balance. These initiatives are designed to enhance employee well-being, boost productivity and align with our goal of fostering a thriving and engaged workforce to maintain a competitive edge in the industry.
These initiatives are designed to enhance employee well-being, boost productivity and align with our goal of fostering a thriving and engaged workforce to maintain a competitive edge in the industry. Our associates Associates are the individuals who make up our contingent workforce to serve the needs of our staffing clients.
During 2024, our employees completed nearly 9,000 trainings. Health and wellness We emphasize a commitment to health and wellness as a key component of our comprehensive total rewards approach to attract, motivate and retain top talent.
Health and wellness We emphasize a commitment to health and wellness as a key component of our comprehensive total rewards approach to attract, motivate and retain top talent. We prioritize offering a range of health and wellness benefits, including wellness initiatives, retirement and financial resources, comprehensive healthcare coverage and resources to support work-life balance.
Our technological innovations improve the access, speed and ease of connecting our clients with high-quality contingent and permanent employee workforce solutions. ◦ Our JobStack platform supplements our PeopleReady branch network by connecting our associates and clients through a real-time 24 hours a day, seven days a week digital exchange with an easy-to-use mobile app, allowing our branches to expand their recruiting and sales efforts.
Our technological innovations improve the access, speed and ease of connecting our clients with high-quality contingent and permanent employee workforce solutions. ◦ Our proprietary JobStack mobile apps supplement our PeopleReady branch network by providing a customized experience connecting our clients and associates.
Our employees’ skills, experience and industry knowledge significantly benefit our operations and performance. As of December 29, 2024, we employed approximately 4,200 full-time equivalent (“FTE”) employees. We have approximately 3,100 FTE employees in North America, almost entirely in the U.S., 800 FTE employees in Asia Pacific, and 300 FTE employees in Europe.
We frequently develop initiatives that strengthen our commitment to people and talent development. As of December 28, 2025, we employed approximately 3,500 full-time equivalent (“FTE”) employees. We have approximately 2,600 FTE employees in North America, almost entirely in the U.S., 700 FTE employees in Asia Pacific and 200 FTE employees in Europe.
In fiscal 2024, we enhanced the process by creating a new leadership competency model, emphasizing that how we accomplish our work is just as important as the work we accomplish. Our leadership competency model outlines and defines expected behaviors for how we work and provides the foundation for successful performance and development.
It also focuses on personal development and career growth by setting development goals and aligning the behaviors with company expectations as defined in the leadership competency model. Our leadership competency model outlines and defines expected behaviors for how we work and provides the foundation for successful performance and development.
PeopleManagement also provides dedicated and contingent commercial drivers to the transportation and distribution industries through our Centerline Drivers (“Centerline”) brand. Centerline matches drivers to each client’s specific needs, allowing them to improve productivity, control costs, ensure compliance and deliver improved service.
Centerline matches drivers to each client’s specific needs, allowing them to improve productivity, control costs, ensure compliance and deliver improved service. Pricing is impacted by factors such as geography, job type and solution.
Stafftrack has robust, near real-time analytics that drive dynamic supply chain and workforce strategies, which allow clients faster, more precise hiring and help drive operational improvements and efficiencies.
We continue to focus on adding features that enhance the user experience and create efficiencies, which will help drive growth and expand our reach. ◦ Our proprietary hiring and workforce management software, Stafftrack, provides robust, near real-time analytics that allow clients the ability to adapt to dynamic supply chain and workforce strategies, driving operational improvements and efficiencies.
Page - 6 Table of Contents ◦ Stafftrack ® , a proprietary hiring and workforce management software, enables our Staff Management, SIMOS and RenewableWorks brands to recruit and connect the best candidates with on-site assignments.
Our proprietary hiring and workforce management software, Stafftrack, enables us to recruit and connect the best candidates with on-site assignments. PeopleManagement also provides dedicated and contingent commercial drivers to the transportation and distribution industries through our Centerline Drivers (“Centerline”) brand.
Key elements of this strategy include advancement of our digital transformation, expansion in high-growth, less cyclical and under-penetrated end markets as well as high-value roles, and optimization of our business model to drive enhanced sales focus. • Digital transformation: We continue to invest in technology to accelerate revenue growth, reduce the cost of delivering our services, and increase our ability to attract and retain clients, candidates and associates.
We are also focused on capturing growth opportunities in attractive end markets such as technology and professional services. • Technological innovation: We continue to focus on using technology to accelerate revenue growth, reduce the cost of delivering our services, and increase our ability to attract and retain clients, candidates and associates.
Page - 8 Table of Contents Values and ethics Our commitment to certain core values is what we believe attracts and, more importantly, retains individuals who live these values. Our values are: • Be Optimistic – We believe there is a solution to every problem.
Our values are: • Be Optimistic – We believe there is a solution to every problem.
Our performance management process consists of four stages to guide our employees through goal setting, ongoing monitoring, and formal performance discussions, which directly impact the annual merit process. This standardized process also ensures that employees in comparable positions are similarly evaluated. Our performance management process is also designed for ongoing career growth, including succession planning.
This philosophy is the cornerstone of our performance management process and system, which consists of four stages and guides our employees and managers through setting goals, cascading goals, ongoing monitoring of progress through regular one-on-one discussions, formal performance discussions and rewards directly connected to performance through the annual merit process.
Page - 4 Table of Contents PeopleScout, a global leader in recruitment process outsourcing (“RPO”) services, connected approximately 143,000 people with work in fiscal 2024, primarily in the U.S., Canada, the United Kingdom and Australia. Our RPO solutions are generally multi-year in duration, highly scalable, and provide clients the support they need as their hiring volumes fluctuate.
Our solutions are generally multi-year in duration, highly scalable and provide clients the support they need as their hiring volumes fluctuate.
The appropriate committees of the Board of Directors (“Board”) regularly receive reports directly from the Chief People Officer regarding the progress on our key human capital initiatives. These reports inform discussions regarding employee development, retention and engagement. Some of our key human capital management initiatives are discussed below.
These reports inform discussions regarding employee development, retention and engagement. Some of our key human capital management initiatives are discussed below. Our employees Our success as a company depends on our ability to attract, develop and retain talented employees. Our employees’ skills, experience and industry knowledge significantly benefit our operations and performance.
Our ability to promote inclusivity and belonging for all employees helps to attract and retain excellent talent, boost innovation, foster collaboration, increase employee engagement, and ultimately improve business performance. Our Employee Resource Groups (“ERGs”) are employee-led groups that create opportunities for employees to collaborate based on shared characteristics or life experiences.
Everyone at TrueBlue has a role to play in making sure the culture and belonging thread runs throughout the company. Our Board and executives set the tone and expectation. Our Employee Resource Groups (“ERGs”) are employee-led groups that create opportunities for employees to collaborate based on shared characteristics or life experiences.
These ERGs seek to maximize employee engagement and contribute to our overall business objectives by offering varying perspectives, networking opportunities and increased awareness. Our focus on culture and belonging creates an environment where every employee can experience merit-based career growth, receive the training and development they need to succeed, gain access to new opportunities, and be their authentic selves.
These ERGs seek to maximize employee engagement and contribute to our overall business objectives by offering varying perspectives, networking opportunities and increased awareness. Developing our people As The People Company, TrueBlue maintains a human-centered focus in everything we do.
Our proprietary technology platform, Affinix ® , uses machine learning to rapidly source a qualified talent pool within minutes, and further engages candidates through a seamless digital experience. Affinix provides real-time insights to our clients, helping our dedicated service delivery teams efficiently and effectively manage the entire recruitment process.
Affinix provides real-time insights to our clients, helping our PeopleScout dedicated service delivery and HSP recruiting teams efficiently and effectively manage the entire recruitment process. INDUSTRY AND MARKET DYNAMICS The staffing industry, which includes our PeopleReady, Staff Management, SIMOS, Centerline and HSP brands, plays a key role in many employers’ talent strategies.
Our ten largest clients accounted for 22.4% of total revenue for fiscal 2024, 20.5% for fiscal 2023 and 19.2% for fiscal 2022. No single client represented more than 10.0% of total company revenue for fiscal 2024, 2023 or 2022.
No single client represented more than 10.0% of total company revenue for fiscal 2025, 2024 or 2023. Page - 8 Table of Contents CYCLICAL AND SEASONAL NATURE OF OUR BUSINESS The workforce solutions business has historically been cyclical, often acting as an indicator of both economic downturns and upswings.
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During 2024, we successfully launched a new, proprietary version of JobStack that provides a more customized experience for our clients and associates. We will continue to add features with a focus on enhancing the user experience and creating efficiencies, which will help drive growth and expand our reach.
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Backed by decades of experience, an extensive national footprint, expansive talent network, deep local market insight, and global recruitment process outsourcing (“RPO”) reach, TrueBlue delivers total workforce solutions helping clients improve quality, streamline operations and meet evolving talent demands. BUSINESS OVERVIEW In fiscal 2025, we connected approximately 291,000 people with work and served approximately 53,000 clients.
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We continue to invest in Affinix to further improve our ability to quickly and efficiently source the most attractive talent at the best price. • Expansion : We continue to evaluate opportunities to expand our market presence in high-growth, less cyclical and under-penetrated end markets, as well as high-value roles. ◦ Investments in skills development programs within our contingent staffing businesses will continue to enhance our strong position in attractive skilled trades areas, including energy and commercial driving.
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We utilize our proprietary hiring and workforce management software, Stafftrack ® , to recruit and connect skilled tradespeople with client assignments. Page - 4 Table of Contents PeopleManagement PeopleManagement connected approximately 38,000 people with work in fiscal 2025.
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We are also focused on capturing growth opportunities in attractive end markets such as technology and professional services. • Optimize our business model to enable greater focus on sales : We will continue to optimize our business model and leverage our technology investments to enable a renewed focus on sales growth, including cross-selling opportunities across our brands.
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PeopleSolutions PeopleSolutions provides clients with services focusing on professional and specialized talent acquisition, as well as workforce management and compliance, and connected approximately 123,000 people with work in fiscal 2025, primarily in the U.S., Canada, the United Kingdom and Australia. PeopleSolutions provides RPO, managed service provider (“MSP”) solutions and talent advisory services through our PeopleScout brand.
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For example, our new, proprietary version of JobStack is allowing us to realize operational efficiencies, offering our PeopleReady employees time to concentrate on growing sales. In addition, we are aligning our PeopleReady branches to newly established territories, each with dedicated sales resources to expand sales coverage and optimize our footprint.
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Page - 5 Table of Contents PeopleSolutions also facilitates the placement of skilled healthcare professionals in extended roles with governmental agencies, healthcare systems and educational institutions through our Healthcare Staffing Professionals (“HSP”) brand.
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As we have continued to maintain remote and hybrid work models, we have utilized live virtual and recorded video town hall meetings to ensure employees throughout the company remain engaged, connected to leadership, and focused on our values and business strategies. To assess and improve engagement, we utilize an independent third-party survey provider.
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HSP streamlines hiring for employers while connecting job seekers with opportunities to grow and advance their careers through the following solutions: • Short-term temporary solution: Provides clients with immediate coverage of open healthcare professional roles and project-based work. • Long-term temporary solution: Provides clients with consistent staffing of healthcare professionals for extended, multi-year assignments. • Permanent placement solution: Provides end-to-end recruitment support for clients hiring full time healthcare professionals.
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These surveys include assessments and feedback on employee engagement and employee-management relations. The results of these surveys are reported and distributed throughout management and the Board. The survey results are used to create actionable plans to improve employee engagement and retention.
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Assisting our PeopleSolutions recruiting teams is our proprietary technology platform, Affinix ® . Affinix is a total talent suite, supported by AI-powered capabilities, blending digital efficiency with human expertise to create personalized experiences for both candidates and recruiters. Affinix rapidly sources a qualified talent pool, and further engages candidates through a seamless digital experience.
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Our April 2024 survey delivered an engagement score of 76, which exceeded the target benchmark score of 74 set by the survey provider. Culture and belonging We are dedicated to fostering a culture that supports our belief that human capital is our most valuable asset. We strive to create an environment that supports and values our people.
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Key elements of this strategy include enhancing our sales function, expansion in high-growth, less cyclical and under-penetrated end markets as well as high-value roles, and accelerating innovation with technology and operational excellence. • Enhance sales function : We will continue to make strategic investments in structure, technology, partnerships and enterprise alignment to drive scalable growth. ◦ Within our on-demand staffing business, we reorganized into a territory-based model and are expanding our sales resources, which will allow us to extend geographic coverage to better capitalize on opportunities in priority markets and accelerate new client acquisition. ◦ We have launched an enterprise-wide strategic partnership with a group purchasing organization to unlock new client acquisition opportunities, which is building momentum and enabling us to expand into new sectors. ◦ We are fostering stronger partnerships across our teams and technology to enhance enterprise alignment and collaboration to create more cross-selling opportunities, allowing us to better serve client needs and drive growth with our full spectrum of specialized workforce solutions. • Market expansion : We continuously seek opportunities to expand our market presence in high-growth, less cyclical and under-penetrated end markets, as well as high-value roles. ◦ Investments in skills development programs within our contingent staffing businesses will continue to enhance our strong position in attractive skilled trades areas, including energy and commercial driving.
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Page - 9 Table of Contents Developing our people We utilize a performance management process that is focused on both performance and development of our employees in an effort to retain our talented employees.
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The JobStack for Business app allows clients to post jobs, view estimated bill rates, invite the best matched workers to accept a job, view and approve timecards, and rate associates.
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Employees are encouraged to create individual development plans, leveraging the behaviors defined in the leadership competency model, to identify both knowledge and behavior gaps, and set individual goals designed to enhance career progression. We aim to strengthen skills that transfer across roles, business segments and functions.
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The JobStack for Work app enables associates to search for jobs by location, view pay rates and job requirements, schedule shifts, and access resources to become qualified for positions beyond their current skill set.
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To support overall employee growth, we provide access to a wide range of training and development programs to enable more effective onboarding, work performance, compliance and advancement of corporate initiatives. These training and development programs support our intent to foster a culture that enables all employees to realize their full professional potential and cultivates a qualified network of future leaders.
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We continue to expand and build functionality within the mobile app to enhance the overall driver experience.
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We identify the skills, knowledge, abilities and personal characteristics of our associates and match their competencies and capabilities to our clients’ requirements. This enables our clients to obtain immediate value by placing a highly productive employee on the job site.
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Our service delivery solutions, bolstered by our proprietary Affinix technology and creative employer branding services, provide a unique approach to partnerships where clients can mix and match capabilities to create the perfect recruitment ecosystem for their specific needs and budget. CLIENTS Our clients range from small businesses to Fortune 100 companies.
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We are considered the legal employer of our associates, and laws regulating the employment relationship are applicable to our operations. We believe we have an overall positive relationship with our associates. Safety We are committed to our associates’ safety.
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Our focus in talent acquisition is to enhance the candidate experience, improve efficiency and speed of process as we attract best-in-class talent to support TrueBlue as an employer of choice. We invest in emerging talent through our recruitment strategies, talent management and development programs for critical roles, as well as offering remote and hybrid work models.
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Page - 9 Table of Contents Culture and belonging At TrueBlue, we are dedicated to fostering a culture of belonging in which every employee feels valued, supported, and empowered to succeed. We recognize that a workforce that reflects the clients and communities we serve enhances our creativity and innovation, strengthening our position in the marketplace.
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We create an environment that encourages collaboration and mutual respect by embracing and celebrating our unique backgrounds, perspectives and experiences. This involves intentionally integrating various perspectives into our decision-making processes, recruitment strategies, and workplace policies and procedures, and prioritizing inclusivity when evaluating performance.
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We are committed to developing talent and have created and implemented an enterprise-wide, comprehensive talent strategy that includes learning and development, performance management, succession planning and leadership development. Foundational to the strategy is the TrueBlue leadership competency model.
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This competency model is embedded in all aspects of the employee life cycle including talent acquisition, rewards and recognition, and growth and development. When opportunities arise, we review potential internal candidates, guided by the intention to promote from within as often as possible. Career growth and promotions will be increasingly linked to our talent management strategy.
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By aligning our talent strategy with our strategic initiatives, we ensure that employees have clear pathways and the resources and guidance needed to advance their careers and contribute to the success of TrueBlue. To retain talented employees, we have a performance management system focused on both the “what” and the “how” of performance as well as development for our employees.
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The evaluation of performance is directly tied to merit-based increases in compensation, which establishes a stronger pay for performance culture. At TrueBlue, how we accomplish our work is just as important as what work we accomplish.
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Through our WorkUp program, we provide skills training and career development for associates. We are expanding the program into select markets where we operate.

