FDS 10-Q: Smart Summary
Consolidated Statements of Operations
| Three Months Ended | Nine Months Ended | |||||||||||||
| May 31, | May 31, | |||||||||||||
| (in thousands, except per share data) | 2026 | 2025 | 2026 | 2025 | ||||||||||
| Revenues | $ | 622,918 | $ | 585,520 | $ | 1,841,558 | $ | 1,724,847 | ||||||
| Operating expenses | ||||||||||||||
| Cost of services | 312,190 | 280,729 | 896,848 | 809,112 | ||||||||||
| Selling, general and administrative | 144,427 | 110,636 | 401,377 | 344,753 | ||||||||||
| Total operating expenses | 456,617 | 391,365 | 1,298,225 | 1,153,865 | ||||||||||
| Operating income | 166,301 | 194,155 | 543,333 | 570,982 | ||||||||||
| Other income (expense), net | ||||||||||||||
| Interest income | 642 | 1,509 | 2,622 | 4,483 | ||||||||||
| Interest expense | (13,839) | (15,122) | (40,286) | (43,438) | ||||||||||
| Other income (expense), net | 1,017 | (594) | (324) | (20) | ||||||||||
| Total other income (expense), net | (12,180) | (14,207) | (37,988) | (38,975) | ||||||||||
| Income before income taxes | 154,121 | 179,948 | 505,345 | 532,007 | ||||||||||
| Provision for income taxes | 27,403 | 31,406 | 92,991 | 88,583 | ||||||||||
| Net income | $ | 126,718 | $ | 148,542 | $ | 412,354 | $ | 443,424 | ||||||
| Basic earnings per common share | $ | 3.51 | $ | 3.92 | $ | 11.20 | $ | 11.68 | ||||||
| Diluted earnings per common share | $ | 3.50 | $ | 3.87 | $ | 11.16 | $ | 11.53 | ||||||
| Basic weighted average common shares | 36,122 | 37,907 | 36,819 | 37,976 | ||||||||||
| Diluted weighted average common shares | 36,191 | 38,344 | 36,957 | 38,457 | ||||||||||
Consolidated Balance Sheets
| (in thousands, except share data) | May 31, 2026 | August 31, 2025 | ||||||
| ASSETS | ||||||||
| Cash and cash equivalents | $ | 288,114 | $ | 337,651 | ||||
| Investments | 16,122 | 17,445 | ||||||
Accounts receivable, net of reserves of $14,305 at May 31, 2026 and $13,789 at August 31, 2025 | 289,990 | 270,684 | ||||||
| Prepaid taxes | 58,325 | 33,600 | ||||||
| Prepaid expenses and other current assets | 74,968 | 70,379 | ||||||
| Total current assets | 727,519 | 729,759 | ||||||
| Property, equipment and leasehold improvements, net | 82,319 | 85,203 | ||||||
| Goodwill | 1,283,377 | 1,284,708 | ||||||
| Intangible assets, net | 1,868,418 | 1,916,102 | ||||||
| Deferred tax assets | 41,945 | 61,226 | ||||||
| Lease right-of-use assets, net | 119,364 | 121,776 | ||||||
| Other assets | 69,055 | 105,498 | ||||||
| TOTAL ASSETS | $ | 4,191,997 | $ | 4,304,272 | ||||
| LIABILITIES | ||||||||
| Accounts payable and accrued expenses | $ | 163,982 | $ | 135,262 | ||||
| Current debt | 499,159 | — | ||||||
| Current lease liabilities | 33,963 | 33,145 | ||||||
| Accrued compensation | 137,431 | 130,596 | ||||||
| Deferred revenues | 183,494 | 167,852 | ||||||
| Current taxes payable | 5,182 | 13,041 | ||||||
| Dividends payable | 41,500 | 41,410 | ||||||
| Total current liabilities | 1,064,711 | 521,306 | ||||||
| Long-term debt | 890,542 | 1,368,260 | ||||||
| Deferred tax liabilities | 13,040 | 14,902 | ||||||
| Taxes payable | 41,315 | 45,095 | ||||||
| Long-term lease liabilities | 146,978 | 157,104 | ||||||
| Other liabilities | 3,121 | 11,192 | ||||||
| TOTAL LIABILITIES | $ | 2,159,707 | $ | 2,117,859 | ||||
Commitments and contingencies (see Note 11) | ||||||||
| STOCKHOLDERS’ EQUITY | ||||||||
Preferred stock, $0.01 par value, 10,000,000 shares authorized, none issued | $ | — | $ | — | ||||
Common stock, $0.01 par value; 150,000,000 shares authorized; 43,225,439 and 43,013,266 shares issued; 35,777,453 and 37,645,870 shares outstanding at May 31, 2026 and August 31, 2025, respectively | 432 | 430 | ||||||
| Additional paid-in capital | 1,710,826 | 1,621,753 | ||||||
Treasury stock, at cost: 7,447,986 and 5,367,396 shares at May 31, 2026 and August 31, 2025, respectively | (2,212,648) | (1,695,429) | ||||||
| Retained earnings | 2,612,987 | 2,323,407 | ||||||
| Accumulated other comprehensive loss | (79,307) | (63,748) | ||||||
| TOTAL STOCKHOLDERS’ EQUITY | $ | 2,032,290 | $ | 2,186,413 | ||||
| TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY | $ | 4,191,997 | $ | 4,304,272 | ||||
Consolidated Statements of Cash Flows
| Nine Months Ended | ||||||||
| May 31, | ||||||||
| (in thousands) | 2026 | 2025 | ||||||
| CASH FLOWS FROM OPERATING ACTIVITIES | ||||||||
| Net income | $ | 412,354 | $ | 443,424 | ||||
| Adjustments to reconcile net income to net cash provided by operating activities | ||||||||
| Depreciation and amortization | 133,708 | 114,972 | ||||||
| Amortization of lease right-of-use assets | 24,269 | 23,152 | ||||||
| Stock-based compensation expense | 61,541 | 47,154 | ||||||
| Deferred income taxes | 20,808 | 3,154 | ||||||
| Other, net | 14,436 | 7,428 | ||||||
| Changes in assets and liabilities, net of effects of acquisitions | ||||||||
| Accounts receivable | (24,376) | (41,492) | ||||||
| Prepaid expenses and other assets | (3,759) | 6,699 | ||||||
| Accounts payable and accrued expenses | 22,793 | (49,717) | ||||||
| Accrued compensation | 7,541 | 3,789 | ||||||
| Deferred revenues | 15,030 | 4,955 | ||||||
| Taxes payable, net of prepaid taxes | (36,320) | (19,108) | ||||||
| Lease liabilities, net | (30,533) | (30,250) | ||||||
| Net cash provided by operating activities | 617,492 | 514,160 | ||||||
| CASH FLOWS FROM INVESTING ACTIVITIES | ||||||||
| Purchases of property, equipment, leasehold improvements and capitalized internal-use software | (87,319) | (74,840) | ||||||
| Acquisition of businesses, net of cash and cash equivalents acquired | — | (348,255) | ||||||
| Purchases of investments | (18,086) | (4,433) | ||||||
| Proceeds from maturity or sale of investments | 36,050 | 58,155 | ||||||
| Net cash provided by (used in) investing activities | (69,355) | (369,373) | ||||||
| CASH FLOWS FROM FINANCING ACTIVITIES | ||||||||
| Proceeds from debt | 95,000 | 803,410 | ||||||
| Repayments of debt | (75,000) | (742,500) | ||||||
| Dividend payments | (122,684) | (118,329) | ||||||
| Proceeds from employee stock plans | 27,534 | 72,616 | ||||||
| Repurchases of common stock | (506,000) | (193,838) | ||||||
| Deferred acquisition consideration | (16,176) | (4,699) | ||||||
| Other financing activities | (6,418) | (15,987) | ||||||
| Net cash provided by (used in) financing activities | (603,744) | (199,327) | ||||||
| Effect of exchange rate changes on cash, cash equivalents and restricted cash | (1,678) | 1,966 | ||||||
| Net increase (decrease) in cash, cash equivalents and restricted cash | (57,285) | (52,574) | ||||||
| Cash, cash equivalents and restricted cash at beginning of period | 351,695 | 422,979 | ||||||
| Cash, cash equivalents and restricted cash at end of period | $ | 294,410 | $ | 370,405 | ||||
| Reconciliation of total cash, cash equivalents and restricted cash: | ||||||||
| Cash and cash equivalents | $ | 288,114 | $ | 356,361 | ||||
| Restricted cash included in Prepaid expenses and other current assets | 5,296 | 6,522 | ||||||
| Restricted cash included in Other assets | 1,000 | 7,522 | ||||||
| Total cash, cash equivalents and restricted cash | $ | 294,410 | $ | 370,405 | ||||
Consolidated Statements of Comprehensive Income
| Three Months Ended | Nine Months Ended | |||||||||||||
| May 31, | May 31, | |||||||||||||
| (in thousands) | 2026 | 2025 | 2026 | 2025 | ||||||||||
| Net income | $ | 126,718 | $ | 148,542 | $ | 412,354 | $ | 443,424 | ||||||
| Other comprehensive income (loss), net of tax | ||||||||||||||
Net unrealized gain (loss) on cash flow hedges(1) | (2,165) | 5,740 | (4,693) | 2,145 | ||||||||||
Changes in post-employment benefit obligations(2) | 93 | — | (6,138) | — | ||||||||||
Foreign currency translation adjustment gains (losses) | (7,540) | 38,456 | (4,728) | 8,911 | ||||||||||
| Other comprehensive income (loss) | (9,612) | 44,196 | (15,559) | 11,056 | ||||||||||
| Comprehensive income | $ | 117,106 | $ | 192,738 | $ | 396,795 | $ | 454,480 | ||||||
Notes to Financials
Note 1: DESCRIPTION OF BUSINESS
- Business description: FactSet Research Systems Inc. is a global financial digital platform and enterprise solutions provider; revenues are primarily derived from subscriptions to multi-asset class data and solutions, with products and services including workstations, portfolio analytics, enterprise data solutions, and managed services.
