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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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Form 10-Q
_________________________________________________
xQUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended May 31, 2024
OR
☐TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from ______to ______

Commission File Number: 1-11869
_________________________________________________
FACTSET RESEARCH SYSTEMS INC.
(Exact name of registrant as specified in its charter)
fdsimagea02.jpg
_________________________________________________
Delaware13-3362547
(State or other jurisdiction of
incorporation or organization)		(I.R.S. Employer
Identification No.)
45 Glover Avenue, Norwalk, Connecticut
06850
(Address of principal executive offices)(Zip Code)
Registrant’s telephone number, including area code: (203) 810-1000

Former name, former address and former fiscal year, if changed since last report: None
_________________________________________________
Securities registered pursuant to Section 12(b) of the Act:
Title of each classTrading Symbols(s)Name of each exchange on which registered
Common Stock, $0.01 Par ValueFDSNew York Stock Exchange LLC
The Nasdaq Stock Market

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes x No ☐
Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yes x No ☐
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, smaller reporting company, or an emerging growth company. See the definitions of "large accelerated filer," "accelerated filer," "smaller reporting company," and "emerging growth company" in Rule 12b-2 of the Exchange Act.
Large accelerated filer x   Accelerated filer ☐   Non-accelerated filer ☐   Smaller reporting company ☐   Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).
Yes ☐ No x
Indicate the number of shares outstanding of each of the issuer's classes of common stock, as of the latest practicable date:
The number of shares outstanding of the registrant’s common stock, $.01 par value, as of June 27, 2024 was 38,039,989.

FactSet Research Systems Inc.
Form 10-Q
For the Quarter Ended May 31, 2024
Index
Page
Consolidated Statements of Income for the three and nine months ended May 31, 2024 and May 31, 2023
Consolidated Statements of Comprehensive Income for the three and nine months ended May 31, 2024 and May 31, 2023
Consolidated Balance Sheets at May 31, 2024 and August 31, 2023
For additional information about FactSet Research Systems Inc. and access to its Annual Reports to Stockholders and Securities and Exchange Commission filings, free of charge, please visit FactSet’s website (https://investor.factset.com). Any information on or linked from the website is not incorporated by reference into this Quarterly Report on Form 10-Q.










2
Special Note Regarding Forward-Looking Statements
FactSet Research Systems Inc. has made statements under the captions Part I, Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations, Part II, Item 1A. Risk Factors, and in other sections of this Quarterly Report on Form 10-Q for the three and nine months ended May 31, 2024, that are forward-looking statements. In some cases, you can identify these statements by words such as "may," "might," "will," "should," "expects," "plans," "anticipates," "believes," "estimates," "intends," "projects," "indicates," "predicts," "potential," or "continue," and similar expressions.
These forward-looking statements, which are subject to risks, uncertainties and assumptions about us, may include projections of our future financial performance and anticipated trends in our business. These statements are only predictions based on our current expectations, estimates, forecasts and projections about future events. These statements are not guarantees of future performance and involve a number of risks, uncertainties and assumptions. There are many important factors that could cause our actual results, level of activity, performance or achievements to differ materially from the results, level of activity, performance or achievements expressed or implied by the forward-looking statements, including the numerous factors discussed under Part I, Item 1A. Risk Factors in our Annual Report on Form 10-K for the fiscal year ended August 31, 2023, that should be specifically considered.
Although we believe the expectations reflected in the forward-looking statements are reasonable, we cannot guarantee future results, level of activity, performance or achievements. Moreover, neither we nor any other person assumes responsibility for the accuracy and completeness of any of these forward-looking statements. Forward-looking statements speak only as of the date they are made, and actual results could differ materially from those anticipated in forward-looking statements. We do not intend, and are under no duty, to update any of these forward-looking statements after the date of this Quarterly Report on Form 10-Q to reflect actual results, future events or circumstances, or revised expectations.
We intend that all forward-looking statements we make will be subject to safe harbor protection of the federal securities laws as found in Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934.

3
PART I – FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS
FactSet Research Systems Inc.
CONSOLIDATED STATEMENTS OF INCOME – Unaudited
Three Months EndedNine Months Ended
May 31,May 31,
(in thousands, except per share data)2024202320242023
Revenues$552,708 $529,811 $1,640,869 $1,549,711 
Operating expenses
Cost of services246,986 241,689 753,749 709,537 
Selling, general and administrative103,098 115,725 312,616 325,903 
Asset impairments165 438 1,063 1,167 
Total operating expenses350,249 357,852 1,067,428 1,036,607 
Operating income202,459 171,959 573,441 513,104 
Other income (expense), net
Interest income4,568 3,083 10,427 8,191 
Interest expense(16,894)(16,354)(50,231)(49,628)
Other income (expense), net399 3,310 736 4,978 
Total other income (expense), net(11,927)(9,961)(39,068)(36,459)
Income before income taxes190,532 161,998 534,373 476,645 
Provision for income taxes32,397 27,335 86,743 73,591 
Net income$158,135 $134,663 $447,630 $403,054 
Basic earnings per common share$4.15 $3.52 $11.76 $10.54 
Diluted earnings per common share$4.09 $3.46 $11.58 $10.35 
Basic weighted average common shares38,089 38,278 38,069 38,227 
Diluted weighted average common shares38,640 38,912 38,644 38,936 
The accompanying notes are an integral part of these Consolidated Financial Statements.







4
FactSet Research Systems Inc.
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME – Unaudited
Three Months EndedNine Months Ended
May 31,May 31,
(in thousands)2024202320242023
Net income$158,135 $134,663 $447,630 $403,054 
Other comprehensive income (loss), net of tax
Net unrealized gain (loss) on cash flow hedges(1)
(335)(2,044)(3,175)2,257 
Foreign currency translation adjustment gains (losses)(1,282)4,943 (2,330)16,782 
Other comprehensive income (loss)(1,617)2,899 (5,505)19,039 
Comprehensive income$156,518 $137,562 $442,125 $422,093 
(1) Presented net of a tax benefit of $119 thousand and $704 thousand for the three months ended May 31, 2024 and May 31, 2023, respectively. Presented net of a tax benefit of $1,126 thousand and a tax expense of $781 thousand for the nine months ended May 31, 2024 and May 31, 2023, respectively.

The accompanying notes are an integral part of these Consolidated Financial Statements.

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FactSet Research Systems Inc.
CONSOLIDATED BALANCE SHEETS – Unaudited
(in thousands, except share data)May 31, 2024August 31, 2023
ASSETS
Cash and cash equivalents$453,144 $425,444 
Investments68,890 32,210 
Accounts receivable, net of reserves of $10,484 at May 31, 2024 and $7,769 at August 31, 2023
240,096 237,665 
Prepaid taxes44,416 24,206 
Prepaid expenses and other current assets51,729 50,610 
Total current assets858,275 770,135 
Property, equipment and leasehold improvements, net80,843 86,107 
Goodwill1,004,749 1,004,736 
Intangible assets, net1,851,395 1,859,202 
Deferred taxes36,739 27,229 
Lease right-of-use assets, net137,229 141,837 
Other assets70,471 73,676 
TOTAL ASSETS$4,039,701 $3,962,922 
LIABILITIES
Accounts payable and accrued expenses$138,381 $121,816 
Current debt187,144 — 
Current lease liabilities30,130 28,839 
Accrued compensation79,383 112,892 
Deferred revenues168,053 152,430 
Current taxes payable28,825 31,009 
Dividends payable39,589 37,265 
Total current liabilities671,505 484,251 
Long-term debt1,240,626 1,612,700 
Deferred taxes7,944 6,737 
Deferred revenues, non-current1,928 3,734 
Taxes payable36,748 30,344 
Long-term lease liabilities183,642 198,382 
Other liabilities6,904 6,844 
TOTAL LIABILITIES$2,149,297 $2,342,992 
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; 42,556,827 and 42,096,628 shares issued; 38,066,195 and 38,025,372 shares outstanding at May 31, 2024 and August 31, 2023, respectively
426 421 
Additional paid-in capital1,453,830 1,323,631 
Treasury stock, at cost: 4,490,632 and 4,071,256 shares at May 31, 2024 and August 31, 2023, respectively
(1,309,684)(1,122,077)
Retained earnings1,838,478 1,505,096 
Accumulated other comprehensive loss(92,646)(87,141)
TOTAL STOCKHOLDERS’ EQUITY$1,890,404 $1,619,930 
TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY$4,039,701 $3,962,922 
The accompanying notes are an integral part of these Consolidated Financial Statements.
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FactSet Research Systems Inc.
CONSOLIDATED STATEMENTS OF CASH FLOWS – Unaudited
Nine Months Ended
May 31,
(in thousands)20242023
CASH FLOWS FROM OPERATING ACTIVITIES
Net income$447,630 $403,054 
Adjustments to reconcile net income to net cash provided by operating activities
Depreciation and amortization91,154 78,681 
Amortization of lease right-of-use assets22,846 29,245 
Stock-based compensation expense46,707 44,365 
Deferred income taxes(6,979)(12,716)
Asset impairments1,063 1,167 
Changes in assets and liabilities, net of effects of acquisitions
Accounts receivable, net of reserves(7,176)(37,879)
Accounts payable and accrued expenses17,296 5,870 
Accrued compensation(33,329)(39,935)
Deferred revenues13,817 (3,861)
Taxes payable, net of prepaid taxes(15,992)19,112 
Lease liabilities, net(31,687)(34,041)
Other, net(8,173)36,841 
Net cash provided by operating activities537,177 489,903 
CASH FLOWS FROM INVESTING ACTIVITIES
Purchases of property, equipment, leasehold improvements and capitalized internal-use software(59,722)(61,421)
Purchases of investments(44,936)(10,889)
Net cash provided by (used in) investing activities(104,658)(72,310)
CASH FLOWS FROM FINANCING ACTIVITIES
Repayments of debt(187,500)(312,500)
Dividend payments(111,297)(101,377)
Proceeds from employee stock plans83,497 55,885 
Repurchases of common stock(171,918)(67,092)
Other financing activities(15,690)(12,273)
Net cash provided by (used in) financing activities(402,908)(437,357)
Effect of exchange rate changes on cash and cash equivalents(1,911)3,118 
Net increase (decrease) in cash and cash equivalents27,700 (16,646)
Cash and cash equivalents at beginning of period425,444 503,273 
Cash and cash equivalents at end of period$453,144 $486,627 
The accompanying notes are an integral part of these Consolidated Financial Statements.