Item 1A. Risk Factors

Risk Factors — what could go wrong, per management

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Biggest changeHowever, this strategy may be impeded and we may not achieve our long-term growth goals if we cannot identify suitable acquisition candidates or if acquisition candidates are not available under acceptable terms. We may have difficulty integrating acquired companies into our operating, financial planning, and financial reporting systems and may not effectively manage acquired companies to achieve expected growth.
Biggest changeWe may make additional acquisitions as part of our business strategy, such as the acquisition of Healthcare Staffing Professionals, Inc., which we announced on February 4, 2025. However, this strategy may be impeded and we may not achieve our long-term growth goals if we cannot identify suitable acquisition candidates or if acquisition candidates are not available under acceptable terms.
In addition, our business relies on a variety of technologies, including those that support recruiting, hiring, paying, order management, billing, collecting, associate data analytics and client data analytics. If we do not sufficiently invest in and implement new technology, or evolve our business at sufficient speed and scale, our business results may decline materially.
In addition, our business relies on a variety of technologies, including those that support recruiting, hiring, paying, order management, billing, collecting, and associate and client data analytics. If we do not sufficiently invest in and implement new technology, or evolve our business at sufficient speed and scale, our business results may decline materially.
We have experienced unexpected changes in claim trends, including the severity and frequency of claims, changes in state laws regarding benefit levels and allowable claims, actuarial estimates, and medical cost inflation, and may experience such changes in the future which could result in costs that are significantly different than initially anticipated or reported and could cause us to record adjustments to the reserves in our financial statements.
We have experienced unexpected changes in claim trends, including the severity and frequency of claims, changes in state laws regarding benefit levels and allowable claims, actuarial estimates, and medical cost inflation, and we may experience such changes in the future which could result in costs that are significantly different than initially anticipated or reported and could cause us to record adjustments to the reserves in our financial statements.
In particular, we have made significant investments to advance our technology, and we cannot be sure that those initiatives will be successful, will not interrupt our operations, or that we will achieve a return on our investment. These events could cause material harm to our business, operating results or financial condition.
In particular, we have made significant investments to advance our technology, and we cannot be sure that those initiatives will be successful, will not interrupt our operations or will achieve a return on our investment. These events could cause material harm to our business, operating results or financial condition.
It could also limit our ability to obtain additional debt financing for future working capital, capital expenditures, or other corporate purposes; our ability to take advantage of significant business opportunities, such as acquisitions; our ability to react to changes in market or industry conditions; and put us at a disadvantage compared to competitors with less debt.
It could also limit our ability to obtain additional debt financing for future working capital, capital expenditures, or other corporate purposes; our ability to take advantage of significant business opportunities, such as acquisitions; and our ability to react to changes in market or industry conditions; and it could put us at a disadvantage compared to competitors with less debt.
Such costs or conflicts may negatively impact our financial results, our reputation, our ability to attract and retain employees, our attractiveness as a service provider, investment or business partner, or may expose us to government enforcement actions, litigation, and actions by shareholders or stakeholders.
Such costs or conflicts may negatively impact our financial results, our reputation, our ability to attract and retain employees, and our attractiveness as a service provider, investment or business partner, or may expose us to government enforcement actions, litigation, and actions by shareholders or stakeholders.
LEGAL AND COMPLIANCE RELATED RISKS We may experience employment-related claims, commercial indemnification claims and other legal proceedings that could materially harm our business. We incur a risk of liability for claims relating to personal injury, wage and hour violations, immigration, discrimination, harassment, securities law matters, contractual obligations, government inquiries and other claims.
LEGAL AND COMPLIANCE RELATED RISKS We may experience employment-related claims, commercial indemnification claims and other legal proceedings that could materially harm our business. We incur a risk of liability for claims relating to personal injury, wage and hour violations, immigration, discrimination, harassment, securities law matters, contractual obligations, malpractice, government inquiries and other claims.
Failure to constantly improve our technology to meet the expectations of clients, associates, candidates and employees could have a negative impact on our financial position and results of operations. The increased use of internet-based and mobile technology is attracting additional online, app-based companies and other non-traditional competitors and resources to our industry.
Failure to constantly improve our technology to meet the expectations of clients, associates, candidates and employees could have a negative impact on our financial position and results of operations. The increased use of internet-based, mobile and AI technology is attracting additional online, app-based companies and other non-traditional competitors and resources to our industry.
Our business strategy is focused on driving growth in our business segments by investing in innovative technology and initiatives which drive organic growth. These investments may not achieve our desired results, may be distracting to management or may be impacted by matters outside of our control.
Part of our business strategy is focused on driving growth in our business segments by investing in innovative technology and initiatives which drive organic growth. These investments may not achieve our desired results, may be distracting to management or may be impacted by matters outside of our control.
In addition, if we do not maintain adequate financial, technology, and management personnel, processes and controls, we may not be able to accurately report our financial performance on a timely basis, or prevent fraud which could cause our stock price to decline.
In addition, if we do not maintain adequate financial, technology, and management personnel, processes and controls, we may not be able to accurately report our financial performance on a timely basis, or prevent or detect fraud which could cause our stock price to decline.
These evolving stakeholder expectations and our efforts and ability to respond to and manage these issues, provide updates on them, and establish and meet appropriate goals, commitments and targets related to ESG initiatives present numerous operational, regulatory, reputational, financial, legal, and other risks and impacts.
These evolving stakeholder expectations and our efforts and ability to respond to and manage these issues, provide updates on them, and establish and meet appropriate goals, commitments and targets related to these initiatives present numerous operational, regulatory, reputational, financial, legal, and other risks and impacts.
RISKS RELATED TO CYBERSECURITY, DATA PRIVACY AND USE OF TECHNOLOGY Cybersecurity vulnerabilities and other incidents could lead to the improper disclosure of information about our clients, candidates, associates and employees, which could materially harm our business. Our business requires the use, processing, and storage of confidential information about candidates, associates, employees and clients.
RISKS RELATED TO CYBERSECURITY, DATA PRIVACY AND USE OF TECHNOLOGY Cybersecurity vulnerabilities and other incidents could lead to the improper disclosure of information about our clients, candidates, associates and employees, which could materially harm our business. Our business requires the use, processing and storage of personal data and confidential information about candidates, associates, employees and clients.
If additional jurisdictions adopt regulations to our industry due to pressure from organized labor, political groups, or regulatory agencies, it could have a material adverse impact on our business, results of operations and financial conditions. The wage rates we pay to associates are based on many factors including government-mandated increases to minimum wage requirements, payroll-related taxes and benefits.
If additional jurisdictions adopt regulations to our industry due to pressure from organized labor, political groups, or regulatory agencies, it could have a material adverse impact on our business, results of operations and financial condition. The wage rates we pay to associates are based on many factors including government-mandated increases to minimum wage requirements, payroll-related taxes and benefits.
Uncharacteristic or significant weather conditions may increase in frequency or severity due to climate change, which may increase our expenses, exacerbate other risks to the Company, and affect travel and the ability of businesses to remain open, which could lead to a decreased ability to offer our services and materially adversely affect our results of operations. Item 1B.
Uncharacteristic or significant weather conditions may increase in frequency or severity due to climate change, which may increase our expenses, exacerbate other risks to the company, and affect travel and the ability of businesses to remain open, which could lead to a decreased ability to offer our services and materially adversely affect our results of operations.
New entrants to the market include online and app-based staffing providers. Our competitors offer a variety of flexible workforce solutions. Our clients in the past have decided, and we face the risk that our current or prospective clients may in the future decide, to insource the services we provide.
New entrants to the market include online and app-based staffing providers and AI recruiters. Our competitors offer a variety of flexible workforce solutions. Our clients in the past have decided, and we face the risk that our current or prospective clients may in the future decide, to insource the services we provide.
We cannot be sure that our services and products, or the products of others that we offer to our clients, do not infringe on the intellectual property rights or contractual rights of third parties, and we may have infringement claims, contractual claims, or intellectual property claims asserted against us or our clients.
We cannot be sure that our services, products and proprietary software, or the products and software of others that we offer to our clients, do not infringe on the intellectual property rights or contractual rights of third parties, and we may have infringement claims, contractual claims or intellectual property claims asserted against us or our clients.
Page - 17 Table of Contents RISKS RELATED TO OUR INDUSTRY Our workforce solutions are subject to extensive government regulation and the imposition of additional regulations, which could materially harm our future earnings. Our workforce solutions are subject to extensive federal, state, local and foreign government regulation.
Page - 18 Table of Contents RISKS RELATED TO OUR INDUSTRY Our workforce solutions are subject to extensive government regulation and the imposition of additional regulations, which could materially harm our future earnings. Our workforce solutions are subject to extensive federal, state, local and foreign government regulation.
Our primary technology systems, headquarters, support facilities and operations are vulnerable to damage or interruption from power outages, employee errors, security breaches, natural disasters, extreme weather conditions, civil unrest and catastrophic events.
Our primary technology systems, offices, support facilities and operations are vulnerable to damage or interruption from power outages, employee errors, security breaches, natural disasters, extreme weather conditions, civil unrest and catastrophic events.
We are subject to federal taxes, a multitude of state and local taxes in the United States (“U.S.”), and taxes in foreign jurisdictions. Changes in the mix of our taxable income by jurisdiction, or an increase in the rate of those taxes, could have a material impact on our financial condition or results of operations.
We are subject to federal taxes, a multitude of state and local taxes in the United States (“U.S.”), and taxes in foreign jurisdictions. Changes in the mix of our taxable income by jurisdiction, an increase in the rate of those taxes, or utilization of tax credits could have a material impact on our financial condition or results of operations.
Generous unemployment benefits, stimulus payments and other direct payments to individuals, negatively impacted our ability to recruit qualified associates and candidates. A return to similar benefits in the future could further negatively impact our ability to recruit qualified associates and candidates.
Generous unemployment benefits, stimulus payments and other direct payments to individuals have in the past negatively impacted our ability to recruit qualified associates and candidates. A return to similar benefits in the future could further negatively impact our ability to recruit qualified associates and candidates.
A deterioration in economic conditions, global supply chain issues, political instability, rising energy prices, a recession or fear of a recession, and the related governmental responses to these concerns, or otherwise, could lead to a prolonged decline in demand for our services and negatively impact our business.
A deterioration in real or perceived economic conditions, global supply chain issues, political instability, tariffs, rising energy prices, a recession or fear of a recession, and the related governmental responses to these concerns, or otherwise, could lead to a prolonged decline in demand for our services and negatively impact our business.
When revenue is negatively impacted by weakening client demand, we have and may again find it necessary to take cost cutting measures to minimize the impact on our profitability, such as the workforce reductions we experienced in fiscal 2024.
When revenue is negatively impacted by weakening client demand, we have previously and may again in the future find it necessary to take cost cutting measures to minimize the impact on our profitability, such as the workforce reductions we experienced in fiscal 2024 and 2025.
If any factor, including unethical behavior, illegal conduct, poor performance or negative publicity, whether or not true, hurts our reputation, we may experience reduced demand for our services, which could harm our business. We may not achieve the intended effects of our business strategy which could negatively impact our results.
If any factor, including unethical behavior, illegal conduct, poor performance or negative publicity, whether or not true, hurts our reputation, we may experience reduced demand for our services, which could harm our business. Page - 14 Table of Contents We may not achieve the intended effects of our business strategy which could negatively impact our results.
Our associates, candidates and clients increasingly demand technological innovation to improve access to and delivery of our services. Our clients increasingly rely on automation, artificial intelligence (“AI”), machine learning and other new technologies to reduce their dependence on labor needs, which may reduce demand for our staffing and recruiting services and impact our operations.
Our associates, candidates and clients increasingly demand technological innovation to improve access to and delivery of our services. Our clients increasingly rely on automation, AI, machine learning and other new technologies to reduce their dependence on labor needs, which may reduce demand for our staffing and recruiting services and impact our operations.
Page - 20 Table of Contents GENERAL RISK FACTORS Our results of operations could materially deteriorate if we fail to attract, develop and retain qualified employees. Our performance is dependent on attracting and retaining qualified employees who are able to meet the needs of our clients.
GENERAL RISK FACTORS Our results of operations could materially deteriorate if we fail to attract, develop and retain qualified employees. Our performance is dependent on attracting and retaining qualified employees who are able to meet the needs of our clients.
If we are unsuccessful in executing any of these strategies, or if these strategies fail to address the changing demands of the market, we may not achieve our goal of revenue and profit growth, which could negatively impact financial results. Acquisitions may have an adverse effect on our business. We may make additional acquisitions as part of our business strategy.
If we are unsuccessful in executing any of these strategies, or if these strategies fail to address the changing demands of the market, we may not achieve our goal of revenue and profit growth, which could negatively impact financial results. Acquisitions may have an adverse effect on our business.
Page - 13 Table of Contents Our business and operations have undergone, and will continue to undergo, significant change as we seek to improve our operational and support effectiveness, which if not managed effectively could have an adverse outcome on our business and results of operations.
Our business and operations have undergone, and will continue to undergo, significant change as we seek to improve our operational and support effectiveness, which, if not managed effectively, could have an adverse outcome on our business and results of operations.
RISKS RELATED TO OUR FINANCIAL POSITION We cannot guarantee that we will repurchase our common stock pursuant to our share repurchase program or that our share repurchase program will enhance long-term shareholder value. Our Board of Directors (the “Board”) has authorized a share repurchase program.
Page - 15 Table of Contents RISKS RELATED TO OUR FINANCIAL POSITION We cannot guarantee that we will repurchase our common stock pursuant to our share repurchase program or that our share repurchase program will enhance long-term shareholder value. Our Board of Directors (the “Board”) has authorized a share repurchase program.
Page - 14 Table of Contents Future acquisitions could result in incurring additional debt and contingent liabilities, an increase in interest expense, amortization expense, and charges related to integration costs. Additional indebtedness could also impact financial covenants or other restrictions that would impede our ability to manage our operations.
Future acquisitions could result in incurring additional debt and contingent liabilities, an increase in interest expense, amortization expense and charges related to integration costs. Additional indebtedness could also impact financial covenants or other restrictions that would impede our ability to manage our operations.
In some cases, we must indemnify our clients for certain acts of our associates or arising from our associates’ presence on the client’s job site. We may also incur fines, penalties, and losses that are not covered by insurance or negative publicity with respect to these matters. We maintain insurance with respect to some potential claims and costs with deductibles.
In some cases, we must indemnify our clients for certain acts of our associates or arising from our associates’ presence on the client’s job site. We may also incur fines, penalties and losses that are not covered by insurance, or we may experience negative publicity with respect to these matters.
These requirements, expectations, and/or frameworks, which can include assessments and ratings published by third-party firms, are not synchronized and vary by stakeholder, industry, and geography. Our reputation could be affected by our position, or silence, regarding one or more of these ESG initiatives.
These requirements, expectations, and/or frameworks, which can include assessments and ratings published by third-party firms, are not synchronized, are subject to frequent change, and vary by stakeholder, industry and geography. Our reputation could be affected by our position, or silence, regarding one or more of these initiatives.
Page - 19 Table of Contents Data security, data privacy, and data protection laws and other technology regulations increase our costs. Laws and regulations related to privacy and data protection are evolving and generally becoming more stringent and complex. We may fail to implement practices and procedures that comply with increasing foreign and domestic privacy regulations.
Data security, data privacy, and data protection laws and other technology regulations increase our costs. Laws and regulations related to privacy and data protection are evolving and generally becoming more stringent and complex. We may fail to implement practices and procedures that comply with increasing foreign and domestic privacy regulations.
Global pandemics may impact our financial condition or results of operations and could have a material impact on the businesses or productivity of our clients, employees, associates and other partners.
Global pandemics or other disruptions to the supply chain may impact our financial condition or results of operations and could have a material impact on the businesses or productivity of our clients, employees, associates and other partners.
New business initiatives in new end markets or new geographies, including initiatives outside of our core business offerings, could involve significant unanticipated challenges and risks including not advancing our business strategy, not realizing our anticipated return on investment, experiencing difficulty in implementing initiatives, or diverting management’s attention from our other businesses.
New business initiatives in new end markets or new geographies, including initiatives outside of our core business offerings, could involve significant unanticipated challenges and risks such as failing to advance our business strategy, not realizing our anticipated return on investment, experiencing difficulty in implementing initiatives, or diverting management’s attention from our other businesses.
Institutional, individual and other investors, proxy advisor services, regulatory authorities, clients, employees and other stakeholders are increasingly focused on the ESG practices of companies, including sustainability, diversity, equity, inclusion and belonging, human capital management, data privacy and security, supply chains (including human rights issues) and climate change, among other topics.
Institutional, individual and other investors, proxy advisor services, regulatory authorities, politicians, clients, employees and other stakeholders are increasingly focused on the practices of companies, including sustainability, human capital management, data privacy and security, supply chains (including human rights issues) and climate change, among other topics.
