Equifax (EFX) 10-K risk factor changes: FY2023 vs FY2022
The 2023-12-31 10-K against the 2022-12-31 one, compared heading by heading and sentence by sentence.
Item 1A52 rewritten16 added23 removed242 unchanged
All filing items1,123 rewritten527 added298 removed2,047 unchanged
Summary
counted, not written
- Item 1A lists 30 risk factor headings: 1 new, 5 reworded and 24 unchanged since FY2022. 0 headings from FY2022 no longer appear.
- Sentence by sentence, 527 added, 298 removed, 1,123 rewritten and 2,047 unchanged across 19 items that differ.
- New this year: Item 1C. CYBERSECURITY.
New Item 1A headings (1)
- We may face risks associated with our use of certain artificial intelligence and machine learning models.AI
Removed Item 1A headings (0)
Every FY2022 risk factor heading is still here, word for word or reworded.
Reworded Item 1A headings (5)
- Our business has been and may continue to be negatively impacted by health epidemics, pandemics and similar
[removed: outbreaks, including the COVID-19 pandemic.][added: outbreaks.] - Our technology transformation strategy places a significant strain on our management, operational, financial and other
[removed: limited]resources. - As part of a global settlement, we entered into agreements with various parties to settle the U.S. Consumer MDL Litigation and certain federal and state government investigations arising out
[removed: of the 2017][added: a material] cybersecurity[removed: incident.][added: incident in 2017.] If we are unable to comply with our obligations under these agreements, it could have a material adverse effect on our financial condition. - The CFPB has supervisory
[removed: and examination]authority over our [added: U.S.] business and [added: supporting operations and] may initiate enforcement actions with regard to our compliance with federal consumer financial laws. - We are regularly involved in claims, suits, government investigations,
[removed: supervisory examinations][added: enforcement actions] and other proceedings that may result in adverse outcomes.
A heading is new when no FY2022 heading matches it after ignoring case and punctuation, and reworded when it shares at least 60 percent of its words with one that went away. All current risk factor headings.
Sentences by item
23 items, with every count and a link to each item that changed
Underlined words on a shaded ground are new in FY2023; struck-through words were in FY2022. Sentences that are wholly new or wholly gone are labelled rather than marked.
Item 1A. RISK FACTORS
52 rewritten, 16 added, 23 removed, 242 unchanged
[added: Despite our substantial investment in physical and technological security] measures, employee training and contractual precautions, our information technology networks and infrastructure (or those of our third-party vendors and other service providers) are potentially vulnerable to unauthorized access to data, loss of access to systems or breaches of confidential information due to criminal conduct, attacks by hackers, employee or insider malfeasance and/or human error.
[removed: If] [added: We previously experienced a material cybersecurity incident in 2017 and if] we experience additional [removed: significant] breaches of our security measures, including from incidents that we fail to detect for a period of time, sensitive data may be accessed, stolen, disclosed or lost.
Any such access, disclosure or other loss of information could subject us to [added: business interruption,] significant litigation, regulatory fines or penalties, any of which could have a material adverse effect on our cash flows, competitive position, financial condition or results of operations.
[removed: We] [added: While we maintain cybersecurity insurance, we] cannot ensure that our insurance policies in the future will be adequate to cover losses from any security breaches.
For example, our reputation with consumers and other stakeholders and our customer relationships were damaged following the [removed: 2017] cybersecurity [removed: incident,] [added: incident in 2017,] resulting in a negative impact on our revenue for a period of time.
For example, as a result of [removed: the 2017] [added: a prior material] cybersecurity incident, we lost certain key certifications which caused certain customers and business partners to stop or pause doing business with us and temporarily limited our ability to win new business.
[added: Moreover, we have experienced issues with customer migration, as some of our customers may not] migrate to cloud-based technologies on a timely basis or at all or may choose not to utilize our products and services during and after our transition to cloud-based technologies, which could negatively impact our revenue.
We cannot assure you that our technology transformation strategy will be beneficial to the extent, or within the timeframes expected, or that the estimated efficiency, cost savings and other improvements will be realized as anticipated or at [removed: all.]
This data includes the widespread and voluntary contribution of credit data from most lenders in the U.S. and many other markets as well as the contribution of data under proprietary contractual agreements, such as employers’ contribution of employment and income data to The Work Number® and telecommunications, cable and utility companies’ contribution of payment and fraud data to the National Cable, Telecommunications and Utility [removed: Exchange.][added: Exchange (NCTUE).]
If a substantial number of data sources or certain key data sources were to withdraw or be unable to provide their data, if we were to lose access to data due to government regulation, if we lose [removed: exclusive] [added: our] right to the use of data, or if the collection, disclosure or use of data becomes uneconomical, our ability to provide products and services to our customers could be adversely affected, which could result in decreased revenue, net income and earnings per share and reputational loss.
Our customer base suffers when financial markets experience volatility, illiquidity and disruption, and the potential for [removed: increased and continuing] disruptions going forward presents considerable risks to our business and revenue.
Any weakening in the U.S. mortgage market resulting in a significant reduction in mortgage originations could have a corresponding negative impact on revenue and operating profit for our business, primarily within the Workforce Solutions and USIS operating [added: segments.]
To the extent inflation results in [removed: rising] [added: higher] interest rates and has other adverse effects upon the securities markets and upon the value of financial instruments, it may adversely affect our financial position and profitability.
We also [removed: sell] [added: license] our information to competing firms, and [removed: buy] [added: license] information from certain of our competitors, in order to sell “tri-bureau” and other products, most notably into the U.S. mortgage market.
Public or commercial sources of free or relatively inexpensive consumer credit, credit score and other information have become increasingly available, [removed: particularly through the internet,] and this trend is expected to continue.
Any transaction we do complete may not be on favorable terms, may involve greater-than-expected liabilities and expenses, potential impairments of tangible and intangible assets or significant [removed: write-offs] [added: write-offs,] and the expected benefits, synergies, revenue and growth from these initiatives may not materialize as planned.
A number of our [added: U.S.] federal [added: and state] government contracts [removed: have received] [added: receive] enhanced scrutiny and media attention due to the sensitive nature of the data we handle and due to the importance of the government programs we support.
If we experience another material cybersecurity incident, if public or legislative scrutiny and pressure [removed: related] [added: leads] to [added: reduced use of data by] government [removed: services we support turns negative] [added: agencies,] or if we experience uptime issues or performance problems, our ability to maintain existing or acquire new government contracts may be substantially impacted.
Our business has been and may continue to be negatively impacted by health epidemics, pandemics and similar [removed: outbreaks, including the COVID-19 pandemic.][added: outbreaks.]
For example, the COVID-19 pandemic and the mitigation efforts by governments to attempt to control its spread adversely impacted the global [removed: economy, leading] [added: economy and led] to reduced consumer spending and lending activities.
[removed: There is an increasing focus from] [added: Over the past several years,] regulators, certain investors, and other stakeholders [removed: concerning] [added: have focused on various] environmental, social and governance ("ESG") matters, both in the United States and internationally.
We communicate certain ESG-related initiatives, [removed: goals, and/or] [added: goals and] commitments regarding [removed: environmental matters,] [added: climate,] diversity, responsible sourcing and social investments, and other matters, on our website, in our filings with the [removed: SEC,] [added: SEC] and elsewhere.
These initiatives, [removed: goals, or] [added: goals and] commitments could be difficult to achieve and costly to implement.
For example, [removed: in 2021,] we [added: have] announced our [removed: commitment] [added: commitments] to [removed: reach net-zero] [added: reduce our] greenhouse gas [removed: emissions by 2040,] [added: emissions,] the achievement of which relies, in large part, on the accuracy of our estimates and assumptions around the availability and cost of [removed: low- or non-carbon based] [added: renewable] energy sources and technologies, the availability of suppliers that can meet our sustainability and other standards, and other factors.
We could fail to achieve, or be perceived to fail to achieve, our [removed: net zero 2040 commitment] [added: greenhouse gas reduction commitments] or other ESG-related initiatives, goals [removed: or] [added: and] commitments.
In addition, we could be criticized for the timing, scope or nature of these initiatives, goals [removed: or] [added: and] commitments, or for any revisions to them.
Our actual or perceived failure to achieve our ESG-related initiatives, goals [removed: or] [added: and] commitments could negatively impact our reputation or otherwise materially harm our business.
Our technology transformation strategy places a significant strain on our management, operational, financial and other [removed: limited] resources.
We cannot guarantee that our strategy is the right one or that investments in alternative technologies or other initiatives would not be a better use of our [removed: limited] resources.
Reorganization and transition can require a significant amount of management and other employees’ time and focus, which may [removed: divert attention from operating activities and growing our business.]
We depend on reliable, stable, efficient and uninterrupted operation of our technology network, [removed: systems,] [added: systems] and data centers to provide service to our customers.
[removed: Many] [added: Some] of our customers may not migrate to cloud-based technologies on a timely basis or at all, or may choose not to utilize our products and services during and after our transition to cloud-based technologies.
Sales outside the U.S. comprised [removed: 22%] [added: 23%] of our total revenue in [removed: 2022.][added: 2023.]
- geopolitical instability, including terrorism and [removed: war,] [added: war and international conflict,] including the Russia-Ukraine [removed: war;][added: war and the Israel-Palestine conflict;]
The use of such hedging activities may not offset any or more than a portion of the adverse financial effects of unfavorable movements in foreign exchange rates over the limited time the hedges are [added: in place.]
Compliance with applicable U.S. and foreign laws and regulations, such as anti-corruption laws, tax laws, foreign exchange controls and restrictions on repatriation of earnings or other similar restraints, data privacy requirements, [added: operational resilience requirements, sustainability reporting,] labor laws and anti-competition regulations increases the cost of doing business in foreign jurisdictions.
As part of a global settlement, we entered into agreements with various parties to settle the U.S. Consumer MDL Litigation and certain federal and state government investigations arising out [removed: of the 2017] [added: a material] cybersecurity [removed: incident.][added: incident in 2017.]
In July 2019, the Company entered into multiple agreements that resolve the U.S. consolidated consumer class action cases, captioned In re: Equifax, Inc. Customer Data Security Breach Litigation, MDL No. 2800 (Consumer Cases) (the “U.S. Consumer MDL Litigation”), and the investigations of the FTC, the CFPB, the Attorneys General of 48 states, the District of Columbia and Puerto Rico (the “MSAG Group”) and the NYDFS (collectively, the “Consumer Settlement”) relating to [removed: the 2017] [added: a material] cybersecurity [removed: incident.][added: incident in 2017.]
[removed: Furthermore, we] [added: We] expect there to be [removed: an increased] [added: a continued] focus on laws and regulations related to our business, [removed: including by the current U.S. presidential administration and the U.S. Congress,] because of [removed: the growing] policy concerns in the U.S. with regard to the operation of [removed: credit] [added: consumer] reporting agencies, the collection, use, accuracy, correction and sharing of personal information, and the use of algorithms, artificial intelligence and machine learning in business processes.
The Canadian [removed: government has] [added: and Australian governments have] initiated [removed: a review] [added: reviews] of [added: their] consumer privacy laws, and several U.S. states have introduced varying comprehensive privacy laws modeled to some degree on the CCPA and/or the GDPR.
all.
In 2024, we expect the U.S. mortgage market, as measured by credit inquiries, to decline by approximately 16% compared to 2023.
We may face risks associated with our use of certain artificial intelligence and machine learning models.
We use artificial intelligence and machine learning models in the development of some of our products.
The models that we use are developed or trained using various data sets.
If the models are incorrectly designed, the data we use to train them is incomplete, inadequate, or biased in some way, or if we do not have sufficient rights to use the data on which our models rely, the performance of our products and business, as well as our reputation, could suffer or we could incur liability through the violation of laws, third-party privacy, or other rights, or contracts to which we are a party.
In addition, these risks include the possibility of new or enhanced governmental or regulatory scrutiny, litigation, or other legal liability, ethical concerns, negative consumer perceptions as to artificial intelligence, or other complications that could adversely affect our business, reputation, or financial results.
In particular, our use of artificial intelligence in credit decisioning could lead to enhanced scrutiny.
Further, our competitors or other third parties may incorporate artificial intelligence into their products more quickly or more successfully than us, which could impair our ability to compete effectively and adversely affect our results of operations.
Free sources of consumer employment and income information, such as paystubs, have always existed and could impact demand for our products and services in the event that customers determine such data is sufficient to meet their needs.
divert attention from operating activities and growing our business.
- antitrust and competition laws;
In addition, new laws and regulations at the state and federal level are enacted frequently, such as amendments to the FCRA, cybersecurity and other requirements promulgated by the FTC, New York Department of Financial Services and SEC, and data privacy laws in several U.S. states.
For example, in September 2023, the CFPB issued an outline of proposed changes to the FCRA which would expand the application of the FCRA to certain business practices not currently subject to the FCRA and would require the removal of medical collection debt from consumer credit reports.
Further, in October 2023, California passed the DELETE Act, a first-in-the-nation data broker deletion tool which creates a centralized mechanism to allow consumers to request brokers to delete their personal information, rather than submitting individual requests to brokers registered in the state.
A dispute or
Despite our substantial investment in physical and technological security
In 2017, we experienced a cybersecurity incident following a criminal attack on our systems that involved the theft of personal information of U.S., Canadian and U.K. consumers.
Moreover, we may experience issues with customer migration, as many of our customers may not
In 2023, we expect U.S. mortgage market originations to decline by approximately 30% compared to 2022.
segments.
In addition, many of our existing personnel have limited experience with native cloud-based technologies.
This effort has been, and will continue to be, time consuming and costly.
Additionally, the worker shortage that emerged following the outbreak of COVID-19 has presented increased challenges to our ability to develop, retain and attract qualified personnel.
in place.
In addition, we may be required to deposit additional amounts in the consumer settlement fund under certain circumstances if the fund is insufficient to cover claims and certain expenses.
While we do not believe that we will be required to deposit additional amounts into the consumer settlement fund based on our claims experience to date, we could be obligated to fund up to an additional $125 million if our claims experience changes and the consumer fund is exhausted.
In addition, new laws and regulations at the state and federal level are enacted or considered frequently.
Examples of such new and evolving laws and regulations include amendments to the FCRA, cybersecurity and other requirements promulgated by the FTC and New York Department of Financial Services, the CCPA which took effect on January 1, 2020, and amendments to which took effect on January 1, 2023, the California data broker registration requirements that took effect on January 31, 2020, the CPRA taking effect on January 1, 2023 and privacy laws in Virginia, Colorado, Connecticut and Utah which have taken, or will take effect, in 2023.
Compliance with multiple state laws containing varying requirements could be complicated and costly.
In Europe, although the GDPR already includes certain provisions relating to the automated processing
The enactment of new laws and how they are interpreted could impact our business.
The following legal and regulatory developments also could have a substantial negative impact on our business, financial condition or results of operations:
- amendment, enactment or interpretation of laws and regulations that restrict the access, sharing and use of personal information and reduce the availability or effectiveness of our solutions or the supply of data available to customers;
- changes in cultural and consumer attitudes in favor of further restrictions on information collection and sharing, which may lead to regulations that prevent full utilization of our solutions;
- failure of data suppliers or customers to comply with laws or regulations, where mutual compliance is required;
- failure of our solutions to comply with current laws and regulations; and
These laws and regulations (as well as actions that may be taken by legislatures and regulatory bodies in other countries) and the consequences of any violation could limit our ability to pursue business opportunities we might otherwise consider engaging in, impose additional costs on us, result in significant loss of revenue, result in significant restitution and fines, impact the value of assets we hold, or otherwise adversely affect our business.
In certain of our businesses we rely on third-party intellectual property
An excerpt. Shown here: 40 of 52 rewritten, all 16 added and all 23 removed. The counts are complete. For every sentence, read Item 1A. RISK FACTORS in the FY2023 filing and the FY2022 filing.
Item 7. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
249 rewritten, 99 added, 77 removed, 325 unchanged
This section discusses the results of our operations for the year ended December 31, [removed: 2022] [added: 2023] compared to the year ended December 31, [removed: 2021] [added: 2022] and the year ended December 31, [removed: 2021] [added: 2022] compared to the year ended December 31, [removed: 2020.][added: 2021.]
Our services are based on comprehensive databases of consumer and business information derived from numerous sources including credit, financial assets, telecommunications and utility payments, employment, income, educational history, criminal [removed: history,] [added: justice data,] healthcare professional licensure and sanctions, demographic and marketing data.
We are a leading provider of [removed: e-commerce fraud and charge back protection services in North America as well as] information and solutions used in payroll-related and human resource management business process services in the U.S. [removed: For consumers, we provide products] [added: as well as e-commerce fraud] and [added: charge back protection] services [removed: to help people understand, manage and protect their personal information and make more informed financial decisions.][added: in North America.]
We currently operate in four global regions: North America (U.S. and Canada), Asia Pacific (Australia, New Zealand and India), Europe (the [removed: United Kingdom (“U.K.”),] [added: U.K.,] Spain and Portugal) and Latin America (Argentina, [added: Brazil,] Chile, Costa Rica, Dominican Republic, Ecuador, El Salvador, Honduras, Mexico, Paraguay, Peru and Uruguay).
