Item 1A. Risk Factors.

Except as set forth below, there have been no material updates during the period covered by this Form 10-Q to the Risk Factors as set forth in Item 1A. of our Annual Report on Form 10-K for the year ended December 31, 2024. These risks and uncertainties, however, are not the only risks and uncertainties that we face. Additional risks and uncertainties not currently known to us or that we currently deem to be immaterial may also significantly impact us. Any risks and uncertainties may materially and adversely affect our business, financial condition or results of operations, liquidity and cash flows.

Our global operations are complex and subject us to increased business and economic risks that could adversely affect our financial results.

In addition to our operations in the U.S., we have operations in the UK, continental Europe, Canada, Hong Kong, Australia, Japan, Philippines, and Singapore. In connection with our expanded global operations, we face certain risks inherent in doing business globally. These risks include:

• fluctuations in currency exchange rates;

• complying with extensive and complex compliance requirements, regulations and oversight by regulators other than our primary functional regulators;

• difficulties in staffing and associated costs in managing multiple international locations;

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• general economic, social, and political conditions, including increased political tensions and disagreements, including as a result of recently announced tariffs and trade policies, and the conflicts in Eastern Europe and the Middle East;

• protectionist laws and business practices that favor local businesses in some countries;

• reduced protection for intellectual property rights in some countries;

• different technology platforms;

• language and cultural differences;

• potentially adverse tax consequences; and

• natural disasters and extreme weather events that may impact global operations differently.

If we are unable to manage the complexity of our global operations successfully, or if the risks above become substantial for us, our financial performance and operating results could suffer. Further, any measures we may implement to reduce risks of our global operations may not be effective, may increase our expenses and may require significant management time and effort.

More specifically, we have exposure to exchange rate movements between the British pound, the Euro, the Canadian dollar, the Hong Kong dollar, the Australian dollar, the Japanese Yen, the Philippine Peso, and the Singapore dollar against the U.S. dollar. Significant inflation or changes in foreign exchange rates with respect to one or more of these currencies could occur as a result of including increased political tensions and disagreements, including as a result of recently announced tariffs and trade policies, general economic or political conditions, acts of war or terrorism, changes in governmental monetary or tax policy, or changes in local interest rates. These exchange rate differences would affect the translation of our non-U.S. results of operations and financial condition into U.S. dollars as part of our consolidated financial statements. See Note 14 ("Segment Reporting") for additional information about the Company’s geographic exposure.

Global trade policies, including the assessment of tariffs and other impositions on imported goods, may have a material adverse impact on our business.

Countries have recently announced new or increased tariffs on imported goods and that additional tariffs or increases in tariffs could be assessed in the future. If any such tariffs were to increase the costs of the products and services we use in our business, in particular the technology, communications, cloud, computer, and networking products and services that we use, and we were unable to mitigate the impacts of any such increased costs, it could have a material adverse impact on our business and our results of operations.

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds.

Share repurchase program

In 2011, the Board of Directors approved an initial authorization for the Company to repurchase shares of its outstanding common stock of $100 million and subsequently approved additional authorizations for a total authorization of $2.3 billion. The program permits the Company to purchase shares, through a variety of methods, including in the open market or through privately negotiated transactions, in accordance with applicable securities laws. It does not obligate the Company to make any repurchases at any specific time or situation. The Company repurchased 144,753 shares of its common stock under its share repurchase program during the three months ended March 31, 2025 at an average cost per share of $207.04, totaling $30.0 million, and had $649.8 million of availability remaining under its existing share repurchase authorizations as of March 31, 2025.

The table below shows the purchases of equity securities by the Company which settled during the three months ended March 31, 2025, reflecting the purchase of common stock under the Company's share repurchase program:

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Purchase of common stock from employees

The table below reflects the acquisition of common stock by the Company in the three months ended March 31, 2025 that were not part of the publicly announced share repurchase authorization. These shares consisted of shares retained to cover payroll withholding taxes in connection with the vesting of restricted stock unit awards and performance share awards.

Use of proceeds

None.

Item 3. Defaults upon Senior Securities.

None.

Item 4. Mine Safety Disclosures.

Not applicable.