We have recently experienced a CEO and CFO transition in addition to other executive team leadership changes, and could have additional executive leadership changes as part of our overall succession plans.
We have experienced CEO and CFO transitions in addition to other executive team leadership changes, and could have additional executive leadership changes as part of our overall succession plans.
We use both internally developed AI, as well as various products into which our vendors have incorporated AI. The development, adoption, and use of AI are still in their early stages and ineffective, insufficient, or inadequate development or deployment practices by us or third-party vendors could result in harm to our business, financial condition and results of operations.
We use both internally developed AI, as well as various products into which our vendors have incorporated AI. Ineffective, insufficient, or inadequate development or deployment practices by us or third-party vendors could result in harm to our business, financial condition and results of operations.
We could be exposed to fines and penalties under U.S., foreign, or local jurisdictions for failure to adequately monitor operating requirements and changes thereto, including rules related to the employment and recruiting of associates and candidates.
We could be exposed to fines and penalties under U.S. federal, state, or local laws, as well as foreign laws, for failure to adequately monitor operating requirements and changes thereto, including rules related to the employment and recruiting of associates and candidates.
If we are unable to secure such additional financing on favorable terms our ability to fund our operations could be impaired, which could have a material adverse effect on our results of operations. We may have additional tax liabilities that exceed our estimates.
If we are unable to secure such additional financing on favorable terms, our ability to fund our operations could be impaired, which could have a material adverse effect on our results of operations.
It is possible that these legislative changes could have an adverse impact on our effective tax rates or operations. Page - 16 Table of Contents Failure to maintain adequate financial and management processes and controls could lead to errors in our financial reporting or fail to prevent fraud.
It is possible that these legislative changes could have an adverse impact on our effective tax rates or operations. Failure to maintain adequate financial and management processes and controls could lead to errors in our financial reporting or an inability to prevent or detect fraud.
We face extensive pressure for lower prices and new service offerings and must continue to invest in and implement new technology and industry developments in order to remain relevant to our associates, candidates and clients.
Page - 12 Table of Contents We face extensive pressure for lower prices and new service offerings and must continue to invest in and implement new technology and industry developments, including AI, in order to remain relevant to our associates, candidates and clients.
Activist campaigns can create perceived uncertainties as to our future direction, strategy or leadership and may result in the loss of potential business opportunities, harm our ability to attract new employees, investors and clients, and cause our stock price to experience periods of volatility or stagnation. We face risks in operating internationally.
Activist campaigns such as the Proxy Contest can create perceived uncertainties as to our future direction, strategy or leadership and may result in the loss of potential business opportunities, harm our ability to attract and retain employees, investors and clients, and cause our stock price to experience periods of volatility or stagnation.
It is difficult for us to forecast future demand for our services due to the inherent uncertainty in forecasting the direction and strength of economic cycles and the project-based nature of our staffing assignments.
If that were to occur, it may adversely affect our results of operations. It is difficult for us to forecast future demand for our services due to the inherent uncertainty in forecasting the direction and strength of economic cycles and the project-based nature of our staffing assignments.
Our associates and employees may have access or exposure to confidential information about candidates, associates, employees and clients.
Page - 20 Table of Contents Our associates and employees may have access or exposure to confidential information about candidates, associates, employees and clients.
Negative perceptions or publicity regarding our employees, business practices, vendors, clients, or business partners may adversely affect our brand and reputation. We may not be successful in detecting, preventing, or negating all changes in or impacts on our reputation, including reputational effects of negative social media use by our clients, employees, candidates, or associates.
We may not be successful in detecting, preventing, or negating all changes in or impacts on our reputation, including reputational effects of negative social media use by our clients, employees, candidates, or associates.
Responding to shareholder activism can be costly and time-consuming, disrupt our operations, and divert the attention of management and our employees from strategic initiatives.
Responding to shareholder activism, including the Proxy Contest, has been and may continue to be costly and time-consuming, disrupt our operations, and divert the attention of management and our employees from strategic initiatives.
The loss of, continued reduction in or substantial decline in revenue from larger clients or certain industries could have a material adverse effect on our revenues, profitability and liquidity. We experience a degree of revenue concentration with large clients and in certain industries. Generally, our contracts do not contain guarantees of minimum duration, revenue levels, or profitability.
Page - 13 Table of Contents The loss of, continued reduction in or substantial decline in revenue from larger clients or certain industries could have a material adverse effect on our revenues, profitability and liquidity. We experience a degree of revenue concentration with large clients and in certain industries.
Page - 18 Table of Contents Our business is subject to evolving regulations and stakeholders’ expectations, including environmental, social and governance (“ESG”) matters, that could expose us to numerous risks.
Page - 19 Table of Contents Our business is subject to evolving regulations and stakeholders’ expectations that could expose us to numerous risks.
A portion of our business operations and support functions are located outside of the U.S.
We face risks in operating internationally. A portion of our business operations and support functions are located outside of the U.S.
While it is uncertain whether the U.S. will enact legislation responding to Pillar Two, certain countries in which we operate have or are in the process of adopting minimum tax legislation. While we do not currently expect the minimum tax directive to have a material impact on our effective tax rate, our analysis is ongoing as additional guidance is released.
Even with this safe harbor, certain countries in which we operate have or are in the process of adopting minimum tax legislation. While we do not currently expect the minimum tax directive to have a material impact on our effective tax rate, our analysis is ongoing as additional guidance is released.
Such leadership transitions can be inherently difficult to manage, and an inadequate transition could cause disruption to our business, including our relationships with our clients and employees and fluctuations in the price of our stock. We may be subject to actions of activist shareholders, which could disrupt our business and impact the trading value of our securities.
Such leadership transitions can be inherently difficult to manage, and an inadequate transition could cause disruption to our business, including our relationships with our clients and employees and fluctuations in the price of our stock.
Acquiring technological resources and Page - 12 Table of Contents expertise to develop new technologies for our business may require us to incur significant expenses and capital costs. For some solutions, we depend on key vendors and partners to provide technology and support.
Acquiring technological resources and expertise to develop new technologies for our business may require us to incur significant expenses and capital costs. These capital investments, including in AI, may not achieve their expected return. For some solutions, we depend on key vendors and partners to provide technology and support.
Although our share repurchase program is intended to enhance long-term shareholder value, there is no assurance that it will do so and short-term stock price fluctuations could reduce the program’s effectiveness.
Although our share repurchase program is intended to enhance long-term shareholder value, there is no assurance that it will do so and short-term stock price fluctuations could reduce the program’s effectiveness. Our level of debt and restrictions in our credit agreement could negatively affect our operations and limit our liquidity and our ability to react to changes in the economy.
Further, changes in U.S. laws and policies governing foreign investment and use of foreign operations or workers, and any negative sentiments towards the U.S. resulting from such changes, could adversely affect our operations. Page - 21 Table of Contents The price of our common stock may fluctuate significantly, which may result in losses for investors.
Further, changes in U.S. laws and policies governing foreign investment and use of foreign operations or workers, and any negative sentiments towards the U.S. resulting from such changes, could adversely affect our operations.
The cost to comply, and any inability to comply with government regulation, could have a material adverse effect on our business and financial results. Increases or changes in government regulation of the workplace, contingent staffing, the employer-employee relationship, immigration laws, procedures, and enforcement practices, or judicial or administrative proceedings related to such regulation, could materially harm our business.
Increases or changes in government regulation of the workplace, contingent staffing, the employer-employee relationship, use of AI in the hiring process, immigration laws, procedures, and enforcement practices, or judicial or administrative proceedings related to such regulation, could materially harm our business.
National and global economic activity is slowed by many factors, including rising interest rates, recessionary periods, inflation, declining consumer confidence, political and legislative changes, international conflict or instability, epidemics, other significant health concerns, and global trade uncertainties. As economic activity slows, companies tend to reduce their use of associates and recruitment of new employees.
National and global economic activity is slowed by many factors, including rising interest rates, recessionary periods, inflation, changes in international trade policies, declining consumer confidence, political and legislative policy changes, reductions in government funding, international conflict or instability, epidemics, other significant health concerns and global trade uncertainties.
For example, algorithms and models utilized by generative AI that we use may have limitations, including bias, errors, and the inability to handle certain data sets.
For example, algorithms and models utilized by generative AI that we use may have limitations, including bias, errors and the inability to handle certain data sets. They may also raise additional legal issues such as concerns regarding copyright protections or data protection.
Some or all of these claims may give rise to negative publicity, investigations, litigation or settlements, which may cause us to incur costs or have other material adverse impacts on our financial statements. Additionally, new employment and labor laws and regulations may be proposed or adopted that may increase the potential exposure of employers to employment-related claims and litigation.
Some or all of these claims may give rise to negative publicity, investigations, litigation or settlements, which may cause us to incur costs or have other material adverse impacts on our financial statements.
We have outsourced certain aspects of our business to third-party vendors. These relationships subject us to significant risks including disruptions in our business and increased costs. For example, we license software from third parties, much of which is central to our systems and our business. The licenses are generally terminable if we breach our obligations under the license agreements.
For example, we license software from third parties, much of which is central to our systems and our business. The licenses are generally terminable if we breach our obligations under the license agreements.
We work in a broad range of industries that primarily include construction, manufacturing and logistics, warehousing and distribution, waste and recycling, energy, transportation, retail and hospitality.
As economic activity slows, companies tend to reduce their use of associates and recruitment of new employees. We work in a broad range of industries that primarily include construction, manufacturing and logistics, warehousing and distribution, waste and recycling, energy, transportation, retail and hospitality.
Additionally, there is uncertainty in the rapidly developing legal and regulatory regime relating to AI, particularly in the employment context, that may require significant resources to modify and maintain business practices to comply with U.S. and foreign laws, the nature of which cannot be determined at this time.
Page - 21 Table of Contents Additionally, there is uncertainty in the rapidly developing legal and regulatory regime relating to AI, particularly in the employment context, such as legislation that has been passed in the European Union and Colorado and regulations in California, that may require significant resources to modify and maintain business practices to comply with U.S. and foreign laws.
These claims may harm our reputation, result in financial liability or prevent us from offering some services or products to clients. Our efforts to maintain adequate compliance policies and controls may not prevent violations that could result in significant fines and penalties.
Our efforts to maintain adequate compliance policies and controls may not prevent violations that could result in significant fines and penalties.
The Organization for Economic Co-operation and Development (“OECD”) has introduced a framework to implement a global minimum corporate tax of 15%, referred to as “Pillar Two” or “the minimum tax directive.” Many aspects of the minimum tax directive will be effective beginning in fiscal years 2025 and 2026.
The Organization for Economic Co-operation and Development (the ”OECD”) has introduced a framework to implement a global minimum corporate tax of 15%, referred to as “Pillar Two” or “the minimum tax directive.” In January 2026, the OECD issued additional guidance, including a safe harbor framework for certain U.S.-parented groups.
The deterioration of the financial condition of a large client or a particular industry could have a material adverse effect on our business, financial condition, and results of operations.
Although we have no client that represents over 10% of our consolidated revenue, there may be clients that exceed 10% of revenue within some of our reportable segments. The deterioration of the financial condition of a large client or a particular industry could have a material adverse effect on our business, financial condition and results of operations.
Changes in interpretation of existing laws and regulations by a taxing authority could result in penalties and increased costs in the future. Taxing authorities may challenge our methodologies for valuing intercompany arrangements or may change their laws, which could increase our worldwide effective tax rate and harm our financial position and results of operation.
Taxing authorities may challenge our methodologies for valuing intercompany arrangements or may change their laws, policies or regulations, which could increase our worldwide effective tax rate and harm our financial position and results of operation. In times of economic slowdowns, federal, state and local governments may experience reductions in tax revenues and corresponding budget deficits.
The potential loss of key executives, employees, clients, suppliers, vendors, and other business partners of businesses we acquire may adversely impact the value of the assets, operations, or businesses we acquire. These events could cause material harm to our business, operating results or financial condition. Outsourcing certain aspects of our business could result in disruption and increased costs.
Impairment charges could materially and adversely affect our results of operations in the periods that such charges are recorded. The potential loss of key executives, employees, clients, suppliers, vendors and other business partners of businesses we acquire may adversely impact the value of the assets, operations, or businesses we acquire.
We cannot be certain we will be able to obtain appropriate types or levels of insurance in the future or that adequate replacement policies will be available on acceptable terms. Should the final judgments or settlements exceed our insurance coverage, they could have a material adverse effect on our business.
We maintain insurance with respect to some potential claims and costs with deductibles. We cannot be certain we will be able to obtain appropriate types or levels of insurance in the future or that adequate replacement policies will be available on acceptable terms.
Our clients have in the past and could in the future terminate their contracts or materially reduce their requested levels of service at any time. Although we have no client that represents over 10% of our consolidated revenue, there may be clients that exceed 10% of revenue within some of our reportable segments.
Generally, our contracts do not contain guarantees of minimum duration, revenue levels, or profitability. Our clients have in the past and could in the future terminate their contracts or materially reduce their requested levels of service at any time.
We value constructive input from investors and regularly engage in dialogue with our shareholders regarding strategy and performance.
Actions of activist shareholders could cause us to incur substantial costs, divert management’s attention and resources, disrupt our business and impact the trading value of our securities. We value constructive input from investors and regularly engage in dialogue with our shareholders regarding strategy and performance.
Despite diligence and integration planning, acquisitions may also present challenges in bringing together different work cultures and personnel. Difficulties in integrating our acquisitions, including attracting and retaining talent to grow and manage these acquired businesses, may adversely affect our results of operations.
We may have difficulty integrating acquired companies into our operating, financial planning, and financial reporting systems and may not effectively manage acquired companies to achieve expected growth. Despite diligence and integration planning, acquisitions may also present challenges in bringing together different work cultures and personnel.
Future acquisitions may result in the addition of goodwill and intangible assets to our balance sheet. Future events or changes in circumstances may require us to record a significant charge in our financial statements during the period in which we determine an impairment of our acquired goodwill and intangible assets has occurred, which would negatively impact our financial results.
Intangible assets having finite lives are amortized over their useful lives and are tested for recoverability whenever events or changes in circumstances indicate that the carrying amount may not be recoverable. We may be required to record a charge, which could be material, in our financial statements during the period in which we determine an impairment has occurred.
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Deterioration in economic conditions or the financial or credit markets could also have an adverse impact on our clients’ financial health or their ability to pay for services we have already provided.
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During challenging economic times or in the event of a reduction or elimination of government funding, our clients, including but not limited to those that rely on government support, may face reduced demand for their services, reduced revenue, and issues gaining access to sufficient credit, which has resulted in and could in the future result in a reduction in the need for our services, or an impairment of their ability to make payments to us, timely or otherwise, for services rendered.
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Page - 15 Table of Contents Our level of debt and restrictions in our credit agreement could negatively affect our operations and limit our liquidity and our ability to react to changes in the economy.
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Negative perceptions or publicity regarding our employees, business practices, vendors, clients, or business partners may adversely affect our brand and reputation. Undesirable actions by our competitors could adversely impact the reputation of the staffing industry as a whole, negatively impacting our brand.
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The increased availability and maturation of AI tools may enable clients to use advanced automation capabilities in lieu of our services.
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Acquisitions into new markets could be more difficult for us to forecast or predict business trends, or may come with dependencies with which we have less experience. Difficulties in integrating our acquisitions, including attracting and retaining talent to grow and manage these acquired businesses, may adversely affect our results of operations.
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Future acquisitions may result in the addition of goodwill and intangible assets to our balance sheet. We review goodwill and indefinite-lived intangible assets for impairment at least annually, and when events or changes in circumstances indicate that the carrying amount may not be recoverable.
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These events could cause material harm to our business, operating results or financial condition. Outsourcing certain aspects of our business could result in disruption and increased costs. We have outsourced certain aspects of our business to third-party vendors. These relationships subject us to significant risks including disruptions in our business and increased costs.
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Page - 16 Table of Contents Any such effort to realign or streamline our organization has resulted in, and may in the future result in, the recording of additional expenses, such as asset impairment charges, contract and lease termination costs, severance costs, employee termination benefits and other costs to execute organizational changes.

