Fair Isaac (FICO) 10-K risk factor changes: FY2023 vs FY2022

As we continue to pursue this business strategy, we may experience volatility in our Software segment’s revenues and operating results caused by various factors, including [added: the] differences in revenue recognition treatment [added: and timing] between our cloud-based offerings and on-premises software licenses, the timing of investments and other expenditures necessary to develop and operate our cloud-based offerings, and the adoption of new [removed: sales and] [added: sales,] delivery [added: and distribution] methods.

If we are unable to develop successful new products or [added: new versions of products, or] if we experience defects, failures [removed: and] [added: or] delays associated with the introduction of new [added: products or of new versions of] products, our business could suffer serious harm.

Our growth and the success of our business strategy depend upon our ability to develop and sell new products [removed: or suites] [added: and new versions] of products, including the development and sale of our cloud-based product [removed: offerings.][added: offerings and our scoring solutions.]

If we are unable to develop new [added: or enhanced] products, or if we are not successful in introducing new [added: or enhanced] products, we may not be able to grow our business or growth may occur more slowly than we anticipate.

Our ability to increase our revenues will depend to some extent upon introducing new products and [added: services and upon introducing enhancements and improvements to existing products and] services.

If the marketplace does not accept these [removed: new] [added: new, enhanced or improved] products and services, our revenues may decline.

To increase our revenues, we must enhance and improve existing products and [added: services, and] continue to introduce new products and [removed: new versions of existing products] [added: services] that keep pace with technological developments, satisfy increasingly sophisticated customer requirements and achieve market acceptance.

Products [added: and services] that we plan to market in the future are in various stages of development.

We cannot assure you that the marketplace will accept these [removed: products.][added: products and services.]

During fiscal [removed: 2022, 90%] [added: 2023, 91%] of our revenues were derived from sales of products and services to the banking industry.

The potential for future stress and disruptions, including in connection with [added: geopolitical tensions, military conflicts,] the [removed: conflict between Russia and Ukraine, rising] [added: level of] inflation and rising interest rates, presents considerable risks to our businesses and operations.

While the rate of account growth in the U.S. banking industry has been [removed: slow and many of our large institutional customers have consolidated in recent years,] [added: slow,] we have generated most of our revenue growth in the banking industry by selling and cross-selling our products and services to large banks and other credit issuers.

If the banking industry [removed: continues to experience] [added: experiences] contraction in the number of participating institutions, we may have fewer opportunities for revenue growth due to reduced or changing demand for our products and services that support customer acquisition programs of our customers.

While we [removed: are attempting to] expand our sales into international markets, the risks are greater as these markets are also experiencing substantial disruption and we are less well-known in them.

In addition, the U.S. and other key international economies are [removed: experiencing] [added: experiencing,] and have experienced in the [removed: past] [added: past,] downturns in which economic activity [removed: was] [added: is] impacted by falling demand for a variety of goods and services, increased volatility of interest rates, [removed: elevated] [added: fluctuating] rates of inflation, restricted credit, poor liquidity, reduced corporate profitability, volatility in credit, equity and foreign exchange markets, bankruptcies and overall uncertainty with respect to the economy.

[removed: Such] [added: Economic] disruption could result in a decline in the sales of new products to our customers and the volume of transactions that we execute for existing customers.

[removed: The] [added: Health epidemics or disease outbreaks, such as the] COVID-19 [removed: pandemic may affect] [added: pandemic, could impact] the rate of spending on our solutions and could adversely affect our customers’ ability or willingness to purchase our products and services, cause prospective customers to change product selections or term commitments, delay or cancel their purchasing decisions, extend sales cycles, and potentially increase payment defaults, all of which could adversely affect our future revenues, results of operations and overall financial performance.

However, their continued use of the FICO Score is [removed: currently] subject to [added: ongoing] validation and approval by those enterprises and the Federal Housing Finance Agency.

If we are unable to access new markets or develop new [added: sales and] distribution channels, our business and growth prospects could suffer.

We also expect to grow our business by delivering our solutions through additional [added: sales and] distribution channels.

If we fail to penetrate these industries and markets to the degree we anticipate, or if we fail to develop additional [added: sales and] distribution channels, we may not be able to grow our business, growth may occur more slowly than we anticipate, or our revenues and profits may decline.

- fraud [removed: and compliance] solutions providers;

- providers of [removed: account/workflow] [added: account workflow] management software;

For example, certain of our fraud solutions products compete against other methods of preventing payment card fraud, such as [removed: payment cards that contain the cardholder’s photograph; smart cards;] cardholder verification and authentication solutions; [added: mobile device payments and associated] biometric measures on devices including fingerprint and face matching; and other card authorization [removed: techniques] and user verification techniques.

Many of our products are sold by distributors or partners, and we intend to continue to market and distribute our products through these existing [removed: and future] distributor and partner [added: relationships, as well as invest resources to develop additional sales, distribution and marketing] relationships.

For example, Experian, TransUnion and Equifax have developed a credit scoring product to compete directly with our products and are actively selling [removed: the] [added: that] product.

Our reengineering efforts may not be successful over the long term should we fail to reduce expenses [removed: at the anticipated level,] or [removed: should we fail to] increase revenues to anticipated levels or at all.

- divestiture terms that contain potential future purchase price adjustments or [removed: the exclusion of] [added: require that] assets or liabilities [removed: that must] be divested, managed or run off separately;

- our use of cash to pay for acquisitions may limit other potential uses of our cash, including stock repurchases, [removed: dividend payments] and retirement of outstanding indebtedness; and

Any [removed: such] cybersecurity breach, whether actual or perceived, could harm our reputation, erode customer confidence in the effectiveness of our security measures, negatively impact our ability to attract new customers, cause existing customers to curtail or cease their use of our products and services, cause regulatory or industry changes that impact our products and services, or subject us to third-party lawsuits, regulatory fines or other action or liability, all of which could materially and adversely affect our business and operating results.

As we continue to grow our [removed: SaaS] [added: Software segment’s] business, our dependency on the continuing operation and availability of these systems increases.

The labor market for these [removed: individuals] [added: individuals, particularly in the complex technical disciplines of software engineering, data science, and cyber security,] is very competitive due to the limited number of people available with the necessary technical skills and understanding [added: to support our complex products] and [added: it] may become more competitive with general market and economic improvement.

This [added: and other competitive factors] could impair our ability to recruit and retain personnel.

We have experienced [added: past] difficulty in recruiting [added: and retaining] qualified personnel, especially [removed: technical, sales] [added: in these intensely competitive technical skill areas,] and [removed: consulting personnel,] [added: we may experience future difficulty in recruiting] and [added: retaining such personnel, at a time when] we may need additional staff to support [added: expanded research and development efforts,] new customers and/or increased customer needs.

If this were to happen, our development of new [removed: products,] [added: products] might become less effective.

- Privacy and security laws and regulations that limit the use and disclosure, require security procedures, or otherwise apply to the collection, processing, storage, use and transfer of personal data of individuals (e.g., the U.S. Financial Services Modernization Act of 1999, also known as the Gramm Leach Bliley Act; identity theft, file freezing, security breach notification and similar state privacy laws; and the data protection laws of other countries such as the General Data Protection Regulation (the “GDPR”) in the European Union (“E.U.”) and the United [removed: Kingdom’s] [added: Kingdom] (“U.K.”));

- The Cybersecurity Act of 2015; the U.S. Department of Commerce’s National Institute of Standards and Technology’s Cybersecurity Framework; the Clarifying Lawful Overseas Use of Data Act; [removed: and] cyber incident notice requirements for banks and their service providers under rules and regulations issued by federal banking regulators; [added: cybersecurity incident disclosure requirements for public companies under regulations issued by the SEC; and identity theft, file freezing, and similar state privacy laws;]

- Laws and regulations applicable to secondary market participants (e.g., Fannie Mae and Freddie Mac) that could have an impact on our scoring products and revenues, including 12 CFR Part 1254 (Validation and Approval of Credit Score Models) issued by the Federal Housing Finance Agency in accordance with Section 310 of the Economic Growth, Regulatory Relief, and Consumer Protection Act (Public Law 115-174), and any regulations, standards or criteria established pursuant to such laws or [removed: regulations;][added: regulations, including the ongoing validation and approval of the use of the FICO Score by Fannie Mae, Freddie Mac, and the Federal Housing Finance Agency;]

- [removed: Regulatory] [added: Laws and regulations that apply to outsourcing of services by our clients, and that set forth] requirements for managing third parties (e.g., vendors, contractors, suppliers and distributors).

Many U.S. and foreign jurisdictions have passed, or are currently contemplating, a variety of consumer protection, data privacy, and [added: cyber and] data security laws and regulations that may relate to our business or the business of our customers or affect the demand for our products and services.

In addition, the volume of our Scores sales depends heavily on macroeconomic conditions, including, for example, the volume of transactions in the U.S. mortgage and credit card markets, which account for a significant portion of the revenues in our Scores segment.

For example, artificial intelligence technologies and their use are currently undergoing rapid change.

Our revenues, results of operations and overall financial performance may be negatively impacted by health epidemics or other disease outbreaks, such as the COVID-19 pandemic.

In addition, increased attention on and use of artificial intelligence increases the risk of cyber-attacks and data breaches, which can occur more quickly and evolve more rapidly when artificial intelligence is used.

Further, use of artificial intelligence by our employees, whether authorized or unauthorized, increases the risk that our intellectual property and other proprietary information will be unintentionally disclosed.

We may also be affected by cybersecurity breaches experienced by customers who use our products on-premises, and those breaches may occur due to factors not under our control, including a customer’s failure to timely install updates and fixes to our products, vulnerabilities in a customer’s own cybersecurity measures, and other factors.

For example, the GDPR in the E.U. and the U.K. imposes strict obligations and restrictions on the collection and use of E.U. and U.K. personal data, and also on the transfer of such data to countries that have not been determined by the E.U. or the U.K. to provide adequate data privacy protections, unless there are additional approved transfer safeguards in place (such as the use of “standard contractual clauses” and the performance of appropriate data transfer impact assessments).

The final version of EU AI Act is expected to be published by the end of 2023 and is expected to become effective in 2026.

- geopolitical tensions, instability, terrorism, and military conflicts;

The duration of the negative effects of the COVID-19 pandemic, and the extent to which they will impact our future revenues, results of operations and overall financial performance, remain uncertain.

The COVID-19 pandemic has adversely affected the global economy, leading to reduced consumer spending and lending activities and disruptions and volatility in the global capital markets.

COVID-19 has caused shutdowns to businesses and cities worldwide and has disrupted supply chains, business operations, travel, and consumer confidence.

The situation surrounding the COVID-19 pandemic continues to evolve and its effects remain unknown.

We are unable to accurately predict the complete impact that COVID-19 will have on our future results of operations, financial condition, liquidity and cash flows due to numerous uncertainties, including the severity and transmission rate of the virus and its variants, the duration and any resurgence of the outbreak, the extent and effectiveness of containment actions, the effectiveness and acceptance of any medical treatment and prevention options, and the impact of these and other factors on us, our employees, customers, partners and vendors, and on worldwide and U.S. economic conditions.

In addition, the military conflict between Russia and Ukraine could result in cyberattacks that could directly or indirectly impact us, including retaliatory acts of cyberwarfare from Russia against U.S. companies, or the potential proliferation of malware from the conflict into systems unrelated to the conflict.

The complexity of our products requires highly trained personnel for research and development and to assist customers with product installation, deployment, maintenance and support.

For example, the GDPR in the E.U. and the U.K. imposes strict obligations and restrictions on the collection and use of E.U. and U.K. personal data, and requires the implementation of certain approved safeguards for any cross-border transfers of such data.

The E.U. and the U.K. each have issued new standard contractual clauses (“SCCs”) as an approved safeguard for the transfer of E.U. and U.K. personal data along with guidance imposing further obligations on controllers and processors that rely on SCCs for such cross-border transfers, including carrying out an appropriate data transfer impact assessment to evaluate whether adequate protection will be afforded to the data in the destination country.

The EU AI Act is expected to be finalized in 2024 or 2025.

- geopolitical instability, terrorism, and war, including the conflict between Ukraine and Russia;

We experience difficulty in forecasting our revenues accurately.

We typically have revenue-generating transactions concentrated in the final weeks of a quarter, which may prevent accurate forecasting of our financial results and cause our stock price to decline.

Large portions of our customer agreements are consummated in the weeks immediately preceding quarter end.

Before these agreements are consummated, we create and rely on forecasted revenues for planning, modeling and earnings guidance.

Forecasts, however, are only estimates and actual results may vary for a particular quarter or longer periods of time.

Consequently, significant discrepancies between actual and forecasted results could limit our ability to plan, budget or provide accurate guidance, which could adversely affect our stock price.

Any publicly-stated revenue or earnings projections are subject to this risk.

Our Management’s Discussion and Analysis of Financial Condition and Results of Operations (“MD&A”) includes the following: a business overview that provides a high-level summary of our strategies and initiatives, highlights from fiscal year [removed: 2022] [added: 2023] and key performance metrics for our Software segment; a more detailed analysis of our results of operations; our capital resources and liquidity, which discusses key aspects of our statements of cash flows, changes in our balance sheets and our financial commitments; and a summary of our critical accounting estimates that involve a significant level of estimation uncertainty.

In fiscal [removed: 2022,] [added: 2023,] our B2B scoring solutions, including the flagship FICO® Score, continued to be the standard measure of consumer credit risk in the U.S. We continued to promote adoption of our most predictive scores, FICO® Score 10 and [removed: 10T.][added: 10 T.]

We also [removed: continued our rollout] [added: remained committed to expanding usage] of the FICO® Resilience Index, a complement to FICO Scores that identifies consumers who are more resilient to economic stress relative to other consumers within the same FICO Score bands.

During fiscal [removed: 2022,] [added: 2023,] we continued to advance [added: and drive growth through] our platform-first, cloud delivered strategy in our Software segment.

During fiscal [removed: 2022,] [added: 2023,] we repurchased [removed: 2.7] [added: 0.6] million shares at a total repurchase price of [removed: $1.1 billion.][added: $407.3 million.]

