Fair Isaac (FICO) 10-K risk factor changes: FY2024 vs FY2023

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

In addition, the U.S. and other key international economies [removed: are experiencing, and] have [added: periodically] experienced [removed: in the past,] downturns in which economic activity is impacted by falling demand for a variety of goods and services, increased volatility of interest rates, 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.

For example, artificial intelligence [removed: technologies] [added: technologies, including generative artificial intelligence,] and their use are currently undergoing rapid change.

During fiscal [removed: 2023, 91%] [added: 2024, 92%] 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 geopolitical tensions, military conflicts, the level of inflation and [removed: rising] [added: the volatility of] interest rates, presents considerable risks to our businesses and operations.

These types of disruptions could lead to a decline in the volumes of [added: products and] services we provide our customers and could negatively impact our revenue and results of operations.

For example, Experian, TransUnion and Equifax have formed [removed: an alliance] [added: a joint venture] that is selling a credit scoring product competitive with our products.

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

Health epidemics or disease [removed: outbreaks, such as the COVID-19 pandemic,] [added: outbreaks] 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.

If use of [removed: the FICO®] [added: the FICO*®*] Score by Fannie Mae and Freddie Mac were to cease or decline, it could have a material adverse effect on our revenues, results of operations and stock price.

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

We operate in an environment of significant risk of cybersecurity incidents resulting from unintentional events or deliberate attacks by third parties or insiders, which may involve exploiting [removed: highly obscure] security vulnerabilities or sophisticated attack methods.

These threats include [added: social engineering attacks,] phishing attacks [removed: on our email systems] and other cyber-attacks, including state-sponsored cyber-attacks, industrial espionage, insider threats, denial-of-service attacks, computer viruses, ransomware and other malware, payment fraud or other cyber incidents.

Cybersecurity breaches experienced by our vendors, by our distributors, by our customers, by companies that we acquire, or by us may trigger governmental notice requirements and public disclosures, which may lead to widespread negative [removed: publicity.][added: publicity, statutory damages, and lawsuits filed by individuals impacted by cybersecurity breaches under privacy and cybersecurity statutes that create rights of action.]

These interruptions can include software or hardware malfunctions, communication failures, outages or other failures of third-party environments or service providers, [added: or be due to defective updates,] fires, floods, earthquakes, pandemics, war, terrorist acts or civil unrest, power losses, equipment failures, supply chain disruptions, computer viruses, denial-of-service or other cybersecurity attacks, employee or insider malfeasance, human error and other events beyond our control.

Laws and governmental regulation affect how our business is conducted and, in some cases, subject us to the possibility of government supervision [added: or enforcement] and future lawsuits arising from our products and services.

- 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 [removed: Federal Housing Finance Agency] [added: FHFA] 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 regulations, including the ongoing validation and approval of the use of the [removed: FICO] [added: FICO®] Score by Fannie Mae, Freddie Mac, and the [removed: Federal Housing Finance Agency;][added: FHFA;]

- Financial regulatory standards (e.g., Sarbanes-Oxley Act requirements to maintain and verify internal process controls, including controls for material event awareness and notification); [removed: and]

- 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 [removed: distributors).][added: distributors); and]

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

The CPRA also created a new agency, the California Privacy Protection Agency, authorized to implement and enforce the CCPA and the [removed: CPRA, which could result in increased privacy and information security regulatory actions.][added: CPRA.]

[removed: In addition, there] [added: There] has [added: also] been [removed: an] increased focus [added: more broadly] on laws and regulations [added: in the U.S.] related to our business and the business of [removed: our customers,] [added: consumer reporting agencies,] including by [removed: the current] U.S. [removed: presidential administration, the U.S. Congress,] [added: state] and [removed: U.S. regulators, including] [added: federal regulators such as] the CFPB, relating to policy concerns with regard to the operation of consumer reporting agencies, the [added: sale and distribution of credit scores and credit reports, the] use and accuracy of credit and alternative data, the use of credit scores and fair lending, and the use, transparency, and fairness of algorithms, artificial intelligence, and machine learning in business processes.

The European Commission has [removed: also released draft proposed regulations (i.e.,] [added: finalized] the EU AI [removed: Act) that would establish] [added: Act, which establishes] requirements for the provision and use of products that leverage artificial [removed: intelligence, machine learning, and similar analytic and statistical modeling technologies,] [added: intelligence systems,] including [added: in] credit scoring.

The costs and other burdens of compliance with such laws and [removed: regulations] [added: regulations, along with the potential for increased regulatory actions,] could negatively impact the use and adoption of our solutions and reduce overall demand for them.

Even the perception that the privacy [added: or security] of personal information is not satisfactorily protected or does not meet regulatory requirements could inhibit sales of our solutions and any failure to comply with such laws and regulations could lead to significant fines, penalties or other liabilities.

Various factors contribute to the uncertain economic environment, including geopolitical tensions, military conflicts, the level and volatility of interest rates, the level of inflation, [removed: the continuing effects of the COVID-19 pandemic,] an actual recession or fears of a recession, trade policies and tariffs, and political and governmental instability.

During fiscal [removed: 2023,] [added: 2024,] 27% of our revenues were derived from business outside the U.S. As part of our growth strategy, we plan to continue to pursue opportunities outside the U.S., including opportunities in countries with economic systems that are in early stages of development and that may not mature sufficiently to result in growth for our business.

- natural disasters and pandemics, including [removed: the COVID-19 pandemic, and] individual countries’ reactions to them; and

Other changes implemented by FHFA, Fannie Mae or Freddie Mac could also affect the demand for FICO Scores and thus could have similar adverse effects on our business, including, for example, a change permitting mortgage originators to underwrite loans using credit scores from only two of the three national consumer reporting agencies (a “bi-merge report”) rather than from all three (a “tri-merge report”).

There is no assurance that the programs, technologies and processes that we have put in place in an effort to maintain the security and protection of our non-public information and that of our customers will be fully implemented, complied with or effective.

Increased regulatory focus on U.S. residential mortgage closing costs may affect our ability to implement price changes for FICO® Scores used in mortgage originations and thus limit the revenues and profitability of the FICO Score.

If new laws, regulations or other governmental action affecting the FICO Score or our other products and services are implemented or carried out, it could adversely affect our business and results of operations.

There has been increased focus in the U.S. by federal regulators such as the CFPB and the FTC, as well as the current presidential administration and some states, related to the transparency and fairness of certain fees charged to consumers and the impacts on the costs of consumer goods and services.

For example, in May 2024, the CFPB launched a public inquiry to obtain information on fees charged by providers of mortgages and related settlement services in the U.S. residential mortgage market, including fees for credit reports and credit scores.

The CFPB indicated that it is looking into why closing costs are increasing, who is benefiting, and how costs for borrowers and lenders could be lowered.

If new laws, regulations or other governmental action result from this inquiry, or otherwise, that limit the fees that can be charged for credit scores by us, consumer reporting agencies, or end users of our FICO*®* Scores, or that place other restrictions on the sale or distribution of credit scores, our ability in the future to increase pricing for FICO Scores used in mortgage originations may be impacted and thus the revenues and profitability of the FICO Score may be adversely affected and the growth of our Scores business may be constrained.

For example, the CFPB has indicated that it intends to issue rules under the FCRA that would extend the FCRA to certain business practices not currently subject to that statute.

The costs and other burdens of compliance with such laws and regulations, and with new or revised laws and regulations that may be implemented addressing these topics, could negatively impact the use and adoption of our solutions, reduce overall demand for them, and harm our business, financial condition or results of operations.

- Laws and regulations relating to the environmental, social and governance, or sustainability, practices of companies, including enhanced climate-related disclosure requirements from regulators, such as California and the SEC, and the E.U.’s Corporate Sustainability Reporting Directive.

Numerous other U.S. states have considered similar privacy laws, with many of those states having passed such laws with respective effective dates ranging from 2023 through 2026.

The EU AI Act entered into force on August 1, 2024, and its provisions take effect between six and 36 months after that date, with most of those provisions becoming effective in 2026.

Other countries, as well as the executive branch of the U.S. government and a number of U.S. states, are considering or have implemented regulations or standards applicable to the provision and use of artificial intelligence technologies.

The working arrangements for our employees differ from the arrangements before the pandemic.

For example, we have implemented a Remote Work Policy and a Hybrid Work Location Policy, which are applicable depending on the location and position of the employee.

Should productivity decline or our employees’ ability to collaborate fall as a result of our Remote Work Policy, or if employees are unsatisfied with our Hybrid Work Location Policy and leave our company, our business could suffer.

Other U.S. states have considered and/or enacted similar privacy laws.

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

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.

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: 2023] [added: 2024] 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.

Our MD&A focuses on discussion of year-over-year comparisons between fiscal [removed: 2023] [added: 2024] and fiscal [removed: 2022.][added: 2023.]

Discussion of fiscal [removed: 2021] [added: 2022] results and year-over-year comparisons between fiscal [removed: 2022] [added: 2023] and fiscal [removed: 2021] [added: 2022] 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, [removed: 2022.][added: 2023.]

In fiscal [removed: 2023,] [added: 2024,] our B2B scoring solutions, including the flagship FICO® Score, continued to be the standard measure of consumer credit risk in the U.S. [removed: We continued to promote] [added: The] adoption of our most predictive scores, FICO® Score 10 and 10 [removed: T.][added: T, gained increased traction for non-conforming mortgages and will be implemented for conforming mortgages based on the timeline set forth by the Federal Housing Finance Agency for enterprise credit scoring requirements.]