… 47 more changes not shown on this page.

Item 1C. Cybersecurity

Cybersecurity — threats and controls disclosure

6 edited+1 added−0 removed14 unchanged
Biggest changeOur Innovation and Technology (“I&T”) Committee of the Board is responsible for the oversight of risks from cybersecurity threats. All of our Board members are members of the I&T Committee. At least quarterly, management provides the I&T Committee with updates regarding our cybersecurity risks, threats, and efforts focused on mitigating those risks.
Biggest changeThe Audit Committee of our Board is responsible for oversight of risks from cybersecurity threats. Through the end of the fiscal third quarter of 2025, our Innovation and Technology (“I&T”) Committee of the Board was responsible for the oversight of risks from cybersecurity threats. The I&T Committee was comprised of all of our Board members.
Page - 22 Table of Contents Ongoing activities To provide for the availability of critical data and systems, maintain regulatory compliance, manage our material risks from cybersecurity threats, and protect against, detect, and respond to cybersecurity incidents, we undertake the following activities: • Perform an annual review of all of our policies related to cybersecurity; • Collaborate with the legal department for awareness of emerging data protection laws and implement changes to our policies to remain compliant; • Run tabletop exercises with the cybersecurity incident response team, including executive team members, to simulate a response to a cybersecurity incident and use the findings to improve our processes and technologies; • Conduct monthly phishing email simulations and quarterly security awareness trainings for all employees to enhance awareness and responsiveness to such possible threats; • Require all employees to review and acknowledge the company’s information security policies upon hiring and annually thereafter; • Send periodic company-wide communications to raise employee awareness of social engineering and other forms of attack and how to guard against those; • Leverage the company’s incident response plan framework and a full set of cybersecurity technology tools, processes and procedures including, for example, security incident and cyber event management, endpoint detection and response, extended detection and response, e-mail gateway, and vulnerability management to monitor any cyber threats and to proactively detect, respond and recover when there is an actual or potential cybersecurity incident; • Carry insurance that provides protection against the potential losses arising from a cybersecurity incident; • Conduct annual penetration testing of our external technology and systems perimeter, including remediation and retesting; • Conduct security assessments for code level vulnerabilities of all our internally developed business-critical applications; and • Engage independent third parties to perform penetration testing of select business applications.
Ongoing activities To provide for the availability of critical data and systems, maintain regulatory compliance, manage our material risks from cybersecurity threats, and protect against, detect and respond to cybersecurity incidents, we undertake the following activities: • Perform an annual review of all of our policies related to cybersecurity; • Collaborate with the legal department for awareness of emerging data protection laws and implement changes to our policies to remain compliant; • Run tabletop exercises with the cybersecurity incident response team, including executive team members, to simulate a response to a cybersecurity incident and use the findings to improve our processes and technologies; • Conduct monthly phishing email simulations and quarterly security awareness trainings for all employees to enhance awareness and responsiveness to such possible threats; • Require all employees to review and acknowledge the company’s information security policies upon hiring and annually thereafter; • Send periodic company-wide communications to raise employee awareness of social engineering and other forms of attack and how to guard against those; • Leverage the company’s incident response plan framework and a full set of cybersecurity technology tools, processes and procedures including, for example, security incident and cyber event management, endpoint detection and response, extended detection and response, e-mail gateway, and vulnerability management to monitor any cyber threats and to proactively detect, respond and recover when there is an actual or potential cybersecurity incident; • Carry insurance that provides protection against the potential losses arising from a cybersecurity incident; • Conduct annual penetration testing of our external technology and systems perimeter, including remediation and retesting; Page - 25 Table of Contents • Conduct security assessments for code level vulnerabilities of all our internally developed business-critical applications; and • Engage independent third parties to perform penetration testing of select business applications.
Third-party risk management Our polices and processes address cybersecurity threat risks associated with the use of third-party service providers, including those who access, use and/or store our client, candidate, associate and employee data or have access to our network and systems.
Third-party risk management Our policies and processes address cybersecurity threat risks associated with the use of third-party service providers, including those who access, use and/or store our client, candidate, associate and employee data or have access to our network and systems.
Page - 23 Table of Contents Additional information We describe how the risks related to cybersecurity could materially impact our business strategy, results of operations, or financial condition, in more detail under the heading “Risks Related to Cybersecurity, Data Privacy and Information Security,” see Item 1A. Risk Factors of this Annual Report on Form 10-K.
Additional information We describe how the risks related to cybersecurity could materially impact our business strategy, results of operations, or financial condition, in more detail under the heading “Risks Related to Cybersecurity, Data Privacy and Information Security,” see Item 1A. Risk Factors of this Annual Report on Form 10-K.
These updates are provided by our Chief Digital Officer (“CDO”) and our CISO, and include recent developments in cybersecurity, the company’s actual experience with cybersecurity incidents, and the systems and processes in place to defend against cyberattacks. Should a material or potentially material cybersecurity incident occur, the Board will immediately be notified of such event by the company’s CEO.
Beginning in the fiscal fourth quarter of 2025, these updates are provided to the Audit Committee. These updates are provided by our Chief Digital Officer (“CDO”) and our CISO, and include recent developments in cybersecurity, the company’s actual experience with cybersecurity incidents, and the systems and processes in place to defend against cyberattacks.
Our CDO and CISO frequently communicate with affected business and finance leaders regarding any cybersecurity related event. Our cybersecurity risk management and strategy processes are led by our CDO and our CISO.
Should a material or potentially material cybersecurity incident occur, the Board will immediately be notified of such event by the company’s CEO. Our CDO and CISO frequently communicate with affected business and finance leaders regarding any cybersecurity related event. Page - 26 Table of Contents Our cybersecurity risk management and strategy processes are led by our CDO and our CISO.
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Beginning in the fiscal fourth quarter of 2025, the Audit Committee, which is comprised of four members of the Board, has taken over the responsibility for this oversight. During fiscal 2025, at least quarterly, management provided the I&T or Audit Committee, as applicable, with updates regarding our cybersecurity risks, threats and efforts focused on mitigating those risks.