Highlights from Fiscal [removed: 2022][added: 2023]

- Total revenue was [removed: $1.4] [added: $1.5] billion during fiscal [removed: 2022,] [added: 2023,] a [removed: 5%] [added: 10%] increase from fiscal [removed: 2021.][added: 2022.]

- Annual Recurring Revenue for our Software segment as of September 30, [removed: 2022] [added: 2023] was [removed: $569.3] [added: $669.4] million, a [removed: 9%] [added: 22%] increase from September 30, [removed: 2021, excluding divestitures.][added: 2022.]

- Dollar-Based Net Retention Rate for our Software segment during the fourth quarter of fiscal [removed: 2022] [added: 2023] was [removed: 107%, excluding divestitures.][added: 120%.]

- Operating income was [removed: $542.4] [added: $642.8] million during fiscal [removed: 2022,] [added: 2023,] a [removed: 7%] [added: 19%] increase from fiscal [removed: 2021.][added: 2022.]

[removed: Operating income during fiscal 2021 included gains] [added: | Gains] on product line asset sales and business divestiture [removed: of $100.1 million.][added: | | | — | | % | | | | — | | % | | | | (7) | | % |]

- Net income was [removed: $373.5] [added: $429.4] million during fiscal [removed: 2022,] [added: 2023,] a [removed: 5% decrease] [added: 15% increase] from fiscal [removed: 2021.][added: 2022.]

- Diluted EPS was [removed: $14.18] [added: $16.93] during fiscal [removed: 2022,] [added: 2023,] a [removed: 6%] [added: 19%] increase from fiscal [removed: 2021.][added: 2022.]

- Cash flow from [removed: operations] [added: operating activities] was [removed: $509.5] [added: $468.9] million during fiscal [removed: 2022,] [added: 2023,] compared with [removed: $423.8] [added: $509.5] million during fiscal [removed: 2021.][added: 2022.]

- Cash and cash equivalents were [removed: $133.2] [added: $136.8] million as of September 30, [removed: 2022,] [added: 2023,] compared with [removed: $195.4] [added: $133.2] million as of September 30, [removed: 2021.][added: 2022.]

- Total debt balance was $1.9 billion as of September 30, [removed: 2022, compared with $1.3 billion as of] [added: 2023 and] September 30, [removed: 2021.][added: 2022.]

- Total share repurchases during fiscal [removed: 2022] [added: 2023] were [removed: $1.1 billion,] [added: $407.3 million,] compared with [removed: $882.2 million] [added: $1.1 billion] during fiscal [removed: 2021.][added: 2022.]

| | | | [added: 2023 | | | | | |] 2022 | | | | | | 2021 | | | | | | [removed: 2022] [added: 2023 to 2022] | | | | | | [removed: 2021] [added: 2022 to 2021] | | | [added: | | | 2023 to 2022 | | | | | | 2022 to 2021 | | |]

| | | | December 31, [removed: 2020] [added: 2021] | | | | | | March 31, [removed: 2021] [added: 2022] | | | | | | June 30, [removed: 2021] [added: 2022] | | | | | | September 30, [removed: 2021] [added: 2022] | | | | | | December 31, [removed: 2021] [added: 2022] | | | | | | March 31, [removed: 2022] [added: 2023] | | | | | | June 30, [removed: 2022] [added: 2023] | | | | | | September 30, [removed: 2022] [added: 2023] | | |

| Platform | | | [removed: 11] [added: 17] | | % | | | | [removed: 12] [added: 18] | | % | | | | [removed: 13] [added: 20] | | % | | | | [removed: 14] [added: 21] | | % | | | | [removed: 17] [added: 23] | | % | | | | [removed: 18] [added: 25] | | % | | | | [removed: 19] [added: 25] | | % | | | | [removed: 20] [added: 26] | | % |

| Non-Platform | | | [removed: 89] [added: 83] | | % | | | | [removed: 88] [added: 82] | | % | | | | [removed: 87] [added: 80] | | % | | | | [removed: 86] [added: 79] | | % | | | | [removed: 83] [added: 77] | | % | | | | [removed: 82] [added: 75] | | % | | | | [removed: 81] [added: 75] | | % | | | | [removed: 80] [added: 74] | | % |

| Platform | | | [removed: 38] [added: 71] | | % | | | | [removed: 47] [added: 64] | | % | | | | [removed: 54] [added: 62] | | % | | | | [removed: 58] [added: 54] | | % | | | | [removed: 67] [added: 46] | | % | | | | 60 | | % | | | | [removed: 60] [added: 53] | | % | | | | [removed: 52] [added: 53] | | % |

| Non-Platform | | | [removed: (2)] [added: 3] | | % | | | | [removed: (3)] [added: 3] | | % | | | | 2 | | % | | | | [removed: 1] [added: 2] | | % | | | | [removed: 3] [added: 4] | | % | | | | [removed: 4] [added: 7] | | % | | | | [removed: 1] [added: 11] | | % | | | | [removed: 1] [added: 14] | | % |

| Total | | | [removed: 2] [added: 11] | | % | | | | [removed: 1] [added: 10] | | % | | | | [removed: 7] [added: 10] | | % | | | | [removed: 7] [added: 10] | | % | | | | [removed: 10] [added: 11] | | % | | | | [removed: 11] [added: 17] | | % | | | | [removed: 9] [added: 20] | | % | | | | [removed: 9] [added: 22] | | % |

The amounts and percentages above exclude [removed: these divested] [added: this] product [removed: lines and businesses] [added: line] at all dates presented.

() [removed: The] FICO platform software is a set of interoperable capabilities which use software assets owned and/or governed by FICO for building solutions and services which conform to FICO architectural standards based on key elements of Cloud Native Computing design principles.

| Non-Platform | | | [removed: 97] [added: 102] | | % | | | | [removed: 96] [added: 102] | | % | | | | [removed: 100] [added: 101] | | % | | | | [removed: 100] [added: 101] | | % | | | | [removed: 102] [added: 103] | | % | | | | [removed: 103] [added: 105] | | % | | | | [removed: 101] [added: 109] | | % | | | | [removed: 100] [added: 111] | | % |

The percentages above exclude [removed: these divested] [added: this] product [removed: lines and businesses] [added: line] for all periods presented.

Segment revenues, operating income, and related financial information, including disaggregation of revenue, for the years ended September 30, [removed: 2022, 2021] [added: 2023, 2022] and [removed: 2020] [added: 2021] are set forth in Note 11 and Note 17 to the accompanying consolidated financial statements.

The following tables set forth certain summary information on a segment basis related to our revenues for fiscal [removed: 2022, 2021] [added: 2023, 2022] and [removed: 2020:][added: 2021:]

| Segment | | | [removed: 2022] [added: 2023] | | | | | | [removed: 2021] [added: 2022] | | | | | | [removed: 2020] [added: 2021] | | | | | | [removed: 2022] [added: 2023] to [removed: 2021] [added: 2022] | | | | | | [removed: 2021] [added: 2022] to [removed: 2020] [added: 2021] | | | | | | [removed: 2022] [added: 2023] to [removed: 2021] [added: 2022] | | | | | | [removed: 2021] [added: 2022] to [removed: 2020] [added: 2021] | | |

| Scores | | | $ | [removed: 706,643] [added: 773,828] | | | | | $ | [removed: 654,147] [added: 706,643] | | | | | $ | [removed: 528,547] [added: 654,147] | | | | | $ | [removed: 52,496] [added: 67,185] | | | | | $ | [removed: 125,600] [added: 52,496] | | | | | [removed: 8] [added: 10] | | % | | | | [removed: 24] [added: 8] | | % |

| Software | | | [removed: 670,627] [added: 739,729] | | | | | | [removed: 662,389] [added: 670,627] | | | | | | [removed: 766,015] [added: 662,389] | | | | | | [removed: 8,238] [added: 69,102] | | | | | | [removed: (103,626)] [added: 8,238] | | | | | | [removed: 1] [added: 10] | | % | | | | [removed: (14)] [added: 1] | | % |

| Total | | | $ | [removed: 1,377,270] [added: 1,513,557] | | | | | $ | [removed: 1,316,536] [added: 1,377,270] | | | | | $ | [removed: 1,294,562] [added: 1,316,536] | | | | | [removed: 60,734] [added: 136,287] | | | | | | [removed: 21,974] [added: 60,734] | | | | | | [removed: 5] [added: 10] | | % | | | | [removed: 2] [added: 5] | | % |

| Segment | | | [removed: 2022] [added: 2023] | | | | | | [removed: 2021] [added: 2022] | | | | | | [removed: 2020] [added: 2021] | | |

| Scores | | | 51 | | % | | | | [removed: 50] [added: 51] | | % | | | | [removed: 41] [added: 50] | | % |

| Software | | | 49 | | % | | | | [removed: 50] [added: 49] | | % | | | | [removed: 59] [added: 50] | | % |

Scores segment revenues increased [removed: $52.5] [added: $67.2] million in fiscal [removed: 2022] [added: 2023] from [removed: 2021] [added: 2022] due to an increase of [removed: $28.9] [added: $85.6] million in our business-to-business scores [removed: revenue and $23.6] [added: revenue, partially offset by a decrease of $18.4] million in our business-to-consumer revenue.

The increase in business-to-business scores revenue was primarily attributable to a higher unit [removed: price across several business-to-business offerings and an increase in unsecured credit originations volume,] [added: price,] partially offset by a decrease in mortgage originations volume.

The [removed: increase] [added: decrease] in business-to-consumer revenue was [added: primarily] attributable to [removed: an increase] [added: a decrease] in [removed: both royalties derived from scores and subscription services sold indirectly to consumers through consumer reporting agencies and] direct sales generated from the myFICO.com website.

Our MD&A focuses on discussion of year-over-year comparisons between fiscal 2023 and fiscal 2022.

Discussion of fiscal 2021 results and year-over-year comparisons between fiscal 2022 and fiscal 2021 that are not included in this Annual Report on Form 10-K can be found in “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in Part II, Item 7 of our Annual Report on Form 10-K for the fiscal year ended September 30, 2022.

Internationally, we launched FICO® Score 10 in Canada, FICO® Score 6 in South Africa, and FICO® Score 4 and FICO® Extended Score 4 in Mexico, further expanding our financial inclusion initiatives.

This strategic focus has led us to exit non-strategic products and services in the past few years, allowing us to dedicate our resources to expanding the capabilities and market penetration of FICO® Platform.

| | | | 2023 | | | | | | 2022 | | | | | | 2023 | | | | | | 2022 | | |

| Total on-premises and SaaS software (*) | | | $ | 28.0 | | | | | $ | 29.2 | | | | | $ | 93.9 | | | | | $ | 84.5 | |

(*) During fiscal 2023, we sold certain assets related to our Siron compliance business.

The amounts above exclude this product line for all periods presented.

| Platform () | | | $ | 90.9 | | | | | $ | 95.4 | | | | | $ | 107.2 | | | | | $ | 113.1 | | | | | $ | 132.8 | | | | | $ | 152.5 | | | | | $ | 164.1 | | | | | $ | 173.2 | |

| Non-Platform | | | 433.4 | | | | | | 430.6 | | | | | | 432.3 | | | | | | 437.0 | | | | | | 450.1 | | | | | | 461.0 | | | | | | 481.8 | | | | | | 496.2 | | |

| Total | | | $ | 524.3 | | | | | $ | 526.0 | | | | | $ | 539.5 | | | | | $ | 550.1 | | | | | $ | 582.9 | | | | | $ | 613.5 | | | | | $ | 645.9 | | | | | $ | 669.4 | |

(*) During fiscal 2023, we sold certain assets related to our Siron compliance business.

| | | | December 31, 2021 | | | | | | March 31, 2022 | | | | | | June 30, 2022 | | | | | | September 30, 2022 | | | | | | December 31, 2022 | | | | | | March 31, 2023 | | | | | | June 30, 2023 | | | | | | September 30, 2023 | | |

| Platform | | | 146 | | % | | | | 144 | | % | | | | 137 | | % | | | | 129 | | % | | | | 130 | | % | | | | 146 | | % | | | | 142 | | % | | | | 145 | | % |

| Total | | | 109 | | % | | | | 109 | | % | | | | 109 | | % | | | | 109 | | % | | | | 110 | | % | | | | 114 | | % | | | | 117 | | % | | | | 120 | | % |

(*) During fiscal 2023, we sold certain assets related to our Siron compliance business.

The increase in personnel and labor costs was primarily attributable to increases in employee time allocated to cost of revenues, increased stock-based compensation expense, increased incentive expense and increased headcount.

The decrease in infrastructure and facilities costs was primarily attributable to a one-time reimbursement from a third-party data center provider for implementation costs previously incurred.

The decrease in direct materials costs was primarily attributable to a decrease in credit bureau data costs associated with decreased business-to-consumer scoring solutions revenue through the myFICO.com website.

The increases in marketing, business development and travel costs were primarily attributable to increased costs for a company-wide marketing event held during both fiscal 2023 and 2022, with higher costs incurred for the fiscal 2023 event due to the increased scope of the event.

In addition, as COVID-19 related restrictions have been relaxed, we held more corporate events, increased advertising and promotional expenses and increased travel costs.

The increase in outside services expenses was primarily attributable to increased legal expenses.

The decrease in infrastructure and facilities costs was primarily attributable to a decrease in software royalty fees and maintenance allocated to selling, general and administrative expenses, and a favorable adjustment from the termination of an office lease related to our consolidation of office space.

The $1.9 million gain on product line asset sale during fiscal 2023 was attributable to the sale of certain assets related to our Siron compliance business in December 2022.