During fiscal [removed: 2023, we continued] [added: 2024, the strategy for our Software segment was] to [added: continue to] advance and drive growth through our platform-first, cloud delivered [removed: strategy in our Software segment.][added: products.]

We also continued to enhance stockholder value by returning cash to stockholders through our stock repurchase [removed: programs.][added: program.]

During fiscal [removed: 2023,] [added: 2024,] we repurchased 0.6 million shares at a total repurchase price of [removed: $407.3] [added: $833.3] million.

Highlights from Fiscal [removed: 2023][added: 2024]

- Annual Recurring Revenue for our Software segment as of September 30, [removed: 2023] [added: 2024] was [removed: $669.4] [added: $721.2] million, [removed: a 22%] [added: an 8%] increase from September 30, [removed: 2022.][added: 2023.]

- Dollar-Based Net Retention Rate for our Software segment [removed: during the fourth quarter of fiscal 2023] was [removed: 120%.][added: 106% as of September 30, 2024.]

- Operating income was [removed: $642.8] [added: $733.6] million during fiscal [removed: 2023,] [added: 2024,] a [removed: 19%] [added: 14%] increase from fiscal [removed: 2022.][added: 2023.]

- Net income was [removed: $429.4] [added: $512.8] million during fiscal [removed: 2023,] [added: 2024,] a [removed: 15%] [added: 19%] increase from fiscal [removed: 2022.][added: 2023.]

- Diluted EPS was [removed: $16.93] [added: $20.45] during fiscal [removed: 2023,] [added: 2024,] a [removed: 19%] [added: 21%] increase from fiscal [removed: 2022.][added: 2023.]

- Cash flow from operating activities was [removed: $468.9] [added: $633.0] million during fiscal [removed: 2023,] [added: 2024,] compared with [removed: $509.5] [added: $468.9] million during fiscal [removed: 2022.][added: 2023.]

- Cash and cash equivalents were [removed: $136.8] [added: $150.7] million as of September 30, [removed: 2023,] [added: 2024,] compared with [removed: $133.2] [added: $136.8] million as of September 30, [removed: 2022.][added: 2023.]

- Total debt balance was [removed: $1.9] [added: $2.2] billion as of September 30, [removed: 2023 and] [added: 2024, compared with $1.9 billion as of] September 30, [removed: 2022.][added: 2023.]

- Total share repurchases during fiscal [removed: 2023] [added: 2024] were [removed: $407.3] [added: $833.3] million, compared with [removed: $1.1 billion] [added: $407.3 million] during fiscal [removed: 2022.][added: 2023.]

Management regards ACV Bookings as an important indicator of future revenues, but [removed: they are] [added: it is] not comparable to, nor [removed: are they] [added: is it] a substitute for, an analysis of our revenues and other U.S. generally accepted accounting principles [removed: (*“*U.S. GAAP*”*)] [added: (“U.S. GAAP”)] measures.

This variability can be the result of the economic trends in our customers’ [removed: industries;] [added: industries,] individual performance of our customers relative to their [removed: competitors;] [added: competitors,] and regulatory and other factors that affect the business environment in which our customers operate.

We disclose estimated revenue expected to be recognized in the future related to remaining performance obligations in Note [removed: 11] [added: 9] to the accompanying consolidated financial statements.

However, we believe ACV Bookings is a [removed: more meaningful] [added: useful supplemental] measure of our business as it includes estimated revenues and future billings excluded from Note [removed: 11,] [added: 9,] such as usage-based fees and guaranteed minimums derived from our on-premises software licenses, among others.

| | | | [added: 2024 | | | | | |] 2023 | | | | | | 2022 | | | | | | [removed: 2023] [added: 2024 to 2023] | | | | | | [removed: 2022] [added: 2023 to 2022] | | | [added: | | | 2024 to 2023 | | | | | | 2023 to 2022 | | |]

| Total on-premises and SaaS software [removed: (*)] | | | $ | [removed: 28.0] [added: 22.1] | | | | | $ | [removed: 29.2] [added: 28.0] | | | | | $ | [removed: 93.9] [added: 84.7] | | | | | $ | [removed: 84.5] [added: 93.9] | |

[removed: (*) During] [added: The $1.9 million gain on product line asset sale during] fiscal [removed: 2023, we sold] [added: 2023 was attributable to the sale of] certain assets related to our Siron compliance business.

Accounting Standards Codification Topic 606, *Revenue from [removed: Contacts] [added: Contracts] with Customers,* requires us to recognize a significant portion of revenue from our on-premises software subscriptions at the point in time when the software is first made available to the customer, or at the beginning of the subscription term, despite the fact that our contracts typically call for billing these amounts ratably over the life of the subscription.

The following table summarizes our ARR for on-premises and SaaS software [removed: at] [added: exiting] each of the dates presented:

| | | | December 31, [removed: 2021] [added: 2022 (*)] | | | | | | March 31, [removed: 2022] [added: 2023] | | | | | | June 30, [removed: 2022] [added: 2023] | | | | | | September 30, [removed: 2022] [added: 2023] | | | | | | December 31, [removed: 2022] [added: 2023] | | | | | | March 31, [removed: 2023] [added: 2024] | | | | | | June 30, [removed: 2023] [added: 2024] | | | | | | September 30, [removed: 2023] [added: 2024] | | |

| ARR [removed: (*)] | | | (In millions) | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| Non-Platform | | | [removed: 433.4] [added: 450.1] | | | | | | [removed: 430.6] [added: 461.0] | | | | | | [removed: 432.3] [added: 481.8] | | | | | | [removed: 437.0] [added: 496.2] | | | | | | [removed: 450.1] [added: 497.4] | | | | | | [removed: 461.0] [added: 495.6] | | | | | | [removed: 481.8] [added: 494.5] | | | | | | [removed: 496.2] [added: 494.2] | | |

| Platform | | | [removed: 17] [added: 23] | | % | | | | [removed: 18] [added: 25] | | % | | | | [removed: 20] [added: 25] | | % | | | | [removed: 21] [added: 26] | | % | | | | [removed: 23] [added: 28] | | % | | | | [removed: 25] [added: 29] | | % | | | | [removed: 25] [added: 30] | | % | | | | [removed: 26] [added: 31] | | % |

| Non-Platform | | | [removed: 83] [added: 77] | | % | | | | [removed: 82] [added: 75] | | % | | | | [removed: 80] [added: 75] | | % | | | | [removed: 79] [added: 74] | | % | | | | [removed: 77] [added: 72] | | % | | | | [removed: 75] [added: 71] | | % | | | | [removed: 75] [added: 70] | | % | | | | [removed: 74] [added: 69] | | % |

| Platform | | | [removed: 71] [added: 46] | | % | | | | [removed: 64] [added: 60] | | % | | | | [removed: 62] [added: 53] | | % | | | | [removed: 54] [added: 53] | | % | | | | [removed: 46] [added: 43] | | % | | | | [removed: 60] [added: 32] | | % | | | | [removed: 53] [added: 31] | | % | | | | [removed: 53] [added: 31] | | % |

| Non-Platform | | | [removed: 3] [added: 4] | | % | | | | [removed: 3] [added: 7] | | % | | | | [removed: 2] [added: 11] | | % | | | | [removed: 2] [added: 14] | | % | | | | [removed: 4] [added: 11] | | % | | | | [removed: 7] [added: 8] | | % | | | | [removed: 11] [added: 3] | | % | | | | [removed: 14] [added: —] | | % |

| Total | | | 11 | | % | | | | [removed: 10] [added: 17] | | % | | | | [removed: 10] [added: 20] | | % | | | | [removed: 10] [added: 22] | | % | | | | [removed: 11] [added: 18] | | % | | | | [removed: 17] [added: 14] | | % | | | | [removed: 20] [added: 10] | | % | | | | [removed: 22] [added: 8] | | % |

The following table summarizes our DBNRR for on-premises and SaaS software [removed: for] [added: exiting] each of the [removed: periods] [added: dates] presented:

| DBNRR [removed: (*)] | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| Platform | | | [removed: 146] [added: 130] | | % | | | | [removed: 144] [added: 146] | | % | | | | [removed: 137] [added: 142] | | % | | | | [removed: 129] [added: 145] | | % | | | | [removed: 130] [added: 136] | | % | | | | [removed: 146] [added: 126] | | % | | | | [removed: 142] [added: 124] | | % | | | | [removed: 145] [added: 123] | | % |

| Non-Platform | | | [removed: 102] [added: 103] | | % | | | | [removed: 102] [added: 105] | | % | | | | [removed: 101] [added: 109] | | % | | | | [removed: 101] [added: 111] | | % | | | | [removed: 103] [added: 108] | | % | | | | [removed: 105] [added: 106] | | % | | | | [removed: 109] [added: 101] | | % | | | | [removed: 111] [added: 99] | | % |

| Total | | | [removed: 109] [added: 110] | | % | | | | [removed: 109] [added: 114] | | % | | | | [removed: 109] [added: 117] | | % | | | | [removed: 109] [added: 120] | | % | | | | [removed: 110] [added: 114] | | % | | | | [removed: 114] [added: 112] | | % | | | | [removed: 117] [added: 108] | | % | | | | [removed: 120] [added: 106] | | % |

Segment revenues, operating income, and related financial information, including disaggregation of revenue, for the years ended September 30, [removed: 2023, 2022] [added: 2024, 2023] and [removed: 2021] [added: 2022] are set forth in Note [removed: 11] [added: 9] and Note [removed: 17] [added: 14] to the accompanying consolidated financial statements.