We maintain support operations in [removed: the Republic of Ireland,] Chile, Costa [removed: Rica] [added: Rica, India] and [removed: India.][added: Ireland.]
We also have investments in consumer and/or commercial credit information companies through joint ventures in Cambodia, [removed: Malaysia and] [added: Malaysia,] Singapore and [removed: have an investment in a consumer and commercial credit information company in] Brazil.
As further described above, we operate in the U.S., which represented [removed: 78%] [added: 77%] of our revenue in [removed: 2022,] [added: 2023,] and internationally in [removed: 24] [added: 20] countries.
Demand for our services tends to be correlated to general levels of economic activity and to consumer credit [removed: activity,] [added: and] small [added: business] commercial credit [added: decisioning] and [removed: marketing activity,] [added: portfolio review, marketing,] identity [removed: and fraud,] [added: validation] and [added: fraud protection activity,] employee hiring and onboarding [removed: activity.][added: activity, and activity in provisioning support services in the U.S. by government agencies.]
For [removed: 2023,] [added: 2024,] our planning assumes that U.S. economic activity, as measured by GDP, is expected to grow but at a slower rate of growth than experienced in [removed: 2022.][added: 2023.]
Our plan assumes the U.S. mortgage market, as measured by [removed: originations,] [added: credit inquiries,] is expected to decline by about [removed: 30%] [added: 16%] in [removed: 2023] [added: 2024] versus [removed: 2022.][added: 2023.]
The U.S. mortgage market, particularly the mortgage refinance portion of the U.S. mortgage market, can be significantly impacted by U.S. interest rates [removed: and therefore] [added: which impact] mortgage [removed: rates.][added: rates available to consumers.]
In the [removed: International] [added: international] markets in which we operate, in particular in Australia, the U.K. and Canada, our planning also assumes economic activity, as measured by GDP, to grow in [removed: 2023] [added: 2024] but at slower rates than in [removed: 2022.][added: 2023.]
Workforce Solutions has established operations in Canada, Australia and [removed: most recently in] the U.K.
Online Information Solutions also includes [removed: the] [added: our] U.S. consumer credit monitoring solutions [removed: business previously part of the Global Consumer Services segment.][added: business.]
Financial Marketing Services revenue is principally project and subscription based and is derived from our sales of batch [removed: credit, identity] [added: credit] and consumer wealth information such as those that assist clients in acquiring new customers, cross-selling to existing customers and managing portfolio risk.
The International segment consists of Asia Pacific, Europe, [removed: Latin America] [added: Canada] and [removed: Canada.][added: Latin America.]
Geographic Information. We currently have operations in the following countries: Argentina, Australia, [added: Brazil,] Canada, Chile, Costa Rica, Dominican Republic, Ecuador, El Salvador, Honduras, India, [added: Ireland,] Mexico, New Zealand, Paraguay, Peru, Portugal, [removed: the Republic of Ireland,] Spain, the U.K., Uruguay and the U.S. We also have investments in consumer and/or commercial credit information companies through joint ventures in Cambodia, [removed: Malaysia and] [added: Malaysia,] Singapore and [removed: have an investment in a consumer and commercial credit information company in] Brazil.
Approximately [added: 77% and] 78% of our revenue was generated in the U.S. during [removed: both] the twelve months ended December 31, [removed: 2022] [added: 2023] and [removed: 2021.][added: 2022, respectively.]
Mortgage related revenue is generally higher in the second and third quarters of the year due to the increase in consumer home purchasing during the summer in the U.S. Any change in the U.S. mortgage market [removed: could have] [added: has] a corresponding impact on revenue and operating profit for our [removed: business, primarily] [added: business] within the Workforce Solutions and USIS operating segments.
[removed: Key] [added: The key] performance indicators for the twelve months ended December 31, [removed: 2022, 2021] [added: 2023, 2022] and [removed: 2020 include the following:][added: 2021 were as follows:]
| | | | [removed: 2022] [added: 2023] | | | | | | [removed: 2021] [added: 2022] | | | | | | [removed: 2020] [added: 2021] | | |
| Operating revenue | | | $ | [removed: 5,122.2] [added: 5,265.2] | | | | | $ | [removed: 4,923.9] [added: 5,122.2] | | | | | $ | [removed: 4,127.5] [added: 4,923.9] | |
| Operating revenue change | | | [removed: 4] [added: 3] | | % | | | | [removed: 19] [added: 4] | | % | | | | [removed: 18] [added: 19] | | % |
| Operating income | | | $ | [removed: 1,056.0] [added: 933.6] | | | | | $ | [removed: 1,138.0] [added: 1,056.0] | | | | | $ | [removed: 676.6] [added: 1,138.0] | |
| Operating margin | | | [removed: 20.6] [added: 17.7] | | % | | | | [removed: 23.1] [added: 20.6] | | % | | | | [removed: 16.4] [added: 23.1] | | % |
| Net income attributable to Equifax | | | $ | [removed: 696.2] [added: 545.3] | | | | | $ | [removed: 744.2] [added: 696.2] | | | | | $ | [removed: 520.1] [added: 744.2] | |
| Diluted earnings per share | | | $ | [removed: 5.65] [added: 4.40] | | | | | $ | [removed: 6.02] [added: 5.65] | | | | | $ | [removed: 4.24] [added: 6.02] | |
| Cash provided by operating activities | | | $ | [removed: 757.1] [added: 1,116.8] | | | | | $ | [removed: 1,334.8] [added: 757.1] | | | | | $ | [removed: 946.2] [added: 1,334.8] | |
| Capital expenditures* | | | $ | [removed: (617.4)] [added: (585.8)] | | | | | $ | [removed: (490.5)] [added: (617.4)] | | | | | $ | [removed: (430.7)] [added: (490.5)] | |
*Amounts [removed: above] include accruals for capital expenditures.
TWELVE MONTHS ENDED DECEMBER 31, [removed: 2022, 2021] [added: 2023, 2022] AND [removed: 2020][added: 2021]
| | | | | | | | | | | | | | | | | | | | | | | | | [removed: 2022] [added: 2023] vs. [removed: 2021] [added: 2022] | | | | | | | | | | | | [removed: 2021] [added: 2022] vs. [removed: 2020] [added: 2021] | | | | | | | | |
| Operating Revenue | | | | | | [removed: 2022] [added: 2023] | | | | | | [removed: 2021] [added: 2022] | | | | | | [removed: 2020] [added: 2021] | | | | | | $ | | | | | | % | | | | | | $ | | | | | | % | | |
| Workforce Solutions | | | | | | $ | [removed: 2,325.4] [added: 2,315.8] | | | | | $ | [removed: 2,035.4] [added: 2,325.4] | | | | | $ | [removed: 1,461.7] [added: 2,035.4] | | | | | $ | [removed: 290.0] [added: (9.6)] | | | | | [removed: 14] [added: —] | | % | | | | $ | [removed: 573.7] [added: 290.0] | | | | | [removed: 39] [added: 14] | | % |
| U.S. Information Solutions | | | | | | [removed: 1,657.7] [added: 1,720.4] | | | | | | [removed: 1,786.7] [added: 1,657.7] | | | | | | [removed: 1,711.2] [added: 1,786.7] | | | | | | [removed: (129.0)] [added: 62.7] | | | | | | [removed: (7)] [added: 4] | | % | | | | [removed: 75.5] [added: (129.0)] | | | | | | [removed: 4] [added: (7)] | | % |
| International | | | | | | [removed: 1,139.1] [added: 1,229.0] | | | | | | [removed: 1,101.8] [added: 1,139.1] | | | | | | [removed: 954.6] [added: 1,101.8] | | | | | | [removed: 37.3] [added: 89.9] | | | | | | [removed: 3] [added: 8] | | % | | | | [removed: 147.2] [added: 37.3] | | | | | | [removed: 15] [added: 3] | | % |
| Consolidated operating revenue | | | | | | $ | [removed: 5,122.2] [added: 5,265.2] | | | | | $ | [removed: 4,923.9] [added: 5,122.2] | | | | | $ | [removed: 4,127.5] [added: 4,923.9] | | | | | $ | [removed: 198.3] [added: 143.0] | | | | | [removed: 4] [added: 3] | | % | | | | $ | [removed: 796.4] [added: 198.3] | | | | | [removed: 19] [added: 4] | | % |
[removed: The] [added: A] significant decline in U.S. mortgage [removed: originations] [added: activity] negatively impacted the growth in Workforce Solutions and caused the decline in USIS revenue.
The effect of foreign exchange rates [removed: reduced] [added: decreased] revenue by [removed: $50.4] [added: $51.2] million, or 1%, in [removed: 2021] [added: 2023] compared to [removed: 2020.][added: 2022.]
| Operating Expenses | | | | | | [removed: 2022] [added: 2023] | | | | | | [removed: 2021] [added: 2022] | | | | | | [removed: 2020] [added: 2021] | | | | | | $ | | | | | | % | | | | | | $ | | | | | | % | | |
For consumers, we provide products and services to help people understand, manage and protect their personal information and make more informed financial decisions.
These services include unemployment claims management, I-9 and onboarding services, Affordable Care Act compliance management, tax credits and incentives and other complementary employment-based transaction services.
Revenue for 2023 increased by 3% compared to 2022, due to revenue growth in International and USIS.
International revenue growth was driven by growth in Latin America primarily from the Boa Vista Serviços S.A. ("BVS") acquisition, as well as growth in Canada, Europe and Asia Pacific.
USIS revenue growth was primarily due to growth in online revenue, partially offset by declines in Mortgage Solutions.
Workforce Solutions revenue declined slightly, as a decline in Verification Services revenue due to the impact of the decline in mortgage activity was principally offset by growth in Employer Services revenue.
| | | | | | | | | | | | | | | | | | | | | | | | | 2023 vs. 2022 | | | | | | | | | | | | 2022 vs. 2021 | | | | | | | | |
The increase in 2023 is primarily due to an increase in litigation expense, mainly due to a payment to the U.K. FCA for a penalty associated with resolution of the investigation of a material 2017 cybersecurity incident as well as higher people costs, partially offset by lower discretionary expenses.
The increase in people costs is primarily driven by higher incentive plans, partially offset by lower temporary labor.
Depreciation and Amortization. Depreciation and amortization expense for 2023 increased by $50.7 million.
The increase is due to increased amortization of capitalized internal-use software and system costs from technology transformation capital spending incurred previously as well as higher amortization of purchased intangible assets related to recent acquisitions.
The impact of changes in foreign currency exchange rates led to a decrease in depreciation and amortization expense of $1.5 million.
| Consolidated operating revenue | | | | | | $ | 5,265.2 | | | | | $ | 5,122.2 | | | | | $ | 4,923.9 | | | | | $ | 143.0 | | | | | 3 | | % | | | | $ | 198.3 | | | | | 4 | | % |
| | | | | | | | | | | | | | | | | | | | | | | | | 2023 vs. 2022 | | | | | | | | | | | | 2022 vs. 2021 | | | | | | | | |
Interest expense increased in 2023, when compared to 2022, due to higher interest rates attributable to debt agreements entered into during 2022 and 2023, as well as higher weighted average debt balances in 2023 when compared to the same periods of 2022.
The decrease in other income (expense), net in 2023 is due to the gains associated with the sale of equity method investments and higher fair value adjustment of our investment in BVS in 2022 that did not recur in 2023.
We also incurred higher pension expense in 2023 as compared to 2022.
| | | | | | | | | | | | | | | | | | | | | | | | | 2023 vs. 2022 | | | | | | | | | | | | 2022 vs. 2021 | | | | | | | | |
Our effective tax rate is lower for the year ended December 31, 2023 compared to 2022 due to the write off of a deferred tax liability related to our original investment in BVS which was no longer necessary given the acquisition of the company in the third quarter of 2023, partially offset by an increase in the foreign rate differential.
| | | | | | | | | | | | | | | | | | | | | | | | | 2023 vs. 2022 | | | | | | | | | | | | 2022 vs. 2021 | | | | | | | | |
| Consolidated operating income | | | | | | $ | 933.6 | | | | | $ | 1,056.0 | | | | | $ | 1,138.0 | | | | | $ | (122.4) | | | | | (12) | | % | | | | $ | (82.0) | | | | | (7) | | % |
| | | | | | | | | | | | | | | | | | | | | | | | | 2023 vs. 2022 | | | | | | | | | | | | 2022 vs. 2021 | | | | | | | | |
This decline was principally offset by growth in Employer Services revenue, which was driven by revenue from recently acquired companies and growth in I-9 and onboarding services.
Employer Services also grew in 2022 compared to 2021, due to revenue from acquired companies and growth in I-9 and onboarding services.
Verification Services. Revenue decreased 1% in 2023 compared to 2022.
The decrease in revenue was due to declines in the mortgage vertical, partially offset by an increase in the government and talent solutions verticals.
Employer Services. Revenue increased 3% in 2023, compared to 2022 due to revenue from recently acquired companies and I-9 and onboarding services, partially offset by lower tax credit revenue and a decrease in unemployment claims revenue.
Workforce Solutions Operating Margin. Operating margin decreased to 41.9% in 2023 compared to 43.3% in 2022 due to an increase in operating expenses.
The increased operating expenses were a result of increased royalty costs, costs of purchased data or information, and amortization of capitalized internal-use software and system costs from technology transformation capital spending, partially offset by a decrease in people costs and discretionary expenses.
| | | | 2023 | | | | | | 2022 | | | | | | 2021 | | | | | | $ | | | | | | % | | | | | | $ | | | | | | % | | | | | |
Mortgage Solutions revenue also declined in 2023 compared to 2022.
The decline in Mortgage Solutions and mortgage related online revenue was due to declines in mortgage credit inquiry volumes.
Online Information Solutions. Revenue for 2023 increased 6% compared to 2022, driven by continued growth in online non-mortgage services, revenue from acquisitions, consumer services and commercial risk.
Mortgage Solutions. Revenue decreased 18% in 2023 compared to 2022, due to significantly lower mortgage credit inquiry volumes in 2023 compared to the prior year.
Financial Marketing Services. Revenue increased 3% in 2023 compared to 2022, driven by growth in both credit marketing services, as well as risk and data services.
U.S. Information Solutions Operating Margin. USIS operating margin decreased to 21.2% in 2023 compared to 24.3% in 2022, due to an increase in operating expenses, partially offset by the increase in revenue.
The increase in operating expenses is due to increased incentive and salary expenses, royalty expenses, third party cloud usage fees and software costs, and amortization expenses.
| | | | | | | | | | | | | | | | | | | | | | | | | 2023 vs. 2022 | | | | | | | | | | | | 2022 vs. 2021 | | | | | | | | |
Local currency revenue increased 12% in 2023, driven by revenue growth in Latin America from the BVS acquisition and growth in Argentina, as well as growth in our credit reporting business across all geographies.
Asia Pacific. Local currency revenue increased 4% in 2023 as compared to 2022, driven by growth in Australia due to growth in commercial, identity and fraud, and credit reporting businesses.
We previously had a joint venture in Russia that offered consumer credit services; however, during the third quarter of 2022, we completed the sale of this equity method investment.
The slowdown in economic activity in the U.K. is expected to be more significant than in Australia or Canada.
These include services that assist employers in complying with and automating certain payroll-related and human resource management processes throughout the entire cycle of the employment relationship, including unemployment cost management, employee screening, employee onboarding, tax credits and incentives, I-9 management and compliance, immigration case management, tax form management services and Affordable Care Act management services.
USIS operates in the United States.
Although in recent years activity has been directly related to changes in interest rates, and this trend has been less observed.
Revenue for 2021 increased by 19% compared to 2020.
The growth was driven by increases in our Workforce Solutions segment, across mortgage and non-mortgage related revenue, growth in our International segment and growth in non-mortgage related revenue in the USIS segment.
The slight increase in 2021 is due to an increase in people costs, offset by a decrease in incremental technology and data security costs related to our ongoing technology transformation.
Total company operating margin increased by 6.7 percentage points in 2021 versus 2020, due to higher operating income generated by the increased revenue and decreased incremental technology and data security costs, partially offset by the increased people costs and aforementioned increase in depreciation and amortization expense.
Interest expense increased in 2021, when compared to 2020, due to a higher weighted average outstanding amount of debt in 2021 when compared to 2020, offset by a slightly lower cost of debt.
The decrease in other income (expense), net in 2021 is driven by the changes in our fair value adjustments of our investments and mark-to-market adjustments for our pension assets.
We recorded a $64.0 million loss on the fair value adjustment of our Brazil investment in 2021, compared to a $149.5 million gain on the fair value adjustment of our Brazil and India investments in 2020.
These impacts were partially offset by positive impacts of foreign currency exchange in 2021.
Our effective tax rate was lower for the year ended December 31, 2021 compared to 2020 due to a lower foreign rate differential due to the changes in the fair value of our investment in Brazil.
Employer Services revenue also increased due to acquisition related growth and employee services, partially offset by a decline in our unemployment claims business.
acquisition, offset by a decline in the mortgage vertical due to significantly slower U.S. mortgage origination activity in 2022 due to higher interest rates.