The increase in our effective tax rate in fiscal 2023 compared to fiscal 2022 was due to the increase in pretax income overall, in addition to a one-time increase related to the divestiture of a non-U.S. subsidiary.

| Segment | | | 2023 | | | | | | 2022 | | | | | | 2021 | | | | | | 2023 to 2022 | | | | | | 2022 to 2021 | | | | | | 2023 to 2022 | | | | | | 2022 to 2021 | | |

| Scores | | | $ | 681,071 | | | | | $ | 619,355 | | | | | $ | 563,609 | | | | | $ | 61,716 | | | | | $ | 55,746 | | | | | 10 | | % | | | | 10 | | % |

| Software | | | 241,191 | | | | | | 183,122 | | | | | | 107,101 | | | | | | 58,069 | | | | | | 76,021 | | | | | | 32 | | % | | | | 71 | | % |

| Unallocated corporate expenses | | | (156,426) | | | | | | (142,647) | | | | | | (141,691) | | | | | | (13,779) | | | | | | (956) | | | | | | 10 | | % | | | | 1 | | % |

| | | | 2023 | | | | | | 2022 | | | | | | 2021 | | | | | | 2023 | | | | | | 2022 | | | | | | 2021 | | |

| Segment operating expenses | | | (92,757) | | | | | | (87,288) | | | | | | (90,538) | | | | | | (12) | | % | | | | (12) | | % | | | | (14) | | % |

| Segment operating income | | | $ | 681,071 | | | | | $ | 619,355 | | | | | $ | 563,609 | | | | | 88 | | % | | | | 88 | | % | | | | 86 | | % |

| | | | 2023 | | | | | | 2022 | | | | | | 2021 | | | | | | 2023 | | | | | | 2022 | | | | | | 2021 | | |

| Segment operating expenses | | | (498,538) | | | | | | (487,505) | | | | | | (555,288) | | | | | | (67) | | % | | | | (73) | | % | | | | (84) | | % |

| Segment operating income | | | $ | 241,191 | | | | | $ | 183,122 | | | | | $ | 107,101 | | | | | 33 | | % | | | | 27 | | % | | | | 16 | | % |

| | | | 2023 | | | | | | 2022 | | | | | | 2021 | | |

In November 2022, we amended our credit agreement to replace the LIBOR reference rate with the Secured Overnight Financing Rate (“SOFR”) reference rate.

The applicable margin for base rate borrowings ranges from 0% to 0.75% per annum and for SOFR borrowings ranges from 1% to 1.75% per annum.

In addition, as of September 30, 2023, we had $273.8 million in outstanding balance under the term loan at an interest rate of 6.752%, of which $15.0 million was classified as a current liability and $258.8 million was classified as a long-term liability.

The current and long-term revolving line of credit and term loan liabilities were recorded in current maturities on debt and long-term debt, respectively, within the accompanying consolidated balance sheets.

This led us to divert resources from less strategic areas of our business in order to facilitate incremental investment in higher value, more strategic areas.

Our business divestiture in the prior year had a 3% negative impact on total revenue for fiscal 2022.

- Total revenue for our Scores segment was $706.6 million during fiscal 2022, an 8% increase from fiscal 2021.

Net income during fiscal 2021 included pre-tax gains on product line asset sales and business divestiture of $100.1 million.

Diluted EPS during fiscal 2021 included pre-tax gains on product line asset sales and business divestiture of $100.1 million in the aggregate, or $2.71 per share after tax.

| Total on-premises and SaaS software (*) | | | $ | 29.5 | | | | | $ | 25.8 | | | | | $ | 85.7 | | | | | $ | 62.8 | |

(*) During fiscal 2021, we sold all assets related to our cyber risk score operations, sold certain assets related to our Software segment to an affiliated joint venture in China, and divested our Collections and Recovery (“C&R”) business.

The amount for the year ended September 30, 2021 excludes these divested product lines and businesses.

| Platform () | | | $ | 55.1 | | | | | $ | 60.2 | | | | | $ | 67.7 | | | | | $ | 75.2 | | | | | $ | 92.2 | | | | | $ | 96.7 | | | | | $ | 108.4 | | | | | $ | 114.2 | |

| Non-Platform | | | 439.9 | | | | | | 437.1 | | | | | | 445.9 | | | | | | 448.8 | | | | | | 454.4 | | | | | | 453.6 | | | | | | 452.5 | | | | | | 455.1 | | |

| Total | | | $ | 495.0 | | | | | $ | 497.3 | | | | | $ | 513.6 | | | | | $ | 524.0 | | | | | $ | 546.6 | | | | | $ | 550.3 | | | | | $ | 560.9 | | | | | $ | 569.3 | |

(*) During fiscal 2021, we sold all assets related to our cyber risk score operations, sold certain assets related to our Software segment to an affiliated joint venture in China, and divested our C&R business.

| Platform | | | 123 | | % | | | | 130 | | % | | | | 137 | | % | | | | 143 | | % | | | | 143 | | % | | | | 141 | | % | | | | 135 | | % | | | | 128 | | % |

| Total | | | 100 | | % | | | | 100 | | % | | | | 105 | | % | | | | 106 | | % | | | | 109 | | % | | | | 110 | | % | | | | 108 | | % | | | | 107 | | % |

Scores segment revenues increased $125.6 million in fiscal 2021 from 2020 due to an increase of $64.6 million in our business-to-business scores revenue and $61.0 million in our business-to-consumer revenue.

The increase in business-to-business scores revenue was primarily attributable to a higher unit price across several business-to-business offerings, as well as higher volumes.

The increase in business-to-consumer revenue was attributable to an increase in both royalties derived from scores sold indirectly to consumers through consumer reporting agencies and direct sales generated from the myFICO.com website.

The increase in our on-premises and SaaS software revenue was primarily attributable to an increase in point-in-time recognition due to a large license deal, as well as an increase in over-time recognition due to SaaS growth, partially offset by the C&R business divestiture in June 2021.

The decrease in services revenue was primarily attributable to the C&R business divestiture, as well as our strategic shift to emphasize software over services.

The total revenue impact from the divestiture was $45.3 million — a $22.3 million decrease in on-premises and SaaS software revenue and a $23.0 million decrease in professional services revenue.

Software segment revenues decreased $103.6 million in fiscal 2021 from 2020 due to a $66.7 million decrease in on-premises and SaaS software revenue and a $36.9 million decrease in services revenue.

The decrease in point-in-time recognition was primarily attributable to the shift in the timing of revenue recognition on our term license subscription sales as a result of changing our business practice of selling term licenses with separate license and maintenance components to a single software subscription contract with license and maintenance bundled, as well as a decrease in the number and size of term license deals signed or renewed during fiscal 2021.

The increase in over-time recognition was primarily attributable to an increase in SaaS subscription revenue, partially offset by the divestiture of our C&R business in June 2021.

The decrease in services revenue was primarily due to our recent strategic shift to emphasize software over services, as well as the divestiture of our C&R business.

The total revenue impact from the divestiture was $21.7 million.

The decreases in personnel and labor costs, and facilities and infrastructure costs were both largely driven by a decrease in our headcount as a result of the divestiture of our C&R business in June 2021, the fourth quarter of fiscal 2021 reduction in workforce, as well as reduced resource requirements associated with our decreased services revenue.

The increase in direct materials was primarily attributable to an increase in telecommunication costs to support FICO® Customer Communication Service revenue.

The fiscal 2021 from 2020 decrease of $28.7 million in cost of revenues was primarily attributable to an $18.8 million decrease in personnel and labor costs, a $9.2 million decrease in facilities and infrastructure costs and a $3.7 million decrease in travel costs, partially offset by an increase in direct materials costs.

The decreases in personnel and labor costs, and in facilities and infrastructure costs were both largely driven by our strategic cost initiative implemented in September 2020, in which we reduced our workforce, consolidated office space and abandoned certain property and equipment; as well as the divestiture of our C&R business in June 2021.

The decrease in travel costs was primarily attributable to the COVID-19 pandemic.

The increase in direct materials costs was primarily attributable to increased third-party data costs related to increased business-to-consumer Scores revenue.

Cost of revenues as a percentage of revenues decreased to 25% during fiscal 2021 from 28% during fiscal 2020, primarily due to increased sales of our higher-margin Scores products.

The fiscal 2021 over 2020 increase of $4.7 million in research and development expenses was primarily attributable to an increase in personnel and labor costs, driven by increased average headcount and our continued investments in new product development.

Research and development expenses as a percentage of revenues was 13% during fiscal 2021, consistent with that during fiscal 2020.

The increase in marketing and travel costs was primarily driven by a company-wide marketing event held during fiscal 2022.

In addition, travel costs increased as certain COVID-19 related restrictions have been relaxed.

The fiscal 2021 from 2020 decrease in selling, general and administrative expenses of $24.6 million was primarily attributable to a $7.4 million decrease in travel costs, a $6.8 million decrease in marketing costs, a $5.0 million decrease in outside services, and a $4.6 million decrease in facilities and infrastructure costs.

The decrease in travel costs was a result of a decrease in travel activity due to COVID-19.

The decrease in marketing costs was primarily driven by a company-wide marketing event during fiscal 2020.

The decrease in outside services was attributable to a decrease in legal and consulting fees associated with several company initiatives during fiscal 2020.

The following table presents the principal amounts and related weighted-average yields for our investments with interest rate risk at September 30, [removed: 2022] [added: 2023] and [removed: 2021:][added: 2022:]

| | | | September 30, 2022 | | | | | | | | | | | | | | | [removed: | | | September 30, 2021 | | | | | | | | | | | | | | |]

| Cash and cash equivalents | | | $ | [removed: 133,202] [added: 136,778] | | | | | $ | [removed: 133,202] [added: 136,778] | | | | | [removed: 1.23] [added: 3.05] | | % | | | | $ | [removed: 195,354] [added: 133,202] | | | | | $ | [removed: 195,354] [added: 133,202] | | | | | [removed: 0.04] [added: 1.23] | | % |

The following table presents the face values and fair values for the Senior Notes at September 30, [removed: 2022] [added: 2023] and [removed: 2021:][added: 2022:]

| | | | September 30, [removed: 2022] [added: 2023] | | | | | | | | | | | | [added: | | | | | |] September 30, [removed: 2021] [added: 2022] | | | | | | | | | [added: | | | | | |]

| The 2018 Senior Notes | | | 400,000 | | | | | | [removed: 381,500] [added: 386,000] | | | | | | 400,000 | | | | | | [removed: 453,000] [added: 381,500] | | |

| The 2019 Senior Notes and the 2021 Senior Notes | | | 900,000 | | | | | | [removed: 767,250] [added: 803,250] | | | | | | [removed: 350,000] [added: 900,000] | | | | | | [removed: 357,000] [added: 767,250] | | |

| Total | | | $ | 1,300,000 | | | | | $ | [removed: 1,148,750] [added: 1,189,250] | | | | | $ | [removed: 750,000] [added: 1,300,000] | | | | | $ | [removed: 810,000] [added: 1,148,750] | |

(*) The carrying value of the Senior Notes was the face value reduced by the net debt issuance costs of [removed: $14.3] [added: $11.5] million and [removed: $9.0] [added: $14.3] million at September 30, [removed: 2022] [added: 2023] and [removed: 2021,] [added: 2022,] respectively.

Interest [added: rates] on amounts borrowed under the [added: revolving line of] credit [removed: facility is] [added: and term loan are] based on (i) an adjusted base rate, which is the greatest of (a) the prime rate, [removed: and] (b) the Federal Funds rate plus [removed: 0.500%] [added: 0.5%,] and (c) [removed: the] one-month [removed: LIBOR] [added: adjusted term SOFR] rate plus [removed: 1.000%,] [added: 1%,] plus, in each case, an applicable margin, or (ii) an adjusted [removed: LIBOR] [added: term SOFR] rate plus an applicable margin.

The applicable margin for base rate borrowings [removed: ranges from 0% to 0.750%] and for [removed: LIBOR] [added: SOFR] borrowings [removed: ranges from 1.000% to 1.750%, and] is determined based on our consolidated leverage ratio.

As of September 30, [removed: 2022,] [added: 2023,] we had [removed: $280.0] [added: $300.0] million in borrowings outstanding under the revolving [added: line of] credit [removed: facility] at a weighted-average interest rate of [removed: 4.479%] [added: 6.678%] and [removed: $288.8] [added: $273.8] million in outstanding balance of the term loan at an interest rate of [removed: 4.283%.][added: 6.752%.]

The following tables summarize our outstanding foreign currency forward contracts, by currency, at September 30, [removed: 2022] [added: 2023] and [removed: 2021:][added: 2022:]

| | | | [added: September 30, 2023] | | | [removed: September 30, 2022] | | | | | | | | | [added: September 30, 2022] | | | | | | [added: | | |]

| Euro (EUR) | | | [removed: | | |] EUR | 13,500 | | | | | $ | 13,158 | | | | | — | | |

| British pound (GBP) | | | [removed: | | |] GBP | 11,848 | | | | | $ | 13,100 | | | | | — | | |

| Singapore dollar (SGD) | | | [removed: | | |] SGD | 6,169 | | | | | $ | 4,300 | | | | | — | | |

| British pound (GBP) | | | [added: | | |] GBP | [removed: 11,467] [added: 10,700] | | | | | $ | [removed: 15,400] [added: 13,100] | | | | | — | | |

| Singapore dollar (SGD) | | | [added: | | |] SGD | [removed: 6,650] [added: 8,569] | | | | | $ | [removed: 4,900] [added: 6,300] | | | | | — | | |

The foreign currency forward contracts were entered into on September 30, [removed: 2022] [added: 2023] and [removed: 2021;] [added: 2022;] therefore, their fair value was $0 at each of these dates.

The applicable margin for base rate borrowings ranges from 0% to 0.75% per annum and for SOFR borrowings ranges from 1% to 1.75% per annum.

| | | | | | | September 30, 2023 | | | | | | | | | | | | | | |

| Euro (EUR) | | | | | | EUR | 12,900 | | | | | $ | 13,621 | | | | | — | | |

| | | | September 30, 2021 | | | | | | | | | | | | | | |

| Euro (EUR) | | | EUR | 17,100 | | | | | $ | 19,829 | | | | | — | | |

Today, FICO’s software and the widely used FICO® Score operationalize analytics, enabling thousands of businesses in [removed: nearly 120] [added: more than 100] countries to uncover new opportunities, make timely decisions that matter, and execute them at scale.