7
FactSet Research Systems Inc.
CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS’ EQUITY- Unaudited
For the Three Months Ended May 31, 2024
(in thousands, except share data)Common StockAdditional
Paid-in
Capital		Treasury StockRetained
Earnings		Accumulated
Other
Comprehensive Loss		Total
Stockholders’
Equity
SharesPar ValueSharesAmount
Balance as of February 29, 202442,475,726 $425 $1,421,133 4,352,639 $(1,248,707)$1,719,932 $(91,029)$1,801,754 
Net income158,135 158,135 
Other comprehensive income (loss)(1,617)(1,617)
Common stock issued for employee stock plans74,963 1 16,952 488 (223)16,730 
Vesting of restricted stock6,138 — — 2,355 (1,001)(1,001)
Repurchases of common stock135,150 (59,753)(59,753)
Stock-based compensation expense15,745 15,745 
Dividends declared(39,589)(39,589)
Balance as of May 31, 202442,556,827 $426 $1,453,830 4,490,632 $(1,309,684)$1,838,478 $(92,646)$1,890,404 
For the Nine Months Ended May 31, 2024
(in thousands, except share data)Common StockAdditional
Paid-in
Capital		Treasury StockRetained
Earnings		Accumulated
Other
Comprehensive
Loss		Total
Stockholders’
Equity
SharesPar ValueSharesAmount
Balance as of August 31, 202342,096,628 $421 $1,323,631 4,071,256 $(1,122,077)$1,505,096 $(87,141)$1,619,930 
Net income447,630 447,630 
Other comprehensive income (loss)(5,505)(5,505)
Common stock issued for employee stock plans372,311 4 83,493 831 (376)83,121 
Vesting of restricted stock87,888 1 (1)34,395 (15,313)(15,313)
Repurchases of common stock384,150 (171,918)(171,918)
Stock-based compensation expense46,707 46,707 
Dividends declared(114,248)(114,248)
Balance as of May 31, 202442,556,827 $426 $1,453,830 4,490,632 $(1,309,684)$1,838,478 $(92,646)$1,890,404 




8
FactSet Research Systems Inc.
CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS’ EQUITY- Unaudited

For the Three Months Ended May 31, 2023
(in thousands, except share data)Common StockAdditional
Paid-in
Capital		Treasury StockRetained
Earnings		Accumulated
Other
Comprehensive
Loss		Total
Stockholders’
Equity
SharesPar ValueSharesAmount
Balance as of February 28, 202341,949,883 $420 $1,261,452 3,636,175 $(942,496)$1,380,021 $(92,243)$1,607,154 
Net income134,663 134,663 
Other comprehensive income (loss)2,899 2,899 
Common stock issued for employee stock plans56,055 — 12,279 — — 12,279 
Vesting of restricted stock3,161 —  1,239 (493)(493)
Repurchases of common stock165,950 (67,092)(67,092)
Stock-based compensation expense16,865 16,865 
Dividends declared(37,442)(37,442)
Balance as of May 31, 202342,009,099 $420 $1,290,596 3,803,364 $(1,010,081)$1,477,242 $(89,344)$1,668,833 
For the Nine Months Ended May 31, 2023
(in thousands, except share data)Common StockAdditional
Paid-in
Capital		Treasury StockRetained
Earnings		Accumulated
Other
Comprehensive
Loss		Total
Stockholders’
Equity
SharesPar ValueSharesAmount
Balance as of August 31, 202241,653,218 $417 $1,190,350 3,608,462 $(930,715)$1,179,739 $(108,383)$1,331,408 
Net income403,054 403,054 
Other comprehensive income (loss)19,039 19,039 
Common stock issued for employee stock plans283,021 2 55,881 410 (166)55,717 
Vesting of restricted stock72,860 1  28,542 (12,108)(12,107)
Repurchases of common stock165,950 (67,092)(67,092)
Stock-based compensation expense44,365 44,365 
Dividends declared(105,551)(105,551)
Balance as of May 31, 202342,009,099 $420 $1,290,596 3,803,364 $(1,010,081)$1,477,242 $(89,344)$1,668,833 
The accompanying notes are an integral part of these Consolidated Financial Statements.

9
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FactSet Research Systems Inc.
May 31, 2024
(Unaudited)
10