Verification Services benefited across all verticals from the continued growth of employment and income records in The Work Number database.
Revenue increased 46% in 2021 compared to 2020.
Verification Services revenue experienced growth in the mortgage, talent solutions and government verticals as well as from the acquisition of Appriss Insights, which took place in the fourth quarter of 2021.
Revenue increased 19% in 2021 compared to 2020 due to growth in employee services, partially offset by a decrease in unemployment claims revenue as the number of claims greatly reduced in 2021 after having been significantly higher in 2020 due to the economic impact of COVID-19 on the U.S. economy.
Employer Services also benefited from acquisition revenue in 2021.
Operating margin increased to 49.2% in 2021 compared to 48.2% in 2020 primarily due to the increase in revenue, partially offset by increases in royalty, production and people costs.
U.S. Information Solutions revenue increased 4% in 2021 compared to 2020 due to overall improvements in our core credit decisioning services, acquisition-related revenue and financial marketing services, partially offset by decreases in Mortgage Solutions.
Revenue increased 15% in 2021 compared to 2020, due to increased marketing activities by customers as the U.S. economy continued its recovery from the economic impact of COVID-19.
USIS operating margin increased to 30.9% in 2021 compared to 30.1% in 2020, due to increased revenue and lower selling, general and administrative expenses, partially offset by increased depreciation expense, royalty costs and production costs.
Local currency revenue increased 10% in 2021, driven by increases in all geographies as local economies continued to recover from negative impacts of COVID-19 despite the impact of measures to limit its spread in many regions during the year.
Local currency revenue increased 11% in 2021 as compared to 2020 driven by growth in our commercial, consumer, background check verifications and identity and fraud businesses in Australia, partially offset by declines in recovery management.
Additionally, the increase in revenue for 2021 was also attributable to organic growth in India due to higher consumer volumes related to economic recovery from the impacts of COVID-19.
Local currency revenue increased 6% in 2021 as compared to 2020, driven by growth in the consumer vertical for the U.K. due to improving economic conditions, as well as growth in the debt management vertical driven by higher volumes within both the private and public sector.
Local currency revenue increased 15% in 2021 as compared to 2020 reflecting growth broadly across the region as it recovered from the impacts of COVID-19.
Local currency growth rates were strongest in Argentina, Central America, Mexico and Peru, with growth also in Chile and other countries.
Local currency revenue increased 12% in 2021 as compared to 2020 primarily due to growth in the consumer, commercial, identity and fraud, and analytics businesses, mainly within the mortgage and fintech verticals, as Canada recovered from the negative impacts of COVID-19 despite continued lockdown measures during the year in several Canadian provinces.
Reported revenue increased 18% in 2021 as compared to 2020.
Operating margin increased to 12.9% in 2021 as compared to 7.9% in 2020.
The increase in margin is due to increased revenue, lower purchased intangible asset amortization costs and discretionary expense control, partially offset by increased people costs, royalty costs, production costs and depreciation of capitalized internal-use software and systems costs.
The decrease in 2021 as compared to 2020 is due to a decrease in incremental technology and data security costs associated with our technology transformation, partially offset by increased people costs and amortization expense.
Our financing activities in 2022, more fully described below, were designed to create additional liquidity through the issuance of senior notes and the pay down of our CP program to increase future borrowing capacity which was used to fund 2022 acquisitions.
We had higher cash balances in 2022 versus 2021 and we intend to use this additional capacity, together with cash from operating activities, to meet our current obligations.
In December 2019, the Compensation Committee of our Board of Directors approved the termination of the Canadian Retirement Income Plan (“CRIP”), the defined benefit pension plan offered to certain employees in Canada, as more fully described in Note 9 of the Notes to Consolidated Financial Statements in Item 8 of this report.
As such, during the third quarter of 2022, we settled the liabilities under the CRIP.
An excerpt. Shown here: 40 of 249 rewritten, 40 of 99 added and 40 of 77 removed. The counts are complete. For every sentence, read Item 7. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS in the FY2023 filing and the FY2022 filing.
Item 7A. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
11 rewritten, 0 added, 0 removed, 16 unchanged
However, we do transact business in other currencies, primarily the [removed: British pound, the] Australian dollar, the Canadian dollar, the [added: British pound, the Brazilian real, the] Chilean peso, the Argentine peso and the Euro.
Foreign currency transaction gains and losses, which have historically been immaterial, are recorded on our Consolidated Statements of [removed: Income (Loss).][added: Income.]
For the year ended December 31, [removed: 2021,] [added: 2023,] a 10% weaker U.S. dollar against the currencies of all foreign countries in which we had operations during [removed: 2021] [added: 2023] would have increased our revenue by [removed: $107.4] [added: $116.0] million and our pre-tax operating profit by [removed: $13.6] [added: $9.9] million.
A 10% stronger U.S. dollar would have resulted in similar decreases to our revenue and pre-tax operating profit for [removed: 2022] [added: 2023] and [removed: 2021.][added: 2022.]
On average across our mix of international businesses, foreign currencies at December 31, [removed: 2022] [added: 2023] were weaker against the U.S. dollar than the average foreign exchange rates that prevailed across the full year [removed: 2021.][added: 2022.]
As a result, if foreign exchange rates were unchanged throughout [removed: 2022,] [added: 2023,] foreign exchange translation would increase growth as reported in U.S. dollars.
As foreign exchange rates change daily, there can be no assurance that foreign exchange rates will remain constant throughout [removed: 2023,] [added: 2024,] and rates could go either higher or lower.
Our exposure to market risk for changes in interest rates relates to our variable-rate [removed: CP, the] [added: commercial paper,] Revolver and term loan borrowings.
At December 31, [removed: 2022,] [added: 2023,] our weighted average cost of debt was [removed: 3.2%] [added: 4.2%] and weighted-average life of debt was [removed: 4.7] [added: 4.9] years.
At December 31, [removed: 2022, 78%] [added: 2023, 84%] of our debt was fixed rate and the remaining [removed: 22%] [added: 16%] was variable rate.
A 100 basis point increase in the weighted-average interest rate on our variable-rate debt would have increased our [removed: 2022] [added: 2023] interest expense by [removed: $12.7] [added: $8.9] million.
Item 1. BUSINESS
63 rewritten, 15 added, 16 removed, 290 unchanged
Our services are based on comprehensive databases of consumer and business information derived from numerous sources including credit, financial assets, telecommunications and utility payments, employment, income, educational history, criminal [removed: history,] [added: justice data,] healthcare professional licensure and sanctions, demographic and marketing data.
We are a leading provider of [removed: e-commerce fraud and charge back protection services in North America as well as] information and solutions used in payroll-related and human resource management business process services in the United States of America [removed: (“U.S.”).][added: (“U.S.”) as well as e-commerce fraud and charge back protection services in North America.]
We currently operate in four global regions: North America (U.S. and Canada), Asia Pacific (Australia, New Zealand and India), Europe (the United Kingdom (“U.K.”), Spain and Portugal) and Latin America (Argentina, [added: Brazil,] Chile, Costa Rica, Dominican Republic, Ecuador, El Salvador, Honduras, Mexico, Paraguay, Peru and Uruguay).
We maintain support operations in [removed: the Republic of Ireland,] Chile, Costa [removed: Rica] [added: Rica, India] and [removed: India.][added: Ireland.]
We also have investments in consumer and/or commercial credit information companies through joint ventures in Cambodia, [removed: Malaysia and] [added: Malaysia,] Singapore and [removed: have an investment in a consumer and commercial credit information company in] Brazil.
- [removed: Workforce] [added: Workforce] Solutions *—* provides services enabling customers to verify income, employment, educational history, criminal justice data, healthcare professional licensure and sanctions of people in the U.S. (Verification Services), as well as providing our employer customers with services [removed: that assist them in complying with and automating certain payroll-related and human resource management processes throughout the entire cycle of the employment relationship, including] [added: which include] unemployment [removed: cost] [added: claims] management, [removed: employee screening, employee onboarding, tax credits and incentives,] I-9 [removed: management] and [removed: compliance, immigration case management, tax form management services and] [added: onboarding services,] Affordable Care Act [removed: management] [added: compliance management, tax credits and incentives and other complementary employment-based transaction] services (Employer Services).
Workforce Solutions has established operations in Canada, Australia and [removed: most recently in] the U.K.
- U.S. Information Solutions (“USIS”) *—* provides consumer and commercial information solutions to businesses in the U.S. including online information, decisioning technology solutions, identity management services, analytical services, e-commerce fraud and charge back protection services, portfolio management services, mortgage [removed: reporting] [added: information] and marketing services.
We also provide information, technology and services to support [added: talent management, as well as] debt collections and recovery management.
In addition, we provide products to consumers in Canada, the [removed: U.K. and] [added: U.K.,] Australia [added: and Chile] to enable them to understand and monitor their credit and help protect their identity.
It also includes our joint ventures in Cambodia, [removed: Malaysia and] [added: Malaysia,] Singapore and [removed: investment in a consumer and commercial credit information company in] Brazil.
Our move to cloud-native technology is enabling the [removed: creation] [added: continued development] of our single data [removed: fabric] [added: fabric, which is a cloud native platform that enables Equifax to build, manage] and [added: deploy data products, as well as] implementation of best-in-class cloud-based tools and capabilities.
- Foster a culture of [removed: customer centricity.] [added: putting customers and consumers first.] We are focused on maintaining a culture in which [removed: the customer is] [added: our customers and consumers are] at the center of our decision [removed: processes] [added: processes,] and [added: where] we exceed customer [added: and consumer] expectations by delivering solutions with speed, flexibility, stability and performance.
We prioritize engagement with our customers and strive to accelerate innovation through [removed: our expanded customer focus and] collaboration.
We seek to leverage our cloud native technology and unique data assets and capabilities, as well as customer expertise and [removed: customer] data and technology assets, to drive the development of high-value analytical products and services [removed: targeted at] [added: designed to address] a broader range of customer [added: and consumer] needs.
Our acquisition priorities are clear and focused on re-investing in [removed: bolt-on] acquisitions that expand our unique differentiated data assets and solutions to strengthen and grow our core businesses.
We are committed to working openly with our peers, [removed: customers,] [added: customers] and partners to tackle emerging security challenges, document best practices, provide vital data security thought leadership and work together to deliver solutions that benefit both the security community and consumers.
[removed: ][added: ]
Revenue from international clients, including end users and resellers, amounted to [removed: 22%] [added: 23%] of our total revenue in [removed: 2022,] [added: 2023,] 22% of our total revenue in [removed: 2021] [added: 2022] and [removed: 23%] [added: 22%] of our total revenue in [removed: 2020.][added: 2021.]
| Direct-to-consumer [removed: credit monitoring] [added: services] | | | | | | | | | | | | X | | | | | | X | | | | | | | | | | | | X | | | | | | X | | | | | | [added: X] | | | | | | X | | |
| Employment and income verification services | | | | | | X | | | | | | | | | | | | | | | | | | | | | | | | [added: X] | | | | | | X | | | | | | | | | | | | X | | |
| Debt collection software, services and analytics | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | X | | | | | | X | | | | | | X | | | | | | [removed: X] | | |
Verification Services. Verification Services include employment, income, educational history, criminal [removed: history,] [added: justice data,] healthcare professional licensure and sanctions verification services.
Our online verification services enable third-party [removed: verifiers] [added: verifiers,] including various governmental agencies, mortgage originators, credit card and automotive lenders and pre-employment [removed: screeners] [added: screeners,] to verify the employee’s employment status and income information.
Employer Services. These services are aimed at reducing the cost of the human resources function of businesses through a broad suite of services, including assisting with employment tax matters designed to reduce the cost of unemployment claims through effective claims representation and management and efficient processing to better manage the tax rate that employers are assessed for unemployment taxes; comprehensive services designed to research the availability of employment-related tax credits (e.g., federal work opportunity tax credits and employee retention credits), and to process the necessary filings and assist the client in obtaining the tax credit; tax form management services (which include initial distribution, reissuance and correction of W-2 and 1095-C forms); [removed: paperless pay services that enable employees to electronically receive pay statement information as well as review and change direct deposit account or W-4 information;] I-9 management services designed to help clients electronically comply with the immigration laws that require employers to complete an I-9 form for each new hire; immigration case management services; onboarding services using an online platform to complete the new hire process for employees of corporations and government agencies; and identity theft protection services.
We rely on payroll data received from over [removed: two] [added: three] million organizations to regularly update the database.
We use this data to provide automated employment and income verification services to verifiers, who are lenders, employers/background [removed: screeners,] [added: screeners] and government agencies.
[added: We have not experienced significant turnover in the employer contributors to the database because we generally do not charge them to add] their employment data to The Work Number® database, and the verification service we offer relieves them of the administrative burden and expense of responding to third-party employment verification requests while providing them with the assurance that [removed: the process is automated and not subject to human interpretation.]
The Work Number® database held [removed: over 600] [added: about 168] million current and [removed: historic] [added: 657 million total (current and historic)] employment records at December 31, [removed: 2022.][added: 2023.]
Workforce Solutions has established an income and employment verification service in Canada, [removed: Australia,] [added: Australia] and the U.K., known as Verification Exchange.
Online Information Solutions also includes our consumer solutions product suite that [removed: give] [added: gives] U.S. consumers information to enable them to understand and monitor their credit [added: and] to monitor and help protect their identity.
Financial Marketing Services. Our Financial Marketing Services products utilize consumer and commercial financial information enabling our clients to more effectively manage their marketing efforts, including targeting and segmentation, to identify and acquire new clients for their products and services; to develop portfolio strategies to minimize risk and maximize profitability; and to realize additional revenue from existing customers through more effective cross-selling of additional [added: products and services.]
[removed: These products utilize information derived from consumer and commercial information, including credit,] income, asset, liquidity, net worth and spending activity, which also support many of our Online Information Solutions’ products.
This operating segment’s products and services generate revenue in Argentina, Australia, [added: Brazil,] Canada, Chile, Costa Rica, [added: Dominican Republic,] Ecuador, El Salvador, Honduras, [removed: Dominican Republic,] India, Mexico, New Zealand, Paraguay, Peru, Portugal, Spain, the U.K. and Uruguay.
We also maintain support operations in [removed: the Republic of Ireland,] Chile, Costa Rica, [added: India] and [removed: India.][added: Ireland.]
We have investments in consumer and/or commercial credit information companies through joint ventures in Cambodia, [removed: Malaysia and] [added: Malaysia,] Singapore and [removed: have an investment in a consumer and commercial credit information company in] Brazil.
Asia Pacific. Our Asia Pacific operation provides consumer and commercial information solutions products, marketing products, [removed: workforce solutions,] [added: employment verification services] and consumer credit protection products.
Information solutions and fraud products are generated from information that we maintain and include credit [removed: reporting] [added: reporting, monitoring] and scoring, asset information, risk management, identity management and authentication services and fraud detection and modeling services.
The countries in this region in which we operate include Argentina, [added: Brazil,] Chile, Costa Rica, Dominican Republic, Ecuador, El Salvador, Honduras, Mexico, Paraguay, Peru and Uruguay.
We also have an investment in a consumer [removed: and commercial] credit information company [added: through a joint venture] in Brazil.
We work to maximize the value of our differentiated data assets, analytics and decisioning to drive new products and services that provide a fuller picture of consumers and commercial entities to our customers in banking and financial services, government, employee hiring and onboarding and other service providers.
the process is automated and not subject to human interpretation.
These products utilize information derived from consumer and commercial information, including credit,
It also includes our joint ventures in Cambodia, Malaysia, Singapore and Brazil.
We also offer commercial credit solutions, which help businesses manage financial and credit risk and gain insights on customers, markets and industry groups using our commercial data assets.
group of intellectual property rights is solely responsible for protecting our businesses.
The CFPB may pursue administrative
We may also become subject to and affected by new and proposed state privacy laws
The Retail Credit Association of New Zealand is an industry
India enacted a new privacy law, The Digital Personal Data Protection Act, 2023 (DPDP Act), in August 2023.
The DPDP Act will become effective at a future date or dates to be determined by the Indian Central Government.
The Central Government is also expected to supplement the DPDP Act with rules, which are yet to be issued.
The DPDP Act provides greater protection to individuals' personal data in digital form.
For instance, if the federal government or a state government mandates the use of E-Verify or changes the requirements for individuals to work in the U.S., our I-9 service may be impacted.
changes in U.S. and worldwide economic conditions, such as changes in interest rates and inflation, that materially impact consumer spending, home prices, investment values, consumer debt, unemployment rates and the demand for Equifax's products and services, our culture, our ability to innovate, the market acceptance of new products and services and similar statements about our business plans are forward-looking statements.
We previously had a joint venture in Russia that offered consumer credit services; however, during the third quarter of 2022, we completed the sale of this equity method investment.
Our focus on customer centricity enables us to be more proactive in solving problems better and faster for customers while delivering enhanced operational readiness to provide a better customer experience.
We also offer various government direct data services, where we process tax forms on behalf of our customers with the applicable government agency.