Our Software segment includes pre-configured analytic and decision management solutions designed for a specific type of business need or process — such as account origination, customer management, customer engagement, fraud detection, [removed: financial crimes compliance,] and marketing — as well as associated professional services.

Our most recent and most predictive scores, FICO® Score 10 and [removed: 10T,] [added: 10 T,] were introduced in January 2020.

To increase its predictive power, FICO Score [removed: 10T] [added: 10 T] builds on FICO Score 10 but also incorporates trended credit data.

[removed: While our newer scores] [added: Our new FICO Scores are] generally [added: designed to] provide greater predictive accuracy than the scores they replace, [removed: we ensure that new versions of the standard FICO® Score are] [added: and to be] compatible with prior versions of the FICO Score.

FICO provides software solutions to business customers in more than [removed: 120] [added: 100] countries around the world.

While not all our software runs on FICO Platform today, we are [removed: investing] [added: continuing to invest] significant development resources to enable substantially all of our software to run on FICO Platform in the future.

With more than [removed: 60] [added: 65] years of analytics and software experience, we have found that bringing human and digital intelligence together allows our customers to target and acquire customers more efficiently, increase customer value, reduce fraud and credit losses, lower operating expenses, and enter new markets more profitably.

Our annual recurring revenue (“ARR”) from FICO® Platform based products was [removed: $114.2] [added: $173.2] million as of September 30, [removed: 2022,] [added: 2023,] representing [removed: 20%] [added: 26%] of our total software ARR.

They enable acquisition and growth marketing, account activation and management, omni-channel communication, risk assessment, [added: and] fraud detection and [removed: prevention, and financial crime compliance.][added: prevention.]

End users of our products include [removed: 92] [added: three-quarters] of [added: each of] the [removed: 100] largest [added: 100] financial institutions in the [removed: U.S.,] [added: U.S.] and [removed: three-quarters of] the largest 100 banks in the world.

Our clients also include more than 600 insurers, including [removed: eight] [added: nine] of the top ten U.S. property and casualty insurers; more than 300 retailers and general merchandisers; and more than 200 government or public agencies.

[removed: Seven] [added: Eight] of the top ten companies on the [removed: 2022] [added: 2023] Fortune 500 list use one or more of our solutions.

In addition, our consumer solutions are marketed to [removed: an estimated] [added: more than] 200 million U.S. consumers whose credit relationships are reported to the three major U.S. consumer reporting agencies.

During fiscal [removed: 2022, 2021] [added: 2023, 2022] and [removed: 2020,] [added: 2021,] revenues generated from our agreements with Experian, TransUnion and Equifax collectively accounted for [removed: 39%, 38%] [added: 41%, 39%] and [removed: 33%] [added: 38%] of our total revenues, respectively.

Our largest market segment is financial services, representing [removed: 90%] [added: 91%] of our total revenue in [removed: 2022.][added: 2023.]

Our largest geographic market is the Americas, representing [removed: 82%] [added: 85%] of our total revenue in [removed: 2022.][added: 2023.]

- fraud [removed: and compliance] solution providers;

In the fraud [removed: and financial crimes] market for banking, we compete primarily with Nice Actimize, Experian, Pegasystems, BAE Systems Applied Intelligence, SAS, ACI Worldwide, IBM, Feedzai and Featurespace.

[removed: We currently hold 188] [added: As of September 30, 2023, we held 196] U.S. and [removed: 20] [added: 23] foreign patents, with [removed: 83] [added: 69] applications pending.

[removed: We currently have 31] [added: As of September 30, 2023, we had 24] trademarks registered in the U.S. and select foreign countries.

Many U.S. and foreign jurisdictions have passed, or are currently contemplating, a variety of consumer protection, data privacy, and [added: cyber and] data security laws and regulations that may relate to our business or the business of our customers or affect the demand for our products and services.

For example, the General Data Protection Regulation (the “GDPR”) in the United Kingdom (“U.K.”) and the European Union (“E.U.”) imposes, among other things, strict obligations and restrictions on the collection and use of U.K. and E.U. personal data, a requirement for prompt notice of data breaches in certain circumstances, a requirement for implementation of certain approved safeguards [added: (such as the use of approved “standard contractual clauses” and the performance of appropriate data transfer impact assessments)] for transfers of personal data to [removed: third countries,] [added: other countries that have not been determined by the E.U. or the U.K. to provide adequate data privacy protections,] and possible substantial fines for any violations.

Our implementation of [removed: the new SCCs] [added: processes to meet such requirements] for affected data flows, which may involve interpretive [removed: issues] [added: issues,] and may have an adverse impact on cross-border transfers of personal data, may subject us or our customers to additional scrutiny from E.U. and U.K. regulators or may increase our costs of compliance associated with [added: maintaining appropriate certifications,] performing any necessary assessments, engaging in contract negotiations with third [removed: parties,] [added: parties and implementing approved standard contractual clauses,] and/or (if appropriate) localizing certain data processing activities.

Brazil, India, South Africa, Japan, China, Israel, Canada, and several other countries have introduced and, in some cases, enacted, similar [added: data] privacy and [added: cyber and] data security laws.

Additionally, effective January 1, 2023, the California Privacy Rights Act (the “CPRA”) [removed: will revise] [added: revised] and significantly [removed: expand] [added: expanded] the scope of the CCPA.

For example, Virginia, Utah, Connecticut, and Colorado have passed new consumer privacy laws [added: with effective dates in 2023, and Delaware, Indiana, Iowa, Montana, Oregon, Tennessee, and Texas have passed consumer privacy laws] that [added: will] become effective in [removed: 2023.][added: 2024, 2025, or 2026.]

In addition, the [added: laws and regulations issued by U.S. and foreign] regulators of some of our largest financial institution customers may require them to [added: flow down certain contractual obligations,] exercise greater [removed: oversight] [added: oversight,] and perform more rigorous audits of their key service providers such as us.

There has been an increased focus on laws and regulations related to our business and the business of our customers, including by the current U.S. presidential administration, the U.S. Congress, and U.S. regulators, such as the CFPB, relating to policy concerns regarding the operation of consumer reporting agencies, the use and accuracy of credit [added: and alternative] data, the use of credit [removed: scores, algorithm accountability] [added: scores] and [added: fair lending, and the use,] transparency, and [removed: fair lending.][added: fairness of algorithms, artificial intelligence, and machine learning in business processes.]

- The Cybersecurity Act of 2015; the U.S. Department of Commerce’s National Institute of Standards and Technology’s Cybersecurity Framework; the Clarifying Lawful Overseas Use of Data Act; cyber incident notice requirements for banks and their service providers under rules and regulations issued by federal banking regulators; [added: cybersecurity incident disclosure requirements for public companies under regulations issued by the SEC;] and identity theft, file freezing, and similar state privacy laws.

- Laws and regulations applicable to secondary market participants (e.g., The Federal National Mortgage Association (“Fannie Mae”) and The Federal Home Loan Mortgage Corporation (“Freddie Mac”)) that could have an impact on our scoring products and revenues, including 12 CFR Part 1254 (Validation and Approval of Credit Score Models) issued by the Federal Housing Finance Agency in accordance with Section 310 of the Economic Growth, Regulatory Relief, and Consumer Protection Act (Public Law 115-174), and any regulations, standards or criteria established pursuant to such laws or [removed: regulations.][added: regulations, including the ongoing validation and approval of the use of the FICO Score by Fannie Mae, Freddie Mac, and the Federal Housing Finance Agency.]

- [removed: Regulatory] [added: Laws and regulations that apply to outsourcing of services by our clients, and that set forth] requirements for managing third parties (e.g., vendors, contractors, suppliers and distributors).

As of September 30, [removed: 2022,] [added: 2023,] we employed [removed: 3,404] [added: 3,455] persons across 29 countries.

Of these, our largest representation includes [removed: 1,247] [added: 1,283] (37%) based in the United States, [removed: 1,206 (35%)] [added: 1,259 (36%)] based in India and [removed: 263] [added: 270] (8%) based in the United Kingdom.

Other than to the extent mandated by applicable law in certain foreign jurisdictions, none of our employees are covered by a collective bargaining agreement, and no work stoppages were experienced during fiscal [removed: 2022.][added: 2023.]

The Leadership Development and Compensation Committee (the “LDCC”) of our Board oversees all human capital management policies, programs and strategies, including but not limited to those regarding talent recruitment, development and retention, health and safety, organizational culture, employee engagement, diversity, [removed: equity] [added: inclusion] and [removed: inclusion,] [added: belonging,] and compensation and benefits.

For [removed: much of] the past decade, we have conducted quarterly workforce surveys to measure employee engagement and gain feedback and insights from our people about ways to improve the employee experience and the effectiveness of our business operations.

Examples of organizational changes that have been driven by the insights from these surveys include investments in expanded workforce capacity, targeted recruiting of under-represented groups, broadened and more frequent company-wide communications, expanded employee stock ownership, expanded benefit programs including paid parental [removed: leave] [added: leave, well-being, family building, childcare reimbursement] and [removed: well-being] [added: company-funded transportation] programs, enhanced incentive plan funding and expanded investments in professional development and culture-based initiatives to promote inclusiveness and belonging.

Diversity, [removed: Equity] [added: Inclusion] and [removed: Inclusion][added: Belonging]

In the United States, we [removed: maintained] [added: maintain] and [removed: expanded] [added: continue to expand] our partnership with the Management Leadership for Tomorrow (MLT.org) organization, which [removed: helped] [added: helps] us connect with [removed: Black, Latinx and Native American] [added: racially diverse] college students for summer internships followed by offers of full-time employment upon graduation.

FICO Scores have been made available in over 40 countries.

In addition, many core capabilities of FICO’s current software products are now part of FICO Platform, such as Originations and Fraud.

- FICO® Fraud Solutions empower organizations to safeguard the business and their customers from payments fraud and application fraud.

Leveraging advanced analytic capabilities on a large scale and in real-time, FICO Fraud Solutions identify fraud and enable strategies designed to prevent fraud across payment cards, money transfers, and instances where stolen or synthetic identities are exploited to open accounts.

Certain Fraud Solutions capabilities are available on FICO Platform today, and we plan to make additional Fraud Solutions capabilities available on FICO® Platform in the future.

Certain Originations capabilities are available on FICO Platform today, and we plan to make additional Originations capabilities available on FICO® Platform in the future.

In the decision platform market, we compete with Pegasystems, IBM and SAS, among others.

The final version of the EU AI Act is expected to be published by the end of 2023 and is expected to become effective in 2026.

Our engagement scores have steadily strengthened over the past year and nearly all driver scores remain well-above their published external benchmark.

All FICO ERGs are open to everyone at FICO to join.

We have adopted a policy that seeks a level of qualified applicant pool diversity be achieved prior to offer extension as a strategy for building workforce diversity along with high quality hires.

Further, in the U.S., we detail our targeted base pay ranges on all public job postings and instruct our recruiters that they are prohibited from inquiring about a candidate’s current level of compensation.

We recently implemented a new global Family Building Benefit program, which provides infertility, cryopreservation, surrogacy and adoption support services.

In India, we recently implemented a new Childcare Reimbursement program to assist parents of young children.

Promoting a Healthy and Safe Work Environment

We foster a healthy work/life balance for our people via both remote and hybrid work location policies that provide significant flexibility surrounding work location and work schedules.

FICO Scores are currently in use or being implemented in 30 different countries across five continents outside the U.S.

In addition, some FICO pre-configured solutions are now available on FICO Platform.

- FICO® Fraud and Financial Crimes Solutions help our clients detect and prevent transactional financial fraud and violations of global financial compliance regulations.

Our solutions analyze activities such as credit card transactions and account openings to generate real time recommendations for immediate action.

These defenses are critical to identifying and mitigating identity fraud, payments fraud and money laundering.

We plan to offer most of our Fraud capabilities on FICO Platform.

We plan to offer most of our Originations capabilities on FICO Platform.

The E.U. and the U.K each have issued new standard contractual clauses (“SCCs”) as an approved safeguard for cross-border transfer of E.U. and U.K. personal data along with guidance imposing further obligations on controllers and processors that rely on SCCs for such transfers, including carrying out an appropriate data transfer impact assessment to evaluate whether adequate protection will be afforded to the data in the destination country.

The EU AI Act is expected to be finalized in 2024 or 2025.

Health and Safety

As the COVID-19 pandemic persists, our focus remains on promoting employee health and safety, serving our customers and ensuring business continuity.

We have implemented a post-pandemic “Remote Work Policy” permitting our people in countries other than India to elect to work primarily from home on an ongoing basis with the vast majority electing to do so.

For our offices in India, we have adopted a “hybrid” approach under which employees may elect to work from home up to two days per week and have flexibility to adjust office attendance hours to best manage commuting challenges.

For the fiscal year ended September 30, [removed: 2022][added: 2023]

As of March 31, [removed: 2022,] [added: 2023,] the aggregate market value of the registrant’s common stock held by non-affiliates of the registrant was [removed: $9,599,184,596] [added: $14,169,078,627] based on the last transaction price as reported on the New York Stock Exchange on such date.

The number of shares of common stock outstanding on October [removed: 28, 2022] [added: 27, 2023] was [removed: 24,975,618] [added: 24,713,557] (excluding [removed: 63,881,165] [added: 64,143,226] shares held by the Company as treasury stock).

Portions of the Registrant’s definitive proxy statement relating to its [removed: 2023] [added: 2024] Annual Meeting of Stockholders [removed: (“2023] [added: (“2024] Proxy Statement”) are incorporated by reference into Part III of this Annual Report on Form 10-K where indicated.