We continued the expansion of our financial inclusion initiatives through the FICO® Educational Analytics Challenge, a program created to help promote diversity in data science, engineering, and technology at Historically Black Colleges and Universities.

Additionally, we host free Score A Better FutureTM financial education workshops for students and adults from traditionally underserved communities.

Internationally, we launched a FICO Score based on Ukrainian Bureau of Credit Histories data, an innovative score to help Ukrainians gain credit access in Poland.

We also remained committed to expanding usage of the FICO® Resilience Index, a complement to FICO Scores that more precisely predicts a borrower’s resilience to future economic disruptions, helping lenders manage latent risk.

We continued to develop alternative data scores, including trended data cash flow attributes, to help lenders identify credit borrowers with positive financial profiles that extend beyond their traditional credit reports as well as offer credit score layering leveraging UltraFICO® Score and FICO® Score XD to help broaden accessibility and extend financial inclusion to borrowers with limited credit history.

A significant portion of our short-term opportunity remains in North America, where financial institutions are focused on digital transformation and understand the value of FICO® Platform.

We have also expanded our FICO Platform reach both by geography and customer type in order to enable organizations to operationalize analytics, and to power customer connections and decision making at scale.

We continue to innovate and bring new capabilities to FICO Platform, demonstrating its value with new customers and expanding use cases with existing customers.

- Total revenues were $1.7 billion during fiscal 2024, a 13% increase from fiscal 2023.

- Revenues for our Scores segment were $919.7 million during fiscal 2024, a 19% increase from fiscal 2023.

For the periods presented, ACV Bookings related to estimates of future usage-based fees was approximately 30% of the total ACV Bookings amount on an annualized basis.

Differences between the initial estimates of future usage-based fees and actual results historically have not been material and we do not currently expect that they will be materially different in the future.

| | | | 2024 | | | | | | 2023 | | | | | | 2024 | | | | | | 2023 (*) | | |

(*) We sold certain assets related to our Siron compliance business during the quarter ended December 31, 2022, and the amount above excludes this product line for the year ended September 30, 2023.

| Platform | | | $ | 132.8 | | | | | $ | 152.5 | | | | | $ | 164.1 | | | | | $ | 173.2 | | | | | $ | 190.3 | | | | | $ | 201.4 | | | | | $ | 215.1 | | | | | $ | 227.0 | |

| Total | | | $ | 582.9 | | | | | $ | 613.5 | | | | | $ | 645.9 | | | | | $ | 669.4 | | | | | $ | 687.7 | | | | | $ | 697.0 | | | | | $ | 709.6 | | | | | $ | 721.2 | |

(*) We sold certain assets related to our Siron compliance business during the quarter ended December 31, 2022, and the amounts and percentages above exclude this product line at December 31, 2022.

| | | | December 31, 2022 (*) | | | | | | March 31, 2023 | | | | | | June 30, 2023 | | | | | | September 30, 2023 | | | | | | December 31, 2023 | | | | | | March 31, 2024 | | | | | | June 30, 2024 | | | | | | September 30, 2024 | | |

The following table provides information about disaggregated revenue for our Software segment by revenue types:

The following table provides information about disaggregated revenue for on-premises and SaaS software within our Software segment by timing of revenue recognition:

| Total | | | $ | 711,340 | | | | | $ | 640,182 | | | | | $ | 564,751 | | | | | $ | 71,158 | | | | | 75,431 | | | | | | 11 | | % | | | | 13 | | % |

The decrease in professional services revenue was primarily attributable to our strategy to emphasize higher-margin software over professional services.

| Gain on product line asset sale | | | — | | | | | | (1,941) | | | | | | — | | | | | | 1,941 | | | | | | (1,941) | | | | | | (100) | | % | | | | — | | % |

| Gain on product line asset sale | | | — | | % | | | | — | | % | | | | — | | % |

The increase in direct materials costs was primarily attributable to increased telecommunications expenses to support FICO® Customer Communications Services revenue.

The increase in outside services costs was primarily attributable to increased consulting costs.

The increase in advertising and other promotional expenses was primarily attributable to increased costs for advertising campaigns and corporate events.

The increase in non-income tax costs was primarily attributable to a tax law change related to transfer pricing effective in fiscal 2024 that impacted a non-U.S. subsidiary.

The increase in travel costs was primarily attributable to promotional and corporate events.

The increase in infrastructure and facilities costs was primarily attributable to the impact of a favorable adjustment in the prior year from the termination of an office lease.

Gain on Product Line Asset Sale

| Segment | | | 2024 | | | | | | 2023 | | | | | | 2022 | | | | | | 2024 to 2023 | | | | | | 2023 to 2022 | | | | | | 2024 to 2023 | | | | | | 2023 to 2022 | | |

| Gain on product line asset sale | | | — | | | | | | 1,941 | | | | | | — | | | | | | (1,941) | | | | | | 1,941 | | | | | | (100) | | % | | | | — | | % |

| | | | 2024 | | | | | | 2023 | | | | | | 2022 | | | | | | 2024 | | | | | | 2023 | | | | | | 2022 | | |

| | | | 2024 | | | | | | 2023 | | | | | | 2022 | | | | | | 2024 | | | | | | 2023 | | | | | | 2022 | | |

| | | | | | | | | | | | | | | | | | |

| | | | 2024 | | | | | | 2023 | | | | | | 2022 | | |

In July 2024, our Board of Directors approved a new stock repurchase program (the “July 2024 program”), replacing the January 2024 program, which was terminated prior to its expiration and under which $29.6 million was remaining for repurchase at the time of termination.

The July 2024 program is open-ended and authorizes repurchases of shares of our common stock from time to time up to an aggregate cost of $1.0 billion in the open market or in negotiated transactions.

The July 2024 program remains in effect until the total authorized amount is expended or until further action by our Board of Directors.

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.

We also 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.

We continued to develop scores that use alternative data to enhance conventional credit bureau data and generate scores for otherwise un-scorable consumers.

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.

We also continued our transition from private data centers to external service providers to host our technology infrastructure.

- Total revenue was $1.5 billion during fiscal 2023, a 10% increase from fiscal 2022.

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 | |

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

The amounts and percentages above exclude this product line at all dates presented.

() 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.

These standards encompass shared security context and access using FICO standard application programming interfaces.

| | | | Quarter Ended | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

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

| Total on-premises and SaaS software | | | $ | 640,182 | | | | | $ | 564,751 | | | | | $ | 517,888 | | | | | $ | 75,431 | | | | | 46,863 | | | | | | 13 | | % | | | | 9 | | % |

| Restructuring charges | | | — | | | | | | — | | | | | | 7,957 | | | | | | — | | | | | | (7,957) | | | | | | — | | % | | | | (100) | | % |

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

| Restructuring charges | | | — | | % | | | | — | | % | | | | 1 | | % |

| Gains on product line asset sales and business divestiture | | | — | | % | | | | — | | % | | | | (7) | | % |

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 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.

Restructuring Charges

There were no restructuring charges incurred during fiscal 2023 and 2022.

Gains on Product Line Asset Sales and Business Divestiture

| Unallocated restructuring charges | | | — | | | | | | — | | | | | | (7,957) | | | | | | — | | | | | | 7,957 | | | | | | — | | % | | | | (100) | | % |

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

As of September 30, 2023, we had $120.5 million remaining under our current stock repurchase program.

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

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.

| Operating lease obligations | | | 17,731 | | | | | | 11,872 | | | | | | 8,901 | | | | | | 3,949 | | | | | | 268 | | | | | | 160 | | | | | | 42,881 | | |

| Total commitments | | | $ | 89,731 | | | | | $ | 83,872 | | | | | $ | 1,009,651 | | | | | $ | 39,949 | | | | | $ | 936,268 | | | | | $ | 160 | | | | | $ | 2,173,480 | |

Contracts with Customers

Our revenue is primarily derived from on-premises software and SaaS subscriptions, professional services and scoring services.

For contracts with customers that contain various combinations of products and services, we evaluate whether the products or services are distinct — distinct products or services will be accounted for as separate performance obligations, while non-distinct products or services are combined with others to form a single performance obligation.

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

Revenue is recognized when control of the promised goods or services is transferred to our customers.

Our on-premises software is primarily sold on a subscription basis, which includes a term-based license and post-contract support or maintenance, both of which generally represent distinct performance obligations and are accounted for separately.

The following table presents the principal amounts and related weighted-average yields for our investments with interest rate risk at September 30, [removed: 2023] [added: 2024] and [removed: 2022:][added: 2023:]

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

| Cash and cash equivalents | | | $ | [removed: 136,778] [added: 150,667] | | | | | $ | [removed: 136,778] [added: 150,667] | | | | | [removed: 3.05] [added: 2.88] | | % | | | | $ | [removed: 133,202] [added: 136,778] | | | | | $ | [removed: 133,202] [added: 136,778] | | | | | [removed: 1.23] [added: 3.05] | | % |

The following table presents the face values and fair values for the Senior Notes at September 30, [removed: 2023] [added: 2024] and [removed: 2022:][added: 2023:]

| | | | September 30, [removed: 2023] [added: 2024] | | | | | | | | | | | | [added: | | | | | |] September 30, [removed: 2022] [added: 2023] | | | | | | | | | [added: | | | | | |]

| | | | Face Value [removed: (*)] | | | | | | Fair Value | | | | | | Face Value [removed: (*)] | | | | | | Fair Value | | |

| The 2018 Senior Notes | | | [added: $ |] 400,000 | | | | | [added: 399,500] | [removed: 386,000] | | | | | [added: $] | 400,000 | | | | | [removed: | 381,500] [added: $] | [added: 386,000] | |

| The 2019 Senior Notes and the 2021 Senior Notes | | | 900,000 | | | | | | [removed: 803,250] [added: 864,000] | | | | | | 900,000 | | | | | | [removed: 767,250] [added: 803,250] | | |

| Total | | | $ | 1,300,000 | | | | | $ | [removed: 1,189,250] [added: 1,263,500] | | | | | $ | 1,300,000 | | | | | $ | [removed: 1,148,750] [added: 1,189,250] | |

We have interest rate risk with respect to our unsecured revolving line of credit and term [removed: loan.][added: loans.]