- Client base: As of May 31, 2026, FactSet had more than 9,100 clients comprised of over 247,000 investment professionals, including institutional asset managers, bankers, wealth managers, asset owners, hedge funds, corporate users, and private equity and venture capital professionals.
- Segments and firm types: The Company operates through 3 reportable segments — Americas, EMEA, and Asia Pacific — and within each segment offers data, products, and analytical applications by firm type: Institutional Buyside, Dealmakers, Wealth, and Market Infrastructure; in fiscal 2026, the firm type formerly called 'Partnerships and CGS' was renamed 'Market Infrastructure'.
Note 2: SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
- Reclassifications: Deferred revenues, non-current were moved from Other liabilities to a separate line in the Consolidated Balance Sheets, and deferred acquisition consideration was broken out as a separate component of Cash Flows from Financing Activities (previously within Other financing activities); both comparative prior-year figures were conformed accordingly.
- Accounts receivable credit risk: As of May 31, 2026, the accounts receivable reserve was $14.3M; no single client represented more than 3.5% of total revenues for the nine months ended May 31, 2026, and no collateral is required from clients.
- Concentration risks: Two data suppliers each represented more than 10% of total data costs for the nine months ended May 31, 2026; one cloud supplier provided the majority of cloud computing support for the same period.
- Accounting pronouncements: No new FASB standards adopted during the nine months ended May 31, 2026 had a material impact; pending standards include ASU 2025-06 (internal-use software, effective fiscal 2029), ASU 2024-03 (expense disaggregation disclosures, effective fiscal 2028/2029), and ASU 2023-09 (income tax disclosures, effective fiscal 2026, resulting in additional disclosures only with no financial statement impact); the SEC proposed to rescind its climate-related disclosure rule on May 29, 2026 after staying its implementation in April 2024.
Note 3: REVENUE RECOGNITION
- Revenue model: Revenues are derived primarily from the 'Hosted Platform' (subscription-based access to workstations, portfolio analytics, and enterprise solutions) and the 'Identifier Platform' via CGS (subscription-based access to a database of universally recognized security identifiers and related descriptive data), both recognized over the contractual term using an output time-based measure of progress and the 'as invoiced' practical expedient.
- Performance obligations: The majority of contracts represent a single performance obligation covering a series of distinct products and services that are substantially the same with the same pattern of transfer; there are no significant judgments impacting timing of revenue recognition.
- Remaining obligations: Because the majority of client contracts have a duration of one year, or the amount entitled corresponds directly with the value of performance obligations completed to date, the company does not disclose the value of remaining unsatisfied performance obligations.
in thousands
Three Months Ended May 31, 2026
Three Months Ended May 31, 2025
| Segment | Three Months Ended May 31, 2026 | Three Months Ended May 31, 2025 | YoY |
|---|---|---|---|
| Americas | $407,240 | $380,501 | +7.0% |
| EMEA | $151,940 | $145,741 | +4.3% |
| Asia Pacific | $63,738 | $59,278 | +7.5% |
| Total | $622,918 | $585,520 | +6.4% |
Note 4: FAIR VALUE MEASURES
- Fair value hierarchy: Assets and liabilities are classified across three levels; no transfers between levels occurred during the nine months ended May 31, 2026 or the fiscal year ended August 31, 2025. Total assets measured at fair value on a recurring basis were $29.8M as of May 31, 2026 (vs. $29.7M as of August 31, 2025), and total liabilities were $13.6M (vs. $24.9M), with the decline in liabilities driven primarily by a reduction in Level 3 contingent liabilities from $24.1M to $10M.
- Contingent liabilities (Level 3): The $10M contingent liability balance as of May 31, 2026 reflects present value of potential future payments tied to milestone achievements from acquisitions, including Liquid Holdings LLC (LiquidityBook) and Platform Group Limited (Irwin), valued using a scenario-based method with unobservable management inputs (milestone probability, expected timing, discount rate).
- Derivative instruments: Foreign exchange forward contracts carried as assets were $71,000 (Level 2) at May 31, 2026 vs. $3.6M at August 31, 2025; derivative liabilities were $3.7M (Level 2) at May 31, 2026 vs. $808,000 at August 31, 2025, reflecting a reversal in net derivative position.
- Debt fair value (disclosure only): The company elected not to carry debt at fair value; as of May 31, 2026, total principal outstanding was $1.4B with an estimated fair value of $1.3B, compared to $1.4B principal and $1.3B estimated fair value as of August 31, 2025. The 2027 Notes and 2032 Notes ($500M each) are Level 1; the 2025 Term Facility ($375M) and 2025 Revolving Facility ($20M) are Level 3.
Note 5: ACQUISITIONS
- FactSet acquired LiquidityBook (completed February 7, 2025): Total purchase price of $243.2M, net of cash acquired and inclusive of working capital adjustments, including contingent consideration of $11.9M at acquisition-date fair value tied to achievement of specified milestones; LiquidityBook provides cloud-native trading solutions to hedge fund, asset and wealth management, outsourced trading, and sell-side middle office clients, operating a proprietary FIX network with connectivity to over 200 brokers and order routing to more than 1,600 destinations across 80 markets globally; goodwill of $164.8M is included in the Americas, EMEA and Asia Pacific segments and is deductible for income tax purposes; purchase accounting was finalized in Q2 fiscal 2026 with no material changes to the preliminary allocation.
- FactSet acquired Irwin (completed November 5, 2024): Total purchase price of $120.2M, net of cash acquired and inclusive of working capital adjustments, including contingent consideration of $9.6M at acquisition-date fair value tied to achievement of specified milestones; Irwin is a leading investor relations and capital markets platform for public companies and their advisors; goodwill of $91.4M is included in the Americas and EMEA segments and is not deductible for income tax purposes; purchase accounting was finalized in Q3 fiscal 2025 with no material changes to the preliminary allocation.
in thousands
| Line item | LiquidityBook Acquisition Date Fair Value | Irwin Acquisition Date Fair Value | YoY |
|---|---|---|---|
| Current assets | 3,893 | 2,393 | +62.7% |
| Software technology | 65,600 | 36,100 | +81.7% |
| Client relationships | 8,800 | 1,700 | +417.6% |
| Trade names | 3,400 | 1,400 | +142.9% |
| Goodwill | 164,787 | 91,376 | +80.3% |
| Other assets | 487 | 0 | — |
| Deferred revenues | (799) | (4,218) | -81.1% |
| Other current liabilities | (2,386) | (524) | +355.3% |
| Other liabilities | (600) | (8,041) | -92.5% |
Note 6: GOODWILL
- No impairment identified: Goodwill was tested during the fourth quarter of fiscal 2025 via qualitative analysis; management concluded no impairment existed as it was more likely than not that the fair value of each reporting unit was not less than its carrying value. No events or circumstances were identified during the nine months ended May 31, 2026 indicating impairment is more likely than not.
- Testing policy: Goodwill is tested at the reporting unit level (consistent with segments) annually in the fourth quarter, or more frequently if triggering events arise; goodwill is not amortized as it is estimated to have an indefinite life.
- Foreign currency impact: Total goodwill declined by $1.3M from $1.3B at August 31, 2025 to $1.3B at May 31, 2026, with the entire movement attributable to foreign currency translations (Americas: ($406,000; EMEA: ($758,000; Asia Pacific: ($167,000).
in thousands
| Line item | Balance at May 31, 2026 | Balance at August 31, 2025 | YoY |
|---|---|---|---|
| Americas | 925,346 | 925,752 | -0.0% |
| EMEA | 343,678 | 344,436 | -0.2% |
| Asia Pacific | 14,353 | 14,520 | -1.2% |
Note 7: INTANGIBLE ASSETS
- Amortization method and useful lives: Intangible assets are amortized on a straight-line basis with no assigned residual values; the weighted average useful life as of May 31, 2026 was 30.4 years, dominated by the ABA business process intangible (36-year life, $1.6B gross carrying amount, $1.4B net as of May 31, 2026).
- Amortization expense: Amortization expense (included in Cost of services) was $39.5M for the three months ended May 31, 2026 vs. $34.8M in the prior-year quarter, and $114.5M for the nine months ended May 31, 2026 vs. $97.3M in the prior-year period.