Item 2. Properties

Properties — owned and leased real estate

1 edited+0 added−0 removed3 unchanged
Biggest changeWe own an office building in Tacoma, Washington, which serves as our corporate headquarters. The Tacoma headquarters is currently being marketed for sale. See Note 5: Supplemental Balance Sheet Information, to our consolidated financial statements found in Part II, Item 8 of this Annual Report on Form 10-K for additional information.
Biggest changeWe own an office building in Tacoma, Washington, which serves as our corporate headquarters. The Tacoma headquarters is currently under contract for sale. See Note 5: Supplemental Balance Sheet Information, to our consolidated financial statements found in Part II, Item 8 of this Annual Report on Form 10-K for additional information.

Item 5. Market for Registrant's Common Equity

Market for Common Equity — stock, dividends, buybacks

8 edited+0 added−1 removed2 unchanged
Biggest changePeriod Total number of shares purchased (1) Weighted average price paid per share (2) Total number of shares purchased as part of publicly announced plans or programs Approximate dollar value that may yet be purchased under plans or programs at period end (3) 09/30/2024 through 10/27/2024 896 $7.71 — $33.5 million 10/28/2024 through 11/24/2024 231 $7.60 — $33.5 million 11/25/2024 through 12/29/2024 — $— — $33.5 million Total 1,127 $7.69 — (1) During the thirteen weeks ended December 29, 2024, we purchased 1,127 shares in order to satisfy employee tax withholding obligations upon the vesting of restricted stock.
Biggest changePeriod Total number of shares purchased Weighted average price paid per share Total number of shares purchased as part of publicly announced plans or programs Approximate dollar value that may yet be purchased under plans or programs at period end (1) 09/29/2025 through 10/26/2025 — $— — $33.5 million 10/27/2025 through 11/23/2025 — $— — $33.5 million 11/24/2025 through 12/28/2025 — $— — $33.5 million Total — $— — (1) On January 31, 2022, our Board of Directors authorized a $100.0 million share repurchase program of our outstanding common stock.
The share repurchase program does not obligate us to acquire any particular amount of common stock and does not have an expiration date. As of December 29, 2024, $33.5 million remains available for repurchase under the existing authorization.
The share repurchase program does not obligate us to acquire any particular amount of common stock and does not have an expiration date. As of December 28, 2025, $33.5 million remains available for repurchase under the existing authorization.
All indices shown in the graph have been reset to a base of 100 as of December 29, 2019, and assume an investment of $100 on that date and the reinvestment of dividends, if any, paid since that date.
All indices shown in the graph have been reset to a base of 100 as of December 27, 2020, and assume an investment of $100 on that date and the reinvestment of dividends, if any, paid since that date.
Used with permission. All rights reserved. Copyright 1980-2025. Index Data: Copyright Standard and Poor’s, Inc. Used with permission. All rights reserved.
Used with permission. All rights reserved. Copyright 1980-2026. Index Data: Copyright Standard and Poor’s, Inc. Used with permission. All rights reserved.
Item 5. MARKET FOR REGISTRANT’S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES Market information Our common stock is listed on the New York Stock Exchange under the ticker symbol TBI. Holders of the corporation’s common stock We had approximately 232 shareholders of record as of February 12, 2025.
Item 5. MARKET FOR REGISTRANT’S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES Market information Our common stock is listed on the New York Stock Exchange under the ticker symbol TBI. Holders of the corporation’s common stock We had approximately 222 shareholders of record as of February 11, 2026.
Stock repurchases The table below includes repurchases of our common stock pursuant to publicly announced plans or programs and those not made pursuant to publicly announced plans or programs during the thirteen weeks ended December 29, 2024.
Stock repurchases The table below includes repurchases of our common stock pursuant to publicly announced plans or programs and those not made pursuant to publicly announced plans or programs during the thirteen weeks ended December 28, 2025.
Page - 25 Table of Contents TrueBlue stock comparative performance graph The following graph depicts our stock price performance from December 29, 2019 through December 29, 2024, relative to the performance of the S&P SmallCap 600 Index and S&P 1500 Human Resources and Employment Services Index.
Page - 28 Table of Contents TrueBlue stock comparative performance graph The following graph depicts our stock price performance from December 27, 2020 through December 28, 2025, relative to the performance of the S&P SmallCap 600 Index and S&P 1500 Human Resources and Employment Services Index.
COMPARISON OF 5-YEAR CUMULATIVE TOTAL RETURN (1) Total return analysis 2019 2020 2021 2022 2023 2024 TrueBlue, Inc. $ 100 $ 81 $ 117 $ 81 $ 65 $ 33 S&P SmallCap 600 Index $ 100 $ 112 $ 140 $ 119 $ 138 $ 151 S&P 1500 Human Resources and Employment Services Index $ 100 $ 103 $ 151 $ 115 $ 122 $ 146 (1) Graphic prepared by Zacks Investment Research, Inc.
COMPARISON OF 5-YEAR CUMULATIVE TOTAL RETURN (1) Total return analysis 2020 2021 2022 2023 2024 2025 TrueBlue, Inc. $ 100 $ 144 $ 100 $ 80 $ 41 $ 24 S&P SmallCap 600 Index $ 100 $ 125 $ 106 $ 123 $ 135 $ 145 S&P 1500 Human Resources and Employment Services Index $ 100 $ 147 $ 112 $ 119 $ 142 $ 121 (1) Graphic prepared by Zacks Investment Research, Inc.
Removed
These shares were not acquired pursuant to our publicly announced share repurchase program. (2) Weighted average price paid per share does not include any adjustments for commissions or excise tax on share repurchases. (3) On January 31, 2022, our Board of Directors authorized a $100.0 million share repurchase program of our outstanding common stock.