Interest rates on amounts borrowed under the revolving line of credit and term [removed: loan] [added: loans] are based on (i) an adjusted base rate, which is the greatest of (a) the prime rate, (b) the Federal Funds rate plus 0.5%, and (c) one-month adjusted term SOFR [removed: rate] plus 1%, plus, in each case, an applicable margin, or (ii) an adjusted term SOFR [removed: rate] plus an applicable [removed: margin.][added: margin (or, if such rate is no longer available, a successor benchmark rate determined in accordance with the terms of the credit agreement).]

As of September 30, [removed: 2023,] [added: 2024,] we had [removed: $300.0] [added: $210.0] million in borrowings outstanding under the revolving line of credit at a weighted-average interest rate of [removed: 6.678%] [added: 6.396%, $258.8 million in outstanding balance of the $300 Million Term Loan at an interest rate of 6.344%,] and [removed: $273.8] [added: $450.0] million in outstanding balance of the [removed: term loan] [added: $450 Million Term Loan] at an interest rate of [removed: 6.752%.][added: 6.281%.]

The following tables summarize our outstanding foreign currency forward contracts, by currency, at September 30, [removed: 2023] [added: 2024] and [removed: 2022:][added: 2023:]

| | | | [added: September 30, 2024] | | | [removed: September 30, 2023] | | | | | | | | | [added: September 30, 2023] | | | | | | [added: | | |]

| Euro (EUR) | | | [removed: | | |] EUR | 12,900 | | | | | $ | 13,621 | | | | | — | | |

| British pound (GBP) | | | [removed: | | |] GBP | 10,700 | | | | | $ | 13,100 | | | | | — | | |

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

| British pound (GBP) | | | [added: | | |] GBP | [removed: 11,848] [added: 12,237] | | | | | $ | [removed: 13,100] [added: 16,400] | | | | | — | | |

| Singapore dollar (SGD) | | | [added: | | |] SGD | [removed: 6,169] [added: 7,404] | | | | | $ | [removed: 4,300] [added: 5,800] | | | | | — | | |

The foreign currency forward contracts were entered into on September 30, [removed: 2023] [added: 2024] and [removed: 2022;] [added: 2023;] therefore, their fair value was $0 at each of these dates.

Adjusted term SOFR is defined as term SOFR for the relevant interest period plus a SOFR adjustment of 0.10% per annum.

| | | | | | | September 30, 2024 | | | | | | | | | | | | | | |

| Euro (EUR) | | | | | | EUR | 13,000 | | | | | $ | 14,531 | | | | | — | | |

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

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

| Euro (EUR) | | | EUR | 13,500 | | | | | $ | 13,158 | | | | | — | | |

Today, FICO’s software and the widely used FICO® Score operationalize analytics, enabling thousands of businesses in more than [removed: 100] [added: 80] countries to uncover new opportunities, make timely decisions that matter, and execute them at scale.

We also serve consumers through online services that enable people to access and understand their FICO Scores — the standard measure in the [removed: U.S.] [added: United States (“U.S.”)] of consumer credit risk — empowering them to increase financial literacy and manage their financial health.

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

[removed: When we introduced] FICO® Score 9 [removed: in 2015, it also made use] [added: introduced the utilization] of [removed: newly available data such as] reported rental payment history, while also de-emphasizing medical debt and disregarding paid collections.

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

For example, in [removed: July] 2021 we introduced Bankcard and Auto Industry versions of FICO® Score 10.

These scores are typically sold to end-users through consumer reporting agencies in those countries, as they are in the U.S. [removed: We] [added: FICO Scores] have [added: been made available in over 40 countries and we have] also developed client-specific versions of the FICO Score in over ten countries that we sell directly to end-user customers.

Consumers can also subscribe to credit monitoring, which [removed: deliver] [added: delivers] alerts via email and text when changes to a user’s FICO Scores or other credit report content are detected.

FICO provides software solutions to business customers in more than [removed: 100] [added: 80] countries around the world.

In addition, many core capabilities of FICO’s current software products are now part of FICO Platform, [added: enabling solutions] such as Originations and [removed: Fraud.][added: Customer Management.]

We believe this strategy of moving our software products to FICO Platform will result in revenue growth through follow-on “land and expand” sales to existing [added: FICO] Platform customers and more sales to medium-sized businesses typically served through value-added resellers and systems integrators.

Our annual recurring revenue (“ARR”) from FICO® Platform based products was [removed: $173.2] [added: $227.0] million as of September 30, [removed: 2023,] [added: 2024,] representing [removed: 26%] [added: 31%] of our total software ARR.

Key FICO solutions [added: currently] offered [removed: today] include:

Our models [removed: that identify transaction fraud] are continually improved using a proprietary, global data set of transaction data contributed by more than [removed: 9,000] [added: 10,000] institutions that participate in the FICO® Falcon® Intelligence Network.

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

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

Certain Customer Communication [removed: products] [added: capabilities] are available on [removed: FICO] [added: FICO®] Platform today, and we plan to make additional Customer Communication [removed: products] [added: capabilities] available on [removed: FICO®] [added: FICO] Platform in the future.

We often sell software implementation and configuration services in conjunction with our [removed: on-premise] [added: on-premises] and SaaS subscriptions, and our [removed: perpetual] license sales.

Our clients also include more than 600 insurers, including [removed: nine] [added: eight] 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: Eight] [added: Seven] of the top ten companies on the [removed: 2023] [added: 2024] Fortune 500 list use one or more of our solutions.

During fiscal [removed: 2023, 2022] [added: 2024, 2023] and [removed: 2021,] [added: 2022,] revenues generated from our agreements with Experian, TransUnion and Equifax collectively accounted for [removed: 41%, 39%] [added: 45%, 41%] and [removed: 38%] [added: 39%] of our total revenues, respectively.

As more [removed: of our products] [added: capabilities] are made available on FICO® Platform, we expect our sales through indirect channels to grow.

Our largest market segment is financial services, representing [removed: 91%] [added: 92%] of our total revenue [removed: in 2023.][added: during fiscal 2024.]

Our largest geographic market is the Americas, representing [removed: 85%] [added: 84%] of our total revenue [removed: in 2023.][added: during fiscal 2024.]

Primary competitors among outside suppliers of scoring models are the three major consumer reporting agencies in the U.S. and Canada, which are also our partners in offering our scoring solutions, and VantageScore (a joint venture entity established by the [added: three] major U.S. consumer reporting [removed: agencies).][added: agencies), which is selling a credit scoring product competitive with our products.]

As of September 30, [removed: 2023,] [added: 2024,] we held [removed: 196] [added: 198] U.S. and [removed: 23] [added: 29] foreign patents, with [removed: 69] [added: 75] applications pending.

As of September 30, [removed: 2023,] [added: 2024,] we had 24 trademarks registered in the U.S. and select foreign countries.

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

The CPRA also created a new agency, the California Privacy Protection Agency, authorized to implement and enforce the CCPA and the [removed: CPRA, which could result in increased privacy and information security regulatory actions.][added: CPRA.]

Further, the CFPB has authority to [removed: issues] [added: issue] rules designating non-depository “larger participants” in certain markets for consumer financial services and products for purposes of the CFPB’s supervisory authority under the Dodd-Frank [removed: Act.][added: Act, which the CFPB has done for several markets including the consumer reporting market.]

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

The European Commission has [removed: also released draft proposed regulations (i.e.,] [added: finalized] the EU AI [removed: Act) that would establish] [added: Act, which establishes] requirements for the provision and use of products that leverage artificial [removed: intelligence, machine learning, and similar analytic and statistical modeling technologies,] [added: intelligence systems,] including [added: in] credit scoring.

- 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 regulations, including the ongoing validation and approval of the use of the [removed: FICO] [added: FICO®] Score by Fannie Mae, Freddie Mac, and the Federal Housing Finance Agency.

As of September 30, [removed: 2023,] [added: 2024,] we employed [removed: 3,455] [added: 3,586] persons across [removed: 29] [added: 27] countries.

[added: Of these, our largest representation includes 1,309 (36%) based in the U.S., 1,367 (38%) based in India and 264 (7%) based in the U.K.] 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: 2023.][added: 2024.]

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

Detailed findings from these surveys are promptly communicated to all employees, individual [removed: work teams,] [added: managers,] the executive team and our Board and the findings are leveraged to drive positive organizational change.

We involve designated [removed: employee “ambassadors”] [added: human resources business partners and learning consultants] who work with senior leaders to explore findings, identify high value actions and amplify messaging to help our people understand how survey participation can connect to positive change.