The [removed: 2023] [added: 2024] Proxy Statement will be filed with the U.S. Securities and Exchange Commission within 120 days after the end of the fiscal year to which this report relates.

| Item 1. | | | [removed: [Business](#ic48b56c04d544a579c809f199c9747de_16)] [added: [Business](#id40919daeafd444aadee24cabb995f62_16)] | | | [removed: [3](#ic48b56c04d544a579c809f199c9747de_16)] [added: [3](#id40919daeafd444aadee24cabb995f62_16)] | | |

| Item 1A. | | | [Risk [removed: Factors](#ic48b56c04d544a579c809f199c9747de_19)] [added: Factors](#id40919daeafd444aadee24cabb995f62_19)] | | | [removed: [14](#ic48b56c04d544a579c809f199c9747de_19)] [added: [14](#id40919daeafd444aadee24cabb995f62_19)] | | |

| Item 1B. | | | [Unresolved Staff [removed: Comments](#ic48b56c04d544a579c809f199c9747de_22)] [added: Comments](#id40919daeafd444aadee24cabb995f62_22)] | | | [removed: [27](#ic48b56c04d544a579c809f199c9747de_22)] [added: [27](#id40919daeafd444aadee24cabb995f62_22)] | | |

| Item 2. | | | [removed: [Properties](#ic48b56c04d544a579c809f199c9747de_25)] [added: [Properties](#id40919daeafd444aadee24cabb995f62_25)] | | | [removed: [27](#ic48b56c04d544a579c809f199c9747de_25)] [added: [27](#id40919daeafd444aadee24cabb995f62_25)] | | |

| Item 3. | | | [Legal [removed: Proceedings](#ic48b56c04d544a579c809f199c9747de_28)] [added: Proceedings](#id40919daeafd444aadee24cabb995f62_28)] | | | [removed: [28](#ic48b56c04d544a579c809f199c9747de_28)] [added: [28](#id40919daeafd444aadee24cabb995f62_28)] | | |

| Item 4. | | | [Mine Safety [removed: Disclosures](#ic48b56c04d544a579c809f199c9747de_31)] [added: Disclosures](#id40919daeafd444aadee24cabb995f62_31)] | | | [removed: [28](#ic48b56c04d544a579c809f199c9747de_31)] [added: [28](#id40919daeafd444aadee24cabb995f62_31)] | | |

| Item 5. | | | [Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity [removed: Securities](#ic48b56c04d544a579c809f199c9747de_37)] [added: Securities](#id40919daeafd444aadee24cabb995f62_37)] | | | [removed: [29](#ic48b56c04d544a579c809f199c9747de_37)] [added: [29](#id40919daeafd444aadee24cabb995f62_37)] | | |

| Item 6. | | | [removed: [\[Reserved\]](#ic48b56c04d544a579c809f199c9747de_40)] [added: [\[Reserved\]](#id40919daeafd444aadee24cabb995f62_40)] | | | [removed: [30](#ic48b56c04d544a579c809f199c9747de_40)] [added: [30](#id40919daeafd444aadee24cabb995f62_40)] | | |

| Item 7. | | | [Management’s Discussion and Analysis of Financial Condition and Results of [removed: Operations](#ic48b56c04d544a579c809f199c9747de_43)] [added: Operations](#id40919daeafd444aadee24cabb995f62_43)] | | | [removed: [31](#ic48b56c04d544a579c809f199c9747de_43)] [added: [31](#id40919daeafd444aadee24cabb995f62_43)] | | |

| Item 7A. | | | [Quantitative and Qualitative Disclosures About Market [removed: Risk](#ic48b56c04d544a579c809f199c9747de_67)] [added: Risk](#id40919daeafd444aadee24cabb995f62_67)] | | | [removed: [49](#ic48b56c04d544a579c809f199c9747de_67)] [added: [46](#id40919daeafd444aadee24cabb995f62_67)] | | |

| Item 8. | | | [Financial Statements and Supplementary [removed: Data](#ic48b56c04d544a579c809f199c9747de_70)] [added: Data](#id40919daeafd444aadee24cabb995f62_70)] | | | [removed: [52](#ic48b56c04d544a579c809f199c9747de_70)] [added: [48](#id40919daeafd444aadee24cabb995f62_70)] | | |

| Item 9. | | | [Changes in and Disagreements with Accountants on Accounting and Financial [removed: Disclosure](#ic48b56c04d544a579c809f199c9747de_166)] [added: Disclosure](#id40919daeafd444aadee24cabb995f62_163)] | | | [removed: [88](#ic48b56c04d544a579c809f199c9747de_166)] [added: [82](#id40919daeafd444aadee24cabb995f62_163)] | | |

| Item 9A. | | | [Controls and [removed: Procedures](#ic48b56c04d544a579c809f199c9747de_169)] [added: Procedures](#id40919daeafd444aadee24cabb995f62_166)] | | | [removed: [88](#ic48b56c04d544a579c809f199c9747de_169)] [added: [82](#id40919daeafd444aadee24cabb995f62_166)] | | |

| Item 9B. | | | [Other [removed: Information](#ic48b56c04d544a579c809f199c9747de_172)] [added: Information](#id40919daeafd444aadee24cabb995f62_169)] | | | [removed: [89](#ic48b56c04d544a579c809f199c9747de_172)] [added: [83](#id40919daeafd444aadee24cabb995f62_169)] | | |

| Item 9C. | | | [Disclosure Regarding Foreign Jurisdictions that Prevent [removed: Inspections](#ic48b56c04d544a579c809f199c9747de_1812)] [added: Inspections](#id40919daeafd444aadee24cabb995f62_172)] | | | [removed: [89](#ic48b56c04d544a579c809f199c9747de_1812)] [added: [83](#id40919daeafd444aadee24cabb995f62_172)] | | |

| [PART [removed: III](#ic48b56c04d544a579c809f199c9747de_175)] [added: III](#id40919daeafd444aadee24cabb995f62_175)] | | | | | | | | |

| Item 10. | | | [Directors, Executive Officers and Corporate [removed: Governance](#ic48b56c04d544a579c809f199c9747de_178)] [added: Governance](#id40919daeafd444aadee24cabb995f62_178)] | | | [removed: [90](#ic48b56c04d544a579c809f199c9747de_178)] [added: [84](#id40919daeafd444aadee24cabb995f62_178)] | | |

| Item 11. | | | [Executive [removed: Compensation](#ic48b56c04d544a579c809f199c9747de_181)] [added: Compensation](#id40919daeafd444aadee24cabb995f62_181)] | | | [removed: [91](#ic48b56c04d544a579c809f199c9747de_181)] [added: [86](#id40919daeafd444aadee24cabb995f62_181)] | | |

| Item 12. | | | [Security Ownership of Certain Beneficial Owners and Management and Related Stockholder [removed: Matters](#ic48b56c04d544a579c809f199c9747de_184)] [added: Matters](#id40919daeafd444aadee24cabb995f62_184)] | | | [removed: [91](#ic48b56c04d544a579c809f199c9747de_184)] [added: [86](#id40919daeafd444aadee24cabb995f62_184)] | | |

| Item 13. | | | [Certain Relationships and Related Transactions, and Director [removed: Independence](#ic48b56c04d544a579c809f199c9747de_187)] [added: Independence](#id40919daeafd444aadee24cabb995f62_187)] | | | [removed: [91](#ic48b56c04d544a579c809f199c9747de_187)] [added: [86](#id40919daeafd444aadee24cabb995f62_187)] | | |

| Item 14. | | | [Principal Accountant Fees and [removed: Services](#ic48b56c04d544a579c809f199c9747de_190)] [added: Services](#id40919daeafd444aadee24cabb995f62_190)] | | | [removed: [91](#ic48b56c04d544a579c809f199c9747de_190)] [added: [86](#id40919daeafd444aadee24cabb995f62_190)] | | |

| [PART [removed: IV](#ic48b56c04d544a579c809f199c9747de_193)] [added: IV](#id40919daeafd444aadee24cabb995f62_193)] | | | | | | | | |

| Item 15. | | | [Exhibits, Financial Statement [removed: Schedules](#ic48b56c04d544a579c809f199c9747de_196)] [added: Schedules](#id40919daeafd444aadee24cabb995f62_196)] | | | [removed: [92](#ic48b56c04d544a579c809f199c9747de_196)] [added: [87](#id40919daeafd444aadee24cabb995f62_196)] | | |

| Item 16. | | | [Form 10-K [removed: Summary](#ic48b56c04d544a579c809f199c9747de_1828)] [added: Summary](#id40919daeafd444aadee24cabb995f62_208)] | | | [removed: [96](#ic48b56c04d544a579c809f199c9747de_1828)] [added: [91](#id40919daeafd444aadee24cabb995f62_208)] | | |

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 issued 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](#id40919daeafd444aadee24cabb995f62_13) | | | | | | | | |

| [PART II](#id40919daeafd444aadee24cabb995f62_34) | | | | | | | | |

| [Signatures](#id40919daeafd444aadee24cabb995f62_211) | | | | | | [92](#id40919daeafd444aadee24cabb995f62_211) | | |

| [PART I](#ic48b56c04d544a579c809f199c9747de_13) | | | | | | | | |

| [PART II](#ic48b56c04d544a579c809f199c9747de_34) | | | | | | | | |

| [Signatures](#ic48b56c04d544a579c809f199c9747de_208) | | | | | | [97](#ic48b56c04d544a579c809f199c9747de_208) | | |

As of September 30, [removed: 2022,] [added: 2023,] the Company leased office facilities in geographically dispersed locations primarily for corporate functions, sales, research and development, data centers and other purposes.

According to records of our transfer agent, at October [removed: 28, 2022,] [added: 27, 2023,] we had [removed: 275] [added: 254] stockholders of record of our common stock.

(1)Includes [removed: 4,041] [added: 1,475] shares delivered in satisfaction of the tax withholding obligations resulting from the vesting of restricted stock units held by employees during the quarter ended September 30, [removed: 2022.][added: 2023.]

(2)In [removed: January] [added: October] 2022, our Board of Directors approved a stock repurchase program [removed: following the completion of] [added: replacing] our [removed: previous] [added: previously authorized] program.

This program [removed: was] [added: is] open-ended and authorizes repurchases of shares of our common stock up to an aggregate cost of $500.0 million in the open market or in negotiated transactions.

The following graph shows the total stockholder return of an investment of $100 in cash on September 30, [removed: 2017,] [added: 2018,] in (a) the Company’s common stock, (b) the Standard & Poor’s 500 Stock Index and (c) the Standard & Poor’s 500 Application Software Index, in each case with reinvestment of dividends.

[removed: ][added: ]

| July 1, 2023 through July 31, 2023 | | | 48,412 | | | | | | $ | 821.21 | | | | | 47,500 | | | | | | $ | 197,895,136 | |

| August 1, 2023 through August 31, 2023 | | | 52,563 | | | | | | $ | 864.13 | | | | | 52,000 | | | | | | $ | 152,950,805 | |

| September 1, 2023 through September 30, 2023 | | | 36,000 | | | | | | $ | 900.13 | | | | | 36,000 | | | | | | $ | 120,546,951 | |

| | | | 136,975 | | | | | | $ | 858.42 | | | | | 135,500 | | | | | | $ | 120,546,951 | |

| July 1, 2022 through July 31, 2022 | | | 1,189 | | | | | | $ | 454.24 | | | | | — | | | | | | $ | 118,768,694 | |

| August 1, 2022 through August 31, 2022 | | | 67,635 | | | | | | $ | 481.01 | | | | | 65,000 | | | | | | $ | 87,513,900 | |

| September 1, 2022 through September 30, 2022 | | | 55,217 | | | | | | $ | 452.67 | | | | | 55,000 | | | | | | $ | 62,617,740 | |

| Total | | | 124,041 | | | | | | $ | 468.14 | | | | | 120,000 | | | | | | $ | 62,617,740 | |

In October 2022, our Board of Directors approved a new stock repurchase program replacing the January 2022 stock repurchase program.

The new program is open-ended and authorizes repurchases of shares of our common stock up to an aggregate cost of $500.0 million in the open market or in negotiated transactions.

We have audited the accompanying consolidated balance sheets of Fair Isaac Corporation and subsidiaries (the "Company") as of September 30, [removed: 2022] [added: 2023] and [removed: 2021,] [added: 2022,] the related consolidated statements of income and comprehensive income, stockholders' equity (deficit), and cash flows, for each of the three years in the period ended September 30, [removed: 2022,] [added: 2023,] and the related notes (collectively referred to as the "financial statements").

We also have audited the Company’s internal control over financial reporting as of September 30, [removed: 2022,] [added: 2023,] based on criteria established in *Internal Control — Integrated Framework (2013)* issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO).

In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of the Company as of September 30, [removed: 2022] [added: 2023] and [removed: 2021,] [added: 2022,] and the results of operations and cash flows for each of the three years in the period ended September 30, [removed: 2022,] [added: 2023,] in conformity with accounting principles generally accepted in the United States of America.

Also, in our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of September 30, [removed: 2022,] [added: 2023,] based on criteria established in *Internal Control — Integrated Framework (2013)* issued by COSO.

Given the complexity of certain of the Company’s contracts, together with the judgment involved in identifying performance [removed: obligations,] [added: obligations and] estimating variable consideration, [removed: and determining SSP,] auditing the related revenue required both extensive audit effort due to the volume and complexity of the contracts and a high degree of auditor judgment when performing audit procedures and evaluating the results of those procedures.

Our audit procedures related to revenue recognition over the Company’s identification of performance [removed: obligations,] [added: obligations and] estimation of variable consideration, [removed: and determination of SSP] included the following, among others:

- We tested the effectiveness of controls over contract revenue, including management’s controls over the identification of performance [removed: obligations,] [added: obligations and] estimation of variable [removed: consideration, and determination of the SSP.][added: consideration.]