- Net carrying amount and future amortization: Total net intangible assets declined to $1.9B at May 31, 2026 from $1.9B at August 31, 2025; estimated amortization for the remaining three months of fiscal 2026 is $39.6M, with $134.9M in fiscal 2027, $111M in fiscal 2028, $86.1M in fiscal 2029, $75.2M in fiscal 2030, and $1.4B thereafter.
- Impairment: No material impairment and no material change to estimated remaining useful lives were identified during the nine months ended May 31, 2026 or May 31, 2025.
Note 8: INCOME TAXES
- Effective tax rate — quarterly: The effective tax rate was 17.8% for the three months ended May 31, 2026 vs. 17.5% for the three months ended May 31, 2025; the increase was primarily due to the limitation on the deductibility of executive compensation.
- Effective tax rate — year-to-date: The effective tax rate was 18.4% for the nine months ended May 31, 2026 vs. 16.7% for the nine months ended May 31, 2025; the increase was primarily due to a stock-based compensation tax shortfall in the current year period compared to an excess tax benefit in the prior year period.
- Below-statutory-rate drivers: For all periods presented, the effective tax rate was lower than the applicable U.S. corporate income tax rate primarily due to the U.S. tax impact of foreign earnings, R&D tax credits, and a foreign derived intangible income (FDII) tax deduction, partially offset by state income taxes; excess tax benefits from stock-based compensation also reduced the rate for the three and nine months ended May 31, 2025.
- Pillar Two / One Big Beautiful Bill Act: Management determined Pillar Two would not have a material impact on the Consolidated Financial Statements or effective tax rate; the One Big Beautiful Bill Act, signed into law July 4, 2025 — which includes expanded bonus depreciation, immediate expensing of domestic R&D costs, and revisions to U.S. taxation of international profits — also did not have a material impact on the Consolidated Financial Statements as of and for the three and nine months ended May 31, 2026.
Note 9: LEASES
- Balance sheet exposure: As of May 31, 2026, Lease ROU assets, net totaled $119.4M and combined Current lease liabilities and Long-term lease liabilities totaled $180.9M, with remaining lease terms ranging from less than one year to just under 10 years.
- Lease maturity profile: Total minimum lease payments of $209.2M are due through fiscal years 2026–2030 and thereafter ($10.4M remaining in 2026; $41.7M in 2027; $37.6M in 2028; $32.2M in 2029; $27.2M in 2030; $60M thereafter), less imputed interest of $28.2M, yielding total lease liabilities of $180.9M.
- Occupancy cost components: For the nine months ended May 31, 2026, operating lease costs were $24.3M (vs. $23.2M in the prior-year period) and variable lease costs were $13.8M (vs. $13.7M); for the three months ended May 31, 2026, operating lease costs were $8.1M and variable lease costs were $4.6M.
- Lease metrics and cash flows: Weighted average remaining lease term was 6.2 years and weighted average discount rate (IBR) was 4.8% as of May 31, 2026; for the nine months ended May 31, 2026, cash paid for lease liabilities was $29.8M and ROU assets obtained in exchange for new lease liabilities were $23.9M (vs. $5.2M in the prior-year period).
Note 10: DEBT
- Debt structure: As of May 31, 2026, total debt was $1.4B ($499.2M current, $890.5M long-term), comprised of the 2027 Notes ($500M, reclassified to current), the 2025 Term Facility ($375M), the 2025 Revolving Facility ($20M drawn), and the 2032 Notes ($500M); unamortized discounts and issuance costs netted to ($841,000) against current debt and ($4.5M) against long-term debt, with revolving facility issuance costs presented separately in Other assets.
- 2025 Credit Agreement: Entered April 8, 2025; the 2025 Term Facility ($500M originally, $375M outstanding as of May 31, 2026) matures April 8, 2028 with quarterly principal payments of 1.25% of original principal — all scheduled payments through maturity have been satisfied; the 2025 Revolving Facility ($1B capacity, $20M drawn as of May 31, 2026) matures April 8, 2030, with up to $100M available as letters of credit and up to $100M as swingline loans; subsequent to May 31, 2026, an additional $80M was borrowed under the 2025 Revolving Facility.
- Pricing and covenants: Borrowings under the 2025 Credit Facilities bore interest at one-month Term SOFR plus 0.975% (0.875% margin plus 0.1% credit spread adjustment) through May 31, 2026; the commitment fee on the unused 2025 Revolving Facility was 0.1%; the 2025 Credit Agreement requires a total leverage ratio no greater than 3.75 to 1.00 (expandable to 4.25 to 1.00 for five consecutive quarters following certain material acquisitions), and the company was in compliance as of May 31, 2026; debt issuance costs related to the 2025 Credit Facilities were $3.4M.
- Senior Notes: $500M of 2.900% Senior Notes due March 1, 2027 and $500M of 3.450% Senior Notes due March 1, 2032 were issued March 1, 2022 at an aggregate discount of $2.8M with approximately $9.1M in issuance costs; interest is payable semiannually on March 1 and September 1; upon a change of control triggering event, the company must offer to repurchase at 101% of principal plus accrued interest.
- Interest expense and swaps: Interest expense on outstanding debt (including amortization of issuance costs and discounts, net of swap effects) was $13.8M for the three months ended May 31, 2026 vs. $15.1M in the prior-year period, and $40.2M for the nine months ended May 31, 2026 vs. $43.4M; the 2025 Swap Agreement (notional $200M, fixed rate 4.086%, declining $50M quarterly from May 31, 2025) matured February 28, 2026, and the 2024 Swap Agreement (notional $200M, fixed rate 5.145%, declining $50M quarterly from May 31, 2024) matured February 28, 2025.
Note 11: COMMITMENTS AND CONTINGENCIES
Commitments
- Purchase obligations with suppliers/vendors ($352M as of August 31, 2025): Total purchase obligations primarily related to hosting services and data acquisition; a $62.5M multi-year contract renewal was entered during Q2 fiscal 2026, and a subsequent $50M multi-year contract was signed after May 31, 2026.
- Standby letters of credit ($700,000 as of May 31, 2026): Outstanding under ordinary-course arrangements; no letters of credit drawn under the 2025 Revolving Facility (capacity up to $100M) since its inception.
Legal Proceedings
- Sales Tax Dispute — Commonwealth of Massachusetts (resolved November 26, 2024): Covered sales tax periods January 1, 2006 through December 31, 2023; total charges and cash payments of approximately $66.2M, including a $56.4M payment made in Q1 fiscal 2025; fully resolved by agreement with the Commonwealth.
Note 12: STOCKHOLDERS' EQUITY
- Share repurchase program activity: Under the share repurchase program, the company repurchased 926,370 shares for $203.1M in the three months ended May 31, 2026 (vs. 184,050 shares for $80.7M in the prior-year quarter) and 2,056,220 shares for $506M in the nine months ended May 31, 2026 (vs. 425,239 shares for $193.8M in the prior-year nine-month period); the company is also subject to a 1% excise tax under the Inflation Reduction Act of 2022 of $2M and $4.8M for the three and nine months ended May 31, 2026, respectively.
- Repurchase authorization: The Board authorized up to $400M on June 17, 2025 (available on or after September 1, 2025) and an additional $600M on December 16, 2025 with no expiration date; as of May 31, 2026, $494M remained available under the program.
- Tax withholding repurchases: Shares acquired to satisfy tax withholding on vesting stock-based awards totaled 2,015 shares ($459,000) in Q3 fiscal 2026 and 24,370 shares ($6.4M) in the nine months ended May 31, 2026; these do not reduce the authorized repurchase capacity.
- Dividends: The Board approved a 5% increase in the regular quarterly dividend from $1.10 to $1.16 per share in Q3 fiscal 2026 (total amount $41.5M, record date May 29, 2026, payment date June 18, 2026); prior quarters in fiscal 2026 paid $1.10 per share each.
- Accumulated other comprehensive loss: Total AOCL was ($79.3M) as of May 31, 2026 vs. ($63.7M) as of August 31, 2025, driven by foreign currency translation adjustments of ($70.6M), post-employment benefit obligations of ($6.1M), and unrealized losses on cash flow hedges of ($2.5M) (vs. a gain of $2.1M at August 31, 2025).
Note 13: EARNINGS PER SHARE
- EPS method: Basic EPS divides net income by weighted average common shares outstanding; Diluted EPS uses the treasury stock method assuming issuance of common stock for all potentially dilutive stock-based awards.
- Antidilutive / unmet-performance exclusions: Shares excluded from Diluted EPS totaled 2,152 thousand (stock options 1,839 thousand + RSUs/PSUs 313 thousand) for the three months ended May 31, 2026, versus 981 thousand (888 thousand + 93 thousand) for the three months ended May 31, 2025; for the nine months ended May 31, 2026, exclusions were 1,896 thousand (1,616 thousand + 280 thousand) versus 854 thousand (759 thousand + 95 thousand) in the prior-year nine-month period.
in thousands
| Line item | Three Months Ended May 31, 2026 | Three Months Ended May 31, 2025 | YoY |
|---|---|---|---|
| Net income used for calculating Basic EPS and Diluted EPS | 126,718 | 148,542 | -14.7% |
| Weighted average common shares used in the calculation of Basic EPS | 36,122 | 37,907 | -4.7% |
| Common stock equivalents associated with stock-based compensation plans | 69 | 437 | -84.2% |
| Shares used in the calculation of Diluted EPS | 36,191 | 38,344 | -5.6% |
| Basic EPS (per share) | 3.51 | 3.92 | -10.5% |
| Diluted EPS (per share) | 3.50 | 3.87 | -9.6% |
Note 14: STOCK-BASED COMPENSATION
- Plan changes: Shareholders approved the FactSet Research Systems Inc. 2025 Omnibus Plan (the 'Omnibus Plan') on December 18, 2025, replacing two prior stock option and award plans; on September 1, 2025, the FactSet Research Systems Inc. 2025 Employee Stock Purchase Plan replaced the FactSet Research Systems Inc. 2008 Employee Stock Purchase Plan. The Omnibus Plan authorized an additional 1.8 million shares on December 18, 2025, leaving 4.2 million shares available for future awards as of May 31, 2026.