Item 7. Management's Discussion & Analysis

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

88 edited+52 added−40 removed45 unchanged
Biggest changePage - 27 Table of Contents MANAGEMENT’S DISCUSSION AND ANALYSIS RESULTS OF OPERATIONS Total company results The following table presents selected financial data: (in thousands, except percentages and per share data) 2024 % of revenue 2023 % of revenue Revenue from services $ 1,567,393 $ 1,906,243 Gross profit 406,393 25.9 % 506,059 26.5 % Selling, general and administrative expense 410,870 26.2 494,603 25.9 Depreciation and amortization 28,624 1.8 25,821 1.4 Goodwill and intangible asset impairment charge 59,674 3.8 9,485 0.5 Income (loss) from operations (92,775) (5.9) % (23,850) (1.3) % Interest and other income (expense), net 4,251 3,205 Income (loss) before tax expense (benefit) (88,524) (20,645) Income tax expense (benefit) 37,224 (6,472) Net income (loss) $ (125,748) (8.0) % $ (14,173) (0.7) % Net income (loss) per diluted share $ (4.17) $ (0.45) Revenue from services (in thousands, except percentages) 2024 Growth % Segment % of total 2023 Segment % of total Revenue from services: PeopleReady $ 868,549 (20.8) % 55.4 % $ 1,096,318 57.5 % PeopleScout 156,643 (31.7) % 10.0 229,334 12.0 PeopleManagement 542,201 (6.6) % 34.6 580,591 30.5 Total company $ 1,567,393 (17.8) % 100.0 % $ 1,906,243 100.0 % Total company revenue declined 17.8% to $1.6 billion for the fiscal year ended December 29, 2024, compared to the prior year.
Biggest changePage - 30 Table of Contents MANAGEMENT’S DISCUSSION AND ANALYSIS RESULTS OF OPERATIONS Total company results The following table presents selected financial data: (in thousands, except percentages and per share data) 2025 % of revenue 2024 % of revenue Revenue from services $ 1,615,997 $ 1,567,393 Gross profit 367,842 22.8 % 406,393 25.9 % Selling, general and administrative expense 371,087 23.0 410,870 26.2 Depreciation and amortization (exclusive of depreciation included in cost of services) 24,823 1.5 28,624 1.8 Goodwill and intangible asset impairment charge 200 — 59,674 3.8 Right-of-use and other long-lived asset impairment charge 18,366 1.2 — — Loss from operations (46,634) (2.9) % (92,775) (5.9) % Interest and other income (expense), net 1,003 4,251 Loss before tax expense (45,631) (88,524) Income tax expense 2,329 37,224 Net loss $ (47,960) (3.0) % $ (125,748) (8.0) % Net loss per diluted share $ (1.61) $ (4.17) Revenue from services (in thousands, except percentages) 2025 Growth % Segment % of total 2024 Segment % of total Revenue from services: PeopleReady $ 883,887 1.8 % 54.7 % $ 868,549 55.4 % PeopleManagement 544,448 0.4 % 33.7 542,201 34.6 PeopleSolutions 187,662 19.8 % 11.6 156,643 10.0 Total company $ 1,615,997 3.1 % 100.0 % $ 1,567,393 100.0 % Total company revenue grew 3.1% to $1.6 billion for the fiscal year ended December 28, 2025, compared to the prior year.
The preparation of these financial statements requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, and the disclosure of contingent assets and liabilities at the date of the financial statements, and the reported amounts of revenue and expenses during the reporting period. On an ongoing basis, management evaluates its estimates and judgments.
The preparation of these financial statements requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities at the date of the financial statements, and the reported amounts of revenue and expenses during the reporting period. On an ongoing basis, management evaluates its estimates and judgments.
See Note 15: Segment Information , to our consolidated financial statements found in Item 8 of this Annual Report on Form 10-K, for additional details on our reportable segments, including a reconciliation of segment profit to income (loss) before tax expense (benefit).
See Note 15: Segment Information , to our consolidated financial statements found in Item 8 of this Annual Report on Form 10-K, for additional details on our reportable segments, including a reconciliation of segment profit to loss before tax expense (benefit).
See Note 1: Summary of Significant Accounting Policies and Note 13: Income Taxes , to our consolidated financial statements found in Item 8 of this Annual Report on Form 10-K, for additional information. Page - 31 Table of Contents MANAGEMENT’S DISCUSSION AND ANALYSIS Segment performance We evaluate segment performance based on segment revenue and segment profit.
See Note 1: Summary of Significant Accounting Policies and Note 13: Income Taxes , to our consolidated financial statements found in Item 8 of this Annual Report on Form 10-K, for additional information. Page - 33 Table of Contents MANAGEMENT’S DISCUSSION AND ANALYSIS Segment performance We evaluate segment performance based on segment revenue and segment profit.
When specific clients are identified as no longer sharing the same risk profile as their current pool, they are removed from the pool and evaluated separately. The credit loss rates applied to each aging category by pool are based on current collection efforts, historical collection trends, write-off experience, client credit risk, current economic data and forecasted information.
When specific clients are identified as no longer sharing the same risk profile as their current pool, they are removed from the pool and evaluated separately. The credit loss rates applied to each aging category by pool are based on current collection efforts, historical collection trends, write-off experience, client credit risk and current economic data.
Based on an analysis of the risk characteristics of our clients and associated receivables, we have concluded our pools are as follows: • PeopleReady has a large, diverse set of clients, generally with frequent, low dollar invoices due to the daily nature of the work we perform.
Based on an analysis of the risk characteristics of our clients and associated receivables, we have concluded our pools are as follows: • PeopleReady (excluding RenewableWorks) has a large, diverse set of clients, generally with frequent, low dollar invoices due to the daily nature of the work we perform.
Additionally, our effective tax rate can be more or less volatile based on the amount of pre-tax income or loss. For example, the impact of discrete items, tax credits, and non-deductible expenses on our effective tax rate is greater when our pre-tax income or loss is lower.
Additionally, our effective tax rate can be more or less volatile based on the amount of pre-tax income or loss. For example, the impact of discrete items, tax credits, non-deductible expenses and valuation allowance on our effective tax rate can be greater when our pre-tax income or loss is lower.
Management’s Discussion and Analysis of Financial Condition and Results of Operations , found in Part II of the Annual Report on Form 10-K for the fiscal year ended December 31, 2023 for discussion of fiscal 2023 compared to fiscal 2022. FUTURE OUTLOOK The following highlights represent our operating outlook.
Management’s Discussion and Analysis of Financial Condition and Results of Operations , found in Part II of the Annual Report on Form 10-K for the fiscal year ended December 29, 2024 for discussion of fiscal 2024 compared to fiscal 2023. FUTURE OUTLOOK The following highlights represent our operating outlook.
Additionally, following performance of the impairment test, we did not identify any events or conditions that make it more likely than not that an additional impairment may have occurred during the fiscal year ended December 29, 2024.
Additionally, following performance of the impairment test, we did not identify any events or conditions that make it more likely than not that an additional impairment may have occurred during the fiscal year ended December 28, 2025.
Cash flows from financing activities Financing cash flows consist primarily of repurchases of common stock as part of our publicly announced share repurchase program, amounts to satisfy employee tax withholding obligations upon the vesting of restricted stock, and the net change in our Revolving Credit Facility.
Cash flows from financing activities Financing cash flows consist primarily of repurchases of common stock as part of our publicly announced share repurchase program, amounts to satisfy employee tax withholding obligations upon the vesting of restricted stock, the net change in our Revolving Credit Facility, and proceeds from the sale of common stock through our employee stock purchase plan.
This expectation does not include the impact of potential share repurchases. • For fiscal 2025, we expect income tax expense between $2 million and $6 million, which is lower than historical levels due to the valuation allowance against our U.S. federal, state and certain foreign deferred tax assets.
This expectation does not include the impact of potential share repurchases. • For fiscal 2026, we expect income tax expense between $1 million and $5 million, which is lower than historical levels due to the valuation allowance against our U.S. federal, state and certain foreign deferred tax assets.
Page - 35 Table of Contents MANAGEMENT’S DISCUSSION AND ANALYSIS SUMMARY OF CRITICAL ACCOUNTING ESTIMATES Management’s discussion and analysis of financial condition and results of operations discusses our financial statements, which have been prepared in accordance with U.S. GAAP.
SUMMARY OF CRITICAL ACCOUNTING ESTIMATES Management’s discussion and analysis of financial condition and results of operations discusses our financial statements, which have been prepared in accordance with U.S. GAAP.
Treasury instruments available during the year in which the liability was incurred. When appropriate, we record a valuation allowance against the insurance receivable to reflect amounts that may not be realized. There are two main factors that impact workers’ compensation cost: the number of claims and the cost per claim.
Treasury instruments available during the year in which the liability was incurred. When appropriate, we record a valuation allowance against the insurance receivable to reflect amounts that may not be realized. Page - 38 Table of Contents MANAGEMENT’S DISCUSSION AND ANALYSIS There are two main factors that impact workers’ compensation cost: the number of claims and the cost per claim.
Additionally, following performance of the interim impairment test, we did not identify any events or conditions that make it more likely than not that an additional impairment may have occurred during the fiscal year ended December 29, 2024.
Additionally, following performance of the impairment test, we did not identify any events or conditions that make it more likely than not that an additional impairment may have occurred during the fiscal year ended December 28, 2025.
As a result of this impairment test, we concluded that a trade name/trademark related to our PeopleManagement segment exceeded its estimated fair value and we recorded a non-cash impairment charge of $0.6 million, which was included in goodwill and intangible asset impairment charge on our Consolidated Statements of Operations and Comprehensive Income (Loss) for the fiscal year ended December 29, 2024.
As a result of this impairment test, we concluded that a trademark related to our PeopleManagement segment exceeded its estimated fair value and we recorded a non-cash impairment charge of $0.2 million, which was included in goodwill and intangible asset impairment charge on our Consolidated Statements of Operations and Comprehensive Income (Loss) for the fiscal year ended December 28, 2025.
As of our impairment testing date, the fair value of the trade name/trademark related to the PeopleScout segment was substantially in excess of its carrying amount of $2.1 million, and therefore did not result in an impairment.
As of our impairment testing date, the fair value of the trademark related to the PeopleSolutions segment was in excess of its carrying amount of $2.1 million, and therefore did not result in an impairment.
For those investments rated by nationally recognized statistical rating organizations the minimum ratings at time of purchase are: S&P Moody’s Fitch Short-term rating A-1/SP-1 P-1/MIG-1 F-1 Long-term rating A A2 A Total collateral commitments decreased $24.5 million during the fiscal year ended December 29, 2024 primarily due to a decrease in collateral levels required by our insurance carriers, as well as the use of collateral to satisfy workers’ compensation claims.
For those investments rated by nationally recognized statistical rating organizations the minimum ratings at time of purchase are: S&P Moody’s Fitch Short-term rating A-1/SP-1 P-1/MIG-1 F-1 Long-term rating A A2 A Total collateral commitments decreased $45.5 million during the fiscal year ended December 28, 2025 primarily due to the use of collateral to satisfy workers’ compensation claims, as well as a decrease in collateral levels required by our insurance carriers, consistent with the $43.0 million decrease in workers’ compensation claims reserve.
Page - 37 Table of Contents MANAGEMENT’S DISCUSSION AND ANALYSIS Goodwill and indefinite-lived intangible assets We evaluate goodwill and indefinite-lived intangible assets for impairment on an annual basis as of the first day of our fiscal second quarter, or whenever events or circumstances make it more likely than not that an impairment may have occurred.
Goodwill and indefinite-lived intangible assets We evaluate goodwill and indefinite-lived intangible assets for impairment on an annual basis as of the first day of our fiscal second quarter, or whenever events or circumstances make it more likely than not that an impairment may have occurred.
When evaluating indefinite-lived intangible assets for impairment, we may first assess qualitative factors to determine whether it is more likely than not the fair value of the indefinite-lived intangible is less than its carrying amount. Qualitative factors include macroeconomic conditions, industry and market conditions and overall company financial performance.
Page - 41 Table of Contents MANAGEMENT’S DISCUSSION AND ANALYSIS When evaluating indefinite-lived intangible assets for impairment, we may first assess qualitative factors to determine whether it is more likely than not the fair value of the indefinite-lived intangible asset is less than its carrying amount. Qualitative factors include macroeconomic conditions, industry and market conditions and overall company financial performance.
Our conclusion was driven by U.S. and foreign pre-tax losses beginning in 2023 and continuing into 2024, combined with the significant non-cash goodwill impairment charge of $59.1 million recorded during the fiscal year ended December 29, 2024.
Our conclusion was driven by U.S. and certain foreign pre-tax losses beginning in 2023 and continuing into 2025, combined with the non-cash goodwill impairment charge of $59.1 million recorded during fiscal 2024.
Factors considered in establishing and adjusting these reserves include, among other things: • changes in medical and time loss (“indemnity”) costs; • changes in mix between medical only and indemnity claims; • regulatory and legislative developments impacting benefits and settlement requirements; • type and location of work performed; • impact of safety initiatives; and • positive or adverse development of claims.
Factors considered by management, along with our third-party actuary and third-party administrator, in establishing and adjusting these reserves include, among other things: • changes in medical and time loss (“indemnity”) costs; • changes in mix between medical only and indemnity claims; • regulatory and legislative developments impacting benefits and settlement requirements; • type and location of work performed; • impact of safety initiatives; and • positive or adverse development of claims.
Page - 36 Table of Contents MANAGEMENT’S DISCUSSION AND ANALYSIS Accounts receivable allowance for credit losses Accounts receivable are recorded at the invoiced amount. We establish an estimate for the allowance for credit losses resulting from the failure of our clients to make required payments by applying an aging schedule to pools of assets with similar risk characteristics.
Accounts receivable allowance for credit losses Accounts receivable are recorded at the invoiced amount. We establish an estimate for the allowance for credit losses resulting from the failure of our clients to make required payments by applying an aging schedule to pools of assets with similar risk characteristics.
As client demand declines, the result is a deleveraging of accounts receivable and accounts payable. Accrued wages and benefits can fluctuate based on whether the period end requires the accrual of one or two weeks of payroll, the amount and timing of bonus payments, and timing of payroll tax payments.
As client demand improves, the result is generally an increase in accounts receivable and accounts payable. Accrued wages and benefits can fluctuate based on whether the period end requires the accrual of one or two weeks of payroll, the amount and timing of bonus payments and timing of payroll tax payments.
Our conclusion was driven by U.S. and foreign pre-tax losses beginning in 2023 and continuing into 2024, combined with the significant non-cash goodwill impairment charge of $59.1 million recorded during the fiscal year ended December 29, 2024.
Our conclusion to maintain a valuation allowance was driven by U.S. and certain foreign pre-tax losses beginning in fiscal 2023 and continuing through fiscal 2025, combined with the significant non-cash goodwill impairment charge of $59.1 million recorded during the fiscal year ended December 29, 2024.
These expectations are subject to revision as our business changes with the overall economy. Operating outlook • For the fiscal first quarter of 2025, we expect revenue to decline between 13% and 7% as compared to the same period in the prior year.
These expectations are subject to revision as our business changes with the overall economy. Operating outlook • For the fiscal first quarter of 2026, we expect revenue to grow between 3% and 9% as compared to the same period in the prior year.
See Note 6: Goodwill and Intangible Assets , to our consolidated financial statements found in Item 8 of this Annual Report on Form 10-K, for additional details on the 2024 and 2023 indefinite-lived intangible asset impairment. There were no indefinite-lived intangible asset impairment charges recorded during fiscal 2022.
See Note 6: Goodwill and Intangible Assets , to our consolidated financial statements found in Item 8 of this Annual Report on Form 10-K, for additional details on the 2025, 2024 and 2023 indefinite-lived intangible asset impairment.
Page - 39 Table of Contents MANAGEMENT’S DISCUSSION AND ANALYSIS Finite-lived intangible assets and other long-lived assets We review intangible assets that have finite useful lives and other long-lived assets whenever an event or change in circumstances indicates that the carrying value of the asset may not be recoverable.
Finite-lived intangible assets and other long-lived assets We review intangible assets that have finite useful lives and other long-lived assets whenever an event or change in circumstances indicates that the carrying value of the asset group may not be recoverable.
MD&A is provided as a supplement to, and should be read in conjunction with, our financial statements and the accompanying notes to our financial statements. BUSINESS OVERVIEW TrueBlue, Inc. (the “company,” “TrueBlue,” “we,” “us” and “our”) is a leading provider of specialized workforce solutions that help our clients improve productivity and grow their businesses.
MD&A is provided as a supplement to, and should be read in conjunction with, our financial statements and the accompanying notes to our financial statements. BUSINESS OVERVIEW TrueBlue, Inc. (the “company,” “TrueBlue,” “we,” “us” and “our”) is a leading provider of specialized workforce solutions that connect employers and talent.
FISCAL 2023 AS COMPARED TO FISCAL 2022 See Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations , found in Part II of the Annual Report on Form 10-K for the fiscal year ended December 31, 2023 for discussion of fiscal 2023 compared to fiscal 2022.
Management’s Discussion and Analysis of Financial Condition and Results of Operations , found in Part II of the Annual Report on Form 10-K for the fiscal year ended December 29, 2024 for discussion of fiscal 2024 compared to fiscal 2023.
See Note 13: Income Taxes , to our consolidated financial statements found in Item 8 of this Annual Report on Form 10-K, for details on our current valuation allowance. NEW ACCOUNTING STANDARDS See Note 1: Summary of Significant Accounting Policies, to our consolidated financial statements included in Item 8 of this Annual Report on Form 10-K.
See Note 13: Income Taxes , to our consolidated financial statements found in Item 8 of this Annual Report on Form 10-K, for details on our current valuation allowance.
As a result of this impairment test, we concluded that a trade name/trademark related to the PeopleManagement segment exceeded its estimated fair value and we recorded a non-cash impairment charge of $0.6 million, which was included in goodwill and intangible asset impairment charge on our Consolidated Statements of Operations and Comprehensive Income (Loss) for the fiscal year ended December 29, 2024.
Impairment test As a result of our annual impairment test as of the first day of our fiscal second quarter of 2025, we concluded that a trademark related to the PeopleManagement segment exceeded its estimated fair value and we recorded a non-cash impairment charge of $0.2 million, which was included in goodwill and intangible asset impairment charge on our Consolidated Statements of Operations and Comprehensive Income (Loss) for the fiscal year ended December 28, 2025.
Our reporting units with remaining goodwill as of the first day of our fiscal second quarter of 2024 were PeopleReady, Centerline, PeopleScout RPO and PeopleScout MSP. When evaluating goodwill for impairment, we may first assess qualitative factors to determine whether it is more likely than not the fair value of a reporting unit is less than its carrying amount.
Our reporting units with remaining goodwill as of December 28, 2025 were Centerline, PeopleScout and HSP. When evaluating goodwill for impairment, we may first assess qualitative factors to determine whether it is more likely than not the fair value of a reporting unit is less than its carrying amount.
If, after assessing the totality of events and circumstances, we determine that it is more likely than not the fair value of the indefinite-lived intangible asset is greater than its carrying amount, the quantitative impairment test is unnecessary.
If, after assessing the totality of events and circumstances, we determine that it is more likely than not the fair value of the indefinite-lived intangible asset is greater than its carrying amount, the quantitative impairment test is unnecessary. The quantitative impairment test, if necessary, utilizes the relief from royalty method to determine the fair value of each of our trademarks.
Indefinite-lived intangible assets We have indefinite-lived intangible assets for trade names/trademarks related to businesses within our PeopleScout and PeopleManagement segments. We evaluate our indefinite-lived intangible assets for impairment on an annual basis as of the first day of our fiscal second quarter, or whenever events or circumstances make it more likely than not that an impairment may have occurred.
We evaluate our indefinite-lived intangible assets for impairment on an annual basis as of the first day of our fiscal second quarter, or whenever events or circumstances make it more likely than not that an impairment may have occurred.
We confirm the reasonableness of the valuation conclusions by comparing the indicated values of all the reporting units to the overall company value indicated by the stock price and outstanding shares as of the valuation date, or market capitalization.
We confirm the reasonableness of the valuation conclusions by comparing the indicated values of all the reporting units to the overall company value indicated by the stock price and outstanding shares as of the valuation date, or market capitalization. Impairment test We performed our annual impairment test as of the first day of our fiscal second quarter of 2025.
We monitor the existence of potential impairment indicators throughout the fiscal year. Goodwill We test for goodwill impairment at the reporting unit level. We consider our operating segments to be our reporting units for goodwill impairment testing.
We monitor the existence of potential impairment indicators throughout the fiscal year. Goodwill We test for goodwill impairment at the reporting unit level. We consider our reporting units to be our operating segments or one level below that (the component level) based on our organizational structure.
An additional $2.7 million of the Revolving Credit Facility was utilized by outstanding standby letters of credit, leaving $244.7 million unused, of which $118.5 million is available for additional borrowing after considering our most restrictive covenant.
Under the Revolving Credit Facility, an additional $11.4 million was utilized by outstanding standby letters of credit, leaving $177.8 million unused, of which $67.6 million is available for additional borrowing after considering our most restrictive covenant.
Net cash provided by accounts receivable collections through deleveraging during the fiscal year ended December 29, 2024 was partially offset by an increase in days sales outstanding of approximately three days compared to 2023, primarily due to a shift in business mix towards clients with longer payment terms.
Net cash used by accounts receivable during the fiscal year ended December 28, 2025 was primarily due to increased revenue, as well as an increase in days sales outstanding of approximately two days compared to fiscal year ended December 29, 2024, primarily due to a shift in business mix towards clients with longer payment terms.
The allowance for credit loss is reviewed and represents our best estimate of the amount of expected credit losses. Past due or delinquent balances are identified based upon a review of aged receivables performed by collections and operations. Past due balances are written off when it is probable the receivable will not be collected.
Past due or delinquent balances are identified based upon a review of aged receivables performed by collections and operations. Past due balances are written off when it is probable the receivable will not be collected. Changes in the allowance for credit losses are recorded in SG&A expense on the Consolidated Statements of Operations and Comprehensive Income (Loss).
The quantitative impairment test, if necessary, involves comparing the fair value of each reporting unit to its carrying value, including goodwill. Fair value reflects the price a market participant would be willing to pay in a potential sale of the reporting unit. If the fair value exceeds the carrying value, we conclude that no goodwill impairment has occurred.