◦Confirmed the terms of the contract directly with the customer, including whether there are [removed: side agreements and] terms not formally included in the contract that may impact the identification of performance obligations and revenue recognition and performed alternative procedures in the event of nonreplies.

| | | | [added: 2023 | | | | | |] 2022 | | | | | | 2021 | | |

| Cash and cash [removed: equivalents |] [added: equivalents, beginning of year] | | [removed: $] | 133,202 | | | | | [removed: $] | 195,354 | | [added: | | | | 157,394 | | |]

| Accounts receivable, net | | | [removed: 322,410] [added: 387,947] | | | | | | [removed: 312,107] [added: 322,410] | | |

| Prepaid expenses and other current assets | | | [removed: 29,103] [added: 31,723] | | | | | | [removed: 43,513] [added: 29,103] | | |

| Total current assets | | | [removed: 484,715] [added: 556,448] | | | | | | [removed: 550,974] [added: 484,715] | | |

| Marketable securities | | | [removed: 24,515] [added: 33,014] | | | | | | [removed: 31,884] [added: 24,515] | | |

| Other investments | | | [removed: 1,135] [added: 1,223] | | | | | | [removed: 1,312] [added: 1,135] | | |

| Property and equipment, net | | | [removed: 17,580] [added: 10,966] | | | | | | [removed: 27,913] [added: 17,580] | | |

| Operating lease right-of-use assets | | | [removed: 36,688] [added: 25,703] | | | | | | [removed: 47,275] [added: 36,688] | | |

| Goodwill | | | [removed: 761,067] [added: 773,327] | | | | | | [removed: 788,185] [added: 761,067] | | |

| Intangible assets, net | | | [removed: 2,017] [added: 917] | | | | | | [removed: 4,099] [added: 2,017] | | |

| Deferred income taxes | | | [removed: 11,803] [added: 59,136] | | | | | | [removed: 20,549] [added: 11,803] | | |

| Other assets | | | [removed: 102,514] [added: 114,547] | | | | | | [removed: 95,585] [added: 102,514] | | |

| Total assets | | | $ | [removed: 1,442,034] [added: 1,575,281] | | | | | $ | [removed: 1,567,776] [added: 1,442,034] | |

| Accounts payable | | | $ | [removed: 17,273] [added: 19,009] | | | | | $ | [removed: 20,749] [added: 17,273] | |

| Accrued compensation and employee benefits | | | [removed: 97,893] [added: 102,471] | | | | | | [removed: 103,506] [added: 97,893] | | |

| Other accrued liabilities | | | [removed: 66,248] [added: 59,478] | | | | | | [removed: 79,535] [added: 66,248] | | |

| Deferred revenue | | | [removed: 120,045] [added: 136,730] | | | | | | [removed: 105,417] [added: 120,045] | | |

| Current maturities on debt | | | [removed: 30,000] [added: 50,000] | | | | | | [removed: 250,000] [added: 30,000] | | |

| Total current liabilities | | | [removed: 331,459] [added: 367,688] | | | | | | [removed: 559,207] [added: 331,459] | | |

| Long-term debt | | | [removed: 1,823,669] [added: 1,811,658] | | | | | | [removed: 1,009,018] [added: 1,823,669] | | |

| Operating lease liabilities | | | [removed: 39,192] [added: 23,903] | | | | | | [removed: 53,670] [added: 39,192] | | |

| Other liabilities | | | [removed: 49,661] [added: 60,022] | | | | | | [removed: 56,823] [added: 49,661] | | |

| Total liabilities | | | [removed: 2,243,981] [added: 2,263,271] | | | | | | [removed: 1,678,718] [added: 2,243,981] | | |

| Common stock ($0.01 par value; 200,000 shares authorized, 88,857 shares issued and [removed: 25,154] [added: 24,770] and [removed: 27,568] [added: 25,154] shares outstanding at September 30, [removed: 2022] [added: 2023] and September 30, [removed: 2021,] [added: 2022,] respectively) | | | [removed: 252] [added: 248] | | | | | | [removed: 276] [added: 252] | | |

| Additional paid-in-capital | | | [removed: 1,299,588] [added: 1,350,713] | | | | | | [removed: 1,237,348] [added: 1,299,588] | | |

| Treasury stock, at cost [removed: (63,703] [added: (64,087] and [removed: 61,289] [added: 63,703] shares at September 30, [removed: 2022] [added: 2023] and September 30, [removed: 2021,] [added: 2022,] respectively) | | | [removed: (4,935,769)] [added: (5,324,865)] | | | | | | [removed: (3,857,855)] [added: (4,935,769)] | | |

| Retained earnings | | | [removed: 2,958,684] [added: 3,388,059] | | | | | | [removed: 2,585,143] [added: 2,958,684] | | |

| Accumulated other comprehensive loss | | | [removed: (124,702)] [added: (102,145)] | | | | | | [removed: (75,854)] [added: (124,702)] | | |

| Total stockholders’ deficit | | | [removed: (801,947)] [added: (687,990)] | | | | | | [removed: (110,942)] [added: (801,947)] | | |

| Total liabilities and stockholders’ deficit | | | $ | [removed: 1,442,034] [added: 1,575,281] | | | | | $ | [removed: 1,567,776] [added: 1,442,034] | |

| | | | [removed: 2022] [added: 2023] | | | | | | [removed: 2021] [added: 2022] | | | | | | [removed: 2020] [added: 2021] | | |

For on-premises software, which includes a term-based license and post-contract support or maintenance, the transaction price is either a fixed fee, or a usage-based fee — sometimes subject to a guaranteed minimum.

The Company’s professional services include software implementation, consulting, model development and training.

Revenue on fixed-price services is recognized using an input method based on labor hours expended, which the Company believe provides a faithful depiction of the transfer of services.

The Company’s scoring services include both business-to-business and business-to-consumer offerings.

The Company’s business-to-business scoring services typically include a license that grants consumer reporting agencies the right to use the scoring solutions in exchange for a usage-based royalty.

| November 8, 2023 | | | | | |

| | | | 2023 | | | | | | 2022 | | |

| Cash and cash equivalents | | | $ | 136,778 | | | | | $ | 133,202 | |

| Repurchases of common stock | | | (615) | | | | | | (6) | | | | | | — | | | | | | (407,341) | | | | | | — | | | | | | — | | | | | | (407,347) | | |

| Net income | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | 429,375 | | | | | | — | | | | | | 429,375 | | |

| Balance at September 30, 2023 | | | 24,770 | | | | | | $ | 248 | | | | | $ | 1,350,713 | | | | | $ | (5,324,865) | | | | | $ | 3,388,059 | | | | | $ | (102,145) | | | | | $ | (687,990) | |

| Gains on product line asset sales and business divestiture | | | (1,941) | | | | | | — | | | | | | (100,139) | | |

Years Ended September 30, 2023, 2022 and 2021

Years Ended September 30, 2023, 2022 and 2021

Years Ended September 30, 2023, 2022 and 2021

Years Ended September 30, 2023, 2022 and 2021

Product Line Asset Sales and Business Divestiture

During fiscal 2023, we sold certain assets related to our Siron compliance business within our Software segment, and recorded a gain of $1.9 million.

Years Ended September 30, 2023, 2022 and 2021

Years Ended September 30, 2023, 2022 and 2021

| Total | | | $ | 56,635 | | | | | $ | 56,635 | |

Years Ended September 30, 2023, 2022 and 2021

| | | | September 30, 2023 | | | | | | | | | | | | | | | | | |

| Euro (EUR) | | | EUR | | | 12,900 | | | | | | $ | 13,621 | | | | | — | | |

| | | | $ | 72,706 | | | | | $ | (71,789) | | | | | $ | 917 | | | | | 5 | | | | | | $ | 70,760 | | | | | $ | (68,743) | | | | | $ | 2,017 | | | | | 5 | | |

Years Ended September 30, 2023, 2022 and 2021

At September 30, 2023, estimated future intangible asset amortization expense was $0.9 million, which will be recognized in fiscal 2024.

| Balance at September 30, 2023 | | | $ | 146,648 | | | | | $ | 626,679 | | | | | $ | 773,327 | |

| | | | 2023 | | | | | | 2022 | | |

Years Ended September 30, 2023, 2022 and 2021

In November 2022, we amended our credit agreement to replace the LIBOR reference rate with the Secured Overnight Financing Rate (“SOFR”) reference rate.

The applicable margin for base rate borrowings ranges from 0% to 0.75% per annum and for SOFR borrowings ranges from 1% to 1.75% per annum.

In addition, as of September 30, 2023, we had $273.8 million in outstanding balance under the term loan at an interest rate of 6.752%, of which $15.0 million was classified as a current liability and $258.8 million was classified as a long-term liability.

The current and long-term revolving line of credit and term loan liabilities were recorded in current maturities on debt and long-term debt, respectively, within the accompanying consolidated balance sheets.

Years Ended September 30, 2023, 2022 and 2021

| | | | September 30, 2023 | | | | | | | | | | | | September 30, 2022 | | | | | | | | |

Years Ended September 30, 2023, 2022 and 2021

Any usage-based fees not subject to a guaranteed minimum or earned in excess of the minimum amount are recognized when the subsequent usage occurs.

The transaction price can be a fixed amount or a variable amount based upon the time and materials expended.

Revenue is generally recognized when the usage occurs.

For contracts with multiple performance obligations, the transaction price is allocated to each performance obligation on a relative standalone selling price (SSP) basis.

The Company determines the SSP using data from historical standalone sales, or, in instances where such information is not available (such as when the Company does not sell the product or service separately), the Company considers factors such as the stated contract prices, overall pricing practices and objectives, go-to-market strategy, size and type of the transactions, and effects of the geographic area on pricing, among others.

◦Obtained other contracts with the same customer that were entered into at or near the same time and evaluated management’s conclusion of whether two or more contracts for multiple products and services promised to a customer should be combined and accounted for as a single contract for revenue recognition.

◦Evaluated internal certification letters provided by the Company’s sales personnel to identify the existence of side agreements that may impact the identification of performance obligations and revenue recognition.

◦Tested the accuracy and completeness of the data and factors used in management’s determination of the SSP for each performance obligation.

◦Evaluated the consistency of the methodologies used to develop the SSP for each performance obligation.

| | | | | | |

| --- | --- | --- | --- | --- | --- |

| November 9, 2022 | | | | | |

FAIR ISAAC CORPORATION

| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |

| Balance at September 30, 2019 | | | 28,944 | | | | | | $ | 289 | | | | | $ | 1,225,365 | | | | | $ | (2,802,450) | | | | | $ | 1,956,648 | | | | | $ | (90,085) | | | | | $ | 289,767 | |

| Repurchases of common stock | | | (675) | | | | | | (7) | | | | | | — | | | | | | (235,216) | | | | | | — | | | | | | — | | | | | | (235,223) | | |

| Net income | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | 236,411 | | | | | | — | | | | | | 236,411 | | |

| Impairment loss on operating lease assets | | | — | | | | | | — | | | | | | 28,016 | | |

| Payments on senior notes | | | — | | | | | | — | | | | | | (85,000) | | |

| Cash and cash equivalents, beginning of year | | | 195,354 | | | | | | 157,394 | | | | | | 106,426 | | |

| Finance lease obligation incurred | | | $ | — | | | | | $ | — | | | | | $ | 1,387 | |

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

We have certain other investments for which there is no readily determinable fair value.

These investments are recorded at cost, less impairment (if any) plus or minus adjustments for observable price changes.

The carrying value of these investments was $1.1 million and $1.3 million at September 30, 2022 and 2021, respectively, and they were reported in other assets on our consolidated balance sheets.

At September 30, 2022, we reviewed the carrying value of these investments and concluded that they were not impaired and as of that date, we were unable to exercise significant influence over the investees.

Assets acquired under capital leases are included in property and equipment with corresponding depreciation included in accumulated depreciation.

| Equipment under finance lease | | | Shorter of estimated useful life or lease term | | | | | | | | |

For fiscal 2022, we performed a step zero qualitative analysis for our annual assessment of goodwill impairment.

After evaluating and weighing all relevant events and circumstances, we concluded that it is not more likely than not that the fair value of either of our reporting units was less their carrying amounts.

Consequently, we did not perform a step one quantitative analysis and determined goodwill was not impaired for either of our reporting units for fiscal 2022.

| Trade names | | | 1 year | | | | | | | | |

Business Combinations

Accounting for our acquisitions requires us to recognize, separately from goodwill, the assets acquired and the liabilities assumed at their acquisition-date fair values.

Goodwill as of the acquisition date is measured as the excess of consideration transferred over the net of the acquisition-date fair values of the assets acquired and the liabilities assumed.

While we use our best estimates and assumptions to accurately value assets acquired and liabilities assumed at the acquisition date, our estimates are inherently uncertain and subject to refinement.

As a result, during the measurement period, which may be up to one year from the acquisition date, we record adjustments to the assets acquired and liabilities assumed with the corresponding offset to goodwill.

Upon the conclusion of the measurement period or final determination of the values of assets acquired or liabilities assumed, whichever comes first, any subsequent adjustments are recorded to our consolidated statements of income and comprehensive income.

Accounting for business combinations requires our management to make significant estimates and assumptions, especially at the acquisition date, including our estimates for intangible assets, contractual obligations assumed, pre-acquisition contingencies and contingent consideration, where applicable.

If we cannot reasonably determine the fair value of a pre-acquisition contingency (non-income tax related) by the end of the measurement period, we will recognize an asset or a liability for such pre-acquisition contingency if: (i) it is probable that an asset existed or a liability had been incurred at the acquisition date and (ii) the amount of the asset or liability can be reasonably estimated.

Although we believe the assumptions and estimates we have made in the past have been reasonable and appropriate, they are based in part on historical experience and information obtained from the management of the acquired companies and are inherently uncertain.

Subsequent to the measurement period, changes in our estimates of such contingencies will affect earnings and could have a material effect on our consolidated results of operations and financial position.

Examples of critical estimates in valuing certain of the intangible assets we have acquired include but are not limited to: (i) future expected cash flows from software license sales, support agreements, consulting contracts, other customer contracts and acquired developed technologies and patents; (ii) expected costs to develop the in-process research and development into commercially viable products and estimated cash flows from the projects when completed; and (iii) the acquired company’s brand and competitive position, as well as assumptions about the period of time the acquired brand will continue to be used in the combined company’s product portfolio.

Based on that evaluation, the CEO and CFO have concluded that FICO’s disclosure controls and procedures were effective as of September 30, [removed: 2022] [added: 2023] to ensure that information required to be disclosed by FICO in reports that it files or submits under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in SEC rules and forms.