Examples of organizational changes that have been driven by the insights from these surveys include investments in expanded workforce capacity, [removed: targeted recruiting of under-represented groups,] [added: policies designed to ensure applicant pools are appropriately diverse prior to hiring decisions taking place,] broadened and more frequent company-wide communications, [removed: expanded] [added: increased] employee stock [removed: ownership,] [added: ownership by significantly expanding the recipients of equity-based awards,] expanded benefit programs including paid parental leave, well-being, family building, childcare reimbursement and company-funded transportation programs, enhanced incentive plan [removed: funding] [added: funding,] and expanded investments in professional development [added: targeting leadership] and [added: technical skills, as well as] culture-based initiatives to promote inclusiveness and belonging.

Our engagement scores have steadily strengthened over the past [removed: year] [added: year,] and nearly all driver scores remain [removed: well-above] [added: well above] their published external benchmark.

For information about ARR, refer to Part II, Item 7, *Management’s Discussion and Analysis of Financial Condition and Results of Operations, Annual Recurring Revenue*, in this Annual Report on Form 10-K.

Numerous other U.S. states have considered similar privacy laws, with many of those states having passed such laws with respective effective dates ranging from 2023 through 2026.

For example, the CFPB has initiated a public request for information relating to fees charged by providers of mortgages and related settlement services, including fees for consumer reports and credit scores.

In addition, the CFPB has indicated that it intends to issue rules under the FCRA that would extend the FCRA to certain business practices not currently subject to that statute.

The EU AI Act entered into force on August 1, 2024 and its provisions take effect between six and 36 months after that date, with most of those provisions becoming effective in 2026.

Other countries, as well as the executive branch of the U.S. government and a number of U.S. states, are considering or have implemented regulations or standards applicable to artificial intelligence technologies.

- Laws and regulations relating to the environmental, social and governance, or sustainability, practices of companies, including enhanced climate-related disclosure requirements from regulators, such as California and the SEC, and the E.U.’s Corporate Sustainability Reporting Directive.

We have recently experienced a remarkably low undesired attrition rate which, over the past 12-month period, is the lowest we have experienced in decades and well below competitive market rates.

Organizational Culture

Across our global workforce, as of September 30, 2024, the percentage of males and females was 67% and 33%, respectively.

Looking at our U.S. workforce, as of September 30, 2024, 45% were racially/ethnically diverse employees who are members of a protected class.

Also in the U.S., our FICO Educational Analytics Challenge program involves close partnerships with Historically Black Colleges and Universities through which we sponsor data science-focused projects with these experiences helping to fuel diversity recruiting efforts.

In addition, our campus recruiting program in India, which targets software engineering and data science graduates, has yielded a female hiring ratio averaging near 50% annually in each of the past several years, helping us increase the percentage of women in our organization.

Our focus on the professional development of our people drives the internal posting of virtually all job opportunities.

And, consistent with our remarkably low undesired attrition rate, FICO has significantly strengthened its position as an employer of choice over the past year, resulting in very attractive external candidate pools.

We have defined specific career paths for all major functions in our organization so that our people understand how they can progress in their career by expanding their knowledge and skills.

In doing so, our job titling system reflects both individual contributor (or technical) career tracks and people management career tracks to reinforce our philosophy that people can grow professionally in either track.

To further consistent administration, we conduct annual company-wide performance reviews supported by the use of performance rubrics for each major function.

These rubrics set forth clear behavioral expectations for each function through a set of objective descriptors organized across our three levels of performance (Improvement Needed, Achieved Expectations, and Outstanding).

In addition to rubrics, outcome-based goals are established for each individual based upon his/her specific role and priorities.

Evaluation across both behavioral and outcome-based dimensions yields an overall performance assessment.

We define a “promotion” as an increase in pay band linked to the proven ability to be successful in the next level of responsibility.

Our structured promotion process takes place twice annually with promotions to all job levels including senior job levels occurring with our year-end cycle (October/November) and promotions to lower and middle job levels taking place with our mid-year cycle (April/May).

This process supports an integrated approach yielding improved consistency in promotion decisions, including that all groups are representatively recognized.

Approximately 20% of our people are recognized via promotion each year.

Succession Planning

We actively assess talent across the organization to optimize deployment of resources, encourage professional development, drive accountability, and identify and take actions to mitigate undesired attrition risk.

At the mid-point of each fiscal year, talent assessments are performed by people managers for each team member.

These assessments include a mid-year performance rating and a leadership strength rating, the combination of which yields a Talent Management Score ranging from one to nine with recommended follow-up actions associated with each score.

In addition, managers identify any significant attrition risks and underlying drivers and develop related mitigation plans.

Finally, for each senior leader role, managers identify potential successor candidates along with targeted development needs to encourage readiness.

For vice president-level roles, the executive team plays a central role through a process we refer to as “Session C.” This process involves a detailed evaluation of each vice president incumbent using several tools including a personal biography written by the incumbent identifying key accomplishments, career growth aspirations, and champions that can articulate their contributions.

In addition, managers complete a Leader Profile for each vice president incumbent highlighting key strengths, development progress over the past year, go-forward development plans, attrition risks and drivers, and succession insights.

All of these materials are centrally reviewed and discussed by the executive team during a multi-day meeting.

After discussing incumbent vice presidents, the executive team evaluates any proposed candidates for promotion to vice president using a combination of promotion recommendation forms prepared by the sponsoring manager, a 360-degree performance evaluation involving self-evaluation, manager evaluation, direct report evaluation, and insights gathered from key stakeholders.

Candidates for vice president-level promotion are placed “on-deck” for a one- to three-year period for observation prior to any promotion decision being finalized.

This approach drives high quality, consistent decisions while ensuring our highest potential candidates are properly developed and ready when promoted.

Beyond our structured promotion cycles, all compensation actions are determined in November following the conclusion of the year-end performance review process in October.

This includes promotion and market-based base pay adjustments, annual bonus awards, and long-term incentive awards.

This rewards-planning cycle ensures strong linkage between performance and rewards, and it allows for centralized review and refinement of reward recommendations leading to high quality and representative decisions.

Most of our scores distributed today are FICO® Score 8 and FICO® Score 9.

FICO Scores have been made available in over 40 countries.

Other U.S. states have considered and/or enacted similar privacy laws.

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

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.

Of these, our largest representation includes 1,283 (37%) based in the United States, 1,259 (36%) based in India and 270 (8%) based in the United Kingdom.

Diversity, Inclusion and Belonging

For the fiscal year ended September 30, [removed: 2023][added: 2024]

| Non-Accelerated Filer | | | | | | ☐ | | | Smaller Reporting Company | | | | | | [removed: ☐] [added: ☐] | | |

As of March 31, [removed: 2023,] [added: 2024,] the aggregate market value of the registrant’s common stock held by non-affiliates of the registrant was [removed: $14,169,078,627] [added: $24,649,255,443] 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: 27, 2023] [added: 24, 2024] was [removed: 24,713,557] [added: 24,347,903] (excluding [removed: 64,143,226] [added: 64,508,880] shares held by the Company as treasury stock).

Portions of the Registrant’s definitive proxy statement relating to its [removed: 2024] [added: 2025] Annual Meeting of Stockholders [removed: (“2024] [added: (“2025] Proxy Statement”) are incorporated by reference into Part III of this Annual Report on Form 10-K where indicated.

The [removed: 2024] [added: 2025] 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](#id40919daeafd444aadee24cabb995f62_16)] [added: [Business](#i8c0ec7b5ed6848dba4344ae15ea5352a_16)] | | | [removed: [3](#id40919daeafd444aadee24cabb995f62_16)] [added: [3](#i8c0ec7b5ed6848dba4344ae15ea5352a_16)] | | |

| Item 1A. | | | [Risk [removed: Factors](#id40919daeafd444aadee24cabb995f62_19)] [added: Factors](#i8c0ec7b5ed6848dba4344ae15ea5352a_19)] | | | [removed: [14](#id40919daeafd444aadee24cabb995f62_19)] [added: [16](#i8c0ec7b5ed6848dba4344ae15ea5352a_19)] | | |

| Item 1B. | | | [Unresolved Staff [removed: Comments](#id40919daeafd444aadee24cabb995f62_22)] [added: Comments](#i8c0ec7b5ed6848dba4344ae15ea5352a_22)] | | | [removed: [27](#id40919daeafd444aadee24cabb995f62_22)] [added: [29](#i8c0ec7b5ed6848dba4344ae15ea5352a_22)] | | |

| Item 2. | | | [removed: [Properties](#id40919daeafd444aadee24cabb995f62_25)] [added: [Properties](#i8c0ec7b5ed6848dba4344ae15ea5352a_25)] | | | [removed: [27](#id40919daeafd444aadee24cabb995f62_25)] [added: [31](#i8c0ec7b5ed6848dba4344ae15ea5352a_25)] | | |

| Item 3. | | | [Legal [removed: Proceedings](#id40919daeafd444aadee24cabb995f62_28)] [added: Proceedings](#i8c0ec7b5ed6848dba4344ae15ea5352a_28)] | | | [removed: [28](#id40919daeafd444aadee24cabb995f62_28)] [added: [31](#i8c0ec7b5ed6848dba4344ae15ea5352a_28)] | | |

| Item 4. | | | [Mine Safety [removed: Disclosures](#id40919daeafd444aadee24cabb995f62_31)] [added: Disclosures](#i8c0ec7b5ed6848dba4344ae15ea5352a_31)] | | | [removed: [28](#id40919daeafd444aadee24cabb995f62_31)] [added: [32](#i8c0ec7b5ed6848dba4344ae15ea5352a_31)] | | |