- Stock-based compensation expense: Expense was $22.2M for the three months ended May 31, 2026 (vs. $17M in the prior-year quarter) and $61.5M for the nine months ended May 31, 2026 (vs. $47.2M in the prior-year period); no costs were capitalized in any period presented. As of May 31, 2026, $170.8M of unrecognized stock-based compensation expense related to non-vested awards is expected to be recognized over a remaining weighted average vesting period of 2.7 years.
- Stock options granted: For the nine months ended May 31, 2026, 232,567 employee stock options were granted at a weighted average exercise price of $261.59 and weighted average grant date fair value of $75.40, versus 203,114 options at $459.17 / $133.21 in the prior-year period. An additional 297,902 CEO PSOs were granted on September 22, 2025 at an exercise price of $295.63 and fair value of $73.85, with vesting contingent on the stock achieving a 30-day trailing VWAP of at least 150% of the grant-date VWAP during a five-year performance period; options are not exercisable before the third anniversary and expire ten years from grant.
- Restricted Stock Awards granted: For the nine months ended May 31, 2026, 258,813 RSUs were granted at a weighted average grant date fair value of $256.75 (vs. 91,766 at $444.16) and 65,717 PSUs at $258.46 (vs. 34,479 at $446.59); PSU grants cliff vest on the third anniversary subject to performance metrics with an achievement range of 0% to 200%. RSU grants include a one-time CEO grant of 58,332 RSUs on September 22, 2025 and the annual employee grant of 169,049 RSUs on November 3, 2025, both vesting 25% annually over four years.
Note 15: SEGMENT INFORMATION
- Segment structure: The company has 3 reportable segments — Americas, EMEA, and Asia Pacific — aligned to the geographic markets where sales originate; the CEO functions as CODM.
- Expense allocation: The majority of data center, third-party data costs, and corporate headquarters charges are recorded by the Americas segment and are not allocated to the other segments; expenses incurred at global centers of excellence (COEs), primarily in India and the Philippines, are allocated to each segment based on each segment's respective percentage of revenues.
- Operating expenses definition: Segment operating expenses consist of Cost of services and SG&A costs; capital expenditures include purchases of PPE and capitalized internal-use software.
- Reconciliation items: Total other income (expense), net — which is not allocated to segments — was ($12.2M) for the three months ended May 31, 2026 and ($14.2M) for the three months ended May 31, 2025; for the nine months ended May 31, 2026 and 2025, those amounts were ($38M) and ($39M), respectively.
Management Discussion & Analysis
ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
Boilerplate only. Nothing of substance to surface.
Executive Overview
- Business description: FactSet is a global financial digital platform and enterprise solutions provider; as of May 31, 2026, it had more than 9,100 clients comprised of over 247,000 investment professionals, including institutional asset managers, bankers, wealth managers, asset owners, hedge funds, corporate users, and private equity and venture capital professionals.
- Revenue model: Revenues are primarily derived from subscriptions to multi-asset class data and solutions; products and services include workstations, portfolio analytics, enterprise data solutions, and managed services supporting data, performance, risk, and reporting workflows.
- Segments and firm types: The Company operates 3 reportable segments — Americas, EMEA, and Asia Pacific — and within each segment offers solutions by firm type: Institutional Buyside, Dealmakers, Wealth, and Market Infrastructure (renamed from "Partnerships and CGS" in fiscal 2026); Market Infrastructure includes CGS, the exclusive issuer of CUSIP and CINS identifiers globally.
- AI and technology: AI is embedded across offerings to enhance data discovery, automate routine workflows, and improve the speed and accuracy of client insights, with delivery via configurable desktop and mobile platform, comprehensive data solutions, cloud-based digital solutions, and APIs.
Business Strategy
- Geographic segments: Growth is pursued through 3 strategically aligned segments — the Americas, EMEA, and Asia Pacific — to manage resources, target solutions, and interact with clients effectively.
- Data expansion: The company is scaling its data ecosystem to provide industry, proprietary, and third-party data, including granular vertical data, real-time market data, fund data, and sustainable finance data, with cloud delivery and enterprise data provider positioning as stated goals.
- Client workflow integration: Focus areas include expanding into the buy-side front office via portfolio performance, analytics, and risk management; broadening advisor desktop presence into prospecting and digital reporting workflows; and introducing automation in research, financial modeling, and pitch creation.
- AI strategy: The company describes its AI approach as pragmatic, open, and flexible, emphasizing trusted high-quality data, secure model integration, and domain expertise, with AI-embedded workflow solutions targeting research analysts, bankers, portfolio managers, wealth advisors, and engineering teams.
Fiscal 2026 Third Quarter in Review
- Revenue: Q3 fiscal 2026 revenues were $622.9M, up 6.4% year-over-year, driven by 7.0% organic revenue growth partially offset by a 0.6% decrease from a business disposition at the end of the prior fiscal year; growth was led by workstations and data solutions across all segments, primarily in the Americas.
- Organic ASV: Organic ASV totaled $2.5B as of May 31, 2026, up 7.1% over the prior year, with increases in all segments (majority in the Americas) driven mainly by data solutions and workstations.
- Margins and earnings: Operating margin contracted to 26.7% from 33.2% in the prior year period, primarily due to higher employee compensation costs including one-time restructuring charges and CEO compensation costs per his employment agreement; net income fell 14.7% to $126.7M and Diluted EPS declined 9.6% to $3.50, partially offset by a reduction in diluted weighted average common shares outstanding of approximately 2.2 million shares.
- Capital returns and headcount: $243.4M was returned to stockholders via share repurchases and dividends in the three months ended May 31, 2026; employee headcount was 12,694 as of May 31, 2026, up 0.9% year-over-year, with client count of 9,130 and user count of 247,766.
Annual Subscription Value ("ASV")
- ASV definition: ASV at any point in time represents forward-looking revenues for the next 12 months from all subscription services currently being supplied to clients; management views it as a key indicator of the ability to grow recurring revenues and generate positive cash flows.
- Organic ASV definition: Organic ASV excludes ASV from acquisitions and the comparable impact of dispositions and discontinued lines of business effected within the last 12 months, as well as the impact of foreign currency movements.
Organic ASV
- Organic ASV level: As of May 31, 2026, ASV was $2.5B; after a $1.3M impact from foreign currency movements, Organic ASV was $2.5B, reflecting a 7.1% organic ASV annual growth rate (prior year excludes ASV from dispositions completed in the last 12 months for comparability).
- Growth drivers: Organic ASV increased in all segments, with the majority of the increase in the Americas, primarily driven by data solutions and workstations, sourced from higher net sales to existing clients and, to a lesser extent, sales to new clients.
in millions
| Line item | As of May 31, 2026 |
|---|---|
| ASV | 2,484 |
| Impact from foreign currency movements | 1.30 |
| Organic ASV | 2,486 |
| Organic ASV annual growth rate (%) | 7.10 |
Segment ASV
- Americas: ASV of $1.6B as of May 31, 2026 (65% of total ASV), up from $1.5B as of May 31, 2025; Organic ASV of $1.6B, a 7.2% increase from the prior year, primarily driven by workstations and data solutions.
- EMEA: ASV of $608.1M as of May 31, 2026 (24% of total ASV), up from $581.9M as of May 31, 2025; Organic ASV of $608.7M, a 5.6% increase from the prior year, mainly from data solutions and workstations.
- Asia Pacific: ASV of $255.2M as of May 31, 2026 (11% of total ASV), up from $240.1M as of May 31, 2025; Organic ASV of $255.9M, a 10.0% increase from the prior year, primarily driven by middle office solutions, data solutions, and workstations.
in millions
As of May 31, 2026
As of May 31, 2025
| Segment | As of May 31, 2026 | As of May 31, 2025 | YoY |
|---|---|---|---|
| Americas | $1,621 | $1,513.1 | +7.1% |
| EMEA | $608.1 | $581.9 | +4.5% |
| Asia Pacific | $255.2 | $240.1 | +6.3% |
| Total | $2,484.3 | $2,335.1 | +6.4% |
Client and User Additions
- Client growth: Total clients reached 9,130 as of May 31, 2026, up 3.6% from 8,811 as of May 31, 2025, driven mainly by corporate clients; client count includes clients with ASV of $10,000 and above.
- User growth: Total users reached 247,766 as of May 31, 2026, up 12.4% from 220,496 as of May 31, 2025, driven primarily by wealth management users.