No change in FICO’s internal control over financial reporting was identified in connection with the evaluation required by Rule 13a-15(d) of the Exchange Act that occurred during the quarter ended September 30, [removed: 2022,] [added: 2023,] that has materially affected, or is reasonably likely to materially affect, FICO’s internal control over financial reporting.

Under the supervision and with the participation of management, including our CEO and CFO, we conducted an evaluation of the effectiveness of our internal control over financial reporting as of September 30, [removed: 2022] [added: 2023] based on the guidelines established in *Internal Control – Integrated Framework (2013)* issued by the Committee of Sponsoring Organizations of the Treadway Commission.

Based on this evaluation management has concluded that our internal control over financial reporting was effective as of September 30, [removed: 2022.][added: 2023.]

Deloitte & Touche LLP, an independent registered public accounting firm that audited the consolidated financial statements included in this Annual Report on Form 10-K, has also audited the effectiveness of our internal control over financial reporting as of September 30, [removed: 2022,] [added: 2023,] as stated in their attestation report included in Part II, Item 8 of this Annual Report on Form 10-K.

During the three months ended September 30, 2023, none of our directors or officers (as defined in Rule 16a-1(f) of the Exchange Act) adopted, modified or terminated any contract, instruction, or written plan for the purchase or sale of our securities that was intended to satisfy the affirmative defense conditions of Rule 10b5-1(c) of the Exchange Act or any non-Rule 10b5-1 trading arrangement (as defined in Item 408(c) of Regulation S-K).

Not applicable.

The required information regarding our Directors is incorporated by reference from the information under the caption “Our Director Nominees” in our [removed: 2023] [added: 2024] Proxy Statement to be filed with the SEC within 120 days after September 30, [removed: 2022.][added: 2023.]

Our [removed: current] executive officers [removed: are] as [added: of October 31, 2023 were as] follows:

| William J. Lansing | | | January [removed: 2012-present,] [added: 2012 - present,] Chief Executive Officer and member of the Board of Directors of the Company. February 2009-November 2010, Chief Executive [removed: Offer] [added: Officer] and President, Infospace, Inc. 2004-2007, Chief Executive Officer and President, ValueVision Media, Inc. 2001-2003, General Partner, General Atlantic LLC. 2000-2001, Chief Executive Officer, NBC Internet, Inc. 1998-2000, President/Chief Executive Officer, Fingerhut Companies, Inc. 1996-1998, Vice President, Corporate Business Development, General Electric Company. 1996, Executive Vice President, Chief Operating [removed: Office,] [added: Officer,] Prodigy, Inc. 1986-1995, various positions, McKinsey & Company, Inc. | | | [removed: 64] [added: 65] | | |

| Thomas A. Bowers | | | August 2020-present, Executive Vice President, Corporate Strategy of the Company. September 2019-August 2020, Vice President, Business Consulting of the Company. April 2018-September 2019, Founder and Managing Partner, M Cubed Development, LLC. August 2012-March 2018, Executive Vice President, American Savings Bank. 1987-2012, Senior partner and various positions, McKinsey & Company, Inc. | | | [removed: 67] [added: 68] | | |

| Stephanie Covert | | | January [removed: 2022-present,] [added: 2022 - present,] Executive Vice President, Software of the Company. October 2020-January 2022, Executive Vice President, Sales & Marketing of the Company. June 2016-October 2020, Vice President, Global Sales Operations of the Company. December 2015-May 2016, Vice President, Solution Success of the Company. June 2015-December 2015, Senior Director, Solution Success, Americas & EMEA of the Company. May 2014-June 2015, Senior Director, Solution Success, Americas of the Company. March 2013-May 2014, Senior Director, Sales Operations, Apttus. March 2012-March 2013, Sales Operations Director, Oracle Corporation. June 2007-March 2012, various positions, RightNow Technologies, Inc. | | | [removed: 43] [added: 44] | | |

| Richard S. Deal | | | November [removed: 2015-present,] [added: 2015 - present,] Executive Vice President, Chief Human Resources Officer of the Company. August 2007-November 2015, Senior Vice President, Chief Human Resources Officer of the Company. January 2001-August 2007, Vice President, Human Resources of the Company. 1998-2001, Vice President, Human Resources, Arcadia Financial, Ltd. 1993-1998, managed broad range of human resources corporate and line consulting functions with U.S. Bancorp. | | | [removed: 55] [added: 56] | | |

| Michael S. Leonard | | | November [removed: 2011-present,] [added: 2011 - present,] Vice President, Chief Accounting Officer of the Company. November 2007-November 2011, Senior Director, Finance of the Company. July 2000-November 2007, Director, Finance of the Company. 1998-2000, Controller of Natural Alternatives International, Inc. 1994-1998, various audit staff positions at KPMG LLP. | | | 58 | | |

| Mark R. Scadina | | | February [removed: 2009-present,] [added: 2009 - present,] Executive Vice President and General Counsel and Corporate Secretary of the Company. June 2007-February 2009, Senior Vice President and General Counsel and Corporate Secretary of the Company. 2003-2007, various senior positions including Executive Vice President, General Counsel and Corporate Secretary, Liberate Technologies, Inc. 1999-2003, various leadership positions including Vice President and General Counsel, Intertrust Technologies Corporation. 1994-1999, Associate, Pennie and Edmonds LLP. | | | [removed: 53] [added: 54] | | |

| James M. Wehmann | | | April [removed: 2012-present,] [added: 2012 - present,] Executive Vice President, Scores of the Company. November 2003-March 2012, Vice President/Senior Vice President, Global Marketing, Digital River, Inc. March 2002-June 2003, Vice President, Marketing, Brylane, Inc. September 2000-March 2002, Senior Vice President, Marketing, New Customer Acquisition, Bank One. 1993-2000, various roles, including Senior Vice President, Marketing, Fingerhut Companies, Inc. | | | [removed: 57] [added: 58] | | |

[removed: The required information] [added: Information] regarding compliance with Section 16(a) of the Securities Exchange [removed: Act] [added: Act, as applicable, and regarding material changes, if any, to the procedures by which shareholders may recommend nominees to the Company’s Board of Directors] is incorporated by reference from the information in our [removed: 2023] [added: 2024] Proxy Statement to be filed with the SEC within 120 days after September 30, [removed: 2022.][added: 2023.]

The required information regarding the Company’s audit committee is incorporated by reference from the information under the caption “Board Committees” in our [removed: 2023] [added: 2024] Proxy Statement to be filed with the SEC within 120 days after September 30, [removed: 2022.][added: 2023.]

| Steven P. Weber | | | May 2023 – present, Executive Vice President, Chief Financial Officer of the Company. January 2023 – May 2023, Vice President, Interim Chief Financial Officer of the Company. March 2021 – January 2023, Vice President, Treasurer, Tax and Investor Relations of the Company. November 2010 – March 2021, Vice President of Investor Relations and Treasurer of the Company. April 2003 – November 2010, various positions with the Company. September 2001 – April 2003, Senior Financial Analyst, Metris Companies. 1990 – 2001, various positions, Foodservice News. | | | 60 | | |

| Nikhil Behl | | | August 2023 – present, Executive Vice President, Chief Marketing Officer of the Company. April 2014 – August 2023, Vice President, Chief Marketing Officer of the Company. October 2013 – April 2014, Consultant to the Company. February 2012 – October 2013, Chief Executive Officer of Supplizer. August 2011 – January 2012, Chief Executive Officer of Zoostores.com. July 2010 – August 2011, Chief Executive Officer – Mercantila Business Unit of Infospace. 2007 – 2010, Chief Merchandising Officer of Mercantila. 1995 – June 2007, various positions, including VP Sales & Operations and VP Sales & Customer Service, Home & Home Office Store of Hewlett Packard. | | | 49 | | |

| | | | | | | | | |

| Michael I. McLaughlin | | | August 2019-present, Executive Vice President, Chief Financial Officer of the Company. May 2007-August 2019, Managing Director, Head of Technology Corporate Finance of Morgan Stanley. January 2004-May 2007, Managing Director, Head of Enterprise Systems and Supply Chain Coverage of BofA Securities. January 2001-January 2004, Executive Director, Head of Enterprise Hardware and Supply Chain of UBS Investment Bank. 1997-2001, founder and co-Chief Executive Officer of Stampede Ventures, LLC. 1993-1997, Vice President of Montgomery Securities. 1990-1993, Associate of The First Boston Corporation. 1986-1988, Analyst of The First Boston Corporation. | | | 58 | | |

The information required by this Item is incorporated by reference from the information under the captions “Director Compensation for Fiscal [removed: 2022”] [added: 2023”] and “Executive Compensation” in our [removed: 2023] [added: 2024] Proxy Statement to be filed with the SEC within 120 days after September 30, [removed: 2022.][added: 2023.]

The information required by this Item is incorporated by reference from the information under the caption “Security Ownership of Certain Beneficial Owners and Management” and “Executive Compensation Plan Information” in our [removed: 2023] [added: 2024] Proxy Statement to be filed with the SEC within 120 days after September 30, [removed: 2022.][added: 2023.]

The information required by this Item is incorporated by reference from the information under the caption “Certain Relationships and Related Persons Transactions” in our [removed: 2023] [added: 2024] Proxy Statement to be filed with the SEC within 120 days after September 30, [removed: 2022.][added: 2023.]

The information required by this Item is incorporated by reference from the information under the caption “Ratification of Independent Registered Public Accounting Firm” in our [removed: 2023] [added: 2024] Proxy Statement to be filed with the SEC within 120 days after September 30, [removed: 2022.][added: 2023.]

| [Report of independent registered public accounting [removed: firm](#ic48b56c04d544a579c809f199c9747de_70)] [added: firm](#id40919daeafd444aadee24cabb995f62_70)] (PCAOB ID: 34) | | | [removed: [52](#ic48b56c04d544a579c809f199c9747de_70)] [added: [48](#id40919daeafd444aadee24cabb995f62_70)] | | |

| [Consolidated balance sheets as of September 30, [removed: 2022] [added: 2023] and [removed: 2021](#ic48b56c04d544a579c809f199c9747de_73)] [added: 2022](#id40919daeafd444aadee24cabb995f62_73)] | | | [removed: [55](#ic48b56c04d544a579c809f199c9747de_73)] [added: [51](#id40919daeafd444aadee24cabb995f62_73)] | | |

| [Consolidated statements of income and comprehensive income for the years ended September 30, [removed: 2022, 2021] [added: 2023, 2022] and [removed: 2020](#ic48b56c04d544a579c809f199c9747de_76)] [added: 2021](#id40919daeafd444aadee24cabb995f62_76)] | | | [removed: [56](#ic48b56c04d544a579c809f199c9747de_76)] [added: [52](#id40919daeafd444aadee24cabb995f62_76)] | | |

| [Consolidated statements of stockholders’ equity (deficit) for the years ended September 30, [removed: 2022, 2021] [added: 2023, 2022] and [removed: 2020](#ic48b56c04d544a579c809f199c9747de_79)] [added: 2021](#id40919daeafd444aadee24cabb995f62_79)] | | | [removed: [57](#ic48b56c04d544a579c809f199c9747de_79)] [added: [53](#id40919daeafd444aadee24cabb995f62_79)] | | |

| [Consolidated statements of cash flows for the years ended September 30, [removed: 2022, 2021] [added: 2023, 2022] and [removed: 2020](#ic48b56c04d544a579c809f199c9747de_82)] [added: 2021](#id40919daeafd444aadee24cabb995f62_82)] | | | [removed: [58](#ic48b56c04d544a579c809f199c9747de_82)] [added: [54](#id40919daeafd444aadee24cabb995f62_82)] | | |

| [Notes to consolidated financial [removed: statements](#ic48b56c04d544a579c809f199c9747de_85)] [added: statements](#id40919daeafd444aadee24cabb995f62_85)] | | | [removed: [59](#ic48b56c04d544a579c809f199c9747de_85)] [added: [55](#id40919daeafd444aadee24cabb995f62_85)] | | |

| 10.5 | | | [Form of Indemnity Agreement entered into by the Company with the Company’s [removed: directors and executive officers.] [added: directors.] (Incorporated by reference to Exhibit 10.49 to the Company’s Form 10-K for the fiscal year ended September 30, 2002.) (1)](http://www.sec.gov/Archives/edgar/data/814547/000093639202001464/a86033exv10w49.txt) | | |

| 10.8 | | | [Form of Amendment to Management Agreement entered into with each of the Company’s executive officers. (Incorporated by reference to Exhibit 10.1 to the Company’s Form 10-Q for the quarter ended June 30, [removed: 2016.)](http://www.sec.gov/Archives/edgar/data/814547/000081454716000031/ex-10x110xqq32016.htm)] [added: 2016.) (1)](http://www.sec.gov/Archives/edgar/data/814547/000081454716000031/ex-10x110xqq32016.htm)] | | |

| 10.36 | | | [Form of Performance Share Unit Agreement under the 2012 Long-Term Incentive Plan. (Incorporated by reference to Exhibit 10.1 to the Company’s Form 10-Q for the quarter ended December 31, 2019.) [removed: (1)](http://www.sec.gov/Archives/edgar/data/814547/000081454716000023/ex-10210xqq12016msu.htm)] [added: (1)](http://www.sec.gov/Archives/edgar/data/814547/000081454720000003/ficoex-101performances.htm)] | | |

| 10.41 | | | [Letter Agreement dated August 3, 2019 by and between the Company and Michael I. McLaughlin. (Incorporated by reference to Exhibit 10.1 to the Company’s Form 8-K filed on June 24, 2019.) [removed: (1)](http://www.sec.gov/Archives/edgar/data/814547/000119312519179399/d745155d8k.htm)] [added: (1)](http://www.sec.gov/Archives/edgar/data/814547/000119312519179399/d745155dex101.htm)] | | |

| [removed: 10.42] [added: 10.45] | | | [Letter Agreement dated August [removed: 21, 2019] [added: 26, 2020] by and between the Company and [removed: Claus Moldt] [added: Thomas A. Bowers.] (Incorporated by reference to Exhibit [removed: 10.57] [added: 10.59] to the Company’s Form 10-K for the fiscal year ended September 30, [removed: 2019.) (1)](http://www.sec.gov/Archives/edgar/data/814547/000081454719000016/ex-105710xk2019.htm)] [added: 2020.) (1)](http://www.sec.gov/Archives/edgar/data/814547/000081454720000012/ex-105910xk2020.htm)] | | |