| Item 5. | | | [Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity [removed: Securities](#id40919daeafd444aadee24cabb995f62_37)] [added: Securities](#i8c0ec7b5ed6848dba4344ae15ea5352a_37)] | | | [removed: [29](#id40919daeafd444aadee24cabb995f62_37)] [added: [33](#i8c0ec7b5ed6848dba4344ae15ea5352a_37)] | | |

| Item 6. | | | [removed: [\[Reserved\]](#id40919daeafd444aadee24cabb995f62_40)] [added: [\[Reserved\]](#i8c0ec7b5ed6848dba4344ae15ea5352a_40)] | | | [removed: [30](#id40919daeafd444aadee24cabb995f62_40)] [added: [34](#i8c0ec7b5ed6848dba4344ae15ea5352a_40)] | | |

| Item 7. | | | [Management’s Discussion and Analysis of Financial Condition and Results of [removed: Operations](#id40919daeafd444aadee24cabb995f62_43)] [added: Operations](#i8c0ec7b5ed6848dba4344ae15ea5352a_43)] | | | [removed: [31](#id40919daeafd444aadee24cabb995f62_43)] [added: [35](#i8c0ec7b5ed6848dba4344ae15ea5352a_43)] | | |

| Item 7A. | | | [Quantitative and Qualitative Disclosures About Market [removed: Risk](#id40919daeafd444aadee24cabb995f62_67)] [added: Risk](#i8c0ec7b5ed6848dba4344ae15ea5352a_67)] | | | [removed: [46](#id40919daeafd444aadee24cabb995f62_67)] [added: [48](#i8c0ec7b5ed6848dba4344ae15ea5352a_67)] | | |

| Item 8. | | | [Financial Statements and Supplementary [removed: Data](#id40919daeafd444aadee24cabb995f62_70)] [added: Data](#i8c0ec7b5ed6848dba4344ae15ea5352a_70)] | | | [removed: [48](#id40919daeafd444aadee24cabb995f62_70)] [added: [51](#i8c0ec7b5ed6848dba4344ae15ea5352a_70)] | | |

| Item 9. | | | [Changes in and Disagreements with Accountants on Accounting and Financial [removed: Disclosure](#id40919daeafd444aadee24cabb995f62_163)] [added: Disclosure](#i8c0ec7b5ed6848dba4344ae15ea5352a_157)] | | | [removed: [82](#id40919daeafd444aadee24cabb995f62_163)] [added: [85](#i8c0ec7b5ed6848dba4344ae15ea5352a_157)] | | |

| Item 9A. | | | [Controls and [removed: Procedures](#id40919daeafd444aadee24cabb995f62_166)] [added: Procedures](#i8c0ec7b5ed6848dba4344ae15ea5352a_160)] | | | [removed: [82](#id40919daeafd444aadee24cabb995f62_166)] [added: [85](#i8c0ec7b5ed6848dba4344ae15ea5352a_160)] | | |

| Item 9B. | | | [Other [removed: Information](#id40919daeafd444aadee24cabb995f62_169)] [added: Information](#i8c0ec7b5ed6848dba4344ae15ea5352a_163)] | | | [removed: [83](#id40919daeafd444aadee24cabb995f62_169)] [added: [86](#i8c0ec7b5ed6848dba4344ae15ea5352a_163)] | | |

| Item 9C. | | | [Disclosure Regarding Foreign Jurisdictions that Prevent [removed: Inspections](#id40919daeafd444aadee24cabb995f62_172)] [added: Inspections](#i8c0ec7b5ed6848dba4344ae15ea5352a_166)] | | | [removed: [83](#id40919daeafd444aadee24cabb995f62_172)] [added: [86](#i8c0ec7b5ed6848dba4344ae15ea5352a_166)] | | |

| Item 10. | | | [Directors, Executive Officers and Corporate [removed: Governance](#id40919daeafd444aadee24cabb995f62_178)] [added: Governance](#i8c0ec7b5ed6848dba4344ae15ea5352a_172)] | | | [removed: [84](#id40919daeafd444aadee24cabb995f62_178)] [added: [87](#i8c0ec7b5ed6848dba4344ae15ea5352a_172)] | | |

| Item 11. | | | [Executive [removed: Compensation](#id40919daeafd444aadee24cabb995f62_181)] [added: Compensation](#i8c0ec7b5ed6848dba4344ae15ea5352a_175)] | | | [removed: [86](#id40919daeafd444aadee24cabb995f62_181)] [added: [88](#i8c0ec7b5ed6848dba4344ae15ea5352a_175)] | | |

| Item 12. | | | [Security Ownership of Certain Beneficial Owners and Management and Related Stockholder [removed: Matters](#id40919daeafd444aadee24cabb995f62_184)] [added: Matters](#i8c0ec7b5ed6848dba4344ae15ea5352a_178)] | | | [removed: [86](#id40919daeafd444aadee24cabb995f62_184)] [added: [88](#i8c0ec7b5ed6848dba4344ae15ea5352a_178)] | | |

| Item 13. | | | [Certain Relationships and Related Transactions, and Director [removed: Independence](#id40919daeafd444aadee24cabb995f62_187)] [added: Independence](#i8c0ec7b5ed6848dba4344ae15ea5352a_181)] | | | [removed: [86](#id40919daeafd444aadee24cabb995f62_187)] [added: [88](#i8c0ec7b5ed6848dba4344ae15ea5352a_181)] | | |

| Item 14. | | | [Principal Accountant Fees and [removed: Services](#id40919daeafd444aadee24cabb995f62_190)] [added: Services](#i8c0ec7b5ed6848dba4344ae15ea5352a_184)] | | | [removed: [86](#id40919daeafd444aadee24cabb995f62_190)] [added: [88](#i8c0ec7b5ed6848dba4344ae15ea5352a_184)] | | |

| Item 15. | | | [removed: [Exhibits,] [added: [Exhibits and] Financial Statement [removed: Schedules](#id40919daeafd444aadee24cabb995f62_196)] [added: Schedules](#i8c0ec7b5ed6848dba4344ae15ea5352a_190)] | | | [removed: [87](#id40919daeafd444aadee24cabb995f62_196)] [added: [89](#i8c0ec7b5ed6848dba4344ae15ea5352a_190)] | | |

| Item 16. | | | [Form 10-K [removed: Summary](#id40919daeafd444aadee24cabb995f62_208)] [added: Summary](#i8c0ec7b5ed6848dba4344ae15ea5352a_202)] | | | [removed: [91](#id40919daeafd444aadee24cabb995f62_208)] [added: [93](#i8c0ec7b5ed6848dba4344ae15ea5352a_202)] | | |

| [PART I](#i8c0ec7b5ed6848dba4344ae15ea5352a_13) | | | | | | | | |

| Item 1C. | | | [Cybersecurity](#i8c0ec7b5ed6848dba4344ae15ea5352a_1750) | | | [29](#i8c0ec7b5ed6848dba4344ae15ea5352a_1750) | | |

| [PART II](#i8c0ec7b5ed6848dba4344ae15ea5352a_34) | | | | | | | | |

| [PART III](#i8c0ec7b5ed6848dba4344ae15ea5352a_169) | | | | | | | | |

| [PART IV](#i8c0ec7b5ed6848dba4344ae15ea5352a_187) | | | | | | | | |

| [Signatures](#i8c0ec7b5ed6848dba4344ae15ea5352a_205) | | | | | | [94](#i8c0ec7b5ed6848dba4344ae15ea5352a_205) | | |

| [PART I](#id40919daeafd444aadee24cabb995f62_13) | | | | | | | | |

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

| [PART III](#id40919daeafd444aadee24cabb995f62_175) | | | | | | | | |

| [PART IV](#id40919daeafd444aadee24cabb995f62_193) | | | | | | | | |

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

Cybersecurity Risk Management and Strategy

We recognize the importance of assessing, identifying, and managing material risks associated with cybersecurity threats, as such term is defined in Item 106(a) of Regulation S-K.

These risks include, among other things: operational risks, intellectual property theft, fraud, extortion, harm to employees or customers and violation of data privacy or security laws.

Identifying and assessing cybersecurity risk is integrated into our overall risk management systems and processes.

Cybersecurity risks related to our business, technical operations, privacy and compliance issues are identified and managed through a multi-faceted approach including third-party assessments, internal IT Audit, IT security, governance, risk and compliance reviews.

To defend, detect and respond to cybersecurity incidents, we, among other things: conduct proactive privacy and cybersecurity reviews of systems and applications, audit applicable data policies, perform penetration testing using external third-party tools and techniques to test security controls, conduct employee training, monitor emerging laws and regulations related to data protection and information security (including our consumer products) and implement appropriate changes.

We employ an experienced team of cybersecurity professionals with a variety of backgrounds.

We seek to address material cybersecurity risks through a company-wide approach that assesses, ranks and prioritizes cybersecurity threats, vulnerabilities and issues as they are identified to maintain the confidentiality, integrity and availability of our information systems and the information that we collect and store.

The Company’s cybersecurity policies, standards, processes and practices are informed by recognized frameworks established by the National Institute of Standards and Technology, the International Organization for Standardization and an array of other applicable standards-setting bodies, which are integrated into a broader risk management framework and related processes.

We also hold various security-related industry certifications and attestations that have been validated by external auditors, including: SOC 1, SOC 2 Type II, ISO 27001, CSA STAR Level 2, PCI-DSS and others.

Leveraging threat intelligence and other signals, the Company undergoes periodic testing, audits and reviews of its policies, standards, processes and practices to identify, assess and address cybersecurity risks and events.