1. DESCRIPTION OF BUSINESS
FactSet Research Systems Inc. and its wholly-owned subsidiaries (collectively, "we," "our," "us," the "Company" or "FactSet") is a global financial digital platform and enterprise solutions provider with open and flexible technologies that drive the investment community to see more, think bigger and do its best work.
Our platform delivers expansive data, sophisticated analytics and flexible technology used by global financial professionals to power their critical investment workflows. As of May 31, 2024, we had more than 8,000 clients comprised of over 208,000 investment professionals, including institutional asset managers, bankers, wealth managers, asset owners, partners, hedge funds, corporate users and private equity and venture capital professionals. Our revenues are primarily derived from subscriptions to our multi-asset class data and solutions powered by our connected content, referred to as our "content refinery." Our products and services include workstations, portfolio analytics and enterprise solutions.
We drive our business based on our detailed understanding of our clients' workflows, which helps us to solve their most complex challenges. We provide financial data and market intelligence on securities, companies, industries and people to enable our clients to research investment ideas, as well as to analyze, monitor and manage their portfolios. Our on- and off-platform solutions span the investment life cycle of investment research, portfolio construction and analysis, trade execution, performance measurement, risk management and reporting. We provide open and flexible technology offerings, including a configurable desktop and mobile platform, comprehensive data feeds, cloud-based digital solutions and application programming interfaces ("APIs"). The CUSIP Global Services ("CGS") business supports security master files relied on by the investment industry for critical front, middle and back-office functions. These platforms and solutions are supported by our dedicated client service team.
We operate our business through three reportable segments ("segments"): the Americas, EMEA and Asia Pacific. During fiscal 2024, we revised our internal organization within each segment to offer data, products and analytical applications by firm type:
•"Institutional Buyside" focuses on asset managers, asset owners, and hedge fund companies,
•"Dealmakers" focuses on banking and sell-side research, corporate, and private equity and venture capital workflows,
•"Wealth" focuses on wealth management workflows, and
•"Partnerships and CGS": "Partnerships" delivers solutions to content providers, financial exchanges, and rating agencies. "CGS" is the exclusive issuer of Committee on Uniform Security Identification Procedures ("CUSIP") and CUSIP International Number System ("CINS") identifiers.
As our chief operating decision maker ("CODM") continues to review our business and operating results based on our three segments, the Americas, EMEA and Asia Pacific, the realignment of our internal organization by firm type will not impact our segments for fiscal 2024. Refer to Note 15, Segment Information, for further discussion on our segments and CODM.
2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Basis of Presentation
We conduct business globally and manage our business on a geographic basis. The accompanying unaudited Consolidated Financial Statements and Notes to the Consolidated Financial Statements included in this Quarterly Report on Form 10-Q are prepared in accordance with generally accepted accounting principles in the United States ("GAAP") for interim financial information and the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all information and footnotes required by GAAP for annual financial statements. As such, the information in this Quarterly Report on Form 10-Q should be read in conjunction with the audited Consolidated Financial Statements and notes thereto included in our Annual Report on Form 10-K for the fiscal year ended August 31, 2023. The accompanying unaudited Consolidated Financial Statements include our accounts and those of our wholly-owned subsidiaries; all intercompany activity and balances have been eliminated.
In the opinion of management, the accompanying unaudited Consolidated Financial Statements include all normal recurring adjustments, transactions or events discretely impacting the interim periods considered necessary to present fairly our results of operations, financial position, cash flows and equity.
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Use of Estimates
The preparation of our Consolidated Financial Statements and related disclosures in conformity with GAAP required management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Significant estimates may include income taxes, stock-based compensation, goodwill and intangible assets, business combinations, long-lived assets, contingencies and impairment assessments. We base our estimates on historical experience and on various other assumptions that are believed to be reasonable, the results of which form the basis for making judgments about the carrying values of our assets and liabilities. Actual results could differ materially from those estimates.
Concentrations of Credit Risk
Credit risk arises from the potential nonperformance by counterparties to fulfill their financial obligations. Our financial instruments that potentially subject us to concentrations of credit risk consist primarily of our cash and cash equivalents, accounts receivable, investments in mutual funds and derivative instruments. The maximum credit exposure of our cash and cash equivalents, accounts receivable and investments in mutual funds is their carrying values as of the balance sheet date. The maximum credit exposure related to our derivative instruments is based upon their respective gross fair values as of the balance sheet date.
Cash and Cash Equivalents and Investments
We are exposed to credit risk on our cash, cash equivalents and investments in mutual funds in the event of default by the governmental and financial institutions with which we transact. We invest in a manner that aligns with our restrictive cash investment practices, preserves capital and provides liquidity, while minimizing our exposure to credit risk. We limit our exposure to credit loss by investing with multiple governmental and financial institutions that we believe are high-quality and credit-worthy. We have not experienced any credit losses relating to our cash, cash equivalents and investments in mutual funds.
Accounts Receivable
Our accounts receivable credit risk is dependent upon the financial stability of our individual clients. As of May 31, 2024 and August 31, 2023, our accounts receivable reserve was $10.5 million and $7.8 million, respectively. We do not require collateral from our clients; however, no single client represented more than 3.5% of our total revenues in any period presented. Due to our large and geographically dispersed client base, our concentration of credit risk related to our accounts receivable is generally limited.
Derivative Instruments
Our use of derivative instruments exposes us to credit risk to the extent counterparties may be unable to meet the terms of their agreements. To mitigate credit risk, we limit counterparties to financial institutions we believe are credit-worthy and use several institutions to reduce concentration risk. We do not expect any losses as a result of default by our counterparties.
Concentrations of Data Providers
We integrate data from various third-party sources into our hosted proprietary data and analytics platform. As certain data sources have a limited number of suppliers, we make every effort to assure that, where reasonable, alternative sources are available. We are not dependent on any individual third-party data supplier to meet the needs of our clients, with only two data suppliers each representing more than 10% of our total data costs for the nine months ended May 31, 2024.
Concentrations of Cloud Providers
Our clients rely on us for the delivery of time-sensitive, up-to-date data and applications. Our business is dependent on our ability to process substantial volumes of data and transactions rapidly and efficiently. We currently use multiple providers of cloud services; however, one supplier provided the majority of our cloud computing support for the nine months ended May 31, 2024. We maintain back-up facilities and other redundancies at our data centers, take security measures and have emergency planning procedures to minimize the risk that an event will disrupt our operations.
Recently Adopted Accounting Pronouncements
We did not adopt any new standards or updates issued by the Financial Accounting Standards Board ("FASB") during the three
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and nine months ended May 31, 2024 that had a material impact on our Consolidated Financial Statements.
Accounting Pronouncements Not Yet Adopted
SEC Disclosures - The Enhancement and Standardization of Climate-Related Disclosures for Investors
In March 2024, the SEC adopted a final rule under SEC Release Nos. 33-11275 and 34-99678, The Enhancement and Standardization of Climate-Related Disclosures for Investors, which would require disclosure of certain climate-related information in various filings with the SEC. In April 2024, the SEC stayed implementation of the final rule pending completion of judicial review. We are currently assessing the potential impact of the rule on our disclosures.

Codification Improvements - Amendments to Remove References to the Concepts Statements
In March 2024, the FASB issued Accounting Standards Update ("ASU") 2024-02, Codification Improvements - Amendments to Remove References to the Concepts Statements. This ASU amends the FASB Accounting Standards Codification ("the Codification") to remove references to various FASB Concepts Statements and impacts a variety of topics in the Codification. The amendments apply to all reporting entities within the scope of the affected accounting guidance, but in most instances the references removed are extraneous and not required to understand or apply the guidance. The amendments in this ASU are to be applied prospectively, although retrospective application is permitted, and are effective for our interim and annual financial statements starting in fiscal 2026. Early adoption is permitted. This ASU is not expected to have a material impact on our Consolidated Financial Statements or related disclosures.
Income Taxes - Improvements to Income Tax Disclosures
In December 2023, the FASB issued ASU 2023-09, Income Taxes (Topic 740) - Improvements to Income Tax Disclosures. This ASU enhances annual income tax disclosures primarily related to our effective tax rate reconciliation and income taxes paid. The amendments in this ASU are to be applied prospectively, although retrospective application is permitted, and are effective for our annual financial statements starting in fiscal 2026. Early adoption is permitted. This ASU is not expected to have a material impact on our Consolidated Financial Statements. We are currently assessing the impact of the new requirements on our disclosures.
Segment Reporting - Improvements to Reportable Segment Disclosures
In November 2023, the FASB issued ASU 2023-07, Segment Reporting (Topic 280) - Improvements to Reportable Segment Disclosures. This ASU enhances segment disclosures primarily related to significant segment expenses for both interim and annual periods. The amendments in this ASU are to be applied retrospectively and are effective for our annual financial statements starting in fiscal 2025 and interim periods starting in fiscal 2026. Early adoption is permitted. This ASU is not expected to have a material impact on our Consolidated Financial Statements. We are currently assessing the impact of the new requirements on our disclosures.
Disclosure Improvements - Codification Amendment in Response to the Securities and Exchange Commission's ("SEC") Disclosure Update and Simplification Initiative
In October 2023, the FASB issued ASU 2023-06, Disclosure Improvements - Codification Amendment in Response to the SEC’s Disclosure Update and Simplification Initiative. The ASU incorporates several disclosure and presentation requirements currently residing in the SEC Regulations S-X and S-K. The amendments will be applied prospectively and are effective when the SEC removes the related requirements from Regulations S-X or S-K. Any amendments the SEC does not remove by June 30, 2027 will not be effective. As we are currently subject to these SEC requirements, this ASU is not expected to have a material impact on our Consolidated Financial Statements or related disclosures.
No other new accounting pronouncements issued or effective during the nine months ended May 31, 2024 have had, or are expected to have, a material impact on our Consolidated Financial Statements.
3. REVENUE RECOGNITION
We derive most of our revenues by providing client access to our multi-asset class solutions powered by our content refinery (referred to as the "Hosted Platform"). The Hosted Platform is a subscription-based service that provides client access to various combinations of products and services including workstations, portfolio analytics and enterprise solutions. We also derive revenues through the CGS platform, a subscription-based service that provides access to a database of universally recognized
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security identifiers and related descriptive data for issuers and their financial instruments (referred to as the "Identifier Platform").
The majority of each of our contracts with clients, whether for Hosted Platform or Identifier Platform services, represents a single performance obligation covering a series of distinct products and services that are substantially the same and that have the same pattern of transfer to the client. The primary nature of the promise to the client is to provide daily access to each of these data and analytics platforms over the associated contractual term. These platforms provide integrated financial information, analytical applications and industry-leading service for the investment community. Based on the nature of the services and products offered by these platforms, we apply an output time-based measure of progress as the client is simultaneously receiving and consuming the benefits of the respective platform. We recognize revenue for the majority of these platforms in accordance with the 'as invoiced' practical expedient, because the consideration that we have the right to invoice corresponds directly with the value of our performance to date. There are no significant judgments that would impact the timing of revenue recognition.
Due to our election of the practical expedient, we do not consider payment terms as a financing component within a client contract when, at contract inception, the period between the transfer of the promised services to the client and the payment timing for those services will be one year or less.
The majority of client contracts have a duration of one year, or the amount we are entitled to receive corresponds directly with the value of our performance obligations completed to date. Therefore, we do not disclose the value of the remaining unsatisfied performance obligations. 
Disaggregated Revenues 
We disaggregate revenues from our client contracts by segment based on our clients' respective geographic locations. Our business segmentation by geography is aligned with the operational and economic characteristics of our business. Refer to Note 15, Segment Information, for further information. 
The following table presents revenues disaggregated by segment:
 