- Retention: Annual ASV retention was greater than 95% of ASV as of both May 31, 2026 and May 31, 2025; when expressed as a percentage of clients, annual retention was 90% as of May 31, 2026 and 91% as of May 31, 2025.
in —
| Line item | As of May 31, 2026 | As of May 31, 2025 | YoY |
|---|---|---|---|
| Clients | 9,130 | 8,811 | +3.6% |
| Users | 247,766 | 220,496 | +12.4% |
Employee Headcount
- Net headcount: As of May 31, 2026, total net employee headcount increased 0.9% to 12,694 from 12,579 as of May 31, 2025, primarily driven by continued investment in centers of excellence (COEs), mainly through an increase in employees based in India.
- Geographic distribution: As of May 31, 2026, 8,765 employees were located in Asia Pacific, 2,476 in the Americas, and 1,453 in EMEA, with approximately 68% of all employees located in COEs; year-over-year net headcount growth was 1.1% in Asia Pacific, 0.6% in EMEA, and 0.4% in the Americas.
Results of Operations
Results of Operations
in thousands
| Line item | Three Months Ended May 31, 2026 | Three Months Ended May 31, 2025 | YoY |
|---|---|---|---|
| Revenues | 622,918 | 585,520 | +6.4% |
| Cost of services | 312,190 | 280,729 | +11.2% |
| Selling, general and administrative | 144,427 | 110,636 | +30.5% |
| Operating income | 166,301 | 194,155 | -14.3% |
| Net income | 126,718 | 148,542 | -14.7% |
| Diluted weighted average common shares | 36,191 | 38,344 | -5.6% |
| Diluted EPS (per share) | 3.50 | 3.87 | -9.6% |
Revenues
Three months ended May 31, 2026 compared with three months ended May 31, 2025
- Revenue growth: Revenues grew 6.4% driven by a 7.0% increase in organic revenues, which totaled $622.9M for the three months ended May 31, 2026, partially offset by a 0.6% decrease due to the disposition of a business at the end of the prior fiscal year.
- Geographic and product drivers: Revenues increased in all geographic segments, primarily in the Americas, with growth primarily driven by workstations and data solutions.
Nine months ended May 31, 2026 compared with nine months ended May 31, 2025
- Revenue growth: Total revenues grew 6.8% for the nine months ended May 31, 2026, driven by a 6.6% increase in organic revenues, which totaled $1.8B, and a 0.2% net increase from foreign currency exchange rate fluctuations.
- Segment and product drivers: Revenues increased in all segments, primarily in the Americas, with the increase mainly attributable to workstations, data solutions, and portfolio management and trading solutions.
Revenues by Segment
- Revenue mix: Americas was the largest segment at 65.4% of three-month revenues and 65.3% of nine-month revenues, with EMEA at 24.4% and 24.1% respectively, and Asia Pacific at 10.2% for both periods.
- Consolidated growth: Total revenues grew 6.4% to $622.9M for the three months ended May 31, 2026 and 6.8% to $1.8B for the nine months ended May 31, 2026.
- Segment growth rates: Asia Pacific posted the fastest three-month growth at 7.5% ($63.7M vs. $59.3M), followed by Americas at 7.0% ($407.2M vs. $380.5M) and EMEA at 4.3% ($151.9M vs. $145.7M).
in thousands
Three Months Ended May 31, 2026
Three Months Ended May 31, 2025
| Segment | Three Months Ended May 31, 2026 | Three Months Ended May 31, 2025 | YoY |
|---|---|---|---|
| Americas | $407,240 | $380,501 | +7.0% |
| EMEA | $151,940 | $145,741 | +4.3% |
| Asia Pacific | $63,738 | $59,278 | +7.5% |
| Total | $622,918 | $585,520 | +6.4% |
Three months ended May 31, 2026 compared with three months ended May 31, 2025
Americas
- Revenue growth: Americas revenues grew 7.0%, driven by a 7.0% increase in organic revenues and a 0.1% net increase from foreign currency exchange rate fluctuations, partially offset by a 0.1% decrease due to the disposition of a business at the end of the prior fiscal year.
- Key drivers: The increase in revenues was primarily driven by workstations and data solutions.
EMEA
- Revenue growth drivers: EMEA revenues grew 4.3%, driven by a 5.3% increase in organic revenues and a 0.5% net increase from foreign currency exchange rate fluctuations, partially offset by a 1.5% decrease due to the disposition of a business at the end of the prior fiscal year.
- Category mix: The increase in revenues was mainly from data solutions and workstations, partially offset by a decrease in revenues due to the disposition.
Asia Pacific
- Revenue growth: Asia Pacific revenues grew 7.5%, driven by a 10.5% increase in organic revenues, partially offset by a 2.0% decrease due to the disposition of a business at the end of the prior fiscal year and a 1.0% net decrease from foreign currency exchange rate fluctuations.
- Growth drivers: The increase in revenues was primarily driven by middle office solutions, workstations and data solutions, partially offset by a decrease in revenues due to the disposition.
Nine months ended May 31, 2026 compared with nine months ended May 31, 2025
Americas
- Revenue growth: Americas revenues grew 7.7%, driven by a 7.0% increase in organic revenues and a 0.7% increase from acquisition revenues, net of a decrease from the disposition of a business at the end of the prior fiscal year.
- Key drivers: The increase in revenues was mainly driven by workstations, data solutions, and portfolio management and trading solutions.
EMEA
- Revenue growth: EMEA revenues grew 4.1%, driven by a 4.4% increase in organic revenues and a 0.7% net increase from foreign currency exchange rate fluctuations, partially offset by a 1.0% decrease from the disposition of a business at the end of the prior fiscal year, net of acquisition revenues.
- Growth drivers: The increase in revenues was mainly from data solutions and workstations, partially offset by a decrease in revenues due to the disposition.
Asia Pacific
- Revenue growth: Asia Pacific revenues grew 7.6%, driven by a 9.5% increase in organic revenues, partially offset by a 1.6% decrease from the disposition of a business at the end of the prior fiscal year (net of acquisition revenues) and a 0.3% net decrease from foreign currency exchange rate fluctuations.
- Growth drivers: The increase in revenues was primarily driven by data solutions, workstations, and middle office solutions, partially offset by a decrease in revenues due to the disposition.
Principal Operating Expenses
- Cost of services composition: Primarily employee compensation (content collection, consulting, product development, software and systems engineering), plus data costs, technology-related expenses, amortization of intangible assets, royalty fees, telecommunication costs, and computer depreciation.
- SG&A composition: Primarily employee compensation (sales, marketing, finance, legal, human resources, and administrative services), plus occupancy costs, professional fees, depreciation of furniture and fixtures, amortization of leasehold improvements, travel and entertainment, marketing costs, bad debt expense, impact from foreign currency forward contracts, and asset impairments.
- Operating margin compression: Operating income declined 14.3% in the three months ended May 31, 2026 and 4.8% in the nine months ended May 31, 2026, with operating margin contracting to 26.7% (from 33.2%) for the quarter and 29.5% (from 33.1%) for the nine-month period, as total operating expense growth of 16.7% and 12.5% outpaced revenue.
- SG&A acceleration: SG&A growth of 30.5% in the three months ended May 31, 2026 materially outpaced Cost of services growth of 11.2% in the same period, with nine-month SG&A up 16.4% versus Cost of services up 10.8%.
in thousands
| Line item | Three Months Ended May 31, 2026 | Three Months Ended May 31, 2025 | YoY |
|---|---|---|---|
| Cost of services | 312,190 | 280,729 | +11.2% |
| SG&A | 144,427 | 110,636 | +30.5% |
| Operating income | 166,301 | 194,155 | -14.3% |
Cost of Services
- Cost of services as % of revenue: Cost of services was 50.1% of revenues for the three months ended May 31, 2026, an increase of 220 basis points compared with the same period a year ago, driven primarily by higher employee compensation costs and, to a lesser extent, technology-related expenses and amortization of intangible assets.
- Employee compensation: Increased by 90 basis points as a percentage of revenues, primarily driven by restructuring charges to drive organizational efficiencies.
- Technology-related expenses: Increased by 40 basis points as a percentage of revenues, primarily driven by higher spend in cloud-based hosting services, licensed software arrangements, and AI token consumption.
- Amortization of intangible assets: Increased by 40 basis points as a percentage of revenues, mainly due to higher amortization from capitalized internal-use software development costs.
Nine months ended May 31, 2026 compared with nine months ended May 31, 2025
- Cost of services – absolute drivers: The increase in Cost of services was primarily due to higher employee compensation costs and, to a lesser extent, an increase in amortization of intangible assets and technology-related expenses.
- Cost of services as % of revenues: Cost of services was 48.7% of revenues for the nine months ended May 31, 2026, an increase of 180 basis points compared with the same period a year ago, primarily driven by higher amortization of intangible assets, technology-related expenses, and employee compensation costs.
- Basis-point breakdown: Amortization of intangible assets increased 60 basis points (mainly from higher amortization of capitalized internal-use software development costs); technology-related expenses increased 50 basis points (higher cloud-based hosting services and licensed software arrangements); employee compensation costs increased 30 basis points (higher annual base salaries from annual merit increases and restructuring charges to drive organizational efficiencies).