The Company also undergoes routine internal and external penetration testing.

The results of such tests and assessments are evaluated by management and periodically reported to the Audit Committee.

The Company further adjusts its cybersecurity policies, standards, processes and practices based on these results.

The Company also makes available to clients attestations of its various certifications, audits, and penetration tests.

We have not identified any risks from cybersecurity threats, including as a result of any previous cybersecurity incidents, that have materially affected, or are reasonably likely to materially affect, the Company, including its business strategy, results of operations, or financial condition.

However, we face ongoing and increasing cybersecurity risks, including from bad actors that are becoming more sophisticated and effective over time, as well as a result of potential defects or disruptions in our or our customers’ services.

Additional information on the cybersecurity risks that could materially affect us is discussed in Part I, Item 1A, “Risk Factors.”

Management Oversight and Governance

The Company’s Chief Information Security Officer (“CISO”), who reports to the Executive Vice President, Software, is responsible for the design and implementation of our security program and strategy based on the mandate provided by the Board and senior management.

The CISO has extensive experience in the management of cybersecurity risk management programs, having served in various leadership roles in information technology and information security for over 20 years, including serving as the Chief Security Officer of two other large public technology companies.

We believe the Company’s business leaders have the appropriate expertise, background and depth of experience to manage risks arising from cybersecurity threats.

The CISO, in coordination with other members of senior management, works collaboratively across the Company to implement a program designed to protect the Company’s information systems from cybersecurity threats and to promptly respond to cybersecurity incidents in accordance with the Company’s incident response and recovery plans.

To facilitate the success of the Company’s cybersecurity program, cross-functional teams throughout the Company are tasked with addressing cybersecurity threats and responding to cybersecurity incidents.

Through ongoing communications with these teams, the CISO and senior management are informed promptly about, and monitor the prevention, detection, investigation, mitigation and remediation of, cybersecurity threats.

These teams are expected to operate pursuant to documented plans and playbooks that include processes for escalation of incidents to leadership and to the Audit Committee and Board, as appropriate, based on the severity level of an incident.

In addition, the Company periodically consults with outside advisors and experts to assist with assessing, identifying and managing cybersecurity risks, including to anticipate future threats and trends, and their impact on the Company’s risk management environment.

Specifically, management implements the Company’s cybersecurity and risk management strategy across several areas:

- *Identification and Reporting*.

The Company has implemented a robust, cross-functional approach to identifying, assessing and managing cybersecurity threats and risks.

The Company’s program includes controls and procedures designed to properly identify, classify, and escalate cybersecurity risks to provide management with visibility and prioritization of risk mitigation efforts and to publicly report material cybersecurity incidents if and when appropriate.

- *Threat Intelligence*.

The Company maintains a Threat Intelligence team focused on profiling, intelligence collection, and threat analysis supporting the Company’s ongoing efforts to identify, assess and manage cybersecurity threats.

The team’s input supports both near-term response to cybersecurity events, and long-term strategic planning and development of the Company’s cybersecurity risk management framework.

- *Technical Safeguards*.

The Company implements technical safeguards that are designed to protect both the Company’s service offerings and other information systems it controls from cybersecurity threats, including firewalls, intrusion prevention and detection systems, anti-malware functionality, vulnerability management, encryption processes and access controls, all of which are periodically evaluated and improved through risk and control assessments and in response to cybersecurity threat intelligence as well as outside audits and certifications.

- *Incident Response and Recovery Planning*.

The Company has established and maintains robust incident response, business continuity and disaster recovery plans designed to address the Company’s response to a cybersecurity incident, including any required public disclosure and reporting of material incidents in a timely manner.

These plans and procedures serve to guide and document a rigorous incident response program that reflects the roles of an array of stakeholders, including personnel providing technical, operational, engineering, legal and other perspectives across the Company.

The Company conducts regular tabletop exercises involving multiple operational teams, including senior management, to test these plans and to familiarize personnel with their roles in a response scenario.

As of September 30, [removed: 2023,] [added: 2024,] 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: 27, 2023,] [added: 24, 2024,] we had [removed: 254] [added: 223] stockholders of record of our common stock.

(1)Includes [removed: 1,475] [added: 1,183] 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: 2023.][added: 2024.]

(2)In [removed: October 2022,] [added: January 2024,] our Board of Directors approved a stock repurchase program [added: (the “January 2024 program”),] replacing our previously authorized [removed: program.][added: October 2022 stock repurchase program, which was terminated prior to its expiration.]

[removed: This] [added: The January 2024] program [removed: is] [added: was] open-ended and [removed: authorizes] [added: authorized] repurchases of shares of our common stock [added: from time to time] 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: 2018,] [added: 2019,] 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.

][added: FY24.jpg](https://www.sec.gov/Archives/edgar/data/814547/000162828024045719/fico-20240930_g1.jpg)]

| July 1, 2024 through July 31, 2024 | | | 54,370 | | | | | | $ | 1,561.79 | | | | | 53,777 | | | | | | $ | 1,000,000,000 | |

| August 1, 2024 through August 31, 2024 | | | 69,769 | | | | | | $ | 1,721.45 | | | | | 69,503 | | | | | | $ | 880,324,741 | |

| September 1, 2024 through September 30, 2024 | | | 64,985 | | | | | | $ | 1,853.71 | | | | | 64,661 | | | | | | $ | 760,475,383 | |

| | | | 189,124 | | | | | | $ | 1,721.00 | | | | | 187,941 | | | | | | $ | 760,475,383 | |

In July 2024, our Board of Directors approved a new stock repurchase program (the “July 2024 program”), replacing the January 2024 program, which was terminated prior to its expiration and under which $29.6 million was remaining for repurchase at the time of termination.

The July 2024 program is open-ended and authorizes repurchases of shares of our common stock from time to time up to an aggregate cost of $1.0 billion in the open market or in negotiated transactions.

The July 2024 program remains in effect until the total authorized amount is expended or until further action by our Board of Directors.

| 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 | |

We have audited the accompanying consolidated balance sheets of Fair Isaac Corporation and subsidiaries (the "Company") as of September 30, [removed: 2023] [added: 2024] and [removed: 2022,] [added: 2023,] the related consolidated statements of income and comprehensive income, stockholders' [removed: equity (deficit),] [added: deficit,] and cash flows, for each of the three years in the period ended September 30, [removed: 2023,] [added: 2024,] 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: 2023,] [added: 2024,] 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: 2023] [added: 2024] and [removed: 2022,] [added: 2023,] and the results of operations and cash flows for each of the three years in the period ended September 30, [removed: 2023,] [added: 2024,] 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: 2023,] [added: 2024,] based on criteria established in *Internal Control — Integrated Framework (2013)* issued by COSO.

The critical audit matter communicated below is a matter arising from the [removed: current period] [added: current-period] audit of the financial statements that was communicated or required to be communicated to the audit committee and that (1) relates to accounts or disclosures that are material to the financial statements and (2) involved our especially challenging, subjective, or complex judgments.

Revenue Recognition – Contracts with Customers – Refer to Note 1 and Note [removed: 11] [added: 9] to the financial statements

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

◦Obtained and read the contract, including master agreements, renewal agreements, and other source documents that [removed: were] [added: are] part of the contract.

◦Tested management’s identification of the performance obligations within the customer [removed: contract, including whether material rights that gave rise to a performance obligation were identified.][added: contract.]

| | | | [added: 2024 | | | | | |] 2023 | | | | | | 2022 | | |

| Cash and cash [removed: equivalents |] [added: equivalents, beginning of year] | | [removed: $] | 136,778 | | | | | [removed: $] | 133,202 | | [added: | | | | 195,354 | | |]

| Accounts receivable, net | | | [removed: 387,947] [added: 426,642] | | | | | | [removed: 322,410] [added: 387,947] | | |

| Prepaid expenses and other current assets | | | [removed: 31,723] [added: 40,104] | | | | | | [removed: 29,103] [added: 31,723] | | |

| Total current assets | | | [removed: 556,448] [added: 617,413] | | | | | | [removed: 484,715] [added: 556,448] | | |

| Marketable securities | | | [removed: 33,014] [added: 45,289] | | | | | | [removed: 24,515] [added: 33,014] | | |

| Property and equipment, net | | | [removed: 10,966] [added: 38,465] | | | | | | [removed: 17,580] [added: 10,966] | | |

| Operating lease right-of-use assets | | | [removed: 25,703] [added: 29,580] | | | | | | [removed: 36,688] [added: 25,703] | | |

| Goodwill | | | [removed: 773,327] [added: 782,752] | | | | | | [removed: 761,067] [added: 773,327] | | |