Three Months EndedNine Months Ended
May 31,May 31,
(in thousands)2024202320242023
Americas$356,468 $337,691 $1,057,453 $992,179 
EMEA
141,279 137,973 420,016 401,219 
Asia Pacific54,961 54,147 163,400 156,313 
Total Revenues$552,708 $529,811 $1,640,869 $1,549,711 
4. FAIR VALUE MEASURES
Fair value is defined as the price that would be received from selling an asset or paid to transfer a liability (i.e., the "exit price") in an orderly transaction between market participants at the measurement date. In determining fair value, the use of various valuation methodologies, including market, income and cost approaches, are permissible. When pricing an asset or liability, the inputs to these valuation methodologies consider market comparable information, taking into account the principal or most advantageous market in which we would transact. 
Fair Value Hierarchy 
The accounting guidance for fair value measurements establishes a three-level fair value hierarchy that requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. The hierarchy ranks the reliability of the inputs, based upon the lowest level of input that is significant to the fair value measurement, used to determine fair value. Our assessment of the significance of a particular input to the fair value measurement requires judgment and may affect its placement within the fair value hierarchy. We have categorized our assets and liabilities within the fair value hierarchy as follows: 
Level 1 – applies to assets or liabilities for which there are quoted prices in active markets for identical assets or liabilities.
Level 2 – applies to assets or liabilities for which there are inputs other than quoted prices that are observable for the asset or liability such as quoted prices for similar assets or liabilities in active markets; quoted prices for identical assets or liabilities in
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markets with insufficient volume or infrequent transactions (less active markets); or model-derived valuations in which significant inputs are observable or can be derived principally from, or corroborated by, observable market data.
Level 3 – applies to assets or liabilities for which there are unobservable inputs to the valuation methodology that are significant to the measurement of the fair value of the assets or liabilities.
The assumptions used in determining fair value represent our best estimates, but these estimates involve inherent uncertainties and the application of our judgment. As a result, if factors change, our fair value estimates could be materially different in the future and may adversely affect our business and financial results.
(a) Assets and Liabilities Measured at Fair Value on a Recurring Basis 
The following tables show, by level within the fair value hierarchy, our assets and liabilities that are measured at fair value on a recurring basis as of May 31, 2024, and August 31, 2023. We did not have any transfers between levels of fair value measurements during the nine months ended May 31, 2024 and the fiscal year ended August 31, 2023.
 
Fair Value Measurements as of May 31, 2024
(in thousands)Level 1Level 2
Level 3
Total
Assets   
Money market funds(1)
$129,944 $— $— $129,944 
Mutual funds(2)
— 68,890 — 68,890 
Derivative instruments(3)
— 543 — 543 
Total assets measured at fair value$129,944 $69,433 $— $199,377 
Liabilities
Derivative instruments(3)
$— $1,069 $— $1,069 
Contingent Liability(4)
— — 8,431 8,431 
Total liabilities measured at fair value$— $1,069 $8,431 $9,500 

 
Fair Value Measurements as of August 31, 2023
(in thousands)Level 1Level 2
Level 3
Total
Assets   
Money market funds(1)
$137,125 $— $— $137,125 
Mutual funds(2)
— 32,210 — 32,210 
Derivative instruments(3)
— 4,383 — 4,383 
Total assets measured at fair value$137,125 $36,593 $— $173,718 
Liabilities
Derivative instruments(3)
$— $608 $— $608 
Contingent Liability(4)
— — 8,008 8,008 
Total liabilities measured at fair value$— $608 $8,008 $8,616 
(1) Our money market funds are readily convertible into cash. The net asset value of each fund on the last day of the reporting period is used to determine its fair value. Our money market funds are included in Cash and cash equivalents within the Consolidated Balance Sheets.
(2) Our mutual funds' fair value is based on the fair value of the underlying investments held by the mutual funds, allocated to each share of the mutual fund using a net asset value approach. The fair value of the underlying investments is based on observable inputs. Our mutual funds are included in Investments within the Consolidated Balance Sheets.
(3) Our derivative instruments include our foreign exchange forward contracts and interest rate swap agreements. We utilize the income approach to measure fair value for our foreign exchange forward contracts. The income approach uses pricing models that rely on market observable inputs such as spot, forward and interest rates, as well as credit default swap spreads. To estimate fair value for our interest rate swap agreement, we utilize a present value of future cash flows, leveraging a model-derived valuation that uses observable inputs such as interest rate yield curves. Refer to Note 5, Derivative Instruments, for more information on our derivative instruments and their classification within the Consolidated Balance Sheets.
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(4) Our contingent liability resulted from the acquisition of a business during fiscal 2023. This liability reflects the present value of potential future payments that are contingent upon the achievement of certain specified milestones. The acquisition date fair value of the contingent liability was $7.9 million and was valued using a scenario-based method. This method incorporates unobservable inputs and assumptions made by management, including the probability of achieving specified milestones, expected time until payment and the discount rate. The fair value of the contingent liability is remeasured each reporting period until the contingency is resolved, with any changes in fair value recorded in Selling, general and administrative ("SG&A") within the Consolidated Statements of Income. The change in the fair value of the contingent liability from the acquisition date through May 31, 2024 was driven by the passage of time, with no changes made to key assumptions used in our fair value estimates.
(b) Assets and Liabilities Measured at Fair Value on a Non-Recurring Basis
Assets that are measured at fair value on a non-recurring basis primarily include our property, equipment and leasehold improvements ("PPE"), lease right-of-use ("ROU") assets, goodwill and intangible assets. These assets are assessed for impairment whenever events or circumstances indicate their carrying value may not be fully recoverable, and at least annually for goodwill. The fair values of these non-financial assets are determined based on valuation techniques using the best information available, and may include quoted market prices, market comparable information and discounted cash flow projections.
(c) Assets and Liabilities Measured at Fair Value for Disclosure Purposes Only 
We elected not to carry our debt, which includes our Current debt and Long-term debt, at fair value on the Consolidated Balance Sheets. The carrying value of our debt is net of related unamortized discounts and debt issuance costs.
Our debt is comprised of our Senior Notes and 2022 Credit Facilities. Our Senior Notes are publicly traded; therefore, the fair value of our Senior Notes is estimated based on quoted prices in active markets as of the reporting date, which are considered Level 1 inputs. The fair value of our 2022 Credit Facilities is estimated based on quoted market prices for similar instruments, adjusted for unobservable inputs to ensure comparability to our investment rating, maturity terms and principal outstanding, which are considered Level 3 inputs. Refer to Note 10, Debt for definitions of and more information on our Senior Notes and 2022 Credit Facilities.
The following table summarizes information on our outstanding debt as of May 31, 2024 and August 31, 2023:
May 31, 2024August 31, 2023
(in thousands)Fair Value HierarchyPrincipal AmountEstimated Fair ValuePrincipal AmountEstimated Fair Value
2027 NotesLevel 1$500,000 $467,050 $500,000 $460,890 
2032 NotesLevel 1500,000 431,280 500,000 423,700 
2022 Term FacilityLevel 3187,500 188,102 375,000 376,406 
2022 Revolving FacilityLevel 3250,000 249,560 250,000 246,875 
Total principal amount$1,437,500 $1,335,992 $1,625,000 $1,507,871 
Total unamortized discounts and debt issuance costs(9,730)(12,300)
Total net carrying value of debt$1,427,770 $1,612,700 
5. DERIVATIVE INSTRUMENTS
Cash Flow Hedges 
In designing our hedging approach, we consider several factors, including offsetting exposures, the significance of exposures, the forecasting of risk and the potential effectiveness of the hedge to reduce the volatility of our earnings and cash flows. Factors considered in the decision to hedge an underlying market exposure include the materiality of the risk, the volatility of the market, the duration of the hedge, the degree to which the underlying exposure is committed, and the availability, effectiveness and cost of derivative instruments.
We utilize derivative instruments to manage risk and not for speculative or trading purposes. We limit counterparties to financial institutions we believe are credit-worthy. Refer to Note 2, Summary of Significant Accounting Policies - Concentrations of Credit Risk, for further discussion on counterparty credit risk. 