Selling, General and Administrative
- SG&A as % of revenues: SG&A was 23.2% of revenues for the three months ended May 31, 2026, an increase of 430 basis points compared with the same period a year ago.
- Employee compensation driver: Employee compensation costs increased by 290 basis points as a percentage of revenues, driven by higher variable compensation costs (reflecting financial achievement against targets, plus recognition of one-time cash awards granted to the CEO under his employment agreement), restructuring charges related to driving organizational efficiencies, and an increase in stock-based compensation expense (including equity awards granted to the CEO recognized over their service periods).
- FX forward contracts: SG&A increased by an additional 50 basis points as a percentage of revenues due to a loss from the net settlement of foreign currency forward contracts.
Nine months ended May 31, 2026 compared with nine months ended May 31, 2025
- SG&A as % of revenues: SG&A was 21.8% of revenues for the nine months ended May 31, 2026, an increase of 180 basis points compared with the same period a year ago, primarily driven by higher employee compensation costs.
- Employee compensation detail: Employee compensation costs as a % of revenues increased 190 basis points, driven by higher variable compensation costs, stock-based compensation expense, and annual base salaries; variable compensation and stock-based compensation expense increased mainly due to recognition of one-time cash awards and equity awards granted to the CEO pursuant to his employment agreement, while variable compensation also increased due to financial achievement against targets, and annual base salaries rose primarily from annual merit increases.
Operating Income and Operating Margin
- Operating income: Decreased 14.3% to $166.3M for the three months ended May 31, 2026, compared with $194.2M in the prior year period, primarily driven by higher operating expenses (mainly increased employee compensation costs), partially offset by revenue growth.
- Operating margin: Declined to 26.7% for the three months ended May 31, 2026, compared with 33.2% in the prior year period.
- FX impact: Foreign currency exchange rate fluctuations, net of hedge activity, decreased operating income by $3.4M for the three months ended May 31, 2026 compared with the prior year period.
Nine months ended May 31, 2026 compared with nine months ended May 31, 2025
- Operating income: Decreased 4.8% to $543.3M for the nine months ended May 31, 2026, compared with $571M in the prior year period, primarily driven by higher employee compensation costs, amortization of intangible assets, and technology-related expenses, partially offset by growth in revenues.
- Operating margin: Contracted to 29.5% for the nine months ended May 31, 2026, from 33.1% in the prior year period.
Operating Income by Segment
- Americas decline: Americas operating income fell 22.0% to $63.6M in the three months ended May 31, 2026, and 8.5% to $216.3M in the nine months ended May 31, 2026, making it the weakest-performing segment in both periods.
- EMEA decline: EMEA operating income declined 15.7% to $58.2M for the three months ended May 31, 2026, and 7.7% to $192.6M for the nine months ended May 31, 2026.
- Asia Pacific outperformance: Asia Pacific was the only segment to grow, with operating income up 2.2% to $44.5M for the three months ended May 31, 2026, and up 6.8% to $134.4M for the nine months ended May 31, 2026.
- Total operating income: Consolidated operating income declined 14.3% to $166.3M for the three months ended May 31, 2026, and 4.8% to $543.3M for the nine months ended May 31, 2026.
in thousands
Three Months Ended May 31, 2026
Three Months Ended May 31, 2025
| Segment | Three Months Ended May 31, 2026 | Three Months Ended May 31, 2025 | YoY |
|---|---|---|---|
| Americas | $63,587 | $81,565 | -22.0% |
| EMEA | $58,182 | $69,027 | -15.7% |
| Asia Pacific | $44,532 | $43,563 | +2.2% |
| Total | $166,301 | $194,155 | -14.3% |
Americas
- Operating income: Americas operating income decreased primarily due to higher employee compensation costs and, to a lesser extent, technology-related expenses and amortization of intangible assets, partially offset by revenue growth of 7.0%.
- Employee compensation: Costs increased due to restructuring charges (related to driving organizational efficiencies), higher stock-based compensation expense, and higher variable compensation costs — all driven in part by one-time equity and cash awards granted to the CEO pursuant to his employment agreement, with variable compensation also rising due to financial achievement against targets.
- Technology and amortization: Technology-related expenses rose from higher spend in cloud-based hosting services, licensed software arrangements, and AI token consumption; amortization of intangible assets increased primarily due to higher amortization from capitalized internal-use software development costs.
EMEA
- Operating income drivers: EMEA operating income decreased primarily due to higher employee compensation costs, partially offset by revenue growth of 4.3%.
- Compensation cost detail: Employee compensation costs increased mainly from restructuring charges to drive organizational efficiencies and an increase in annual base salaries, primarily driven by annual merit increases.
Asia Pacific
- Operating income drivers: Asia Pacific operating income increased mainly due to revenue growth of 7.5%, partially offset by higher employee compensation costs.
- Compensation cost detail: Employee compensation costs increased primarily from higher variable compensation costs due to financial achievement against targets, and an increase in annual base salaries mainly driven by annual merit increases.
Nine months ended May 31, 2026 compared with nine months ended May 31, 2025
Americas
- Operating income drivers: Americas operating income decreased primarily due to higher employee compensation costs and, to a lesser extent, an increase in amortization of intangible assets and technology-related expenses, partially offset by revenue growth of 7.7%.
- Employee compensation: Compensation costs rose due to higher variable compensation costs, stock-based compensation expense, and restructuring charges; variable compensation and stock-based compensation increased mainly due to recognition of one-time cash awards and equity awards granted to the CEO pursuant to his employment agreement, with variable compensation further elevated by financial achievement against targets, and restructuring charges tied to driving organizational efficiencies.
- Amortization and technology costs: Amortization of intangible assets increased mainly due to higher amortization from capitalized internal-use software development costs; technology-related expenses increased mainly due to higher spend in cloud-based hosting services.
EMEA
- EMEA operating income: Decreased primarily due to higher employee compensation costs, partially offset by revenue growth of 4.1%.
- Employee compensation drivers: Higher annual base salaries driven by annual merit increases, plus restructuring charges related to driving organizational efficiencies.
Asia Pacific
- Operating income drivers: Asia Pacific operating income increased mainly due to revenue growth of 7.6%, partially offset by higher employee compensation costs.
- Compensation cost increase: Employee compensation costs increased primarily due to higher annual base salaries, mainly driven by annual merit increases.
Income Taxes
- Effective tax rate, three months: 17.8% for the three months ended May 31, 2026 vs. 17.5% for the three months ended May 31, 2025; the increase was primarily due to the limitation on the deductibility of executive compensation.
- Effective tax rate, nine months: 18.4% for the nine months ended May 31, 2026 vs. 16.7% for the nine months ended May 31, 2025; the increase was primarily due to a stock-based compensation tax shortfall in the current year period compared to an excess tax benefit in the prior year period.
- Rates vs. U.S. statutory rate: For all periods presented, effective tax rates were lower than the applicable U.S. corporate income tax rate primarily due to the U.S. tax impact of foreign earnings, R&D tax credits, and a foreign derived intangible income (FDII) tax deduction, partially offset by the impact of state income taxes.
in thousands
| Line item | Three Months Ended May 31, 2026 | Three Months Ended May 31, 2025 | YoY |
|---|---|---|---|
| Income before income taxes | 154,121 | 179,948 | -14.4% |
| Provision for income taxes | 27,403 | 31,406 | -12.7% |
| Effective tax rate (%) | 17.80 | 17.50 | +1.7% |
Net Income and Diluted EPS
- Net income decline: Net income fell 14.7% to $126.7M for the three months ended May 31, 2026, and 7.0% to $412.4M for the nine months ended May 31, 2026, driven primarily by higher operating expenses, partially offset by revenue growth.
- Diluted EPS: Diluted EPS declined 9.6% to $3.50 for the three months ended May 31, 2026, and 3.2% to $11.16 for the nine months ended May 31, 2026; the EPS decline was partially offset by a lower diluted weighted average share count.
- Share count: Diluted weighted average common shares outstanding fell 5.6% to 36,191 thousand for the three months ended May 31, 2026, and 3.9% to 36,957 thousand for the nine months ended May 31, 2026.
in thousands
| Line item | Three Months Ended May 31, 2026 | Three Months Ended May 31, 2025 | YoY |
|---|---|---|---|
| Net income | 126,718 | 148,542 | -14.7% |
| Diluted weighted average common shares | 36,191 | 38,344 | -5.6% |
| Diluted EPS (per share) | 3.50 | 3.87 | -9.6% |
Non-GAAP Financial Measures
- Non-GAAP measures used: The company supplements GAAP results with organic revenues, adjusted operating income, adjusted operating margin, adjusted net income, EBITDA, adjusted EBITDA, adjusted Diluted EPS, and free cash flow; adjusted figures exclude acquisition-related intangible asset amortization and non-recurring items, while EBITDA further adds back interest expense, income taxes, and depreciation and amortization.
- Organic revenue growth: Organic revenues of $622.9M (Q3) and $1.8B (nine months) grew 7.0% and 6.6%, respectively, versus GAAP revenue growth of 6.4% and 6.8%; the nine-month organic figure excludes $10.1M of acquisition revenues, a $2.4M currency impact, and no disposition revenues in the current year.