Page - 40 Table of Contents MANAGEMENT’S DISCUSSION AND ANALYSIS The quantitative impairment test, if necessary, involves comparing the fair value of each reporting unit to its carrying value, including goodwill. Fair value reflects the price a market participant would be willing to pay in a potential sale of the reporting unit.
Selling, general and administrative expense (in thousands, except percentages) 2024 2023 Selling, general and administrative expense $ 410,870 $ 494,603 Percentage of revenue 26.2 % 25.9 % Total company SG&A expense decreased by $83.7 million or 16.9% for the fiscal year ended December 29, 2024, compared to the prior year.
Selling, general and administrative expense (in thousands, except percentages) 2025 2024 Selling, general and administrative expense $ 371,087 $ 410,870 Percentage of revenue 23.0 % 26.2 % Total company SG&A expense improved by $39.8 million or 9.7% for the fiscal year ended December 28, 2025, compared to the prior year.
PeopleScout segment performance was as follows: (in thousands, except percentages) 2024 % of revenue 2023 % of revenue Revenue from services $ 156,643 $ 229,334 Cost of services 91,484 58.4 % 137,551 60.0 % Selling, general and administrative expense 53,007 33.8 % 64,861 28.3 % Segment profit $ 12,152 7.8 % $ 26,922 11.7 % PeopleScout segment profit declined $14.8 million and declined as a percentage of revenue for the fiscal year ended December 29, 2024, compared to the prior year.
PeopleSolutions segment performance was as follows: (in thousands, except percentages) 2025 % of revenue 2024 % of revenue Revenue from services $ 187,662 $ 156,643 Cost of services 125,184 66.7 % 91,484 58.4 % Selling, general and administrative expense 51,146 27.3 % 53,007 33.8 % Segment profit $ 11,332 6.0 % $ 12,152 7.8 % PeopleSolutions segment profit declined $0.8 million and declined as a percentage of revenue for the fiscal year ended December 28, 2025, compared to the prior year.
A summary of our cash flows for each period are as follows: Fiscal year ended (in thousands) Dec 29, 2024 Dec 31, 2023 Net cash (used in) provided by operating activities $ (17,058) $ 34,754 Net cash used in investing activities (2,453) (32,322) Net cash used in financing activities (17,087) (37,583) Change in cash, cash equivalents and restricted cash and cash equivalents reclassified to assets held-for-sale — (300) Effect of exchange rate changes on cash, cash equivalents and restricted cash and cash equivalents (1,608) (874) Net change in cash, cash equivalents and restricted cash and cash equivalents $ (38,206) $ (36,325) Cash flows from operating activities Operating cash flows consist of net income (loss) adjusted for non-cash benefits and expenses, and changes in operating assets and liabilities.
A summary of our cash flows for each period are as follows: Fiscal year ended (in thousands) Dec 28, 2025 Dec 29, 2024 Net cash used in operating activities $ (58,042) $ (17,058) Net cash used in investing activities (16,062) (2,453) Net cash provided by (used in) financing activities 57,143 (17,087) Effect of exchange rate changes on cash, cash equivalents and restricted cash and cash equivalents (119) (1,608) Net change in cash, cash equivalents and restricted cash and cash equivalents $ (17,080) $ (38,206) Cash flows from operating activities Operating cash flows consist of net loss adjusted for non-cash benefits and expenses, and changes in operating assets and liabilities.
Gross profit (in thousands, except percentages) 2024 2023 Gross profit $ 406,393 $ 506,059 Percentage of revenue 25.9 % 26.5 % Gross profit as a percentage of revenue contracted 60 basis points to 25.9% for the fiscal year ended December 29, 2024, compared to 26.5% for the prior year.
Gross profit (in thousands, except percentages) 2025 2024 Gross profit $ 367,842 $ 406,393 Percentage of revenue 22.8 % 25.9 % Gross profit as a percentage of revenue contracted 310 basis points to 22.8% for the fiscal year ended December 28, 2025, compared to 25.9% for the prior year.
PeopleManagement segment performance was as follows: (in thousands, except percentages) 2024 % of revenue 2023 % of revenue Revenue from services $ 542,201 $ 580,591 Cost of services 456,096 84.1 % 488,692 84.2 % Selling, general and administrative expense 70,986 13.1 % 84,936 14.6 % Segment profit $ 15,119 2.8 % $ 6,963 1.2 % PeopleManagement segment profit grew $8.2 million and grew as a percentage of revenue for the fiscal year ended December 29, 2024, compared to the prior year.
PeopleManagement segment performance was as follows: (in thousands, except percentages) 2025 % of revenue 2024 % of revenue Revenue from services $ 544,448 $ 542,201 Cost of services 460,004 84.5 % 456,096 84.1 % Selling, general and administrative expense 66,672 12.2 % 70,986 13.1 % Segment profit $ 17,772 3.3 % $ 15,119 2.8 % PeopleManagement segment profit grew $2.7 million and grew as a percentage of revenue for the fiscal year ended December 28, 2025, compared to the prior year.
The income approach applies a fair value methodology to each reporting unit based on discounted cash flows.
We estimate the fair value using a weighting of the income and market valuation approaches. The income approach applies a fair value methodology to each reporting unit based on discounted cash flows.
We evaluate our estimated liability regularly throughout the year and make adjustments as needed. If the actual outcome of these matters is different than expected, an adjustment is charged or credited to expense in the period the outcome occurs or the period in which the estimate changes.
If the actual outcome of these matters is different than expected, an adjustment is charged or credited to expense in the period the outcome occurs or the period in which the estimate changes.
As a result of this impairment test, we concluded that the carrying amount of our PeopleReady reporting unit exceeded its fair value and we recorded a non-cash goodwill impairment charge of $59.1 million, which was included in goodwill and intangible asset impairment charge on our Consolidated Statements of Operations and Comprehensive Income (Loss) for the fiscal year ended December 29, 2024.
As a result of this impairment test, we concluded that the carrying value of the related asset group exceeded its estimated fair value and we recorded a non-cash impairment charge of $18.4 million, which was included in right-of-use and other long-lived asset impairment charge on our Consolidated Statements of Operations and Comprehensive Income (Loss) for the fiscal year ended December 28, 2025.
We have continued to execute operational cost management actions in response to the decline in demand for our services, and simplify our organizational structure in line with our strategic plan.
SG&A expense decreased as a result of continued operational cost management actions in response to the decline in demand for our services, and the simplification of our organizational structure in line with our strategic plan.
Page - 30 Table of Contents MANAGEMENT’S DISCUSSION AND ANALYSIS Income taxes Our tax provision and our effective tax rate are subject to variation due to several factors, including variability in our pre-tax and taxable income or loss by jurisdiction, tax credits, government audit developments, changes in laws, regulations and administrative practices, valuation allowances recorded on deferred tax assets, and relative changes in expenses or losses for which tax benefits are not recognized.
Income taxes (in thousands, except percentages) 2025 2024 Loss before tax expense $ (45,631) $ (88,524) Income tax expense $ 2,329 $ 37,224 Effective income tax rate (5.1) % (42.0) % Our tax provision and our effective tax rate are subject to variation due to several factors, including variability in our pre-tax and taxable income or loss by jurisdiction, tax credits, government audit developments, changes in laws, regulations and administrative practices, valuation allowances recorded on deferred tax assets, and relative changes in expenses or losses for which tax benefits are not recognized.
See Note 6: Goodwill and Intangible Assets , to our consolidated financial statements found in Item 8 of this Annual Report on Form 10-K, for additional details on the 2024 and 2023 goodwill impairment. There were no goodwill impairment charges recorded during fiscal 2022.
See Note 9: Commitments and Contingencies , to our consolidated financial statements found in Item 8 of this Annual Report on Form 10-K, for additional details on the 2025 right-of-use and other long-lived asset impairment charge. There were no additional finite-lived intangible asset or other long-lived asset impairment charges recorded during fiscal 2025.
PeopleReady segment performance was as follows: (in thousands, except percentages) 2024 % of revenue 2023 % of revenue Revenue from services $ 868,549 $ 1,096,318 Cost of services 614,860 70.8 % 772,058 70.4 % Selling, general and administrative expense 247,906 28.5 % 297,654 27.2 % Segment profit $ 5,783 0.7 % $ 26,606 2.4 % PeopleReady segment profit declined $20.8 million and declined as a percentage of revenue for the fiscal year ended December 29, 2024, compared to the prior year.
PeopleReady segment performance was as follows: (in thousands, except percentages) 2025 % of revenue 2024 % of revenue Revenue from services $ 883,887 $ 868,549 Cost of services 661,586 74.9 % 614,860 70.8 % Selling, general and administrative expense 215,767 24.4 % 247,906 28.5 % Segment profit $ 6,534 0.7 % $ 5,783 0.7 % PeopleReady segment profit grew $0.8 million and remained unchanged as a percentage of revenue for the fiscal year ended December 28, 2025, compared to the prior year.
Cash flows from investing activities Investing cash flows consist of capital expenditures, and purchases, sales and maturities of restricted investments, which are managed in line with our workers’ compensation collateral funding requirements and timing of claim payments. Capital expenditures for the fiscal year ended December 29, 2024 included continued investments to upgrade our PeopleReady technology platform.
Cash flows from investing activities Investing cash flows consist of capital expenditures, cash used for business acquisitions, net proceeds from divestitures, and purchases, sales and maturities of restricted investments, which are managed in line with our workers’ compensation collateral funding requirements and timing of claim payments.
Based on our deferred tax asset realizability assessments performed during the fiscal year ended December 29, 2024, we recorded additional valuation allowances against U.S. federal, state and certain foreign deferred tax assets.
During the year ended December 28, 2025, we performed our deferred tax asset realizability assessments and, as a result, we maintained a valuation allowance against our U.S. federal, state and certain foreign deferred tax assets.
SG&A expense in the current year included a benefit, net of related fees, of $6.8 million for recognition of certain COVID-19 government subsidies, offset by $6.4 million of accelerated third-party licensing fees associated with the previous version of our JobStack app.
SG&A expense in fiscal year 2024 included $6.4 million of accelerated third-party licensing fees associated with the previous version of our JobStack ® app.
The weighted average cost of capital used in our most recent impairment test was risk-adjusted to reflect the specific risk profile of the reporting units and ranged from 13.5% to 14.5%.
The weighted average cost of capital used in our most recent impairment test was risk-adjusted to reflect the specific risk profile of the reporting units and ranged from 14.5% to 16.5%. The combined fair values for all reporting units were then reconciled to the aggregate market value of our shares of common stock on the date of valuation.
(“HSP”) in late January 2025. • For the fiscal first quarter of 2025 we anticipate gross profit as a percentage of revenue to decline between 70 and 30 basis points as compared to the same period in the prior year, primarily due to continued changes in business mix. • For the fiscal first quarter of 2025, we anticipate SG&A expense to be between $93 million and $97 million, representing improvement compared to the same period in the prior year, and the result of our ongoing cost management efforts. • For the fiscal first quarter of 2025 we expect basic weighted average shares outstanding to be approximately 30 million.
The growth includes approximately 1% growth from the acquisition of Healthcare Staffing Professionals, Inc. • For the fiscal first quarter of 2026 we anticipate gross profit as a percentage of revenue to decline between 350 and 310 basis points as compared to the same period in the prior year, primarily due to prior year workers’ compensation reserve adjustments not expected to repeat at the same level. • For the fiscal first quarter of 2026, we anticipate SG&A expense to be between $86 million and $90 million, representing improvement compared to the same period in the prior year, and the result of our ongoing cost management efforts. • For the fiscal first quarter of 2026 we expect basic weighted average shares outstanding to be approximately 30 million.
Determining the fair value of a reporting unit when performing a quantitative impairment test involves the use of significant estimates and assumptions to evaluate the impact of operational and economic changes on each reporting unit. We estimate the fair value using a weighting of the income and market valuation approaches.
We consider a reporting unit’s fair value to be substantially in excess of its carrying value at a 20% premium or greater. Determining the fair value of a reporting unit when performing a quantitative impairment test involves the use of significant estimates and assumptions to evaluate the impact of operational and economic changes on each reporting unit.
The additional week in fiscal 2023 contributed $6.6 million of expense. We recorded a goodwill and intangible asset impairment charge of $59.7 million during the fiscal year ended December 29, 2024, primarily related to our PeopleReady reporting unit.
We recorded a goodwill and intangible asset impairment charge of $0.2 million during the fiscal year ended December 28, 2025, related to a trademark within our PeopleManagement segment. For the same period in the prior year, we recorded goodwill and intangible asset impairment charges of $59.7 million, primarily related to our PeopleReady reporting unit.
No further impairment charges were recognized during the fiscal year ended December 29, 2024. See Note 6: Goodwill and Intangible Assets , to our consolidated financial statements found in Item 8 of this Annual Report on Form 10-K, for additional details. Indefinite-lived intangible assets We performed an impairment test during our fiscal second quarter of 2024.
See Note 6: Goodwill and Intangible Assets , to our consolidated financial statements found in Item 8 of this Annual Report on Form 10-K, for additional details on the 2025, 2024 and 2023 goodwill impairment. Indefinite-lived intangible assets We have indefinite-lived intangible assets for trademarks related to businesses within our PeopleSolutions and PeopleManagement segments.
Subsequent changes in the estimate of the amount to be paid under the contingent consideration arrangement are recognized on the Consolidated Statements of Operations and Comprehensive Income (Loss).
Subsequent changes in the estimate of the amount to be paid under the contingent consideration arrangement are recognized on the Consolidated Statements of Operations and Comprehensive Income (Loss). Cash payments to settle the contingent consideration liability within a relatively short period of time after the acquisition is completed are classified as investing activities in the Consolidated Statements of Cash Flows.
We record a liability when management determines that it is probable that a legal claim will result in an adverse outcome and the amount of liability can be reasonably estimated. To the extent that an insurance company or other third-party is legally obligated to reimburse us for a liability, we record a receivable for the amount of the probable reimbursement.
To the extent that an insurance company or other third-party is legally obligated to reimburse us for a liability, we record a receivable for the amount of the probable reimbursement. We evaluate our estimated liability regularly throughout the year and make adjustments as needed.
Invoice amounts are generally higher for PeopleScout than our other businesses, with longer payment terms than PeopleReady and Centerline. • Staff Management | SMX and SIMOS Insourcing Solutions have a smaller number of clients, and follow a contractual billing schedule. These clients have longer payment terms than our other businesses.
Payment terms are slightly longer than PeopleReady. • Our PeopleScout and HSP brands have a smaller number of clients in a variety of industries and are generally invoiced monthly on a consolidated basis. Invoice amounts are generally higher for these brands than our other businesses, with longer payment terms than PeopleReady and Centerline.
Alternatively, our acquisitions may include contingent payments to employees that are selling shareholders, which are separate from the business combination and are accounted for as compensation expense.
Cash payments to settle contingent consideration liability in excess of the acquisition date fair value (including measurement period adjustments) are recorded as operating activities in the Consolidated Statements of Cash Flows. Alternatively, our acquisitions may include contingent payments to employees that are selling shareholders, which are separate from the business combination and are accounted for as compensation expense.
If the carrying value exceeds the fair value, we recognize an impairment charge in an amount equal to the excess, not to exceed the carrying value of the goodwill. We consider a reporting unit’s fair value to be substantially in excess of its carrying value at a 20% premium or greater.
If the fair value exceeds the carrying value, we conclude that no goodwill impairment has occurred. If the carrying value exceeds the fair value, we recognize an impairment charge in an amount equal to the excess, not to exceed the carrying value of the goodwill.
Estimated contingent legal and regulatory liabilities We are subject to compliance audits by federal, state, local and foreign authorities relating to a variety of regulations including wage and hour laws, taxes, workers’ compensation, immigration, and safety. We are also subject to legal proceedings in the ordinary course of our operations. We have established reserves for contingent legal and regulatory liabilities.
There were no material finite-lived intangible asset or other long-lived asset impairment charges recorded during fiscal 2024 or 2023. Estimated contingent legal and regulatory liabilities We are subject to compliance audits by federal, state, local and foreign authorities relating to a variety of regulations including wage and hour laws, taxes, workers’ compensation, immigration and safety.
The items described above contributed to our net loss of $125.7 million for the fiscal year ended December 29, 2024, compared to net loss of $14.2 million in the prior year.
The items described above contributed to our net loss of $48.0 million for the fiscal year ended December 28, 2025, compared to net loss of $125.7 million in the prior year. As of December 28, 2025, we had cash and cash equivalents of $24.5 million and outstanding debt of $65.8 million.
For fiscal 2024 claims, a 5% change in one or more of the above factors would result in a change to workers’ compensation cost of approximately $2 million. Our reserve balances have been positively impacted primarily by the success of our accident prevention programs and our focus on resolving open claims in a timely manner.
For fiscal 2025 claims, a 5% change in one or more of the above factors would result in a change to workers’ compensation cost of approximately $2 million.
As of December 29, 2024, $33.5 million remains available for repurchase under existing authorization, though we are limited to $25.0 million in aggregate share repurchases in any twelve-month period by our financial covenants. Common stock repurchases were partially offset by a net increase in debt outstanding under our Revolving Credit Facility.
While we have not executed share repurchases during the fiscal year ended December 28, 2025, $33.5 million remains available for repurchase under existing authorization as of December 28, 2025. We are limited to $25.0 million in aggregate share repurchases in any twelve-month period by our financial covenants. FISCAL 2024 AS COMPARED TO FISCAL 2023 See Item 7.
Page - 38 Table of Contents MANAGEMENT’S DISCUSSION AND ANALYSIS Based on the results of our interim impairment test, we concluded that the carrying amount of goodwill for the PeopleReady reporting unit exceeded the estimated fair value and we recorded a non-cash impairment charge of $59.1 million, which was included in goodwill and intangible asset impairment charge on our Consolidated Statements of Operations and Comprehensive Income (Loss) for the fiscal year ended December 29, 2024.
As of the measurement date, we concluded that the carrying value of the asset group exceeded its estimated fair value and we recorded a non-cash impairment charge of $18.4 million, which was included in right-of-use and other long-lived asset impairment charge on our Consolidated Statements of Operations and Comprehensive Income (Loss) for the fiscal year ended December 28, 2025.
As of December 29, 2024, we had cash and cash equivalents of $22.5 million and $118.5 million available under the most restrictive covenant of our revolving credit agreement (“Revolving Credit Facility”), for total liquidity of $141.1 million. As of December 29, 2024, $7.6 million was drawn on the Revolving Credit Facility as a Swingline loan.
As of December 28, 2025, $67.6 million was available under the most restrictive covenant of our revolving credit agreement (“Revolving Credit Facility”), for total liquidity of $92.1 million.
Page - 33 Table of Contents MANAGEMENT’S DISCUSSION AND ANALYSIS LIQUIDITY AND CAPITAL RESOURCES We believe we have a strong financial position and sufficient sources of funding to meet our short- and long-term obligations.
LIQUIDITY AND CAPITAL RESOURCES We believe we have a strong financial position and sufficient sources of funding to meet our short- and long-term obligations. As of December 28, 2025, we had $24.5 million in cash and cash equivalents and $65.8 million debt outstanding.
This growth was primarily due to the decrease in SG&A expense, which was the result of disciplined cost management actions to simplify and streamline our organizational structure to improve efficiency. Page - 32 Table of Contents MANAGEMENT’S DISCUSSION AND ANALYSIS FISCAL 2023 AS COMPARED TO FISCAL 2022 See Item 7.
The declines were primarily due to changes in revenue mix, the effects of which were softened by our cost management actions. Page - 34 Table of Contents MANAGEMENT’S DISCUSSION AND ANALYSIS FISCAL 2024 AS COMPARED TO FISCAL 2023 See Item 7.
Despite the challenging market dynamics, new business wins during fiscal 2024 outperformed fiscal 2023, which we expect to contribute to future revenue growth. Page - 28 Table of Contents MANAGEMENT’S DISCUSSION AND ANALYSIS PeopleManagement PeopleManagement revenue declined 6.6% to $542.2 million for the fiscal year ended December 29, 2024, compared to the prior year.
OnSite new business wins during fiscal 2025 significantly outperformed fiscal 2024, most of which were won in the second half of fiscal 2025, positioning this business for future growth. Page - 31 Table of Contents MANAGEMENT’S DISCUSSION AND ANALYSIS PeopleSolutions PeopleSolutions revenue grew 19.8% to $187.7 million for the fiscal year ended December 28, 2025, compared to the prior year.
Total company gross profit as a percentage of revenue for the fiscal year ended December 29, 2024 contracted 60 basis points to 25.9%, compared to the prior year. Changes in revenue mix towards our lower margin staffing businesses and pricing pressures were partially offset by lower workers’ compensation costs and recognition of certain COVID-19 government subsidies.
Total company gross profit as a percentage of revenue for the fiscal year ended December 28, 2025 contracted 310 basis points to 22.8%, compared to the prior year. The decline was primarily due to changes in revenue mix toward our lower margin staffing businesses, as well as less favorability in prior year workers’ compensation reserve adjustments.
We have implemented these core strategies for each of our business segments: PeopleReady, PeopleScout and PeopleManagement. For additional discussion on our business and strategy, refer to Business , found in Part I, Item 1 of this Annual Report on Form 10-K.
For additional discussion on our business and strategy, refer to Business , found in Part I, Item 1 of this Annual Report on Form 10-K. Fiscal 2025 highlights Total company revenue grew 3.1% to $1.6 billion for the fiscal year ended December 28, 2025, compared to the prior year.
When an impairment charge is recognized, the carrying amount of the asset is reduced to its estimated fair value based on discounted cash flow analysis or other valuation techniques. No impairment charges were recorded during fiscal 2024, 2023 or 2022.
When an impairment charge is recognized, the carrying amount of the asset is reduced to its estimated fair value based on discounted cash flow analysis or other valuation techniques. Impairment test Following the coronavirus pandemic, the company shifted to a remote or hybrid work model for our headquarters and U.S.-based support teams, reducing the need for corporate office space.
Determining the fair value of an acquired company is judgmental in nature and involves the use of significant estimates and assumptions.
Determining the fair value of the assets acquired and liabilities assumed is judgmental in nature and involves the use of significant estimates and assumptions. Estimates are used in accounting for, among other things, the fair value of acquired net operating assets, property and equipment, intangible assets, useful lives of property and equipment, and amortizable lives for acquired intangible assets.
Liquidity outlook • For fiscal 2025, capital expenditures and spending for software as a service assets are expected to be between $19 million and $23 million, with approximately $3 million of this amount relating to spending for software as a service assets. • To help fund the acquisition of HSP in late January, we borrowed $35.0 million under the Revolving Credit Facility as a Term Secured Overnight Financing Rate (“SOFR’) loan.
Liquidity outlook • For fiscal 2026, capital expenditures and capitalized costs associated with the development of software as a service assets are expected to be between $13 million and $17 million, with approximately $1 million of this amount relating to spending for software as a service assets.
Our capital expenditures were partially offset by cash provided by maturities of restricted investments to pay workers’ compensation claims exceeding purchases of new restricted investments.
Cash used was partially offset by cash provided by maturities of restricted investments, which were not reinvested due to lower workers’ compensation collateral requirements.