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We leverage foreign currency forward contracts and interest rate swap agreements to mitigate certain operational exposures from the impact of changes in foreign currency exchange rates and to manage our floating interest rate exposure, respectively. Our foreign currency forward contracts and interest rate swap agreements are designated as cash flow hedges at inception. Our cash flow hedges were highly effective with no amount of ineffectiveness recorded in the Consolidated Statements of Income during the nine months ended May 31, 2024 and May 31, 2023. All components of each derivative’s gain or loss were included in the assessment of hedge effectiveness.
For highly effective cash flows hedges, the change in the derivative's fair value is recorded in Accumulated Other Comprehensive Loss ("AOCL"), net of tax, in the Consolidated Balance Sheets. Realized gains or losses from the settlement of our foreign currency forward contracts and interest rate swap agreements are subsequently reclassified into SG&A and Interest expense, respectively, in the Consolidated Statements of Income. There was no discontinuance of our cash flow hedges during the nine months ended May 31, 2024 and May 31, 2023, and as such, no corresponding gains or losses related to changes in the value of our contracts were reclassified into earnings prior to settlement. 
Foreign Currency Forward Contracts
As we operate globally, we are exposed to the risk that our financial condition, results of operations and cash flows could be impacted by changes in foreign currency exchange rates. As of May 31, 2024, we maintained a series of foreign currency forward contracts to hedge a portion of our primary currency exposures, namely the British Pound Sterling, Indian Rupee, Euro and Philippine Peso. We entered into these contracts with the intent to hedge between 25% to 75% of the currency exposure related to our projected operating income in these primary currencies over their respective hedge periods. The hedge maturity periods range from the fourth quarter of fiscal 2024 through the third quarter of fiscal 2025.
The following table summarizes the gross notional value of our foreign currency forward contracts to purchase the respective local currency with U.S. dollars as of May 31, 2024 and August 31, 2023:
May 31, 2024August 31, 2023
(in thousands)Local Currency AmountNotional Contract Amount (USD)Local Currency AmountNotional Contract Amount (USD)
Indian RupeeRs4,481,555 $53,400 Rs3,363,150 $40,300 
British Pound Sterling£41,500 52,403 £45,000 56,098 
Euro€44,200 48,429 €39,000 42,646 
Philippine Peso₱1,874,172 32,900 ₱1,888,541 33,600 
Total$187,132 $172,644 
Refer to Part I, Item 3. Quantitative and Qualitative Disclosures About Market Risk of this Quarterly Report on Form 10-Q for further discussion of our exposure to foreign exchange rate fluctuations.
Interest Rate Swap Agreements
2024 Swap Agreement
On March 1, 2024, we entered into an interest rate swap agreement ("2024 Swap Agreement") with a notional amount of $200.0 million to hedge a portion of our outstanding floating Secured Overnight Financing Rate ("SOFR") debt with a fixed interest rate of 5.145%. The notional amount of the 2024 Swap Agreement declines by $50.0 million on a quarterly basis beginning May 31, 2024 and matures on February 28, 2025. As of May 31, 2024, the notional amount of the 2024 Swap Agreement was $150.0 million.
2022 Swap Agreement
On March 1, 2022, we entered into an interest rate swap agreement ("2022 Swap Agreement") with a notional amount of $800.0 million to hedge a portion of our outstanding floating SOFR debt with a fixed interest rate of 1.162%. The notional amount of the 2022 Swap Agreement declined by $100.0 million on a quarterly basis beginning May 31, 2022. Effective December 30, 2022, we partially novated our 2022 Swap Agreement to equally apportion the then outstanding notional amount of the interest rate swap between two counterparties. No other terms of the 2022 Swap Agreement were amended, terminated, or otherwise modified prior to its maturity. The 2022 Swap Agreement matured on February 28, 2024.
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Refer to Note 10, Debt, for further discussion of our outstanding floating SOFR debt and refer to Part I, Item 3. Quantitative and Qualitative Disclosures About Market Risk of this Quarterly Report on Form 10-Q for further discussion of our exposure to interest rate risk on our variable interest rate debt outstanding.
Gross Notional Value and Fair Value of Derivative Instruments
The following is a summary of the gross notional values of our derivative instruments:

(in thousands)
Gross Notional Value
May 31, 2024August 31, 2023
Foreign currency forward contracts$187,132 $172,644 
Interest rate swap agreement150,000 200,000 
Total cash flow hedges$337,132 $372,644 

The following is a summary of the fair values of our derivative instruments:
Fair Value of Derivative Instruments
(in thousands)Derivative AssetsDerivative Liabilities
Derivatives designated as hedging instrumentsBalance Sheet ClassificationMay 31, 2024August 31, 2023Balance Sheet ClassificationMay 31, 2024August 31, 2023
Foreign currency forward contractsPrepaid expenses and other current assets$482 $1,260 Accounts payable and accrued expenses$1,069 $608 
Interest rate swap agreementPrepaid expenses and other current assets61 3,123 Accounts payable and accrued expenses— — 
Total cash flow hedges$543 $4,383 $1,069 $608 

Derivative Recognition
The following table provides the pre-tax effect of cash flow hedge accounting on our AOCL for the three months ended May 31, 2024 and May 31, 2023:
Gain (Loss) Recognized in AOCL on DerivativesLocation of Gain (Loss) Reclassified from AOCL into IncomeGain (Loss) Reclassified from AOCL into Income
(in thousands)May 31,May 31,
Derivatives in Cash Flow Hedging Relationships2024202320242023
Foreign currency forward contracts$(1,033)$919 SG&A$(518)$(230)
Interest rate swap agreement124 (172)Interest expense63 3,725 
Total cash flow hedges$(909)$747 $(455)$3,495 
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The following table provides the pre-tax effect of cash flow hedge accounting on our AOCL for the nine months ended May 31, 2024 and May 31, 2023:
Gain (Loss) Reclassified in AOCL on DerivativesLocation of Gain (Loss) Reclassified from AOCL into IncomeGain (Loss) Reclassified from AOCL into Income
(in thousands)May 31,May 31,
Derivatives in Cash Flow Hedging Relationships2024202320242023
Foreign currency forward contracts$(1,439)$4,027 SG&A$(200)$(5,474)
Interest rate swap agreement151 4,104 Interest expense3,213 10,567 
Total cash flow hedges$(1,288)$8,131 $3,013 $5,093 

As of May 31, 2024, we estimate that net pre-tax derivative losses of $0.5 million included in AOCL will be reclassified into earnings within the next 12 months.
Offsetting of Derivative Instruments
We enter into master netting arrangements designed to permit net settlement of derivative transactions among the respective counterparties, settled on the same date and in the same currency. As of May 31, 2024 and August 31, 2023, there were no material amounts recorded net in the Consolidated Balance Sheets.
6. GOODWILL
Changes in the carrying value of goodwill by segment for the nine months ended May 31, 2024 are as follows:
(in thousands)
AmericasEMEAAsia PacificTotal
Balance at August 31, 2023$704,759 $297,734 $2,243 $1,004,736 
Acquisitions(305)— — (305)
Foreign currency translations— 486 (168)318 
Balance at May 31, 2024$704,454 $298,220 $2,075 $1,004,749 
Goodwill is not amortized as it is estimated to have an indefinite life. Goodwill impairment is tested at the reporting unit level, which is consistent with our reportable segments. We test goodwill annually during the fourth quarter of each fiscal year or more frequently if events and circumstances occur indicating that it is more likely than not that the fair value of any one of our reporting units is less than its respective carrying value. If the carrying value of the reporting unit exceeds the fair value, then the goodwill is considered impaired and written down to the reporting unit’s fair value.