We have not experienced significant turnover in the employer contributors to the database because we generally do not charge them to add
products and services.
automate a variety of credit decisions.
important of which include “Equifax,” “The Work Number,” “Interconnect,” “Equifax Ignite,” and variations thereof.
with respect to consumer financial services practices and provides the CFPB with enforcement authority to enforce those provisions.
consideration.
In July 2022, the FCA set out final rules and guidance for a new Consumer Duty that will set higher expectations for the standard of care firms give consumers.
In addition, the GDPR includes data breach
determination in the Human Rights Review Tribunal.
The Indian parliament is expected to pass legislation that provides greater protection to individuals' personal data.
To this end, in November 2022, Indian legislators introduced the Digital Personal Data Protection Bill (2022).
The Digital Personal Data Protection Bill (2022) is expected to be considered in 2023 with amendments.
This bill is expected to be enacted and eventually to impose additional privacy and data security requirements.
An excerpt. Shown here: 40 of 63 rewritten, all 15 added and all 16 removed. The counts are complete. For every sentence, read Item 1. BUSINESS in the FY2023 filing and the FY2022 filing.
Item 3. LEGAL PROCEEDINGS
6 rewritten, 6 added, 10 removed, 13 unchanged
[added: *Canadian Class Actions.*] Five putative Canadian class actions, four of which are on behalf of a national class of approximately 19,000 Canadian consumers, are pending against us in Ontario, British Columbia and Alberta.
Each of the proposed Canadian class actions asserts a number of common law and statutory claims seeking monetary damages and other related relief in connection with [removed: the 2017] [added: a material] cybersecurity [removed: incident.][added: incident in 2017.]
All [removed: remaining] [added: other] purported class actions are at preliminary stages or stayed.
[added: *FCA Investigation.*] The U.K.’s Financial Conduct Authority (“FCA”) opened an enforcement investigation against our U.K. subsidiary, Equifax Limited, in October 2017 in connection with the 2017 cybersecurity incident.
We are cooperating with the CFPB in its investigation and [removed: are in discussions with the CFPB regarding our response to the CID.][added: providing responses and information on an ongoing basis.]
In [removed: addition, in] January 2023, the CFPB informed us that its enforcement division will be investigating our previously-disclosed coding issue identified within a legacy server environment in the U.S. [removed: slated to be migrated to the new Equifax cloud infrastructure which] [added: that] impacted how some credit scores were calculated during a three-week period in 2022.
Remaining Matters Related to 2017 Cybersecurity Incident
The Ontario class action has been certified in part but is otherwise at a preliminary stage.
We received a notice with the FCA's findings on October 13, 2023, and paid a penalty of $13.5 million to resolve the matter.
In July 2023, we received a CID from the CFPB as part of its investigation into data accuracy and dispute handling at our Workforce Solutions business unit in order to determine whether we have followed the FCRA's requirements.
The CID requests the production of documents and answers to written questions.
We are cooperating with the CFPB in its investigation and providing responses and information on an ongoing basis.
Canadian Class Actions
In 2017, we experienced a cybersecurity incident following a criminal attack on our systems that involved the theft of personal information of consumers.
On December 13, 2019, the court in Ontario granted certification of a nationwide class that includes all impacted Canadians as well as Canadians who had subscription products with Equifax between March 7, 2017 and July 30, 2017 who were not impacted by the incident.
We appealed one of the claims on which a class was certified and on June 9, 2021, our appeal was granted by the Ontario Divisional Court.
The plaintiff filed a notice of further appeal with the Ontario Court of Appeal, and on November 25, 2022, the Ontario Court of Appeal dismissed the plaintiff’s appeal and upheld the Divisional Court’s ruling in our favor.
On January 24, 2023, the plaintiff appealed this decision to the Supreme Court of Canada.
FCA Investigation
The investigation by the FCA has involved a number of information requirements and interviews.
We have responded to the information requirements and continue to cooperate with the investigation.
At this time, we are unable to predict the outcome of this FCA investigation, including whether the investigation will result in any action or proceeding against us.
Cover and table of contents
27 rewritten, 6 added, 3 removed, 72 unchanged
For the fiscal year ended December 31, [removed: 2022][added: 2023]
As of June 30, [removed: 2022,] [added: 2023,] the aggregate market value of Registrant’s common stock held by non-affiliates of Registrant was approximately [removed: $22,372,025,247] [added: $28,876,038,118] based on the closing sale price as reported on the New York Stock Exchange.
At January 31, [removed: 2023,] [added: 2024,] there were [removed: 122,488,001] [added: 123,956,391] shares of Registrant’s common stock outstanding.
Portions of Registrant’s definitive proxy statement for its [removed: 2023] [added: 2024] annual meeting of shareholders are incorporated by reference in Part III of this Form 10-K.
| [Item [removed: 1.](#ib99fcdc0f9974e27ae6385e65b6d453e_13)] [added: 1.](#i31ce341e7898426aadad767cb27271e1_13)] | | | [removed: [Business](#ib99fcdc0f9974e27ae6385e65b6d453e_13)] [added: [Business](#i31ce341e7898426aadad767cb27271e1_13)] | | | [removed: [2](#ib99fcdc0f9974e27ae6385e65b6d453e_13)] [added: [2](#i31ce341e7898426aadad767cb27271e1_13)] | | |
| [Item [removed: 1A.](#ib99fcdc0f9974e27ae6385e65b6d453e_49)] [added: 1A.](#i31ce341e7898426aadad767cb27271e1_49)] | | | [Risk [removed: Factors](#ib99fcdc0f9974e27ae6385e65b6d453e_49)] [added: Factors](#i31ce341e7898426aadad767cb27271e1_49)] | | | [removed: [14](#ib99fcdc0f9974e27ae6385e65b6d453e_49)] [added: [14](#i31ce341e7898426aadad767cb27271e1_49)] | | |
| [Item [removed: 1B.](#ib99fcdc0f9974e27ae6385e65b6d453e_52)] [added: 1B.](#i31ce341e7898426aadad767cb27271e1_52)] | | | [Unresolved Staff [removed: Comments](#ib99fcdc0f9974e27ae6385e65b6d453e_52)] [added: Comments](#i31ce341e7898426aadad767cb27271e1_52)] | | | [removed: [25](#ib99fcdc0f9974e27ae6385e65b6d453e_52)] [added: [26](#i31ce341e7898426aadad767cb27271e1_52)] | | |
| [Item [removed: 2.](#ib99fcdc0f9974e27ae6385e65b6d453e_55)] [added: 2.](#i31ce341e7898426aadad767cb27271e1_55)] | | | [removed: [Properties](#ib99fcdc0f9974e27ae6385e65b6d453e_55)] [added: [Properties](#i31ce341e7898426aadad767cb27271e1_55)] | | | [removed: [25](#ib99fcdc0f9974e27ae6385e65b6d453e_55)] [added: [29](#i31ce341e7898426aadad767cb27271e1_55)] | | |
| [Item [removed: 3.](#ib99fcdc0f9974e27ae6385e65b6d453e_58)] [added: 3.](#i31ce341e7898426aadad767cb27271e1_58)] | | | [Legal [removed: Proceedings](#ib99fcdc0f9974e27ae6385e65b6d453e_58)] [added: Proceedings](#i31ce341e7898426aadad767cb27271e1_58)] | | | [removed: [27](#ib99fcdc0f9974e27ae6385e65b6d453e_58)] [added: [30](#i31ce341e7898426aadad767cb27271e1_58)] | | |
| [Item [removed: 4.](#ib99fcdc0f9974e27ae6385e65b6d453e_61)] [added: 4.](#i31ce341e7898426aadad767cb27271e1_61)] | | | [Mine Safety [removed: Disclosures](#ib99fcdc0f9974e27ae6385e65b6d453e_61)] [added: Disclosures](#i31ce341e7898426aadad767cb27271e1_61)] | | | [removed: [27](#ib99fcdc0f9974e27ae6385e65b6d453e_61)] [added: [30](#i31ce341e7898426aadad767cb27271e1_61)] | | |
| [Item [removed: 5.](#ib99fcdc0f9974e27ae6385e65b6d453e_67)] [added: 5.](#i31ce341e7898426aadad767cb27271e1_67)] | | | [Market for the Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity [removed: Securities](#ib99fcdc0f9974e27ae6385e65b6d453e_67)] [added: Securities](#i31ce341e7898426aadad767cb27271e1_67)] | | | [removed: [28](#ib99fcdc0f9974e27ae6385e65b6d453e_67)] [added: [31](#i31ce341e7898426aadad767cb27271e1_67)] | | |
| [Item [removed: 6.](#ib99fcdc0f9974e27ae6385e65b6d453e_70)] [added: 6.](#i31ce341e7898426aadad767cb27271e1_70)] | | | [removed: [Reserved](#ib99fcdc0f9974e27ae6385e65b6d453e_70)] [added: [Reserved](#i31ce341e7898426aadad767cb27271e1_70)] | | | [removed: [29](#ib99fcdc0f9974e27ae6385e65b6d453e_70)] [added: [32](#i31ce341e7898426aadad767cb27271e1_70)] | | |
| [Item [removed: 7.](#ib99fcdc0f9974e27ae6385e65b6d453e_73)] [added: 7.](#i31ce341e7898426aadad767cb27271e1_73)] | | | [Management’s Discussion and Analysis of Financial Condition and Results of [removed: Operations](#ib99fcdc0f9974e27ae6385e65b6d453e_73)] [added: Operations](#i31ce341e7898426aadad767cb27271e1_73)] | | | [removed: [30](#ib99fcdc0f9974e27ae6385e65b6d453e_73)] [added: [33](#i31ce341e7898426aadad767cb27271e1_73)] | | |
| [Item [removed: 7A.](#ib99fcdc0f9974e27ae6385e65b6d453e_91)] [added: 7A.](#i31ce341e7898426aadad767cb27271e1_91)] | | | [Quantitative and Qualitative Disclosures About Market [removed: Risk](#ib99fcdc0f9974e27ae6385e65b6d453e_91)] [added: Risk](#i31ce341e7898426aadad767cb27271e1_91)] | | | [removed: [51](#ib99fcdc0f9974e27ae6385e65b6d453e_91)] [added: [54](#i31ce341e7898426aadad767cb27271e1_91)] | | |
| [Item [removed: 8.](#ib99fcdc0f9974e27ae6385e65b6d453e_94)] [added: 8.](#i31ce341e7898426aadad767cb27271e1_94)] | | | [Financial Statements and Supplementary [removed: Data](#ib99fcdc0f9974e27ae6385e65b6d453e_94)] [added: Data](#i31ce341e7898426aadad767cb27271e1_94)] | | | [removed: [52](#ib99fcdc0f9974e27ae6385e65b6d453e_94)] [added: [55](#i31ce341e7898426aadad767cb27271e1_94)] | | |
| [Item [removed: 9.](#ib99fcdc0f9974e27ae6385e65b6d453e_187)] [added: 9.](#i31ce341e7898426aadad767cb27271e1_187)] | | | [Changes in and Disagreements with Accountants on Accounting and Financial [removed: Disclosure](#ib99fcdc0f9974e27ae6385e65b6d453e_187)] [added: Disclosure](#i31ce341e7898426aadad767cb27271e1_187)] | | | [removed: [99](#ib99fcdc0f9974e27ae6385e65b6d453e_187)] [added: [104](#i31ce341e7898426aadad767cb27271e1_187)] | | |
| [Item [removed: 9A.](#ib99fcdc0f9974e27ae6385e65b6d453e_190)] [added: 9A.](#i31ce341e7898426aadad767cb27271e1_190)] | | | [Controls and [removed: Procedures](#ib99fcdc0f9974e27ae6385e65b6d453e_190)] [added: Procedures](#i31ce341e7898426aadad767cb27271e1_190)] | | | [removed: [99](#ib99fcdc0f9974e27ae6385e65b6d453e_190)] [added: [104](#i31ce341e7898426aadad767cb27271e1_190)] | | |
| [Item [removed: 9B.](#ib99fcdc0f9974e27ae6385e65b6d453e_193)] [added: 9B.](#i31ce341e7898426aadad767cb27271e1_193)] | | | [Other [removed: Information](#ib99fcdc0f9974e27ae6385e65b6d453e_193)] [added: Information](#i31ce341e7898426aadad767cb27271e1_193)] | | | [removed: [99](#ib99fcdc0f9974e27ae6385e65b6d453e_193)] [added: [104](#i31ce341e7898426aadad767cb27271e1_193)] | | |
| [PART [removed: III](#ib99fcdc0f9974e27ae6385e65b6d453e_196)] [added: III](#i31ce341e7898426aadad767cb27271e1_196)] | | | | | | | | |
| [Item [removed: 10.](#ib99fcdc0f9974e27ae6385e65b6d453e_199)] [added: 10.](#i31ce341e7898426aadad767cb27271e1_199)] | | | [Directors, Executive Officers and Corporate [removed: Governance](#ib99fcdc0f9974e27ae6385e65b6d453e_199)] [added: Governance](#i31ce341e7898426aadad767cb27271e1_199)] | | | [removed: [100](#ib99fcdc0f9974e27ae6385e65b6d453e_199)] [added: [106](#i31ce341e7898426aadad767cb27271e1_199)] | | |
| [Item [removed: 11.](#ib99fcdc0f9974e27ae6385e65b6d453e_202)] [added: 11.](#i31ce341e7898426aadad767cb27271e1_202)] | | | [Executive [removed: Compensation](#ib99fcdc0f9974e27ae6385e65b6d453e_202)] [added: Compensation](#i31ce341e7898426aadad767cb27271e1_202)] | | | [removed: [101](#ib99fcdc0f9974e27ae6385e65b6d453e_202)] [added: [107](#i31ce341e7898426aadad767cb27271e1_202)] | | |
| [Item [removed: 12.](#ib99fcdc0f9974e27ae6385e65b6d453e_205)] [added: 12.](#i31ce341e7898426aadad767cb27271e1_205)] | | | [Security Ownership of Certain Beneficial Owners and Management and Related Stockholder [removed: Matters](#ib99fcdc0f9974e27ae6385e65b6d453e_205)] [added: Matters](#i31ce341e7898426aadad767cb27271e1_205)] | | | [removed: [101](#ib99fcdc0f9974e27ae6385e65b6d453e_205)] [added: [107](#i31ce341e7898426aadad767cb27271e1_205)] | | |
| [Item [removed: 13.](#ib99fcdc0f9974e27ae6385e65b6d453e_208)] [added: 13.](#i31ce341e7898426aadad767cb27271e1_208)] | | | [Certain Relationships and Related [removed: Transactions, and] [added: Transactions](#i31ce341e7898426aadad767cb27271e1_208) [](#i31ce341e7898426aadad767cb27271e1_208)[and] Director [removed: Independence](#ib99fcdc0f9974e27ae6385e65b6d453e_208)] [added: Independence](#i31ce341e7898426aadad767cb27271e1_208)] | | | [removed: [101](#ib99fcdc0f9974e27ae6385e65b6d453e_208)] [added: [107](#i31ce341e7898426aadad767cb27271e1_208)] | | |
| [Item [removed: 14.](#ib99fcdc0f9974e27ae6385e65b6d453e_211)] [added: 14.](#i31ce341e7898426aadad767cb27271e1_211)] | | | [Principal Accountant Fees and [removed: Services](#ib99fcdc0f9974e27ae6385e65b6d453e_211)] [added: Services](#i31ce341e7898426aadad767cb27271e1_211)] | | | [removed: [101](#ib99fcdc0f9974e27ae6385e65b6d453e_211)] [added: [108](#i31ce341e7898426aadad767cb27271e1_211)] | | |
| [PART [removed: IV.](#ib99fcdc0f9974e27ae6385e65b6d453e_214)] [added: IV.](#i31ce341e7898426aadad767cb27271e1_214)] | | | | | | | | |
| [Item [removed: 15.](#ib99fcdc0f9974e27ae6385e65b6d453e_217)] [added: 15.](#i31ce341e7898426aadad767cb27271e1_217)] | | | [Exhibits and Financial Statement [removed: Schedules](#ib99fcdc0f9974e27ae6385e65b6d453e_217)] [added: Schedules](#i31ce341e7898426aadad767cb27271e1_217)] | | | [removed: [102](#ib99fcdc0f9974e27ae6385e65b6d453e_217)] [added: [109](#i31ce341e7898426aadad767cb27271e1_217)] | | |
| [Item [removed: 16.](#ib99fcdc0f9974e27ae6385e65b6d453e_220)] [added: 16.](#i31ce341e7898426aadad767cb27271e1_220)] | | | [Form 10-K [removed: Summary](#ib99fcdc0f9974e27ae6385e65b6d453e_220)] [added: Summary](#i31ce341e7898426aadad767cb27271e1_220)] | | | [removed: [105](#ib99fcdc0f9974e27ae6385e65b6d453e_220)] [added: [112](#i31ce341e7898426aadad767cb27271e1_220)] | | |
If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of the registrant included in the filing reflect the correction of an error to previously issues financial statements.
Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-based compensation received by any of the registrant's executive officers during the relevant recovery period pursuant to §240.10D-1(b).
| [PART I](#i31ce341e7898426aadad767cb27271e1_10) | | | | | | | | |
| [I](#i31ce341e7898426aadad767cb27271e1_2194)[tem 1C](#i31ce341e7898426aadad767cb27271e1_2194)[.](#i31ce341e7898426aadad767cb27271e1_2194) | | | [C](#i31ce341e7898426aadad767cb27271e1_2194)[yber](#i31ce341e7898426aadad767cb27271e1_2194)[s](#i31ce341e7898426aadad767cb27271e1_2194)[ecurity](#i31ce341e7898426aadad767cb27271e1_2194) | | | [26](#i31ce341e7898426aadad767cb27271e1_2194) | | |
| [PART II](#i31ce341e7898426aadad767cb27271e1_64) | | | | | | | | |
| | | | [Signatures](#i31ce341e7898426aadad767cb27271e1_223) | | | [113](#i31ce341e7898426aadad767cb27271e1_223) | | |
| [PART I](#ib99fcdc0f9974e27ae6385e65b6d453e_10) | | | | | | | | |
| [PART II](#ib99fcdc0f9974e27ae6385e65b6d453e_64) | | | | | | | | |
| | | | [Signatures](#ib99fcdc0f9974e27ae6385e65b6d453e_223) | | | [106](#ib99fcdc0f9974e27ae6385e65b6d453e_223) | | |
Item 1C. CYBERSECURITY
0 rewritten, 97 added, 0 removed, 0 unchanged
New section this year
Risk Management and Strategy
We are a global data, analytics and technology company.
In the ordinary course of business, we collect, process, transmit and store sensitive data, including intellectual property, proprietary business information and personal information of consumers, employees and strategic partners.
The secure operation of our information technology networks and systems, and of the processing and maintenance of this information, is critical to our business operations and strategy.
Equifax has invested significantly to develop and maintain an information security program with processes, technology and controls to protect the information, systems and resources of the Company.
We have a Security team operating under the leadership of our Chief Information Security Officer (“CISO”), including approximately 400 cybersecurity professionals.
The key elements of our information security program, including our cybersecurity risk management strategy, are described below.
*Security Controls Framework*
Equifax has implemented a unified security and privacy controls framework as our primary mechanism to establish strategic priorities related to cybersecurity, assess cybersecurity risk across the enterprise, comply with regulatory requirements and enhance security program maturity.
Our unified security and privacy controls framework is based upon the National Institute of Standards and Technology's Cybersecurity Framework (NIST CSF) and Privacy Framework (NIST PF).
*Cybersecurity Incident Detection and Response Process*
Our information security program is based on five key functions as set forth in the NIST CSF: (i) identify; (ii) protect; (iii) detect; (iv) respond; and (v) recover.
As part of that program, we maintain an incident detection and response process that is designed to ensure we appropriately identify, investigate, respond to, and recover from, cybersecurity incidents in order to protect our information, systems and resources.
As part of our process, we maintain operational plans for incident response and recovery activities.
We regularly review our incident response process and conduct multiple incident response exercises each year, including sessions with management, to test and assess our preparedness to respond to a cybersecurity incident.
As part of our incident detection and response process, we have established internal teams to investigate and escalate notification of cybersecurity incidents.
Pursuant to this process, cybersecurity incidents are reported to appropriate personnel within Equifax (including the CISO and the CEO) and to the Board of Directors based on incident severity.
We track incidents through resolution, conduct post-incident analysis and update our processes and procedures if areas for improvement are identified.
On a monthly basis, a summary of prior period cybersecurity investigation escalations is reviewed by management, including our head of Internal Audit, our CISO, our Chief Financial Officer and our Chief Legal Officer.
To inform our incident detection and response process, our cyber intelligence operations team regularly performs exercises to simulate real threat scenarios that would be carried out by a perpetrator by utilizing the actual tools and methodologies that would be deployed in such an attack (so called “red team” activities).
*Risk Management*
*•Cybersecurity Incorporated into Enterprise Risk Management Program.* We have implemented an enterprise risk management (“ERM”) program that operates under the leadership of our Chief Privacy and Compliance Officer.
Each business unit and corporate support unit has primary responsibility for assessing and mitigating risks within its respective areas of responsibility, and the ERM team is responsible for oversight and reporting to management and the Board.
Under our ERM program, we conduct an annual enterprise risk assessment, which produces an enterprise risk scorecard.
Cybersecurity is one of nine primary risk categories identified within the scorecard.
The cybersecurity risk rating is based on a detailed enterprise security risk assessment performed by the Security team.
The enterprise risk scorecard is reviewed with management and the Board of Directors on an annual basis.
*•Security Risk Assessment.* The Security team performs an annual enterprise security risk assessment of the information security program that is provided to management, the Board of Directors and other relevant parties.
The security risk assessment provides a detailed understanding of the information security program in order to inform decisions and support risk response.
The security risk assessment process evaluates the program’s control domains through various analyses and testing methods to determine the overall level of risk present within the environment over the period evaluated.
The risk assessment identifies risks and considers observations from multiple business process- and system-level assessments.
We leverage NIST guidance to inform our process for conducting the security risk assessment.
The risk management program and processes can be described in four steps: (i) frame risk; (ii) assess risk; (iii) respond to risk; and (iv) monitor risk.
*•Third Party Risk Management.* We have a governance process in place to oversee our third-party vendors who have access to our network or who hold or store personal information on our behalf (“risk vendors”).
Our risk vendor contracts contain provisions requiring our suppliers to maintain a program that meets our information security standards.
We periodically assess risk vendor compliance with our information security program requirements.
One such requirement is the obligation that our risk vendors must notify Equifax within a designated time period upon identifying certain cybersecurity events.
*•M&A Due Diligence and Integration Process.* Our Security team has implemented a due diligence and integration process for entities we acquire through mergers and acquisitions (“M&A”).
This process is designed to protect our information systems, align acquired entities with our security controls, and comply with applicable legal and regulatory requirements, without interrupting critical business processes.
Our M&A security integration status is reported regularly to management and the Technology Committee and annually to the Board of Directors.
An excerpt. Shown here: all 0 rewritten, 40 of 97 added and all 0 removed. The counts are complete. For every sentence, read Item 1C. CYBERSECURITY in the FY2023 filing.
Item 2. PROPERTIES
2 rewritten, 0 added, 1 removed, 5 unchanged
We ordinarily lease office space for conducting our business and are [added: obligated under approximately 55 leases and other rental arrangements for our field locations.]
We owned [removed: 6] [added: 5] office buildings at December 31, [removed: 2022,] [added: 2023,] including our executive offices, one campus which houses our Alpharetta, Georgia technology center, a building utilized by our Workforce Solutions operations located in St. Louis, Missouri, as well as two buildings utilized by our Latin America operations.
obligated under approximately 60 leases and other rental arrangements for our field locations.
Item 5. MARKET FOR THE REGISTRANT’S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES
13 rewritten, 3 added, 3 removed, 12 unchanged
Equifax’s common stock is traded on the New York Stock Exchange under the symbol “EFX.” As of January 31, [removed: 2023,] [added: 2024,] Equifax had approximately [removed: 2,625] [added: 2,494] holders of record; however, Equifax believes the number of beneficial owners of common stock exceeds this number.
[removed: ][added: ]
| | | | Initial | | | | | | [removed: 2018] [added: 2019] | | | | | | [removed: 2019] [added: 2020] | | | | | | [removed: 2020] [added: 2021] | | | | | | [removed: 2021] [added: 2022] | | | | | | [removed: 2022] [added: 2023] | | |
The table below contains information with respect to purchases made by or on behalf of Equifax of its common stock during the fourth quarter ended December 31, [removed: 2022:][added: 2023:]
| October 1 - October 31, [removed: 2022] [added: 2023] | | | | | | [removed: 930] [added: 914] | | | | | | $ | — | | | | | — | | | | | | $ | 520,168,924 | |
| November 1 - November 30, [removed: 2022] [added: 2023] | | | | | | [removed: 3,641] [added: 18,716] | | | | | | $ | — | | | | | — | | | | | | $ | 520,168,924 | |
| December 1 - December 31, [removed: 2022] [added: 2023] | | | | | | [removed: 369] [added: 8,763] | | | | | | $ | — | | | | | — | | | | | | $ | 520,168,924 | |
| Total | | | | | | [removed: 4,940] [added: 28,393] | | | | | | $ | — | | | | | — | | | | | | $ | 520,168,924 | |
(1) The total number of shares purchased includes, if applicable: (a) shares purchased pursuant to our publicly-announced share repurchase [removed: program, or Program;] [added: program (the "Repurchase Program");] and (b) shares surrendered, or deemed surrendered, in satisfaction of the exercise price and/or to satisfy tax withholding obligations in connection with the exercise of employee stock options and vesting of restricted stock, totaling [removed: 930] [added: 914] shares for the month of October [removed: 2022, 3,641] [added: 2023, 18,716] shares for the month of November [removed: 2022] [added: 2023] and [removed: 369] [added: 8,763] shares for the month of December [removed: 2022.][added: 2023.]
(2) Average price paid per share for shares purchased as part of [removed: our] [added: the Repurchase] Program (includes brokerage commissions).
(3) We purchased no common shares during the twelve months ended December 31, [removed: 2022.][added: 2023.]
At December 31, [removed: 2022,] [added: 2023,] the amount authorized for future share repurchases under the [added: Repurchase] Program was $520.2 million.
Information relating to compensation plans under which the Company’s equity securities are authorized for issuance will be included in the section captioned “Equity Compensation Plan Information” in our [removed: 2023] [added: 2024] Proxy Statement and is incorporated herein by reference.
| Equifax Inc. | | | 100.00 | | | | | | 150.46 | | | | | | 207.07 | | | | | | 314.39 | | | | | | 208.70 | | | | | | 265.53 | | |
| S&P 500 Index | | | 100.00 | | | | | | 128.88 | | | | | | 149.83 | | | | | | 190.13 | | | | | | 153.16 | | | | | | 190.27 | | |
| S&P 500 Banks Index (Industry Group) | | | 100.00 | | | | | | 126.77 | | | | | | 111.79 | | | | | | 146.34 | | | | | | 121.83 | | | | | | 123.96 | | |
| Equifax Inc. | | | 100.00 | | | | | | 75.54 | | | | | | 115.06 | | | | | | 159.93 | | | | | | 244.44 | | | | | | 163.56 | | |
| S&P 500 Index | | | 100.00 | | | | | | 90.44 | | | | | | 118.91 | | | | | | 140.79 | | | | | | 181.21 | | | | | | 148.39 | | |
| S&P 500 Banks Index (Industry Group) | | | 100.00 | | | | | | 74.44 | | | | | | 94.37 | | | | | | 83.22 | | | | | | 108.94 | | | | | | 90.69 | | |
Item 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA
623 rewritten, 252 added, 146 removed, 860 unchanged
| [Report of Independent Registered Public Accounting Firm on Internal Control over Financial [removed: Reporting](#ib99fcdc0f9974e27ae6385e65b6d453e_97)] [added: Reporting](#i31ce341e7898426aadad767cb27271e1_97)] | | | [removed: [53](#ib99fcdc0f9974e27ae6385e65b6d453e_97)] [added: [56](#i31ce341e7898426aadad767cb27271e1_97)] | | |
| [Report of Independent Registered Public Accounting [removed: Firm](#ib99fcdc0f9974e27ae6385e65b6d453e_100)] [added: Firm](#i31ce341e7898426aadad767cb27271e1_100)] (PCAOB ID: 42) | | | [removed: [54](#ib99fcdc0f9974e27ae6385e65b6d453e_100)] [added: [57](#i31ce341e7898426aadad767cb27271e1_100)] | | |
| [Consolidated Statements of [removed: Income](#ib99fcdc0f9974e27ae6385e65b6d453e_103) [for] [added: Income for] each of the three years in the period ended December 31, [removed: 2022](#ib99fcdc0f9974e27ae6385e65b6d453e_103)] [added: 202](#i31ce341e7898426aadad767cb27271e1_103)[3](#i31ce341e7898426aadad767cb27271e1_103)] | | | [removed: [56](#ib99fcdc0f9974e27ae6385e65b6d453e_103)] [added: [59](#i31ce341e7898426aadad767cb27271e1_103)] | | |
| [Consolidated Statements of Comprehensive [removed: Income](#ib99fcdc0f9974e27ae6385e65b6d453e_106) [for] [added: Income for] each of the three years in the period ended December 31, [removed: 2022](#ib99fcdc0f9974e27ae6385e65b6d453e_106)] [added: 202](#i31ce341e7898426aadad767cb27271e1_106)[3](#i31ce341e7898426aadad767cb27271e1_106)] | | | [removed: [57](#ib99fcdc0f9974e27ae6385e65b6d453e_106)] [added: [60](#i31ce341e7898426aadad767cb27271e1_106)] | | |
| [Consolidated Balance Sheets at December 31, [removed: 2022 and 2021](#ib99fcdc0f9974e27ae6385e65b6d453e_109)] [added: 202](#i31ce341e7898426aadad767cb27271e1_109)[3](#i31ce341e7898426aadad767cb27271e1_109) [a](#i31ce341e7898426aadad767cb27271e1_109)[nd 2022](#i31ce341e7898426aadad767cb27271e1_109)] | | | [removed: [58](#ib99fcdc0f9974e27ae6385e65b6d453e_109)] [added: [61](#i31ce341e7898426aadad767cb27271e1_109)] | | |
| [Consolidated Statements of Cash Flows for each of the three years in the period ended December 31, [removed: 2022](#ib99fcdc0f9974e27ae6385e65b6d453e_112)] [added: 202](#i31ce341e7898426aadad767cb27271e1_112)[3](#i31ce341e7898426aadad767cb27271e1_112)] | | | [removed: [59](#ib99fcdc0f9974e27ae6385e65b6d453e_112)] [added: [62](#i31ce341e7898426aadad767cb27271e1_112)] | | |
| [Consolidated Statements of Shareholders’ Equity and Accumulated Other Comprehensive Loss for each of the three years in the period ended December 31, [removed: 2022](#ib99fcdc0f9974e27ae6385e65b6d453e_115)] [added: 202](#i31ce341e7898426aadad767cb27271e1_115)[3](#i31ce341e7898426aadad767cb27271e1_115)] | | | [removed: [60](#ib99fcdc0f9974e27ae6385e65b6d453e_115)] [added: [63](#i31ce341e7898426aadad767cb27271e1_115)] | | |
| [Notes to Consolidated Financial [removed: Statements](#ib99fcdc0f9974e27ae6385e65b6d453e_121)] [added: Statements](#i31ce341e7898426aadad767cb27271e1_121)] | | | [removed: [62](#ib99fcdc0f9974e27ae6385e65b6d453e_121)] [added: [65](#i31ce341e7898426aadad767cb27271e1_121)] | | |
We have audited Equifax Inc.’s internal control over financial reporting as of December 31, [removed: 2022,] [added: 2023,] based on criteria established in Internal Control—Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (“2013 framework”) (the COSO criteria).
In our opinion, Equifax Inc. (the Company) maintained, in all material respects, effective internal control over financial reporting as of December 31, [removed: 2022,] [added: 2023,] based on the COSO criteria.
We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the consolidated balance sheets of the Company as of December 31, [removed: 2022] [added: 2023] and [removed: 2021,] [added: 2022,] the related consolidated statements of income, comprehensive income, cash [removed: flows,] [added: flows] and shareholders’ equity and accumulated other comprehensive loss for each of the three years in the period ended December 31, [removed: 2022,] [added: 2023,] and the related notes and financial statement schedule listed in the Index at Item 15(a)(2) and our report dated February [removed: 23, 2023] [added: 22, 2024] expressed an unqualified opinion thereon.
[removed: February 23, 2023][added: | | | | | | | 2023 | | | | | | | | |]
We have audited the accompanying consolidated balance sheets of Equifax Inc. (the Company) as of December 31, [removed: 2022] [added: 2023] and [removed: 2021,] [added: 2022,] the related consolidated statements of income, comprehensive income, cash flows, and shareholders’ equity and accumulated other comprehensive loss for each of the three years in the period ended December 31, [removed: 2022,] [added: 2023,] and the related notes and financial statement schedule listed in the Index at Item 15(a)(2) (collectively referred to as the “consolidated financial statements”).
In our opinion, the consolidated financial statements present fairly, in all material respects, the financial position of the Company at December 31, [removed: 2022] [added: 2023] and [removed: 2021,] [added: 2022,] and the results of its operations and its cash flows for each of the three years in the period ended December 31, [removed: 2022,] [added: 2023,] in conformity with U.S. generally accepted accounting principles.
We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the Company's internal control over financial reporting as of December 31, [removed: 2022,] [added: 2023,] based on criteria established in Internal Control-Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (2013 framework) and our report dated February [removed: 23, 2023] [added: 22, 2024] expressed an unqualified opinion thereon.