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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 changeHowever, because a portion of our operations consists of activities outside of the United States of America, we have minimal transactions in other currencies, primarily the Canadian and Australian dollars, British pound sterling and Indian rupee. We have not hedged our foreign currency translation risk.
Biggest changeForeign currency exchange rate risk The majority of our revenue, expense, liabilities and capital purchasing activities are transacted in U.S. dollars. However, because a portion of our operations consists of activities outside of the United States of America, we have minimal transactions in other currencies, primarily the Canadian and Australian dollars, British pound sterling and Indian rupee.
We have the ability to hold our foreign currency denominated assets indefinitely and do not expect that a sudden or significant change in foreign exchange rates will have a material impact on future operating results or cash flows. Page - 41 Table of Contents
We have not hedged our foreign currency translation risk. We have the ability to hold our foreign currency denominated assets indefinitely and do not expect that a sudden or significant change in foreign exchange rates will have a material impact on future operating results or cash flows. Page - 44 Table of Contents
The applicable spread is determined by our consolidated leverage ratio, as defined in the Revolving Credit Facility. Trust assets Restricted cash, cash equivalents and investments consist principally of collateral that has been provided or pledged to insurance carriers for workers’ compensation and state workers’ compensation programs.
Interest rate risks Our exposure to market risk for changes in interest rates relates primarily to our investment portfolio and our revolving credit agreement (“Revolving Credit Facility”). Trust assets Restricted cash, cash equivalents and investments consist principally of collateral that has been provided or pledged to insurance carriers for workers’ compensation and state workers’ compensation programs.
For additional information, see Note 4: Restricted Cash, Cash Equivalents and Investments, to the consolidated financial statements included in Item 8 of this Annual Report on Form 10-K. Foreign currency exchange rate risk The majority of our revenue, expense, liabilities and capital purchasing activities are transacted in U.S. dollars.
For additional information, see Note 4: Restricted Cash, Cash Equivalents and Investments, to the consolidated financial statements included in Item 8 of this Annual Report on Form 10-K. Long-term debt We are subject to the risk of fluctuating interest rates under our Revolving Credit Facility, which bears interest at variable rates.
Removed
Interest rate risks Our exposure to market risk for changes in interest rates relates primarily to our investment portfolio and our revolving credit facility. The interest on our revolving credit agreement is based on the Secured Overnight Financing Rate (“SOFR”), for a one-, three- or six-month term, plus an adjustment of 0.10%, plus an applicable spread between 1.75% and 3.50%.
Added
For additional information, see Note 8: Long-Term Debt, to the consolidated financial statements included in Item 8 of this Annual Report on Form 10-K.
Removed
Alternatively, at our option, we may pay interest based on a base rate plus an applicable spread between 0.75% and 2.50%. The base rate is the greater of the one-month Term SOFR Screen Rate two days prior plus 1.0%, the prime rate (as announced by Bank of America) or the federal funds rate plus 0.50%.
Added
Based on the principal balance of our outstanding Revolving Credit Facility of $65.8 million as of December 28, 2025, a hypothetical 100 basis-point change in our current interest rates would result in interest expense fluctuating up to $0.7 million over a 12-month period.

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