We tested our goodwill for impairment during the fourth quarter of fiscal 2023 utilizing a quantitative analysis, bypassing the optional qualitative assessment. We concluded there was no impairment as the fair value of each of our reporting units exceeded its carrying value. No events or circumstances were identified during the nine months ended May 31, 2024 that would indicate it is more likely than not that goodwill has been impaired.
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7. INTANGIBLE ASSETS
We amortize intangible assets on a straight line basis over their estimated useful lives. The following table presents the estimated useful life, gross carrying amounts and accumulated amortization totals related to our identifiable intangible assets as of May 31, 2024 and August 31, 2023:

May 31, 2024August 31, 2023
(in thousands, except useful lives)Estimated Useful Life (years)Gross Carrying AmountAccumulated AmortizationNet Carrying AmountGross Carrying AmountAccumulated AmortizationNet Carrying Amount
ABA business process
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$1,583,000 $98,938 $1,484,062 $1,583,000 $65,958 $1,517,042 
Client relationships
11 to 26
265,356 77,430 187,926 265,315 68,701 196,614 
Developed technology
3 to 5
163,037 56,429 106,608 109,222 45,560 63,662 
Data content(1)
7 to 20
81,583 36,842 44,741 81,021 33,108 47,913 
Software technology
3 to 10
142,550 114,716 27,834 142,395 108,702 33,693 
Non-compete agreements
4
290 66 224 290 12 278 
Total$2,235,816 $384,421 $1,851,395 $2,181,243 $322,041 $1,859,202 
(1)As of May 31, 2024, we combined our Data content and Acquired databases intangible assets together, currently presented as Data content. We conformed the comparative figures as of August 31, 2023 to the current period's presentation.
The weighted average useful life of our intangible assets as of May 31, 2024 was 32.0 years. Intangible assets are tested for impairment qualitatively on a quarterly basis or whenever events or changes in circumstances indicate that the carrying amount of an asset group is not recoverable. If indicators of impairment are present, our intangible assets are tested for impairment by comparing the carrying value to undiscounted cash flows and, if impaired, written down to fair value based on discounted cash flows. We did not identify a material impairment nor a material change to the estimated remaining useful lives of our intangible assets during the nine months ended May 31, 2024 and May 31, 2023. Our intangible assets have no assigned residual values.
The following table presents the amortization expense for our intangible assets which is included in Cost of services in our Consolidated Statements of Income:
Three Months EndedNine Months Ended
May 31,May 31,
(in thousands)
2024202320242023
Amortization expense
$27,394 $21,954 $76,247 $65,390 
As of May 31, 2024, estimated intangible asset amortization expense for each of the next five years and thereafter is as follows:
(in thousands)Estimated Amortization Expense
Years Ended August 31,
2024 (remaining three months)$27,811 
2025108,800 
2026101,158 
202776,208 
202863,690 
Thereafter1,473,728 
Total$1,851,395 
8. INCOME TAXES
We are subject to taxation in the United States and various foreign jurisdictions in which we conduct our business. Income tax expense is based on taxable income determined in accordance with current enacted laws and tax rates. Deferred income taxes
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are recorded for the temporary differences between the financial statement carrying amounts and the tax basis of our assets and liabilities using currently enacted tax rates.
Income Taxes Provision and Effective Tax Rate
The provision for income taxes and the effective tax rate are as follows:
Three Months EndedNine Months Ended
May 31,May 31,
(in thousands)2024202320242023
Income before income taxes$190,532 $161,998 $534,373 $476,645 
Provision for income taxes$32,397 $27,335 $86,743 $73,591 
Effective tax rate17.0 %16.9 %16.2 %15.4 %
Our provision for income taxes for interim periods is calculated by applying an estimate of our annual effective tax rate to our quarter and year-to-date results, adjusted for discrete items recorded in the period. The computation of the annual estimated effective tax rate at each interim period requires certain estimates and assumptions including, but not limited to, the expected pretax income (or loss) for the year, projections of the proportion of income (or loss) earned and taxed in foreign jurisdictions, permanent and temporary differences and the likelihood of recovering deferred tax assets, then adjusted for any discrete items. On a quarterly basis, we update the estimate of our annual effective tax rate as new events occur, assumptions change, or additional information is obtained.
Our effective tax rate of 17.0% for the three months ended May 31, 2024 was relatively flat compared with 16.9% for the three months ended May 31, 2023. This was primarily due to higher pretax income, which reduced the effective tax rate impact of certain tax benefits, offset by increased utilization of foreign tax credits and excess tax benefits from stock-based compensation.
Our effective tax rate for the nine months ended May 31, 2024 was 16.2%, compared with 15.4% for the nine months ended May 31, 2023. This increase was primarily due to higher pretax income, which reduced the effective tax rate impact of certain tax benefits, partially offset by increased utilization of foreign tax credits.
For the periods presented, our effective tax rates differ from the U.S. corporate income tax rate primarily due to the impact of research and development ("R&D") credits, the foreign derived intangible income ("FDII") deduction, excess tax benefits from stock-based compensation and utilization of foreign tax credits, partially offset by our net state income taxes.
Undistributed Foreign Earnings
We permanently reinvest all foreign undistributed earnings, except in jurisdictions where earnings can be repatriated substantially free of tax. It is not practicable to determine the deferred tax liability that would be payable if these earnings were repatriated to the U.S.
Inflation Reduction Act of 2022
On August 16, 2022, the Inflation Reduction Act ("IRA") was signed into law. The IRA contains several revisions to the Internal Revenue Code effective for taxable years beginning after December 31, 2022, including a 15% minimum income tax on certain large corporations. We do not expect this revision to have a material impact on our Consolidated Financial Statements.
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9. LEASES
Our lease portfolio is primarily related to our office space, under various operating lease agreements. We review new arrangements at inception to evaluate whether we obtain substantially all the economic benefits of and have the right to control the use of an asset. Our lease ROU assets and lease liabilities are recognized based on the present value of future minimum lease payments at lease commencement (which includes fixed lease payments and certain qualifying index-based variable payments) over the reasonably certain lease term, leveraging an estimated incremental borrowing rate ("IBR"). Certain adjustments to calculate our lease ROU assets may be required due to prepayments, lease incentives received and initial direct costs incurred. We account for lease and non-lease components as a single lease component, which we recognize over the expected lease term on a straight-line expense basis in occupancy costs (a component of SG&A expense) in our Consolidated Statements of Income.
As of May 31, 2024, we recognized $137.2 million of Lease ROU assets, net and $213.8 million of combined Current lease liabilities and Long-term lease liabilities in the Consolidated Balance Sheets. Our leases have a remaining lease term ranging from less than one year to just under 12 years. Our lease agreements may include options to extend or terminate the lease which are included in the measurement of our lease term when it is reasonably certain that we will exercise the option.
The following table presents our future minimum lease payments and a reconciliation to the combined Current lease liabilities and Long-term lease liabilities in the Consolidated Balance Sheets as of May 31, 2024:
(in thousands)
Minimum Lease
Payments
Years Ended August 31,
2024 (remaining three months)$9,767 
202539,276 
202639,103 
202737,886 
202833,359 
Thereafter89,814 
Total minimum lease payments
$249,205 
Less: Imputed interest35,433 
Total lease liabilities
$213,772 
The following table includes components of our occupancy costs:
Three Months EndedNine Months Ended
May 31,May 31,
(in thousands)
2024202320242023
Operating lease costs(1)
$7,583 $8,170 $22,846 $24,403 
Variable lease costs(2)
$3,740 $4,645 $13,046 $12,699 
(1) Operating lease costs include costs associated with fixed lease payments and index-based variable payments that qualified for lease accounting under ASC 842, Leases and complied with the practical expedients and exceptions we elected.
(2) Variable lease costs include costs that were not fixed at the lease commencement date and are not dependent on an index or rate. These costs were not included in the measurement of lease liabilities and primarily include variable non-lease costs, such as utilities, real estate taxes, insurance and maintenance, as well as lease costs for those leases that qualified for the short-term lease exception.
The following table summarizes our weighted average remaining lease term and weighted average discount rate related to our operating leases recorded on the Consolidated Balance Sheets:
As of May 31, 2024As of August 31, 2023
Weighted average remaining lease term (in years)
7.17.8
Weighted average discount rate (IBR)
4.6 %4.5 %