- Adjusted vs. GAAP profitability: Adjusted operating income fell (1.7)% to $211.8M in Q3 (adjusted margin 34.0% vs. 36.8% prior year) and rose 0.7% to $645.9M for the nine months (35.1% vs. 37.2%); the Q3 gap to GAAP operating income of $166.3M was driven primarily by $19.6M of restructuring/severance and $19M of intangible amortization.
- Adjusted EPS and tax rates: Adjusted Diluted EPS grew 6.1% to $4.53 in Q3 and 4.4% to $13.49 for the nine months, outpacing GAAP Diluted EPS declines of (9.6)% and (3.2)% respectively; adjustments were tax-effected at an adjusted rate of 23.4% (Q3 2026) vs. 27.3% (Q3 2025), and 21.9% vs. 26.1% for the nine-month periods.
Organic Revenues Reconciliation
in thousands
| Line item | Three Months Ended May 31, 2026 | Three Months Ended May 31, 2025 | YoY |
|---|---|---|---|
| Revenues | 622,918 | 585,520 | +6.4% |
| Acquisition revenues | 0 | 0 | — |
| Disposition revenues | 0 | (3,296) | -100.0% |
| Currency impact | (52) | 0 | — |
| Organic revenues | 622,866 | 582,224 | +7.0% |
Adjusted Operating Income and Margin
in thousands
| Line item | Three Months Ended May 31, 2026 | Three Months Ended May 31, 2025 | YoY |
|---|---|---|---|
| Operating income | 166,301 | 194,155 | -14.3% |
| Intangible asset amortization | 18,981 | 19,182 | -1.0% |
| Restructuring/severance | 19,629 | 0 | — |
| CEO compensation costs | 4,322 | 0 | — |
| Business disposition, acquisitions and related costs | 1,769 | 1,976 | -10.5% |
| Client bankruptcy charges | 750 | 0 | — |
| India Labor Codes Reform | 0 | 0 | — |
| Asset impairment | 0 | 0 | — |
| Sales Tax Dispute | 0 | 0 | — |
| Adjusted operating income | 211,752 | 215,313 | -1.7% |
Adjusted Net Income and EBITDA Reconciliation
in thousands
| Line item | Three Months Ended May 31, 2026 | Three Months Ended May 31, 2025 | YoY |
|---|---|---|---|
| Net income | 126,718 | 148,542 | -14.7% |
| Intangible asset amortization | 14,534 | 13,943 | +4.2% |
| Restructuring/severance | 15,030 | 0 | — |
| CEO compensation costs | 3,309 | 0 | — |
| Business disposition, acquisitions and related costs | 1,355 | 1,436 | -5.6% |
| Impairment within Other assets | 2,297 | 0 | — |
| Client bankruptcy charges | 574 | 0 | — |
| India Labor Codes Reform | 0 | 0 | — |
| Asset impairment | 0 | 0 | — |
| Sales Tax Dispute | 0 | 0 | — |
| Gain on sale of investments | 0 | 0 | — |
| Non-operating income from business disposition | (48) | 0 | — |
| Income tax items | 0 | 0 | — |
| Adjusted net income | 163,769 | 163,921 | -0.1% |
| Interest expense | 13,839 | 15,122 | -8.5% |
| Income taxes | 27,403 | 31,406 | -12.7% |
| Depreciation and amortization expense | 45,869 | 40,845 | +12.3% |
| EBITDA | 213,829 | 235,915 | -9.4% |
| Non-recurring non-cash expenses | 6,336 | 0 | — |
| Adjusted EBITDA | 220,165 | 235,915 | -6.7% |
Adjusted Diluted EPS Reconciliation
in per share
| Line item | Three Months Ended May 31, 2026 | Three Months Ended May 31, 2025 | YoY |
|---|---|---|---|
| Diluted EPS | 3.50 | 3.87 | -9.6% |
| Intangible asset amortization | 0.40 | 0.36 | +11.1% |
| Restructuring/severance | 0.42 | 0 | — |
| CEO compensation costs | 0.09 | 0 | — |
| Business disposition, acquisitions and related costs | 0.04 | 0.04 | +0.0% |
| Impairment within Other assets | 0.06 | 0 | — |
| Client bankruptcy charges | 0.02 | 0 | — |
| India Labor Codes Reform | 0 | 0 | — |
| Asset impairment | 0 | 0 | — |
| Sales Tax Dispute | 0 | 0 | — |
| Gain on sale of investments | 0 | 0 | — |
| Non-operating income from business disposition | 0 | 0 | — |
| Income tax items | 0 | 0 | — |
| Adjusted Diluted EPS | 4.53 | 4.27 | +6.1% |
| Weighted average common shares (diluted) (thousands) | 36,191 | 38,344 | -5.6% |
Liquidity and Capital Resources
- Cash position: As of May 31, 2026, cash and cash equivalents were $288.1M and restricted cash was $6.3M, down from $337.7M and $14M, respectively, as of August 31, 2025.
- Geographic distribution: Of the $288.1M in cash and cash equivalents, $128M was held in EMEA (largest balance in the UK), $88.2M in the Americas (largest balance in the U.S.), and $71.9M in Asia Pacific (largest balances in India and the Philippines).
- Liquidity adequacy: Management states that cash flows from operations, existing cash, and debt borrowings have been sufficient to fund operations and long-term growth investments, and believes sources of liquidity — including available capacity under the existing revolving credit facility and other financing alternatives — will provide necessary capital to fund operations, debt service, working capital, capital expenditures, acquisitions, dividends, and stock repurchases for the next 12 months and the foreseeable future.
Sources of Liquidity
Debt and Interest Rate Swap Agreements
Boilerplate only. Nothing of substance to surface.
2025 Credit Agreement
- Facility structure: On April 8, 2025, the company entered into the 2025 Credit Agreement comprising a $500M senior unsecured term loan (2025 Term Facility) and a $1B senior unsecured revolving credit facility (2025 Revolving Facility), with the term loan proceeds used to repay the outstanding balance under the 2022 Revolving Facility.
- Maturity and repayment: The 2025 Term Facility matures April 8, 2028 and requires quarterly principal payments of 1.25% of the original principal amount commencing August 31, 2025 (all scheduled payments through maturity have been satisfied); the 2025 Revolving Facility matures April 8, 2030 and includes capacity for up to $100M in letters of credit and up to $100M in swingline loans, with optional additional commitments of up to $1B.
- Outstanding balances: As of May 31, 2026, outstanding debt was $375M under the 2025 Term Facility and $20M under the 2025 Revolving Facility; subsequent to May 31, 2026, an additional $80M was borrowed under the 2025 Revolving Facility.
- Pricing and covenants: Borrowings bore interest at one-month Term SOFR plus a 0.975% spread (0.875% margin plus 0.1% credit spread adjustment) through May 31, 2026; the commitment fee on the unused revolving facility was 0.1%; the financial covenant requires a total leverage ratio no greater than 3.75 to 1.00 (extendable to 4.25 to 1.00 for five consecutive quarters following certain material acquisitions), and the company was in compliance with all covenants as of May 31, 2026.
2022 Credit Agreement
- 2022 Credit Agreement: Entered into on March 1, 2022; included a $1B senior unsecured term loan (the "2022 Term Facility") and a $500M senior unsecured revolving credit facility (the "2022 Revolving Facility"), of which $250M was drawn at inception. On January 31, 2025, commitments under the 2022 Revolving Facility were increased by $100M to $600M via a joinder agreement, with all other terms unchanged.
- Interest rate: Borrowings bore interest at one-month Term SOFR plus a leverage-based spread and credit spread adjustment, with a total spread ranging from 0.975% to 1.1% over the term of the debt.
- Termination: The 2022 Credit Agreement was terminated on April 8, 2025, concurrent with entering into the 2025 Credit Agreement.
Senior Notes
- Issuance: On March 1, 2022, the company completed a public offering of $500M of 2.900% Senior Notes due March 1, 2027 (the "2027 Notes") and $500M of 3.450% Senior Notes due March 1, 2032 (the "2032 Notes"), issued under an indenture with U.S. Bank Trust Company, National Association as trustee.
- Interest payments: Interest on the Senior Notes is payable semiannually in arrears on March 1 and September 1 of each year.
- Redemption and change of control: The company may redeem the Senior Notes, in whole or in part, at any time at specified redemption prices plus accrued and unpaid interest; upon a change of control triggering event, the company must offer to repurchase the Senior Notes at 101% of their principal amount plus accrued and unpaid interest.
Interest Rate Swap Agreements
Interest rate swap agreements: The company may use interest rate swap agreements to manage floating interest rate exposure by exchanging it for a fixed interest rate; such agreements are designated as cash flow hedges at inception.
2025 Swap Agreement
- 2025 Swap Agreement: On April 24, 2025, the company entered into an interest rate swap agreement with a notional amount of $200M to hedge a portion of its outstanding floating SOFR debt at a fixed rate of 4.086%; the notional amount declined by $50M on a quarterly basis beginning May 31, 2025, and the agreement matured on February 28, 2026.
2024 Swap Agreement
- 2024 Swap Agreement: Entered into on March 1, 2024, with a notional amount of $200M to hedge a portion of outstanding floating SOFR debt at a fixed rate of 5.145%; the notional amount declined by $50M on a quarterly basis beginning May 31, 2024, and the agreement matured on February 28, 2025.