The critical audit matter communicated below is a matter arising from the current period audit of the consolidated financial statements that was communicated or required to be communicated to the audit committee and that: (1) relates to accounts or disclosures that are material to the consolidated financial statements and (2) involved our especially challenging, [removed: subjective,] [added: subjective] or complex judgments.
| *Description of the Matter* | | | At December 31, [removed: 2022,] [added: 2023,] the Company’s goodwill was [removed: $6.4] [added: $6.8] billion and the goodwill attributed to the Asia Pacific reporting unit was $1.4 billion. As discussed in Note 4 of the consolidated financial statements, goodwill is tested for impairment at least annually at the reporting unit level. The Company’s goodwill is initially assigned to its reporting units as of the acquisition date. The Company determined that a quantitative impairment test was required for the Asia Pacific reporting unit. Therefore, the Company determined the fair value of this reporting unit as of [removed: September 30, 2022,] the annual goodwill impairment testing date. | | |
| | | | In relation to the limited excess fair value of the Asia Pacific reporting unit over the carrying value of the net assets of the reporting unit, auditing management’s annual goodwill impairment test for the Asia Pacific reporting unit required judgement due to the estimation required in determining the fair value of the reporting unit. In particular, the fair value estimate was sensitive to significant assumptions such as the revenue growth rate [added: and the projected EBITDA margins] for certain businesses, [removed: projected EBITDA margins,] long-term growth rate, and weighted average cost of capital, which are affected by expectations about future market or economic conditions and the economic performance of the Asia Pacific reporting unit. | | |
| *(In millions, except per share amounts)* | | | [removed: 2022] [added: 2023] | | | | | | [removed: 2021] [added: 2022] | | | | | | [removed: 2020] [added: 2021] | | |
| Operating revenue | | | $ | [removed: 5,122.2] [added: 5,265.2] | | | | | $ | [removed: 4,923.9] [added: 5,122.2] | | | | | $ | [removed: 4,127.5] [added: 4,923.9] | |
| Cost of services (exclusive of depreciation and amortization below) | | | [removed: 2,177.2] [added: 2,335.1] | | | | | | [removed: 1,980.9] [added: 2,177.2] | | | | | | [removed: 1,737.4] [added: 1,980.9] | | |
| Selling, general and administrative expenses | | | [removed: 1,328.9] [added: 1,385.7] | | | | | | [removed: 1,324.6] [added: 1,328.9] | | | | | | [removed: 1,322.5] [added: 1,324.6] | | |
| Depreciation and amortization | | | [removed: 560.1] [added: 610.8] | | | | | | [removed: 480.4] [added: 560.1] | | | | | | [removed: 391.0] [added: 480.4] | | |
| Total operating expenses | | | [removed: 4,066.2] [added: 4,331.6] | | | | | | [removed: 3,785.9] [added: 4,066.2] | | | | | | [removed: 3,450.9] [added: 3,785.9] | | |
| Operating income | | | [removed: 1,056.0] [added: 933.6] | | | | | | [removed: 1,138.0] [added: 1,056.0] | | | | | | [removed: 676.6] [added: 1,138.0] | | |
| Interest expense | | | [removed: (183.0)] [added: (241.4)] | | | | | | [removed: (145.6)] [added: (183.0)] | | | | | | [removed: (141.6)] [added: (145.6)] | | |
| Other income (expense), net | | | [removed: 56.7] [added: 25.7] | | | | | | [removed: (43.2)] [added: 56.7] | | | | | | [removed: 150.2] [added: (43.2)] | | |
| Consolidated income before income taxes | | | [removed: 929.7] [added: 717.9] | | | | | | [removed: 949.2] [added: 929.7] | | | | | | [removed: 685.2] [added: 949.2] | | |
| Provision for income taxes | | | [removed: (229.5)] [added: (166.2)] | | | | | | [removed: (200.7)] [added: (229.5)] | | | | | | [removed: (159.0)] [added: (200.7)] | | |
| Consolidated net income | | | [removed: 700.2] [added: 551.7] | | | | | | [removed: 748.5] [added: 700.2] | | | | | | [removed: 526.2] [added: 748.5] | | |
| Less: Net income attributable to noncontrolling interests including redeemable noncontrolling interests | | | [removed: (4.0)] [added: (6.4)] | | | | | | [removed: (4.3)] [added: (4.0)] | | | | | | [removed: (6.1)] [added: (4.3)] | | |
| Net income attributable to Equifax | | | $ | [removed: 696.2] [added: 545.3] | | | | | $ | [removed: 744.2] [added: 696.2] | | | | | $ | [removed: 520.1] [added: 744.2] | |
| Net income attributable to Equifax | | | $ | [removed: 5.69] [added: 4.44] | | | | | $ | [removed: 6.11] [added: 5.69] | | | | | $ | [removed: 4.28] [added: 6.11] | |
| Weighted-average shares used in computing basic earnings per share | | | [removed: 122.4] [added: 122.9] | | | | | | [removed: 121.9] [added: 122.4] | | | | | | [removed: 121.5] [added: 121.9] | | |
| Net income attributable to Equifax | | | $ | [removed: 5.65] [added: 4.40] | | | | | $ | [removed: 6.02] [added: 5.65] | | | | | $ | [removed: 4.24] [added: 6.02] | |
| Weighted-average shares used in computing diluted earnings per share | | | [removed: 123.3] [added: 123.9] | | | | | | [removed: 123.6] [added: 123.3] | | | | | | [removed: 122.8] [added: 123.6] | | |
| | | | 2022 | | | | | | | | | | | | [removed: | | | | | |] 2021 | | | | | | | | | [removed: | | | | | | | | | 2020 | | | | | | | | | | | | | | |]
| | | | Equifax Shareholders | | | | | | Noncontrolling [added: Interests including Redeemable Noncontrolling] Interests | | | | | | Total | | | | | | Equifax Shareholders | | | | | | Noncontrolling [added: Interests including Redeemable Noncontrolling] Interests | | | | | | Total | | | | | | Equifax Shareholders | | | | | | Noncontrolling [added: Interests including Redeemable Noncontrolling] Interests | | | | | | Total | | |
| Net income | | | $ | [removed: 696.2] [added: 545.3] | | | | | $ | [removed: 4.0] [added: 6.4] | | | | | $ | [removed: 700.2] [added: 551.7] | | | | | $ | [removed: 744.2] [added: 696.2] | | | | | $ | [removed: 4.3] [added: 4.0] | | | | | $ | [removed: 748.5] [added: 700.2] | | | | | $ | [removed: 520.1] [added: 744.2] | | | | | $ | [removed: 6.1] [added: 4.3] | | | | | $ | [removed: 526.2] [added: 748.5] | |
| Other comprehensive [removed: (loss) income:] [added: income (loss):] | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
February 22, 2024
February 22, 2024
| Noncontrolling interests | | | 18.3 | | | | | | 16.8 | | |
| Net income | | | — | | | | | | — | | | | | | — | | | | | | 545.3 | | | | | | — | | | | | | — | | | | | | — | | | | | | 4.9 | | | | | | 550.2 | | |
| Other comprehensive income (loss) | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | 42.5 | | | | | | — | | | | | | — | | | | | | (0.5) | | | | | | 42.0 | | |
| Shares issued in acquisition of Boa Vista Serviços | | | 0.5 | | | | | | — | | | | | | 75.3 | | | | | | — | | | | | | — | | | | | | 19.3 | | | | | | — | | | | | | — | | | | | | 94.6 | | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Balance, December 31, 2023 | | | 123.3 | | | | | | $ | 236.6 | | | | | $ | 1,761.3 | | | | | $ | 5,608.6 | | | | | $ | (431.2) | | | | | $ | (2,635.3) | | | | | $ | (5.9) | | | | | $ | 18.3 | | | | | $ | 4,552.4 | |
On August 7, 2023, we purchased the remaining interest in our equity investment in a consumer and commercial credit information company in Brazil.
| 1 to 3 years | | | | | | 33.2 | | |
| 3 to 5 years | | | | | | 15.0 | | |
| Thereafter | | | | | | 20.1 | | |
When employees are identified as retirement eligible and are not required to render additional services to receive the award, the associated expense is recorded at the time of grant.
| | | | | | | 2023 | | | | | | 2022 | | |
During the fourth quarter of 2023, the Company voluntarily changed its goodwill and indefinite-lived intangible asset annual impairment test date from September 30 to December 1.
Refer to Note 4 for further information.
Under the income approach, we calculate the fair value of a reporting unit based on estimated future discounted cash flows which require assumptions about short and long-term revenue growth rates, operating margins for the reporting unit, discount rates, foreign currency exchange rates and estimates of capital expenditures.
During the fourth quarter of 2023, the Company voluntarily changed its goodwill and indefinite-lived intangible asset annual impairment test date from September 30 to December 1.
Refer to Note 4 for further information.
On August 7, 2023, we purchased the remaining interest of our equity investment in Boa Vista Serviços S.A. ("BVS"), a consumer and commercial credit information bureau in Brazil.
The carrying value of the investment was adjusted to $88.9 million as of the close date, August 7, 2023 based on quoted market prices, resulting in a gain of $7.0 million for the twelve months December 31, 2023.
All gains or losses on this investment were recorded in Other Income (Expense), Net within the Consolidated Statements of Income.
During the second quarter of 2023, in addition to the BVS activity mentioned above, we sold our interest in a separate equity investment.
The overall sale proceeds exceeded the total carrying value of the investment, and we recorded a gain of $6.2 million in Other Income (Expense), Net within the Consolidated Statements of Income.
The overall sale proceeds exceeded the total carrying value of the investments, and we recorded a total gain of $27.5 million recorded in Other Income (Expense), Net within the Consolidated Statements of Income.
Other current liabilities also include accrued revenue share of $79.6 million and $71.3 million as of December 31, 2023 and 2022, respectively, which represents accruals for royalty costs associated with records utilized.
The cost approach estimates fair value based on determining the amount of money required to replace the asset with another asset with equivalent utility or future service capability.
This evaluation considers all relevant factors of the entity’s design,
Redeemable Noncontrolling Interest. As part of the merger consideration issued to complete the acquisition of BVS, we issued shares of one of our subsidiaries, Equifax do Brasil, thus resulting in a noncontrolling interest.
We recognized the noncontrolling interest at fair value at the date of acquisition.
These shares were issued with specific rights allowing the holders to sell the shares back to Equifax, at fair value during specified future time periods starting at the fifth anniversary and only when certain conditions exist.
Additionally, the shareholder agreements provide Equifax the right to buy the shares back at fair value at future dates beginning after the tenth anniversary of the acquisition, however Equifax is not required to execute this right at any point.
We determined the noncontrolling interest shareholder rights meet the requirements to be considered redeemable.
Currently, the noncontrolling interest is not redeemable but it is probable that it will become redeemable in the future.
The Company's redeemable noncontrolling interests activities for the year ended December 31, 2023 are summarized as follows:
| | | | | | | | | | | | | | | |
| | | | | | | Twelve Months Ended December 31, | | | | | | | | |
| Redeemable noncontrolling interests, beginning of period | | | | | | $ | — | | | | | | | |
| Fair value of the redeemable noncontrolling interest at the acquisition date | | | | | | 176.4 | | | | | | | | |
| Investment in unconsolidated affiliates, net | | | — | | | | | | — | | | | | | (10.0) | | |
| Other | | | — | | | | | | — | | | | | | 0.3 | | |
| Balance, December 31, 2019 | | | 121.2 | | | | | | $ | 236.6 | | | | | $ | 1,405.1 | | | | | $ | 3,854.6 | | | | | $ | (354.4) | | | | | $ | (2,557.4) | | | | | $ | (5.9) | | | | | $ | 44.3 | | | | | $ | 2,622.9 | |
| Net income | | | — | | | | | | — | | | | | | — | | | | | | 520.1 | | | | | | — | | | | | | — | | | | | | — | | | | | | 6.1 | | | | | | 526.2 | | |
| Other comprehensive income | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | 183.0 | | | | | | — | | | | | | — | | | | | | 1.2 | | | | | | 184.2 | | |
| Cumulative adjustment from change in accounting principle | | | — | | | | | | — | | | | | | — | | | | | | (0.4) | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | (0.4) | | |
| Purchase of noncontrolling interests | | | — | | | | | | — | | | | | | (5.1) | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | (3.9) | | | | | | (9.0) | | |
We previously had a joint venture in Russia that offered consumer credit services; however, during the third quarter of 2022, we completed the sale of this equity method investment.
| 1 to 3 years | | | | | | 35.4 | | |
| 3 to 5 years | | | | | | 16.9 | | |
| Thereafter | | | | | | 27.0 | | |
We record a
*Industrial Revenue Bonds.* Pursuant to the terms of certain industrial revenue bonds, we previously transferred title to certain of our fixed assets with total costs of $156.4 million as of December 31, 2021 to a local governmental authority in the U.S. to receive a property tax abatement related to economic development.
As of December 31, 2022, the title to these assets had reverted back to us upon the retirement of the applicable bonds.
These fixed assets are recognized in the Company’s Consolidated Balance Sheets as all risks and rewards remain with the Company.
value determination would be less than the current carrying amount of the reporting unit is not more likely than not.
Under the income approach, we calculate the fair value of a reporting unit based on estimated future discounted cash flows.
Other current liabilities includes accrued legal expense of $22.4 million and $373.6 million as of December 31, 2022 and 2021, respectively.
The accrued legal balance primarily consists of $5.7 million and $350.7 million accruals for losses associated with certain legal proceedings and investigations related to the 2017 cybersecurity incident that have not been paid as of December 31, 2022 and 2021, respectively.
We recorded foreign currency gains of $0.8 million and foreign currency losses of $0.5 million during the twelve months ended December 31, 2021 and 2020, respectively.
Additionally, due to the immaterial balance of the redeemable noncontrolling interest, we have elected to maintain the noncontrolling interest in permanent equity, rather than temporary equity, within our Consolidated Balance Sheet.
Adoption of New Accounting Standards. In June 2016, the FASB issued ASU No. 2016-13 “Financial Instruments-Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments” which requires the measurement and recognition of expected credit losses for financial assets held at amortized cost.
ASU 2016-13 replaces the existing incurred loss impairment model with an expected loss methodology, which will result in more timely recognition of credit losses.
As of January 1, 2020, we adopted the standard.
The adoption of the standard did not have a material impact on our consolidated financial statements with the most significant impact being the increase in allowance for doubtful accounts related to our trade accounts receivable.
The adoption adjustment was recorded to Retained Earnings as seen in the Consolidated Statements of Changes in Equity.
In January 2017, the FASB issued ASU 2017-04 “Simplifying the Test for Goodwill Impairment (Topic 350).” This standard eliminates Step 2 from the current goodwill impairment test, instead requiring an entity to recognize a goodwill impairment charge for the amount by which the reporting unit's carrying amount exceeds the reporting unit’s fair value.
This guidance is effective for interim and annual goodwill impairment tests in fiscal years beginning after December 15, 2019 with early adoption permitted.
This guidance must be applied on a prospective basis.
The adoption of this standard did not materially impact our consolidated financial statements or disclosures.
In August 2018, the FASB issued ASU No. 2018-13 “Fair Value Measurement (Topic 820): Disclosure Framework-Changes to the Disclosure Requirements for Fair Value Measurement” which eliminates, adds, and modifies certain disclosure requirements for fair value measurements as part of its disclosure framework project.
ASU 2018-13 is effective for all entities for fiscal years beginning after December 15, 2019, and interim periods therein, but entities are permitted to early adopt either the entire standard or only the provisions that eliminate or modify the requirements.
In August 2018, the FASB issued ASU No. 2018-14 “Compensation-Retirement Benefits-Defined Benefit Plans-General (Subtopic 715-20): Disclosure Framework-Changes to the Disclosure Requirements for Defined Benefit Plans” which requires minor changes to the disclosure requirements for employers that sponsor defined benefit pension and/or other postretirement benefit plans.
ASU 2018-14 is effective for fiscal years ending after December 15, 2020 and early adoption is permitted.
We have updated our disclosures in Note 9 to conform with the standard.
In August 2018, the FASB issued ASU No. 2018-15 “Intangibles-Goodwill and Other-Internal-Use Software (Subtopic 350-40): Customer’s Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement That is a Service Contract.” ASU 2018-15 requires that issuers follow the internal-use software guidance in Accounting Standards Codification (ASC) 350-40 to determine which costs to capitalize as assets or expense as incurred.
The ASC 350-40 guidance requires that certain costs incurred during the application development stage be capitalized and other costs incurred during the preliminary project and post-implementation stages be expensed as they are incurred.
ASU 2018-15 is effective for fiscal years beginning after December 15, 2019 and interim periods therein.
These acquisitions expand the Company's data assets and product offerings and broaden our geographic footprint.
These acquisitions expand the Company's data assets as well as product offerings.
An excerpt. Shown here: 40 of 623 rewritten, 40 of 252 added and 40 of 146 removed. The counts are complete. For every sentence, read Item 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA in the FY2023 filing and the FY2022 filing.