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The following table summarizes supplemental cash flow information related to our operating leases:
Nine Months Ended
May 31,May 31,
(in thousands)
20242023
Cash paid for amounts included in the measurement of lease liabilities$29,579 $29,245 
Lease ROU assets obtained in exchange for lease liabilities(1)
$10,183 $13,872 
Reductions to ROU assets resulting from reductions to lease liabilities(2)
$(281)$— 
(1)Primarily includes new lease arrangements entered into during the respective period and contract modifications that extend our lease terms and/or provide additional rights.
(2)Primarily relates to lease term reassessments based on contractual options to early terminate, resulting in a reduction to the lease liability and the corresponding lease ROU asset.
10. DEBT
We elected not to carry our debt at fair value. The carrying value of our debt is net of related unamortized discounts and debt issuance costs. Our debt obligations as of May 31, 2024 and August 31, 2023 consisted of the following:
(in thousands)Issuance DateContractual
Maturity Date		May 31, 2024August 31, 2023
Current debt
2022 Term Facility3/1/20223/1/2025$187,500 $— 
Total unamortized debt issuance costs on Current debt(356)— 
Total Current debt
$187,144 $— 
Long-term debt
2022 Term Facility3/1/20223/1/2025$— $375,000 
2022 Revolving Facility3/1/20223/1/2027250,000 250,000 
2027 Notes3/1/20223/1/2027500,000 500,000 
2032 Notes3/1/20223/1/2032500,000 500,000 
Total unamortized discounts and debt issuance costs(9,374)(12,300)
Total Long-term debt$1,240,626 $1,612,700 
Total debt
$1,427,770 $1,612,700 
As of May 31, 2024, annual maturities on our debt obligations, based on contractual maturity date, were as follows:
(in thousands)
Maturities
Years Ended August 31,
2024 (remaining three months)$— 
2025187,500 
2026— 
2027750,000 
2028— 
Thereafter500,000 
Total$1,437,500 
2022 Credit Agreement
On March 1, 2022, we entered into a credit agreement (the "2022 Credit Agreement") and borrowed an aggregate principal amount of $1.0 billion under its senior unsecured term loan credit facility (the "2022 Term Facility") and $250.0 million of the
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available $500.0 million under its senior unsecured revolving credit facility (the "2022 Revolving Facility" and, together with the 2022 Term Facility, the "2022 Credit Facilities"). The 2022 Term Facility matures on March 1, 2025, and the 2022 Revolving Facility matures on March 1, 2027. The 2022 Revolving Facility allows for the availability of up to $100.0 million in the form of letters of credit and up to $50.0 million in the form of swingline loans. We may seek additional commitments under the 2022 Revolving Facility from lenders or other financial institutions up to an aggregate principal amount of $750.0 million.
We used these borrowings, along with the net proceeds from the issuance of the Senior Notes (as defined below) and cash on hand, to finance the consideration for the CGS acquisition, to repay prior outstanding borrowings and to pay related transaction fees, costs and expenses.
During fiscal 2022, we incurred approximately $9.5 million in debt issuance costs related to the 2022 Credit Facilities. Debt issuance costs are presented in the Consolidated Balance Sheets as a direct deduction from the carrying amount of the debt liability. Debt issuance costs are amortized to Interest expense in the Consolidated Statements of Income on a straight-line basis over the contractual term of the debt, which approximates the effective interest method.
We may voluntarily prepay loans under the 2022 Credit Facilities at any time without premium or penalty. During the three and nine months ended May 31, 2024, we repaid $62.5 million and $187.5 million, respectively, under the 2022 Term Facility, inclusive of voluntary prepayments of $50.0 million and $150.0 million, respectively. Since loan inception on March 1, 2022, we have repaid $812.5 million under the 2022 Term Facility, inclusive of voluntary prepayments of $712.5 million.
From the borrowing date through November 30, 2023, the outstanding borrowings under the 2022 Credit Facilities bore interest at a rate equal to the applicable one-month Term SOFR plus a 1.1% spread (comprised of a 1.0% interest rate margin based on a debt leverage pricing grid plus a 0.1% credit spread adjustment). From December 1, 2023 through May 31, 2024, the spread decreased to 0.975% (comprised of a 0.875% interest rate margin based on a debt leverage pricing grid plus a 0.1% credit spread adjustment). Interest on the 2022 Credit Facilities is currently payable on the last business day of each month, in arrears.
Additionally, we pay a commitment fee on the daily unused amount of the 2022 Revolving Facility using a pricing grid based on our senior unsecured non-credit enhanced long-term debt rating and our total leverage ratio. From the borrowing date through November 30, 2023, the commitment fee was 0.125%, which subsequently decreased to 0.1% through May 31, 2024.
The 2022 Credit Agreement contains usual and customary event of default provisions for facilities of this type, which are subject to usual and customary grace periods and materiality thresholds. If an event of default occurs under the 2022 Credit Agreement, the lenders may, among other things, terminate their commitments and declare all outstanding borrowings immediately due and payable.
The 2022 Credit Agreement contains usual and customary affirmative and negative covenants for facilities of this type, including a financial covenant requiring maintenance of a total leverage ratio of no greater than 3.75 to 1.00 as of May 31, 2024. We were in compliance with all covenants and requirements of the 2022 Credit Agreement as of May 31, 2024.
Swap Agreements
2024 Swap Agreement
On March 1, 2024, we entered into the 2024 Swap Agreement to hedge a portion of our outstanding floating SOFR debt with a fixed interest rate of 5.145%.
2022 Swap Agreement
On March 1, 2022, we entered into the 2022 Swap Agreement to hedge a portion of our outstanding floating SOFR debt with a fixed interest rate of 1.162%. Effective December 30, 2022, we apportioned the then outstanding notional amount of the 2022 Swap Agreement between two counterparties. The 2022 Swap Agreement matured on February 28, 2024.
Refer to Note 5, Derivative Instruments for further discussion of the 2022 Swap Agreement and the 2024 Swap Agreement.
Senior Notes
On March 1, 2022, we completed a public offering of $500.0 million aggregate principal amount of 2.900% Senior Notes due March 1, 2027 (the "2027 Notes") and $500.0 million aggregate principal amount of 3.450% Senior Notes due March 1, 2032 (the "2032 Notes" and, together with the 2027 Notes, the "Senior Notes"). The Senior Notes were issued pursuant to an indenture, dated as of March 1, 2022, by and between us and U.S. Bank Trust Company, National Association, as trustee (the
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"Trustee"), as supplemented by the supplemental indenture, dated as of March 1, 2022, between us and the Trustee (the "Supplemental Indenture").
The Senior Notes were issued at an aggregate discount of $2.8 million and we incurred approximately $9.1 million in debt issuance costs. Debt discounts and debt issuance costs are presented in the Consolidated Balance Sheets as a net direct deduction from the carrying amount of the debt liability. The debt discounts and debt issuance costs are amortized to Interest expense in the Consolidated Statements of Income over the contractual term of the debt, leveraging the effective interest method.
Interest on the Senior Notes is payable semiannually in arrears on March 1 and September 1 of each year.
We may redeem the Senior Notes, in whole or in part, at any time at specified redemption prices, plus any accrued and unpaid interest. Upon the occurrence of a change of control triggering event (as defined in the Supplemental Indenture), we must offer to repurchase the Senior Notes at 101% of their principal amount, plus any accrued and unpaid interest.
Interest Expense
The following table presents the interest expense on our outstanding debt which is a component of Interest expense in our Consolidated Statements of Income:
Three Months EndedNine Months Ended
May 31,May 31,
(in thousands)
2024202320242023
Interest expense on outstanding debt(1)
$16,558 $16,345 $49,876 $49,601 
(1)    Interest expense on our outstanding debt includes the related amortization of debt issuance costs and debt discounts. Interest expense is net of the effects of our interest rate swap agreements.
11. COMMITMENTS AND CONTINGENCIES
Commitments represent obligations, such as those for future purchases of goods or services, that are not yet recorded on the balance sheet as liabilities. We record liabilities for commitments when incurred (i.e., when the goods or services are received).
Except for income tax contingencies, we accrue for contingencies when we believe that a loss is probable, and the amount can be reasonably estimated. Judgment is required to determine both the probability and the estimated amount of loss. If the reasonable estimate of a probable loss is a range, we record the most probable estimate of the loss, or the minimum amount when no amount within the range is a better estimate than any other amount. We review accruals on a quarterly basis and adjust, as necessary, to reflect the impact of negotiations, settlements, rulings, advice of legal counsel and other current information. Contingent gains are recognized only when realized.
Income tax contingencies related to uncertain tax positions are accounted for in accordance with applicable accounting guidance. Refer to Note 2, Summary of Significant Accounting Policies - Income Taxes in the Notes to the Consolidated Financial Statements included in Part II, Item 8. of our Annual Report on Form 10-K for the fiscal year ended August 31, 2023 for further details.
Purchase Commitments with Suppliers and Vendors
Purchase obligations represent our legally-binding agreements to purchase fixed or minimum quantities at determinable prices. As of August 31, 2023, we had total purchase obligations with suppliers of $362.2 million. Our total purchase obligations as of August 31, 2023 primarily related to hosting services, acquisition of data, and, to a lesser extent, third-party software providers. Hosting services support our hybrid cloud strategy, which relies in large part on third-party hosting providers. Data is an integral component of the value we provide to our clients. Our commitments to third-party software providers mainly include internal-use software licenses. For the nine months ended May 31, 2024, there were no material changes to our purchase obligations.
We also have contractual obligations related to our lease liabilities and outstanding debt. Refer to Note 9, Leases and Note 10, Debt for information regarding lease commitments and outstanding debt obligations, respectively.
Capital Commitments
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As of May 31, 2024 and August 31, 2023, we had outstanding capital commitments related to an investment of $0.6 million and $0.7 million, respectively.
Letters of Credit
From time to time, we are required to obtain letters of credit in the ordinary course of business. As of May 31, 2024 and August 31, 2023, we had $0.4 million and $0.6 million of standby letters of credit outstanding, respectively. No liabilities related to these arrangements are reflected in the Consolidated Balance Sheets.
Our 2022 Revolving Facility allows for the availability of up to $100.0 million in the form of letters of credit. We have not obtained any letters of credit under the 2022 Revolving Facility since its inception. Refer to Note 10, Debt, for information regarding the 2022 Revolving Facility.
Contingencies
Legal Matters
We are engaged in various legal proceedings, claims and litigation that have arisen in the ordinary course of business. The outcome of all the matters against us are subject to future resolution, including the uncertainties of litigation. Based on information available at May 31, 2024, our management believes that the ultimate outcome of these unresolved matters against us, individually or in the aggregate, will not have a material adverse effect on our consolidated financial position, our results of operations or our cash flows.
Income Taxes
As a multinational company operating in many states and countries, we are routinely audited by various taxing authorities and have reserved for potential adjustments to our provision for income taxes that may result from examinations by, or any negotiated settlements with, these tax authorities. We believe that the final outcome of these examinations or settlements will not have a material effect on our consolidated financial position, results of operations or our cash flows. If events occur which indicate payment of these amounts is unnecessary, the reversal of the liabilities would result in the recognition of tax benefits in the period we determine the liabilities are no longer necessary. If our estimates of the federal, state and foreign income tax liabilities are less than the ultimate assessment, additional expense would result.
Sales Tax Matters