| [removed: 10.43] [added: 10.42] | | | [Fair Isaac Corporation 2019 Employee Stock Purchase Plan (Incorporated by reference to Exhibit 4.3 to the Company’s Registration Statement on Form S-8 filed March 4, 2019.) (1)](http://www.sec.gov/Archives/edgar/data/814547/000119312519062528/d634145dex43.htm) | | |

| [removed: 10.44] [added: 10.43] | | | [Transition Agreement dated August 26, 2020 by and between the Company and Wayne Huyard. (Incorporated by reference to Exhibit 10.1 to the Company’s Form 8-K filed on August 27, 2020.) (1)](http://www.sec.gov/Archives/edgar/data/814547/000119312520232242/d936329dex101.htm) | | |

| [removed: 10.45] [added: 10.44] | | | [Letter Agreement dated August 26, 2020 by and between the Company and Stephanie Covert](http://www.sec.gov/Archives/edgar/data/814547/000081454720000012/ex105810-k2020.htm)[.](http://www.sec.gov/Archives/edgar/data/814547/000081454720000012/ex105810-k2020.htm) [(Incorporated by reference to Exhibit 10.58 to the Company’s Form 10-K for the fiscal year ended September 30, 2020.) (1)](http://www.sec.gov/Archives/edgar/data/814547/000081454720000012/ex105810-k2020.htm) | | |

| [removed: 10.46] [added: 10.54] | | | [removed: [Letter] [added: [Form of Performance Share Unit] Agreement [removed: dated August 26, 2020 by and between] [added: under] the [removed: Company and Thomas A. Bowers.] [added: 2021 Long-Term Incentive Plan.] (Incorporated by reference to Exhibit [removed: 10.59] [added: 10.55] to the Company’s Form 10-K for the fiscal year ended September 30, [removed: 2020.) (1)](http://www.sec.gov/Archives/edgar/data/814547/000081454720000012/ex-105910xk2020.htm)] [added: 2021) (1)](http://www.sec.gov/Archives/edgar/data/814547/000081454721000019/ex1055-formofpsuawardagree.htm)] | | |

| [removed: 10.47] [added: 10.46] | | | [Second Amended and Restated Credit Agreement among the Company, Wells Fargo Securities, LLC, as sole lead arranger and bookrunner, and Wells Fargo Bank, National Association, as administrative agent dated as of August 19, 2021 (Incorporated by reference to Exhibit 10.1 to the Company’s Form 8-K filed on August 19, 2021).](http://www.sec.gov/Archives/edgar/data/814547/000119312521251573/d214746dex101.htm) | | |

| [removed: 10.48] [added: 10.47] | | | [First Amendment to Second Amended and Restated Credit Agreement among the Company, the several banks and other financial institutions from time to time parties thereto, and Wells Fargo Bank, National Association, as administrative agent, dated as of October 20, 2021 (Incorporated by reference to Exhibit 10.1 to the Company’s Form 8-K filed on October 21, 2021).](http://www.sec.gov/Archives/edgar/data/814547/000119312521303977/d229168dex101.htm) | | |

| 10.49 | | | [Fair Isaac Corporation 2021 Long-Term Incentive Plan (Incorporated by reference to Exhibit 10.1 to the Company’s Registration Statement on Form S-8 filed on March 3, 2021) [removed: (1).](http://www.sec.gov/Archives/edgar/data/814547/000119312521067573/d147323ds8.htm)] [added: (1).](http://www.sec.gov/Archives/edgar/data/814547/000119312521067573/d147323dex101.htm)] | | |

| [removed: 10.54] [added: 10.55] | | | [Form of [removed: Global Employee Restricted Stock] [added: Market Share] Unit [removed: Award] Agreement under the 2021 Long-Term Incentive Plan. (Incorporated by reference to Exhibit [removed: 10.6] [added: 10.56] to the Company’s Form [removed: 10-Q] [added: 10-K] for the [removed: quarter] [added: fiscal year] ended [removed: March 31,] [added: September 30,] 2021) [removed: (1).](http://www.sec.gov/Archives/edgar/data/814547/000081454721000007/ficoex106q22021globalemplo.htm)] [added: (1).](http://www.sec.gov/Archives/edgar/data/814547/000081454721000019/ex1056-formofmsuawardagree.htm)] | | |

| [removed: 10.55] [added: 10.61*] | | | [Form of [removed: Global Employee] [added: Executive] Non-Statutory Stock Option Agreement [added: (U.S.)] under the 2021 Long-Term Incentive Plan [removed: (Incorporated by reference to Exhibit 10.7 to the Company’s Form 10-Q for the quarter ended March 31, 2021) (1).](http://www.sec.gov/Archives/edgar/data/814547/000081454721000007/ficoex107q22021globalemplo.htm)] [added: (for Executive Vice Presidents and above) (1).](https://www.sec.gov/Archives/edgar/data/814547/000081454723000022/ex1061-2021ltipexecnqsoagr.htm)] | | |

| 10.58 | | | [removed: [Letter Agreement] [added: [Market Share Unit Agreement,] dated [removed: January 6, 2022] [added: June 5, 2023,] by and between the Company and [removed: Claus Moldt.] [added: William J. Lansing] (Incorporated by reference to Exhibit 10.1 to the Company’s Form 8-K filed on [removed: January 10, 2022) (1)](http://www.sec.gov/Archives/edgar/data/814547/000119312522005793/d124012dex101.htm)] [added: June 7, 2023) (1).](http://www.sec.gov/Archives/edgar/data/814547/000119312523162583/d499544dex101.htm)] | | |

| 21.1* | | | [List of Company’s [removed: subsidiaries.](https://www.sec.gov/Archives/edgar/data/814547/000081454722000016/ex-211subsidiariesnarrativ.htm)] [added: subsidiaries.](https://www.sec.gov/Archives/edgar/data/814547/000081454723000022/ex-211subsidiariesnarrativ.htm)] | | |

| 23.1* | | | [Consent of Deloitte & Touche LLP, independent registered public accounting [removed: firm.](https://www.sec.gov/Archives/edgar/data/814547/000081454722000016/ex-231deloitteconsent10xk2.htm)] [added: firm.](https://www.sec.gov/Archives/edgar/data/814547/000081454723000022/ex-231deloitteconsent10xk2.htm)] | | |

| 31.1* | | | [Rule 13a-14(a)/15d-14(a) Certifications of [removed: CEO.](https://www.sec.gov/Archives/edgar/data/814547/000081454722000016/ex-31110xk2022.htm)] [added: CEO.](https://www.sec.gov/Archives/edgar/data/814547/000081454723000022/ex-31110xk2023.htm)] | | |

| 31.2* | | | [Rule 13a-14(a)/15d-14(a) Certifications of [removed: CFO.](https://www.sec.gov/Archives/edgar/data/814547/000081454722000016/ex-31210xk2022.htm)] [added: CFO.](https://www.sec.gov/Archives/edgar/data/814547/000081454723000022/ex-31210xk2023.htm)] | | |

| 32.1* | | | [Section 1350 Certification of [removed: CEO.](https://www.sec.gov/Archives/edgar/data/814547/000081454722000016/ex-32110xk2022.htm)] [added: CEO.](https://www.sec.gov/Archives/edgar/data/814547/000081454723000022/ex-32110xk2023.htm)] | | |

| 32.2* | | | [Section 1350 Certification of [removed: CFO.](https://www.sec.gov/Archives/edgar/data/814547/000081454722000016/ex-32210xk2022.htm)] [added: CFO.](https://www.sec.gov/Archives/edgar/data/814547/000081454723000022/ex-32210xk2023.htm)] | | |

| 10.48 | | | [Second Amendment to Second Amended and Restated Credit Agreement among the Company, the several banks and other financial institutions from time to time parties thereto, and Wells Fargo Bank, National Association, as administrative agent, dated as of November 3, 2022 (Incorporated by reference to Exhibit 10.1 to the Company’s Form 10-Q for the quarter ended December 31, 2022).](http://www.sec.gov/Archives/edgar/data/814547/000081454723000004/ficoex101q12023.htm) | | |

| 10.56 | | | [Form of Indemnification Agreement between the Company and its executive officers (Incorporated by reference to Exhibit 10.1 to the Company’s Form 10-Q for the quarter ended March 31, 2023) (1).](http://www.sec.gov/Archives/edgar/data/814547/000081454723000008/ficoex101q22023-indemnific.htm) | | |

| 10.57 | | | [Letter Agreement, effective May 15, 2023, by and between the Company and Steven P. Weber (Incorporated by reference to Exhibit 10.1 to the Company’s Form 8-K filed on May 15, 2023) (1).](http://www.sec.gov/Archives/edgar/data/814547/000119312523144515/d252388dex101.htm) | | |

| 10.59 | | | [Non-Statutory Stock Option Agreement, dated June 5, 2023, by and between the Company and William J. Lansing (Incorporated by reference to Exhibit 10.2 to the Company’s Form 8-K filed on June 7, 2023) (1).](http://www.sec.gov/Archives/edgar/data/814547/000119312523162583/d499544dex102.htm) | | |

| 10.60* | | | [Form of Executive Restricted Stock Unit Award Agreement (U.S.) under the 2021 Long-Term Incentive Plan (for Executive Vice Presidents and above) (1).](https://www.sec.gov/Archives/edgar/data/814547/000081454723000022/ex1060-2021ltipexecrsuagre.htm) | | |

| 10.62* | | | [Form of Executive Performance Share Unit Agreement under the 2021 Long-Term Incentive Plan (for Executive Vice Presidents and above) (1).](https://www.sec.gov/Archives/edgar/data/814547/000081454723000022/ex1062-2021ltipexecpsuagre.htm) | | |

| 10.63* | | | [Form of Executive Market Share Unit Agreement under the 2021 Long-Term Incentive Plan (for Executive Vice Presidents and above) (1).](https://www.sec.gov/Archives/edgar/data/814547/000081454723000022/ex1063-2021ltipexecmsuagre.htm) | | |

| 10.64* | | | [Letter Agreement, dated as of August 22, 2023, by and between the Company and Nikhil Behl (1).](https://www.sec.gov/Archives/edgar/data/814547/000081454723000022/ex1064-letteragreementwith.htm) | | |

| 97.1* | | | [Compensation Recovery Policy (1).](https://www.sec.gov/Archives/edgar/data/814547/000081454723000022/ex971-compensationrecovery.htm) | | |

| | | | | | |

| | | | | | |

| | | | | | |

| | | | | | |

| | | | | | |

| | | | | | |

| | | | | | |

| 10.56 | | | [Form of Performance Share Unit Agreement under the 2021 Long-Term Incentive Plan. (Incorporated by reference to Exhibit 10.55 to the Company’s Form 10-K for the fiscal year ended September 30, 2021) (1)](http://www.sec.gov/Archives/edgar/data/814547/000081454721000019/ex1055-formofpsuawardagree.htm) | | |

| 10.57 | | | [Form of Market Share Unit Agreement under the 2021 Long-Term Incentive Plan. (Incorporated by reference to Exhibit 10.56 to the Company’s Form 10-K for the fiscal year ended September 30, 2021) (1)](http://www.sec.gov/Archives/edgar/data/814547/000081454721000019/ex1056-formofmsuawardagree.htm) | | |

DATE: November [removed: 9, 2022][added: 8, 2023]

KNOW ALL PERSONS BY THESE PRESENTS, that each person whose signature appears below constitutes and appoints [removed: Michael I.][added: Steven P.]

[removed: McLaughlin] [added: Weber] his or her attorney-in-fact, with full power of substitution, for him or her in any and all capacities, to sign any amendments to this Annual Report on Form 10-K and to file the same, with exhibits thereto and other documents in connection therewith, with the Securities and Exchange Commission, hereby ratifying and confirming all that said attorney-in-fact, or his substitute or substitutes, may do or cause to be done by virtue hereof.

| /s/ WILLIAM J. LANSING | | | Chief Executive Officer (Principal Executive Officer) and Director | | | November [removed: 9, 2022] [added: 8, 2023] | | |

| /s/ [removed: MICHAEL I. MCLAUGHLIN] [added: STEVEN P. WEBER] | | | Executive Vice President and Chief Financial Officer (Principal Financial Officer) | | | November [removed: 9, 2022] [added: 8, 2023] | | |

| /s/ MICHAEL S. LEONARD | | | Vice President and Chief Accounting Officer (Principal Accounting Officer) | | | November [removed: 9, 2022] [added: 8, 2023] | | |

| /s/ FABIOLA R. ARREDONDO | | | Director | | | November [removed: 9, 2022] [added: 8, 2023] | | |

| /s/ BRADEN R. KELLY | | | Director | | | November [removed: 9, 2022] [added: 8, 2023] | | |

| /s/ JAMES D. KIRSNER | | | Director | | | November [removed: 9, 2022] [added: 8, 2023] | | |

| /s/ EVA MANOLIS | | | Director | | | November [removed: 9, 2022] [added: 8, 2023] | | |

| /s/ MARC F. MCMORRIS | | | Director | | | November [removed: 9, 2022] [added: 8, 2023] | | |

| /s/ JOANNA REES | | | Director | | | November [removed: 9, 2022] [added: 8, 2023] | | |

| /s/ DAVID A. REY | | | Director | | | November [removed: 9, 2022] [added: 8, 2023] | | |

| | | | By | | | /s/ STEVEN P. WEBER | | |

| | | | | | | Steven P. Weber | | |

| Steven P. Weber | | | | | | | | |

| | | | | | | | | |

| /s/ H. TAYLOE STANSBURY | | | Director | | | November 8, 2023 | | |

| H. Tayloe Stansbury | | | | | | | | |

| | | | By | | | /s/ MICHAEL I. MCLAUGHLIN | | |

| | | | | | | Michael I. McLaughlin | | |

| Michael I. McLaughlin | | | | | | | | |