Item 9A. CONTROLS AND PROCEDURES
4 rewritten, 0 added, 0 removed, 14 unchanged
Our management assessed the effectiveness of Equifax’s internal control over financial reporting as of December 31, [removed: 2022] [added: 2023] using the criteria set forth by the Committee of Sponsoring Organizations of the Treadway Commission (COSO) in Internal Control-Integrated Framework (2013 Framework).
Based on this assessment using those criteria, our management concluded that, as of December 31, [removed: 2022,] [added: 2023,] Equifax’s internal control over financial reporting was effective.
The effectiveness of Equifax’s internal control over financial reporting as of December 31, [removed: 2022] [added: 2023] has been audited by Ernst & Young LLP, Equifax’s independent registered public accounting firm, as stated in their report, which appears in “Item 8.
Financial Statements and Supplementary Data” of this Form 10-K on page [removed: 52.][added: 56.]
Item 9B. OTHER INFORMATION
0 rewritten, 8 added, 1 removed, 1 unchanged
Rule 10b5-1 Trading Plans of Directors and Executive Officers
The following table describes any contracts, instructions or written plans for the sale or purchase of Equifax securities and intended to satisfy the affirmative defense conditions of Rule 10b5-1(c) of the Exchange Act that were adopted by our directors and executive officers during the quarter ended December 31, 2023:
| | | | | | | | | | | | | | | | | | | | | |
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
| Name and Title | | | | | | Date of Adoption of Rule 10b5-1 Trading Plan | | | | | | Scheduled Expiration Date of Rule 10b5-1 Trading Plan(1) | | | | | | Aggregate Number of Securities to Be Purchased or Sold | | |
| Mark Begor, Chief Executive Officer | | | | | | 11/06/23 | | | | | | 11/18/24 | | | | | | Sale of up to 233,204 shares of common stock in multiple transactions | | |
(1) A trading plan may also expire on such earlier date that all transactions under the trading plan are completed.
During the quarter ended December 31, 2023, none of our directors or executive officers terminated a Rule 10b5-1 trading plan or adopted or terminated a non-Rule 10b5-1 trading arrangement (as defined in Item 408(c) of Regulation S-K).
None.
Item 10. DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE
12 rewritten, 11 added, 4 removed, 37 unchanged
Except for the information about our executive officers shown below, the information required by this Item 10 is incorporated herein by reference from the information contained in our Proxy Statement to be filed with the SEC in connection with the solicitation of proxies for our [removed: 2023] [added: 2024] Annual Meeting of Shareholders (the [removed: “2023] [added: “2024] Proxy Statement”) under the sections entitled “Proposal 1 Election of Directors,” “Section 16(a) Beneficial Ownership Reporting Compliance” and “Board Leadership and Corporate Governance—Committees of the Board of Directors.”
Begor [removed: (64)*] [added: (65)*] has been our Chief Executive Officer and a member of the Board of Directors since April 2018.
He currently serves on the board of directors of NCR [removed: Corporation.][added: Atleos Corp.]
*Sunil Bindal [removed: (48)*] [added: (49)*] has been our Executive Vice President, Chief Corporate Development Officer since October 2020.
*Carla Chaney [removed: (52)*] [added: (53)*] has been our Executive Vice President, Chief Human Resources Officer since April 2019.
*Jamil Farshchi [removed: (45)*] [added: (46)*] has been our Executive Vice President, Chief Information Security Officer since February [removed: 2018.][added: 2018 and our acting Chief Technology Officer since February 2024.]
Gamble, Jr. [removed: (60)*] [added: (61)*] has been our Executive Vice President, Chief Financial Officer and Chief Operations Officer since February 2021.
Houston [removed: (52)*] [added: (53)*] has been our Executive Vice President, Chief Strategy and Marketing Officer since March 2021.
Kelley III [removed: (62)*] [added: (63)*] has been our Executive Vice President, Chief Legal Officer and Corporate Secretary since January 2013.
[removed: *Bryson Koehler (47)*] [added: *Cecilia Mao (49)*] has been our [added: Chief Product Officer since May 2020 and was appointed as] Executive Vice President, Chief [removed: Technology,] Product [removed: and D&A] Officer [removed: since December 2021.][added: in February 2024.]
*Lisa Nelson [removed: (59)*] [added: (60)*] has been our Executive Vice President, President, International since June 2021.
Ploder [removed: (62)*] [added: (63)*] has been our Executive Vice President, President, Workforce Solutions since November 2015.
He currently serves on the board of directors of UKG Inc.
*Todd Horvath (50)* has been our Executive Vice President, President, U.S. Information Solutions since March 2023.
Prior to joining Equifax, Mr. Horvath served in roles of increasing responsibility at Fiserv from 2017-2023, most recently serving as Co-Head of the Fiserv Banking Organization.
Prior to that, Mr. Horvath served in various international leadership roles at Automatic Data Processing from 2001-2017.
Prior thereto, he was General Director, Venezuela Operations at Sharp Image Gaming in 2001.
Prior to joining Equifax, Ms. Mao served as Vice President of Product at Oracle Data Cloud from December 2016 to May 2020, where she led teams in business strategy, product management and delivery for identity, data management platform and digital data products.
Prior thereto, she held various product management roles on decision and analytics for over a decade at FICO and Verisk Analytics, Inc.
*Harald Schneider (50)* has been our Chief Data & Analytics Officer since May 2022 and was appointed as Executive Vice President, Chief Data & Analytics Officer in February 2024.
Prior to joining Equifax, Mr. Schneider served as Global Head of Data Products at Visa Inc. from August 2018 to May 2022.
Prior thereto, he served as Chief Analytics Officer at Tandem Bank in the U.K. from September 2016 to April 2018.
Prior thereto, he held various international data and business leadership roles at Capital One Financial Corporation, Citigroup Inc. and Pardus Capital Management.
Prior thereto, he was our Chief Technology Officer since June 2018.
Prior to joining Equifax, Mr. Koehler served as Chief Technology Officer of IBM Watson and Cloud Platform since November 2016.
Prior to that, Mr. Koehler was Chief Technology and Information Officer of The Weather Channel Companies, before it was acquired in 2015 by IBM.
Before that, he served as Senior Vice President of Global Revenue & Guest Technology at the Intercontinental Hotels Group.
Item 11. EXECUTIVE COMPENSATION
1 rewritten, 0 added, 0 removed, 0 unchanged
The information required by this Item 11 is incorporated herein by reference from the information contained in our [removed: 2023] [added: 2024] Proxy Statement under the sections entitled “Executive Compensation” and “Director Compensation.”
Item 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS
1 rewritten, 0 added, 0 removed, 0 unchanged
The information required by this Item 12 is incorporated herein by reference from the information contained in our [removed: 2023] [added: 2024] Proxy Statement under the sections entitled “Security Ownership of Management and Certain Beneficial Owners” and “Executive Compensation Equity Compensation Plan Information.”
Item 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS AND DIRECTOR INDEPENDENCE
1 rewritten, 0 added, 0 removed, 0 unchanged
The information required by this Item 13 is incorporated herein by reference from the information contained in our [removed: 2023] [added: 2024] Proxy Statement under the sections entitled “Board Leadership and Corporate Governance Director Independence, ” “Related Person Transaction Policy” and “Certain Relationships and Related Person Transactions of Directors, Executive Officers, and 5 Percent Shareholders.”
Item 14. PRINCIPAL ACCOUNTANT FEES AND SERVICES
1 rewritten, 0 added, 0 removed, 1 unchanged
The information required by this Item 14 is incorporated herein by reference from the information contained in our [removed: 2023] [added: 2024] Proxy Statement under the section entitled “Proposal 3 Ratification of Appointment of Ernst & Young LLP as Independent Registered Public Accounting Firm for [removed: 2023.”][added: 2024.”]
Item 15. EXHIBITS AND FINANCIAL STATEMENT SCHEDULES
52 rewritten, 8 added, 2 removed, 65 unchanged
- Consolidated Balance Sheets — December 31, [removed: 2022] [added: 2023] and [removed: 2021;][added: 2022;]
- Consolidated Statements of Income for the Years Ended December 31, [removed: 2022, 2021] [added: 2023, 2022] and [removed: 2020;][added: 2021;]
- Consolidated Statements of Comprehensive Income for the Years Ended December 31, [removed: 2022, 2021] [added: 2023, 2022] and [removed: 2020;][added: 2021;]
- Consolidated Statements of Cash Flows for the Years Ended December 31, [removed: 2022, 2021] [added: 2023, 2022] and [removed: 2020;][added: 2021;]
- Consolidated Statements of Shareholders’ Equity and Accumulated Other Comprehensive Loss for the Years Ended December 31, [removed: 2022, 2021] [added: 2023, 2022] and [removed: 2020;] [added: 2021;] and
| [removed: 4.3] [added: 4.13] | | | | | | [removed: [Credit] [added: [Term Loan Credit] Agreement, dated as of [removed: September 27, 2018,] [added: August 25, 2021,] by and between Equifax Inc., [removed: Equifax Limited, Equifax Canada Co., Equifax Australia Holdings Pty Limited, and SunTrust Bank] [added: JPMorgan Chase Bank, N.A.,] as administrative [removed: agent] [added: agent, and the lenders party thereto] (incorporated by reference to Exhibit [removed: 10.1] [added: 10.2] to Equifax’s Form 8-K filed [removed: October 1, 2018).](http://www.sec.gov/Archives/edgar/data/33185/000003318518000035/revolvingcreditagreementex.htm)] [added: August 31, 2021).](http://www.sec.gov/Archives/edgar/data/33185/000119312521262096/d220137dex102.htm)] | | |
| [removed: 4.4] [added: 4.3] | | | | | | [Indenture, dated as of May 12, 2016, between Equifax Inc. and U.S. Bank National Association, as Trustee (incorporated by reference to Exhibit 4.1 to Equifax’s Form 8-K filed May 12, 2016).](http://www.sec.gov/Archives/edgar/data/33185/000119312516588951/d165110dex41.htm) | | |
| [removed: 4.5] [added: 4.4] | | | | | | [Second Supplemental Indenture, dated as of May 12, 2016, between Equifax Inc. and U.S. Bank National Association, as Trustee, including the form of 2026 Note as Exhibit A (incorporated by reference to Exhibit 4.3 to Equifax’s Form 8-K filed May 12, 2016).](http://www.sec.gov/Archives/edgar/data/33185/000119312516588951/d165110dex43.htm) | | |
| [removed: 4.6] [added: 4.10] | | | | | | [removed: [Fourth] [added: [E](https://www.sec.gov/Archives/edgar/data/33185/000119312523146116/d485505dex41.htm)[leventh] Supplemental Indenture, dated as of May [removed: 25, 2018,] [added: 16, 2023,] between Equifax Inc. and the Trustee, including the form of [removed: 2023] Note as Exhibit A (incorporated by reference to Exhibit [removed: 4.2] [added: 4.1] to [removed: Equifax’s Form] [added: Equifax's](https://www.sec.gov/Archives/edgar/data/33185/000119312523146116/d485505dex41.htm) [Form] 8-K filed May [removed: 25, 2018).](http://www.sec.gov/Archives/edgar/data/33185/000119312518175418/d595030dex42.htm)] [added: 16, 2023)](https://www.sec.gov/Archives/edgar/data/33185/000119312523146116/d485505dex41.htm).] | | |
| [removed: 4.7] [added: 4.5] | | | | | | [Sixth Supplemental Indenture, dated as of November 19, 2019, between Equifax Inc. and the Trustee, including the form of 2024 Note as Exhibit A (incorporated by reference to Exhibit 4.1 to Equifax’s Form 8-K filed November 19, 2019).](http://www.sec.gov/Archives/edgar/data/33185/000119312519295622/d822940dex41.htm) | | |
| [removed: 4.8] [added: 4.6] | | | | | | [Seventh Supplemental Indenture, dated as of April 27, 2020, between Equifax Inc. and the Trustee, including the form of 2025 Note as Exhibit A (incorporated by reference to Exhibit 4.1 to Equifax's Form 8-K filed April 27, 2020).](http://www.sec.gov/Archives/edgar/data/33185/000119312520120937/d923316dex41.htm) | | |
| [removed: 4.9] [added: 4.7] | | | | | | [Eighth Supplemental Indenture, dated as of April 27, 2020, between Equifax Inc. and the Trustee, including the form of 2030 Note as Exhibit A (incorporated by reference to Exhibit 4.2 to Equifax's Form 8-K filed April 27, 2020).](http://www.sec.gov/Archives/edgar/data/33185/000119312520120937/d923316dex42.htm) | | |
| [removed: 4.10] [added: 4.8] | | | | | | [Ninth Supplemental Indenture, dated as of August 13, 2021, between Equifax Inc. and the Trustee, including the form of Note as Exhibit A (incorporated by reference to Exhibit 4.1 to Equifax’s Form 8-K filed August 16, 2021).](http://www.sec.gov/Archives/edgar/data/33185/000119312521247741/d218347dex41.htm) | | |
| [removed: 4.12] [added: 4.14] | | | | | | [removed: [Term] [added: [F](https://www.sec.gov/Archives/edgar/data/33185/000003318523000023/exhibit102-20230331.htm)[irst Amendment](https://www.sec.gov/Archives/edgar/data/33185/000003318523000023/exhibit102-20230331.htm) [to Term] Loan Credit Agreement, dated as of [removed: August 25, 2021,] [added: March 21, 2023,] by and between Equifax Inc., JPMorgan Chase Bank, N.A., as administrative agent, and the lenders party thereto (incorporated by reference to Exhibit 10.2 to [removed: Equifax’s] [added: Equifax's] Form [removed: 8-K] [added: 10-Q] filed [removed: August 31, 2021).](http://www.sec.gov/Archives/edgar/data/33185/000119312521262096/d220137dex102.htm)] [added: April 20, 2023)](https://www.sec.gov/Archives/edgar/data/33185/000003318523000023/exhibit102-20230331.htm).] | | |
| [removed: 4.13] [added: 4.15] | | | | | | [Description of the Company’s Securities Registered under Section 12 of the Securities Exchange Act of 1934 (incorporated by reference to Exhibit 4.14 to Equifax's Form 10-K filed February 20, 2020).](http://www.sec.gov/Archives/edgar/data/33185/000003318520000011/exhibit414-12312019.htm) | | |
| [removed: 4.14] [added: 4.9] | | | | | | [removed: [Tenth] [added: [T](https://www.sec.gov/Archives/edgar/data/33185/000119312522242936/d386586dex41.htm)[enth] Supplemental Indenture, dated as of September 12, 2022, between Equifax Inc. and the Trustee, including the form of Note as Exhibit A (incorporated by reference to Exhibit 4.1 to Equifax's Form 8-K filed September 12, [removed: 2022).](https://www.sec.gov/Archives/edgar/data/33185/000119312522242936/d386586dex41.htm)] [added: 2022)](https://www.sec.gov/Archives/edgar/data/33185/000119312522242936/d386586dex41.htm).] | | |
| | | | | | | Except as set forth in the preceding Exhibits 4.1 through [removed: 4.14,] [added: 4.15,] instruments defining the rights of holders of long-term debt securities of Equifax have been omitted where the total amount of securities authorized does not exceed 10% of the total assets of Equifax and its subsidiaries on a consolidated basis. Equifax agrees to furnish to the SEC, upon request, a copy of such instruments with respect to issuances of long-term debt of Equifax and its subsidiaries. | | |
| [removed: 10.10] [added: 10.11] | | | | | | [Form of Non-Qualified Stock Option Agreement (Senior Leadership Team) under the Equifax Inc. Amended and Restated 2008 Omnibus Incentive Plan (incorporated by reference to Exhibit 10.9 to Equifax’s form 10-K filed February 22, 2013).](http://www.sec.gov/Archives/edgar/data/33185/000114420413010696/v332542_ex10-9.htm) | | |