On August 8, 2019, we received a Notice of Intent to Assess (the "First Notice") additional sales taxes, interest and underpayment penalties (the "Sales Taxes") from the Commonwealth of Massachusetts Department of Revenue (the "Commonwealth") relating to the tax periods from January 1, 2006 through December 31, 2013. On July 20, 2021, we received a Notice of Intent to Assess (the "Second Notice") additional Sales Taxes from the Commonwealth relating to the tax periods from January 1, 2014 through December 31, 2018. On December 29, 2022, we received a Notice of Intent to Assess (the "Third Notice"; cumulatively with the First and Second Notices, the "Notices") additional Sales Taxes from the Commonwealth relating to the tax periods from January 1, 2019 through June 30, 2021. We requested pre-assessment conferences with the Department of Revenue's Office of Appeals to appeal the Notices, and on May 24, 2023, we received a Letter of Determination from the Commonwealth upholding the Notices, along with a Notice of Assessment for all the periods covered by the Notices. On June 22, 2023, we filed an Application for Abatement with the Commonwealth disputing all amounts assessed, which was subsequently denied. On February 20, 2024, we received a “Notice of Selection for Audit” for sales tax for the period from July 1, 2021 through December 31, 2023. We have filed petitions with the Appellate Tax Board to appeal all amounts assessed by the Commonwealth and believe that we will ultimately prevail; however, if we do not prevail, the amount of these assessments could have a material impact on our consolidated financial position, results of operations and cash flows.
We have concluded that some payment to the Commonwealth is probable. We have recorded an accrual which is not material to our Consolidated Financial Statements. While we believe that the assumptions and estimates used to determine the accrual are reasonable, future developments could result in adjustments being made to this accrual.
Indemnifications

As permitted or required under Delaware law and to the maximum extent allowable under that law, we have certain obligations to indemnify each of our current and former officers and directors for certain events or occurrences while the officer or director is, or was, serving at our request in such capacity. These indemnification obligations are valid as long as the director or officer acted in good faith and in a manner the person reasonably believed to be in, or not opposed to, the best interests of FactSet, and with respect to any criminal action or proceeding, had no reasonable cause to believe his or her conduct was unlawful. It is not
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possible to determine the maximum potential amount for claims made under the indemnification obligations due to the unique set of facts and circumstances likely to be involved in each particular claim and indemnification provision; however, we have purchased a director and officer insurance policy that mitigates our exposure and may enable us to recover a portion of any future amounts paid. We do not believe, based on historical experience and information currently available, that it is probable that any material amounts will be required to be paid under such indemnification obligations.
12. STOCKHOLDERS' EQUITY
The following table presents the shares of common stock repurchased under our share repurchase program and acquired from holders of our stock-based awards upon vesting to satisfy tax withholding requirements:
Share Repurchases
Three Months EndedNine Months Ended
May 31,May 31,
(in thousands, except share data)2024202320242023
Repurchases of common stock under the share repurchase program
135,150 165,950 384,150 165,950 
Total cost of common stock repurchased under the share repurchase program
$59,753 $67,092 $171,918 $67,092 
Repurchases of common stock to satisfy tax withholding requirements due upon vesting of stock-based awards
2,8431,23935,22628,952
Total cost of repurchases of common stock to satisfy withholding requirements due upon vesting of stock-based awards
$1,224 $493 $15,689 $12,274 
We may repurchase shares of our common stock under our share repurchase program from time-to-time in the open market or via privately negotiated transactions, subject to market conditions. We suspended our share repurchase program beginning in the second quarter of fiscal 2022, with the exception of potential minor repurchases to offset dilution from grants of equity awards or repurchases to satisfy withholding tax obligations due upon the vesting of stock-based awards, to prioritize the repayment of debt under the 2022 Credit Facilities. We resumed our share repurchase program in the third quarter of fiscal 2023.
There is no defined number of shares to be repurchased over a specified timeframe through the life of our share repurchase program. As of May 31, 2024, $128.1 million remained authorized under our share repurchase program for future share repurchases. Refer to Part II, Item 2. Unregistered Sales of Equity Securities and Use of Proceeds, of this Quarterly Report on Form 10-Q for further discussion on our share repurchase program.
In addition to our share repurchase program, we also acquire shares of our common stock from holders of our stock-based awards to satisfy withholding tax requirements due at vesting. Shares acquired from these holders do not reduce the amount authorized for repurchase under the share repurchase program.
Equity-based Awards
Refer to Note 14, Stock-Based Compensation for more information on equity awards issued during the nine months ended May 31, 2024 and May 31, 2023.

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Dividends
Our Board of Directors approved the following dividends:
Year EndedDividends per
Share of
Common Stock		Record Date
Total Amount
(in thousands)
Payment Date
Fiscal 2024
First Quarter$0.98 November 30, 2023$37,299 December 21, 2023
Second Quarter$0.98 February 29, 2024$37,360 March 21, 2024
Third Quarter$1.04 May 31, 2024$39,589 June 20, 2024
Fiscal 2023
First Quarter$0.89 November 30, 2022$34,010 December 15, 2022
Second Quarter$0.89 February 28, 2023$34,099 March 16, 2023
Third Quarter$0.98 May 31, 2023$37,442 June 15, 2023
In the third quarter of fiscal 2024, our Board of Directors approved a 6% increase in the regular quarterly dividend from $0.98 to $1.04 per share. Future cash dividend payments are subject to final determination by our Board of Directors and will depend on our earnings, capital requirements, financial condition and other relevant factors.
Accumulated Other Comprehensive Loss
The components of AOCL as of May 31, 2024 and August 31, 2023 were as follows:
(in thousands)May 31, 2024August 31, 2023
Accumulated unrealized gains (losses) on cash flow hedges, net of tax$(295)$2,880 
Accumulated foreign currency translation adjustments(92,351)(90,021)
Total AOCL$(92,646)$(87,141)
13. EARNINGS PER SHARE
Basic earnings per common share ("Basic EPS") is computed by dividing net income by the number of weighted average common shares outstanding during the period. Diluted earnings per common share ("Diluted EPS") is calculated by using the treasury stock method which assumes the issuance of common stock for all potentially dilutive stock-based awards.
A reconciliation of the weighted average shares outstanding used in the Basic EPS and Diluted EPS computation is as follows:
Three Months EndedNine Months Ended
May 31,May 31,
(in thousands, except per share data)2024202320242023
Numerator
Net income used for calculating Basic EPS and Diluted EPS$158,135 $134,663 $447,630 $403,054 
Denominator
Weighted average common shares used in the calculation of Basic EPS38,089 38,278 38,069 38,227 
Common stock equivalents associated with stock-based compensation plan
551 634 575 709 
Shares used in the calculation of Diluted EPS38,640 38,912 38,644 38,936 
Basic EPS$4.15 $3.52 $11.76 $10.54