Uses of Liquidity
Returning Value to Stockholders
- Capital returned: $628.7M returned to stockholders via share repurchases and dividends during the nine months ended May 31, 2026, compared to $312.2M in the nine months ended May 31, 2025; over the last 12 months, total capital returned was $776.9M.
Share Repurchase Program
- Repurchase activity: During the nine months ended May 31, 2026, the company repurchased 2,056,220 shares for $506M, compared to 425,239 shares for $193.8M in the nine months ended May 31, 2025.
- Board authorizations: On June 17, 2025, the Board authorized up to $400M for repurchases on or after September 1, 2025; on December 16, 2025, the Board approved an additional $600M in repurchase authority, available immediately with no expiration date, and also removed the expiration date from the June 17, 2025 authorization.
- Remaining capacity: As of May 31, 2026, $494M remained available under the share repurchase program, which has no defined share count or timeframe limit.
Dividends
- Dividend increase: The Board approved a 5% increase in the regular quarterly dividend from $1.10 to $1.16 per share in the third quarter of fiscal 2026, marking the 27th consecutive fiscal year of dividend increases on a stock split-adjusted basis.
- Dividends paid: Dividends paid totaled $122.7M for the nine months ended May 31, 2026, compared to $118.3M for the nine months ended May 31, 2025.
- Future dividends: Future cash dividend payments are subject to final determination by the Board of Directors and will depend on earnings, capital requirements, financial condition, and other relevant factors.
Capital Expenditures
- Capital expenditures: Increased 16.7% to $87.3M for the nine months ended May 31, 2026, compared with $74.8M for the same period a year ago, driven primarily by higher capitalized costs related to the development of internal-use software and an increase in leasehold improvements related to the build-out of the London office.
Acquisitions
Acquisitions referenced: The most significant acquisitions by cash flows during fiscal 2025 through the third quarter of fiscal 2026 were Liquid Holdings, LLC ("LiquidityBook") and Platform Group Limited ("Irwin"); further detail is in Note 5, Acquisitions in the Notes to the Consolidated Financial Statements.
LiquidityBook
- Acquisition close and price: FactSet completed the acquisition of LiquidityBook on February 7, 2025, for a purchase price of $243.2M, net of cash acquired and inclusive of working capital adjustments.
- Contingent consideration: The purchase price included contingent consideration of $11.9M, representing the acquisition-date fair value of potential future payments contingent upon achievement of certain specified milestones.
- Purchase accounting: FactSet finalized purchase accounting for the LiquidityBook acquisition during the second quarter of fiscal 2026.
- Business description: LiquidityBook provides cloud-native trading solutions to hedge fund, asset and wealth management, outsourced trading, and sell-side middle office clients, operating a proprietary FIX network with connectivity to over 200 brokers and order routing to more than 1,600 destinations across 80 markets globally.
Irwin
- Acquisition close and price: FactSet completed the acquisition of Irwin on November 5, 2024, for a purchase price of $120.2M, net of cash acquired and inclusive of working capital adjustments.
- Contingent consideration: The purchase price included contingent consideration of $9.6M, representing the acquisition-date fair value of potential future payments contingent upon achievement of certain specified milestones.
- Purchase accounting: Purchase accounting for the Irwin acquisition was finalized during the third quarter of fiscal 2025.
- Business description: Irwin is described as a leading investor relations and capital markets platform for public companies and their advisors, expanding FactSet's ability to address the holistic workflow needs of investor relations professionals with an integrated, modern solution.
Contractual Obligations
- Purchase obligations: As of August 31, 2025, total purchase obligations with suppliers and vendors were approximately $352M, primarily related to hosting services, acquisition of data, and to a lesser extent third-party software providers.
- New contract commitment: During the second quarter of fiscal 2026, a multi-year contract renewal with a supplier was entered into, resulting in total purchase commitments of approximately $62.5M.
- Lease and debt obligations: Contractual obligations also include lease liabilities and outstanding debt, with details cross-referenced to Note 9 (Leases) and Note 10 (Debt) in the Notes to the Consolidated Financial Statements.
Summary of Cash Flows
- Operating cash flow: Net cash provided by operating activities increased $103.3M year-over-year to $617.5M for the nine months ended May 31, 2026, compared to $514.2M in the prior-year period.
- Investing activities: Net cash used in investing activities improved by $300M to ($69.4M) for the nine months ended May 31, 2026, versus ($369.4M) in the prior-year period.
- Financing activities: Net cash used in financing activities increased by $404.4M to ($603.7M) for the nine months ended May 31, 2026, compared to ($199.3M) in the prior-year period.
- Net cash decrease: After a ($1.7M) unfavorable effect of exchange rate changes, net cash, cash equivalents and restricted cash decreased ($57.3M) for the nine months ended May 31, 2026, versus a decrease of ($52.6M) in the prior-year period.
in thousands
| Line item | Nine Months Ended May 31, 2026 | Nine Months Ended May 31, 2025 | YoY |
|---|---|---|---|
| Net cash provided by operating activities | 617,492 | 514,160 | +20.1% |
| Net cash provided by (used in) investing activities | (69,355) | (369,373) | -81.2% |
| Net cash provided by (used in) financing activities | (603,744) | (199,327) | +202.9% |
| Effect of exchange rate changes on cash, cash equivalents and restricted cash | (1,678) | 1,966 | -185.4% |
| Net increase (decrease) in cash, cash equivalents and restricted cash | (57,285) | (52,574) | +9.0% |
Operating
- Operating cash flow (current period): Net cash provided by operating activities was $617.5M for the nine months ended May 31, 2026, comprising net income of $412.4M, non-cash charges of $254.7M (primarily depreciation and amortization), and a net cash outflow of $49.6M for working capital; the working capital change was driven by timing of payments related to taxes and leases.
- Operating cash flow (prior period): Net cash provided by operating activities was $514.2M for the nine months ended May 31, 2025, comprising net income of $443.4M, non-cash charges of $195.9M (primarily depreciation and amortization), and a net cash outflow of $125.1M for working capital; the working capital change was driven by cash outflows to resolve the Sales Tax Dispute and timing of client collections.
Investing
- Nine months ended May 31, 2026: Net cash used in investing activities was $69.4M, primarily consisting of $87.3M in capital expenditures (mainly capitalized internal-use software development costs), partially offset by $36.1M in proceeds from the sale of certain equity investments.
- Nine months ended May 31, 2025: Net cash used in investing activities was $369.4M, driven by $348.3M of acquisition-related consideration for the Irwin and LiquidityBook transactions and $74.8M in capital expenditures, partially offset by $58.2M in proceeds from investments in mutual funds.
Financing
- Nine months ended May 31, 2026: Net cash used in financing activities was $603.7M, consisting mainly of $506M of share repurchases and $122.7M of dividend payments.
- Nine months ended May 31, 2025: Net cash used in financing activities was $199.3M, driven by $742.5M of repayments on the 2022 Credit Facilities, $193.8M of share repurchases, and $118.3M of dividend payments, partially offset by $803.4M of proceeds from borrowings under the 2025 Term Facility and the 2022 Revolving Facility (prior to its termination) and $72.6M of proceeds from employee stock plans.
Free Cash Flow
- Definition: Free cash flow is defined as cash provided by operating activities less purchases of PPE and capitalized internal-use software; management views it as a liquidity measure indicating cash available after capital expenditures for debt repayment, acquisitions, investments, dividends, stock repurchases, and balance sheet strengthening.
- Year-over-year improvement: Free cash flow grew $90.9M to $530.2M for the nine months ended May 31, 2026, versus $439.3M in the prior-year period, driven by a $103.3M increase in net cash provided by operating activities partially offset by $12.5M higher capital expenditures.
in thousands
| Line item | Nine Months Ended May 31, 2026 | Nine Months Ended May 31, 2025 | YoY |
|---|---|---|---|
| Net cash provided by operating activities | 617,492 | 514,160 | +20.1% |
| Less: purchases of property, equipment, leasehold improvements and capitalized internal-use software | (87,319) | (74,840) | +16.7% |
| Free cash flow | 530,173 | 439,320 | +20.7% |
Off-Balance Sheet Arrangements
Off-balance sheet arrangements: None as of May 31, 2026 and August 31, 2025, other than letters of credit incurred in the ordinary course of business; no arrangements with unconsolidated entities, structured finance vehicles, or special purpose entities existed as of either date.
Foreign Currency Exposure
- Hedging program: During the nine months ended May 31, 2026 and May 31, 2025, the company maintained foreign currency forward contracts to hedge a portion of projected operating expenses in British Pound Sterling, Euro, Indian Rupee, and Philippine Peso.
- Outstanding contract maturities: As of May 31, 2026, hedge maturity periods on outstanding forward contracts range from the fourth quarter of fiscal 2026 through the third quarter of fiscal 2027.
Critical Accounting Estimates
Critical accounting estimates: No significant changes during the nine months ended May 31, 2026; estimates were disclosed in the Annual Report on Form 10-K for the fiscal year ended August 31, 2025, and accounting policies were consistently applied in preparing the Consolidated Financial Statements for the nine months ended May 31, 2026.
New Accounting Pronouncements
Boilerplate only. Nothing of substance to surface.
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