| [removed: 10.11] [added: 10.12] | | | | | | [Form of Non-Employee Director Restricted Stock Unit Award Agreement (incorporated by reference to Exhibit 10.11 to Equifax’s Form 10-K filed February 25, 2021).](http://www.sec.gov/Archives/edgar/data/33185/000003318521000025/exhibit1011-12312020.htm) | | |
| [removed: 10.12] [added: 10.13] | | | | | | [Equifax Inc. Director Deferred Compensation Plan, as amended through November 5, 2020. (incorporated by reference to Exhibit 10.12 to Equifax’s Form 10-K filed February 25, 2021).](http://www.sec.gov/Archives/edgar/data/33185/000003318521000025/exhibit1012-12312020.htm) | | |
| [removed: 10.13] [added: 10.14] | | | | | | [Equifax Grantor Trust dated as of January 23, 2014, between Equifax Inc. and Principal Trust Company, Trustee, relating to supplemental deferred compensation and phantom stock benefits (incorporated by reference to Exhibit 10.13 to Equifax’s Form 10-K filed February 25, 2021).](http://www.sec.gov/Archives/edgar/data/33185/000003318521000025/exhibit1013-12312020.htm) | | |
| [removed: 10.14] [added: 10.15] | | | | | | [Equifax Inc. Director and Executive Stock Deferral Plan, as amended and restated effective January 1, 2019 (incorporated by reference to Exhibit 10.14 to Equifax’s Form 10-K filed February 25, 2021).](http://www.sec.gov/Archives/edgar/data/33185/000003318521000025/exhibit1014-12312020.htm) | | |
| [removed: 10.15] [added: 10.16] | | | | | | [Amendment No. 1 to Equifax Inc. Director and Executive Stock Deferral Plan, effective as of November 4, 2020 (incorporated by reference to Exhibit 10.15 to Equifax’s Form 10-K filed February 25, 2021).](http://www.sec.gov/Archives/edgar/data/33185/000003318521000025/exhibit1015-12312020.htm) | | |
| [removed: 10.16] [added: 10.17] | | | | | | [Amendment No. 2 to Equifax Inc. Director and Executive Stock Deferral Plan, effective as of December 2, [removed: 2021](https://www.sec.gov/Archives/edgar/data/33185/000003318522000014/exhibit1016-12312021.htm) [(incorporated] [added: 2021 (incorporated] by reference to Exhibit 10.16 to Equifax's Form 10-K filed February 24, [removed: 2022)](https://www.sec.gov/Archives/edgar/data/33185/000003318522000014/exhibit1016-12312021.htm)[.](https://www.sec.gov/Archives/edgar/data/33185/000003318522000014/exhibit1016-12312021.htm)] [added: 2022).](https://www.sec.gov/Archives/edgar/data/33185/000003318522000014/exhibit1016-12312021.htm)] | | |
| [removed: 10.17] [added: 10.18] | | | | | | [Equifax 2005 Executive Deferred Compensation Plan, as amended and restated effective January 1, 2015 (incorporated by reference to Exhibit 10.1 to Equifax’s Form 10-Q filed July 28, 2016).](http://www.sec.gov/Archives/edgar/data/33185/000003318516000053/exhibit101-6302016.htm) | | |
| [removed: 10.18] [added: 10.19] | | | | | | [Amendment No. 1 to Equifax 2005 Executive Deferred Compensation Plan, effective January 1, 2016 (incorporated by reference to Exhibit 10.2 to Equifax’s Form 10-Q filed July 28, 2016).](http://www.sec.gov/Archives/edgar/data/33185/000003318516000053/exhibit102-6302016.htm) | | |
| [removed: 10.19] [added: 10.20] | | | | | | [Amendment No. 2 to Equifax 2005 Executive Deferred Compensation plan, effective January 1, 2016 (incorporated by reference to Exhibit 10.27 to Equifax’s Form 10-K filed March 1, 2018).](http://www.sec.gov/Archives/edgar/data/33185/000003318518000011/exhibit1027-12312017.htm) | | |
| [removed: 10.20] [added: 10.21] | | | | | | [Amendment No. 3 to Equifax 2005 Executive Deferred Compensation Plan, effective as of November 4, 2020 (incorporated by reference to Exhibit 10.19 to Equifax’s Form 10-K filed February 25, 2021).](http://www.sec.gov/Archives/edgar/data/33185/000003318521000025/exhibit1019-12312020.htm) | | |
| [removed: 10.21] [added: 10.22] | | | | | | [Amendment No. 4 to Equifax 2005 Executive Deferred Compensation Plan, effective as of May 5, 2021 (incorporated by reference to Exhibit 10.1 to Equifax’s Form 10-Q filed July 22, 2021).](http://www.sec.gov/Archives/edgar/data/33185/000003318521000044/exhibit10120210630.htm) | | |
| [removed: 10.22] [added: 10.23] | | | | | | [Equifax Inc. Employee Deferred Compensation Plan (incorporated by reference to Exhibit 4.1 to Equifax’s Form S-8 filed November 24, 2021).](http://www.sec.gov/Archives/edgar/data/33185/000119312521340322/d271761dex41.htm) | | |
| [removed: 10.23] [added: 10.24] | | | | | | [Equifax Inc. Board of Directors Deferred Compensation [removed: Plan](https://www.sec.gov/Archives/edgar/data/33185/000003318522000014/exhibit1023-12312021.htm) [(incorporated] [added: Plan (incorporated] by reference to Exhibit 10.23 to Equifax's Form 10-K filed February 24, [removed: 2022)](https://www.sec.gov/Archives/edgar/data/33185/000003318522000014/exhibit1023-12312021.htm)[.](https://www.sec.gov/Archives/edgar/data/33185/000003318522000014/exhibit1023-12312021.htm)] [added: 2022).](https://www.sec.gov/Archives/edgar/data/33185/000003318522000014/exhibit1023-12312021.htm)] | | |
| [removed: 10.24] [added: 10.25] | | | | | | [Form of Non-Qualified Stock Option Award Agreement (Senior Leadership Team) under the Equifax Inc. Amended and Restated 2008 Omnibus Incentive Plan (for awards granted in February 2017) (incorporated by reference to Exhibit 10.4 to Equifax’s Form 10-Q filed April 27, 2017).](http://www.sec.gov/Archives/edgar/data/33185/000003318517000015/exhibit104-20170331.htm) | | |
| [removed: 10.25] [added: 10.26] | | | | | | [Employment Agreement, dated March 27, 2018, between the Company and Mark W. Begor (incorporated by reference to Exhibit 10.1 to Equifax’s Form 8-K filed March 28, 2018).](http://www.sec.gov/Archives/edgar/data/33185/000119312518098631/d558281dex101.htm) | | |
| [removed: 10.26] [added: 10.27] | | | | | | [Letter Agreement, dated February 4, 2021, between the Company and Mark W. Begor (incorporated by reference to Exhibit 10.1 to Equifax’s Form 8-K filed February 9, 2021).](http://www.sec.gov/Archives/edgar/data/33185/000119312521034362/d330076dex101.htm) | | |
| [removed: 10.27] [added: 10.38] | | | | | | [Form of [removed: Restricted Stock Unit] [added: Performance Share] Award Agreement [removed: (Senior Leadership Team)] [added: (Adjusted EBITDA) (SLT)] under the Equifax Inc. Amended and Restated 2008 Omnibus Incentive Plan (for awards granted in [removed: March 2018 to January 2021)] [added: February 2022)] (incorporated by reference to Exhibit 10.2 to [removed: Equifax’s] [added: Equifax's] Form 10-Q filed April [removed: 26, 2018).](http://www.sec.gov/Archives/edgar/data/33185/000003318518000020/exhibit102-20180331.htm)] [added: 21, 2022).](https://www.sec.gov/Archives/edgar/data/33185/000003318522000024/exhibit102-20220331.htm)] | | |
| [removed: 10.35] [added: 10.37] | | | | | | [Form of Performance Share Award Agreement [removed: (TSR) (Senior Leadership Team)] [added: (Adjusted EBITDA) (CEO)] under the Equifax Inc. Amended and Restated 2008 Omnibus Incentive Plan (for awards granted in [removed: March 2018](http://www.sec.gov/Archives/edgar/data/33185/000003318518000020/exhibit104-20180331.htm) [to January 2021](http://www.sec.gov/Archives/edgar/data/33185/000003318518000020/exhibit102-20180331.htm)[)] [added: or after February 2022)] (incorporated by reference to Exhibit [removed: 10.4] [added: 10.1] to [removed: Equifax’s] [added: Equifax's] Form 10-Q filed April [removed: 26, 2018).](http://www.sec.gov/Archives/edgar/data/33185/000003318518000020/exhibit104-20180331.htm)] [added: 21, 2022).](https://www.sec.gov/Archives/edgar/data/33185/000003318522000024/exhibit101-20220331.htm)] | | |
| [removed: 10.36] [added: 10.35] | | | | | | [Equifax Inc. Change in Control Severance Plan (incorporated by reference to Exhibit 10.1 to Equifax’s Form 8-K filed February 27, 2019).](http://www.sec.gov/Archives/edgar/data/33185/000119312519054368/d714711dex101.htm) | | |
| [removed: 10.37] [added: 10.36] | | | | | | [Equifax Inc. 2020 Employee Stock Purchase Plan (incorporated by reference to Annex B to Equifax's definitive proxy statement filed on March 27, 2020).](http://www.sec.gov/Archives/edgar/data/33185/000130817920000090/efx2020-def14a.htm#efx2020def14aa027) | | |
| [removed: 10.38] [added: 10.39] | | | | | | [removed: [Form of Performance] [added: [Performance] Share Award Agreement [removed: (Adjusted EBITDA) (CEO)] [added: (TSR) between Equifax Inc. and Mark Begor] under the Equifax Inc. Amended and Restated 2008 Omnibus Incentive Plan (for [removed: awards] [added: award] granted [removed: in or after February] [added: on July 29,] 2022) (incorporated by reference to Exhibit 10.1 to Equifax's Form 10-Q filed [removed: April 21, 2022).](https://www.sec.gov/Archives/edgar/data/33185/000003318522000024/exhibit101-20220331.htm)] [added: October 20, 2022).](https://www.sec.gov/Archives/edgar/data/33185/000003318522000058/exhibit101tsrperformancesh.htm)] | | |
| [removed: 10.39] [added: 10.40] | | | | | | [removed: [Form of Performance Share] [added: [Premium-Priced Stock Option] Award Agreement [removed: (Adjusted EBITDA) (SLT)] [added: between Equifax Inc. and Mark Begor] under the Equifax Inc. Amended and Restated 2008 Omnibus Incentive Plan (for [removed: awards] [added: award] granted [removed: in February] [added: on July 29,] 2022) (incorporated by reference to Exhibit 10.2 to Equifax's Form 10-Q filed [removed: April 21, 2022).](https://www.sec.gov/Archives/edgar/data/33185/000003318522000024/exhibit102-20220331.htm)] [added: October 20, 2022).](https://www.sec.gov/Archives/edgar/data/33185/000003318522000058/exhibit102premiumpricedsto.htm)] | | |
| 4.12 | | | | | | [F](https://www.sec.gov/Archives/edgar/data/33185/000003318523000023/exhibit101-20230331.htm)[irst Amendment to Credit Agreement, dated as of March 21, 2023, by and among Equifax Inc., Equifax Limited, Equi](https://www.sec.gov/Archives/edgar/data/33185/000003318523000023/exhibit101-20230331.htm)[fax Canada Co.](https://www.sec.gov/Archives/edgar/data/33185/000003318523000023/exhibit101-20230331.htm)[, Equifax International Treasury Services Unlimited Company and Equifax Australia Holdings Pty Limited, JPMorgan Chase B](https://www.sec.gov/Archives/edgar/data/33185/000003318523000023/exhibit101-20230331.htm)[ank, N.A., as administrative agent, and the](https://www.sec.gov/Archives/edgar/data/33185/000003318523000023/exhibit101-20230331.htm) [lenders party thereto (incorporated by re](https://www.sec.gov/Archives/edgar/data/33185/000003318523000023/exhibit101-20230331.htm)[ference to Exh](https://www.sec.gov/Archives/edgar/data/33185/000003318523000023/exhibit101-20230331.htm)[ibit 10.1 to](https://www.sec.gov/Archives/edgar/data/33185/000003318523000023/exhibit101-20230331.htm) [Equifax's](https://www.sec.gov/Archives/edgar/data/33185/000003318523000023/exhibit101-20230331.htm) [Form 1](https://www.sec.gov/Archives/edgar/data/33185/000003318523000023/exhibit101-20230331.htm)[0-Q filed April](https://www.sec.gov/Archives/edgar/data/33185/000003318523000023/exhibit101-20230331.htm) [20, 2023)](https://www.sec.gov/Archives/edgar/data/33185/000003318523000023/exhibit101-20230331.htm). | | |
| 10.10 | | | | | | [E](https://www.sec.gov/Archives/edgar/data/33185/000130817923000314/lefx2023_def14a.htm#lefx012a068)[quifax](https://www.sec.gov/Archives/edgar/data/33185/000130817923000314/lefx2023_def14a.htm#lefx012a068) [Inc. 2023 Omnibus](https://www.sec.gov/Archives/edgar/data/33185/000130817923000314/lefx2023_def14a.htm#lefx012a068) [Incentive Plan (incorporated by reference to Annex C to Equifax's definitive proxy statement on Schedule 14A filed March 23, 2023)](https://www.sec.gov/Archives/edgar/data/33185/000130817923000314/lefx2023_def14a.htm#lefx012a068). | | |
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| 97.1* | | | | | | [E](https://www.sec.gov/Archives/edgar/data/33185/000003318524000017/a10-2x23doddxfrankcompensa.htm)[quifax I](https://www.sec.gov/Archives/edgar/data/33185/000003318524000017/a10-2x23doddxfrankcompensa.htm)[nc. Dodd-Frank Compensation Reco](https://www.sec.gov/Archives/edgar/data/33185/000003318524000017/a10-2x23doddxfrankcompensa.htm)[v](https://www.sec.gov/Archives/edgar/data/33185/000003318524000017/a10-2x23doddxfrankcompensa.htm)[ery Policy.](https://www.sec.gov/Archives/edgar/data/33185/000003318524000017/a10-2x23doddxfrankcompensa.htm) | | |
| 10.41 | | | | | | [Premium-Priced Stock Option Award Agreement between Equifax Inc. and Mark Begor under the Equifax Inc. Amended and Restated 2008 Omnibus Incentive Plan (for award granted on July 29, 2022) (incorporated by reference to Exhibit 10.2 to Equifax's Form 10-Q filed October 20, 2022).](https://www.sec.gov/Archives/edgar/data/33185/000003318522000058/exhibit102premiumpricedsto.htm) | | |
| 10.42 | | | | | | [Restricted Stock Unit Award Agreement between Equifax Inc. and Mark Begor under the Equifax Inc. Amended and Restated 2008 Omnibus Incentive Plan (for award granted on July 29, 2022) (incorporated by reference to Exhibit 10.3 to Equifax's Form 10-Q filed October 20, 2022).](https://www.sec.gov/Archives/edgar/data/33185/000003318522000058/exhibit103rsuawardagreemen.htm) | | |
An excerpt. Shown here: 40 of 52 rewritten, all 8 added and all 2 removed. The counts are complete. For every sentence, read Item 15. EXHIBITS AND FINANCIAL STATEMENT SCHEDULES in the FY2023 filing and the FY2022 filing.
Item 16. FORM 10-K SUMMARY
5 rewritten, 6 added, 12 removed, 89 unchanged
Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized, on February [removed: 23, 2023.][added: 22, 2024.]
Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in the capacities indicated on February [removed: 23, 2023.][added: 22, 2024.]
| Trade accounts receivable | | | | | | [removed: $] [added: $] | [removed: 13.9] [added: 13.9] | | | | | [removed: $] [added: $] | [removed: 8.5] [added: 8.5] | | | | | [removed: $] [added: $] | [removed: —] [added: —] | | | | | [removed: $] [added: $] | [removed: (3.3)] [added: (3.3)] | | | | | [removed: $] [added: $] | [removed: 19.1] [added: 19.1] | |
| Deferred income tax asset valuation allowance | | | | | | [removed: 192.0] [added: 192.0] | | | | | | [removed: (15.4)] [added: (15.4)] | | | | | | [removed: (9.7)] [added: (9.7)] | | | | | | [removed: 18.2] [added: 18.2] | | | | | | [removed: 185.1] [added: 185.1] | | |
| | | | | | | [removed: $] [added: $] | [removed: 205.9] [added: 205.9] | | | | | [removed: $] [added: $] | [removed: (6.9)] [added: (6.9)] | | | | | [removed: $] [added: $] | [removed: (9.7)] [added: (9.7)] | | | | | [removed: $] [added: $] | [removed: 14.9] [added: 14.9] | | | | | [removed: $] [added: $] | [removed: 204.2] [added: 204.2] | |
| /s/ Karen L. Fichuk | | | | | |
| Karen L. Fichuk | | | | | |
2023
| Trade accounts receivable | | | | | | $ | 19.1 | | | | | $ | 11.4 | | | | | $ | — | | | | | $ | (13.8) | | | | | $ | 16.7 | |
| Deferred income tax asset valuation allowance | | | | | | 185.1 | | | | | | (26.9) | | | | | | 2.7 | | | | | | 17.6 | | | | | | 178.5 | | |
| | | | | | | $ | 204.2 | | | | | $ | (15.5) | | | | | $ | 2.7 | | | | | $ | 3.8 | | | | | $ | 195.2 | |
| | | | | | |
| /s/ Karen L. Fichuck | | | | | |
| Karen L. Fichuck | | | | | |
| *Director* | | | | | |
| /s/ Robert W. Selander | | | | | |
| Robert W. Selander | | | | | |
| /s/ Heather H. Wilson | | | | | |
| Heather H. Wilson | | | | | |
2020
| Trade accounts receivable | | | | | | $ | 11.2 | | | | | $ | 6.3 | | | | | $ | — | | | | | $ | (4.6) | | | | | $ | 12.9 | |
| Deferred income tax asset valuation allowance | | | | | | 379.8 | | | | | | (34.4) | | | | | | 10.1 | | | | | | 27.2 | | | | | | 382.7 | | |
| | | | | | | $ | 391.0 | | | | | $ | (28.1) | | | | | $ | 10.1 | | | | | $ | 22.6 | | | | | $ | 395.6 | |