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

| Deferred income taxes | | | [removed: 59,136] [added: 86,513] | | | | | | [removed: 11,803] [added: 59,136] | | |

| Total assets | | | $ | [removed: 1,575,281] [added: 1,717,884] | | | | | $ | [removed: 1,442,034] [added: 1,575,281] | |

| Accounts payable | | | $ | [removed: 19,009] [added: 22,473] | | | | | $ | [removed: 17,273] [added: 19,009] | |

| Accrued compensation and employee benefits | | | [removed: 102,471] [added: 106,103] | | | | | | [removed: 97,893] [added: 102,471] | | |

| Other accrued liabilities | | | [removed: 59,478] [added: 79,812] | | | | | | [removed: 66,248] [added: 59,478] | | |

| Deferred revenue | | | [removed: 136,730] [added: 156,897] | | | | | | [removed: 120,045] [added: 136,730] | | |

| Current maturities on debt | | | [removed: 50,000] [added: 15,000] | | | | | | [removed: 30,000] [added: 50,000] | | |

| Total current liabilities | | | [removed: 367,688] [added: 380,285] | | | | | | [removed: 331,459] [added: 367,688] | | |

| Long-term debt | | | [removed: 1,811,658] [added: 2,194,021] | | | | | | [removed: 1,823,669] [added: 1,811,658] | | |

| Operating lease liabilities | | | [removed: 23,903] [added: 21,963] | | | | | | [removed: 39,192] [added: 23,903] | | |

| Other liabilities | | | [removed: 60,022] [added: 84,294] | | | | | | [removed: 49,661] [added: 60,022] | | |

| Total liabilities | | | [removed: 2,263,271] [added: 2,680,563] | | | | | | [removed: 2,243,981] [added: 2,263,271] | | |

| Common stock ($0.01 par value; 200,000 shares authorized, 88,857 shares issued and [removed: 24,770] [added: 24,392] and [removed: 25,154] [added: 24,770] shares outstanding at September 30, [removed: 2023] [added: 2024] and September 30, [removed: 2022,] [added: 2023,] respectively) | | | [removed: 248] [added: 244] | | | | | | [removed: 252] [added: 248] | | |

| Additional paid-in-capital | | | [removed: 1,350,713] [added: 1,366,572] | | | | | | [removed: 1,299,588] [added: 1,350,713] | | |

| Treasury stock, at cost [removed: (64,087] [added: (64,465] and [removed: 63,703] [added: 64,087] shares at September 30, [removed: 2023] [added: 2024] and September 30, [removed: 2022,] [added: 2023,] respectively) | | | [removed: (5,324,865)] [added: (6,138,736)] | | | | | | [removed: (4,935,769)] [added: (5,324,865)] | | |

| Retained earnings | | | [removed: 3,388,059] [added: 3,900,870] | | | | | | [removed: 2,958,684] [added: 3,388,059] | | |

| Accumulated other comprehensive loss | | | [removed: (102,145)] [added: (91,629)] | | | | | | [removed: (124,702)] [added: (102,145)] | | |

| Total stockholders’ deficit | | | [removed: (687,990)] [added: (962,679)] | | | | | | [removed: (801,947)] [added: (687,990)] | | |

| Total liabilities and stockholders’ deficit | | | $ | [removed: 1,575,281] [added: 1,717,884] | | | | | $ | [removed: 1,442,034] [added: 1,575,281] | |

| | | | Year Ended September [removed: 30,] [added: 30, 2024] | | | | | | | | | | | | | | | [added: | | | | | |]

| | | | [removed: 2023] [added: 2024] | | | | | | [removed: 2022] [added: 2023] | | | | | | [removed: 2021] [added: 2022] | | |

| November 6, 2024 | | | | | |

| | | | 2024 | | | | | | 2023 | | |

| Cash and cash equivalents | | | $ | 150,667 | | | | | $ | 136,778 | |

| Other assets | | | 117,872 | | | | | | 115,770 | | |

| Gain on product line asset sale | | | — | | | | | | (1,941) | | | | | | — | | |

| Issuance of treasury stock under employee stock plans | | | 228 | | | | | | 2 | | | | | | (133,580) | | | | | | 19,395 | | | | | | — | | | | | | — | | | | | | (114,183) | | |

| Repurchases of common stock | | | (606) | | | | | | (6) | | | | | | — | | | | | | (833,266) | | | | | | — | | | | | | — | | | | | | (833,272) | | |

| Net income | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | 512,811 | | | | | | — | | | | | | 512,811 | | |

| Balance at September 30, 2024 | | | 24,392 | | | | | | $ | 244 | | | | | $ | 1,366,572 | | | | | $ | (6,138,736) | | | | | $ | 3,900,870 | | | | | $ | (91,629) | | | | | $ | (962,679) | |

| Gain on product line asset sale | | | — | | | | | | (1,941) | | | | | | — | | |

| Capitalized internal-use software costs | | | (16,667) | | | | | | — | | | | | | — | | |

| Finance lease obligation incurred | | | $ | 11,740 | | | | | $ | — | | | | | $ | — | |

Years Ended September 30, 2024, 2023 and 2022

Certain prior year amounts have been reclassified to conform to current year presentation.

Years Ended September 30, 2024, 2023 and 2022

| Internal-use software | | | 4 years | | | | | | | | |

Years Ended September 30, 2024, 2023 and 2022

Amortization of capitalized costs are recorded within cost of revenues in our consolidated statements of income and comprehensive income.

Years Ended September 30, 2024, 2023 and 2022

Years Ended September 30, 2024, 2023 and 2022

*Recent Accounting Pronouncements Adopted*

In November 2023, the FASB issued ASU No. 2023-07, “*Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures*” (“ASU 2023-07”).

ASU 2023-07 expands annual and interim disclosure requirements for reportable segments, primarily through enhanced disclosures about significant segment expenses.

Early adoption is permitted.

We are currently evaluating the impact that the updated standard will have on our disclosures within our consolidated financial statements.

In December 2023, the FASB issued ASU No. 2023-09, “*Income Taxes (Topic 740): Improvements to Income Tax Disclosures*” (“ASU 2023-09”).

ASU 2023-09 requires disaggregated information about a reporting entity’s effective tax rate reconciliation as well as disaggregated information on income tax paid.

The standard is effective for fiscal years beginning after December 15, 2024, which means that it will be effective for our fiscal years beginning October 1, 2025.

Early adoption is permitted.

We are currently evaluating the impact that the updated standard will have on our disclosures within our consolidated financial statements.

Product Line Asset Sale

Years Ended September 30, 2024, 2023 and 2022

| Bank time deposits | | | 7,168 | | | | | | 7,168 | | | | | | — | | | | | | — | | |

| Total | | | $ | 53,188 | | | | | $ | 53,188 | |

Years Ended September 30, 2024, 2023 and 2022

| | | | September 30, 2024 | | | | | | | | | | | | | | | | | |

| Euro (EUR) | | | EUR | | | 13,000 | | | | | | $ | 14,531 | | | | | — | | |

Years Ended September 30, 2024, 2023 and 2022

Goodwill

As of September 30, 2024, there was no accumulated goodwill impairment loss.

| November 8, 2023 | | | | | |

| Other investments | | | 1,223 | | | | | | 1,135 | | |

| Other assets | | | 114,547 | | | | | | 102,514 | | |

| | | | | | | | | | | | | | | | | | |

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

| Restructuring charges | | | — | | | | | | — | | | | | | 7,957 | | |

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

| Balance at September 30, 2020 | | | 29,096 | | | | | | $ | 291 | | | | | $ | 1,218,583 | | | | | $ | (2,997,856) | | | | | $ | 2,193,059 | | | | | $ | (82,995) | | | | | $ | 331,082 | |

| Repurchases of common stock | | | (1,877) | | | | | | (19) | | | | | | (3,982) | | | | | | (878,221) | | | | | | — | | | | | | — | | | | | | (882,222) | | |

| Net income | | | — | | | | | | — | | | | | | — | | | | | | — | | | | | | 392,084 | | | | | | — | | | | | | 392,084 | | |

| Purchase of equity investment | | | — | | | | | | — | | | | | | (210) | | |

| Proceeds from issuance of treasury stock under employee stock plans | | | 22,198 | | | | | | 16,026 | | | | | | 20,881 | | |

| Cash and cash equivalents, beginning of year | | | 133,202 | | | | | | 195,354 | | | | | | 157,394 | | |

| | | | Estimated Useful Life | | | | | | | | |

Capitalized costs are amortized using the straight-line method over three years.

Software development costs required to be capitalized for internal-use software have not been material to date.

For fiscal 2021, we consolidated our operating segment structure from three to two by merging our Applications and Decision Management Software segments into the new Software segment.

We performed a step one quantitative impairment test on the Software and Scores reporting units before and immediately following the change in reporting units.

There was a substantial excess of fair value over carrying value for the reporting units and we determined goodwill was not impaired for any of our reporting units before or after the change for fiscal 2021.

We amortize our finite-lived intangible assets which result from our acquisitions over the following estimated useful lives:

| Completed technology | | | 5 years | | | to | | | 10 years | | |

| Customer contracts and relationships | | | 5 years | | | to | | | 10 years | | |

| Non-compete agreements | | | 2 years | | | | | | | | |

Product Line Asset Sales and Business Divestiture

During fiscal 2021, we sold our Collections and Recovery (“C&R”) business to Jonas Collections and Recovery Inc. (“Jonas”), a company in the Jonas Software operating group of Constellation Software Inc. In addition, during fiscal 2021, we sold all assets related to our cyber risk score operations and we sold certain assets related to our Software operations to an affiliated joint venture in China.

The gains recognized from these sales were $100.1 million, which were recorded in gains on product line asset sales and business divestiture within the accompanying consolidated statements of income and comprehensive income.

The C&R business and the assets sold were part of our Software segment.

| Total | | | $ | 43,829 | | | | | $ | 43,829 | |

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

| Euro (EUR) | | | EUR | | | 13,500 | | | | | | $ | 13,158 | | | | | — | | |

Goodwill and Intangible Assets

| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

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

| | | | Gross Carrying Amount | | | | | | Accumulated Amortization | | | | | | Net | | | | | | Weighted Average Life in Years | | | | | | Gross Carrying Amount | | | | | | Accumulated Amortization | | | | | | Net | | | | | | Weighted Average Life in Years | | |

| | | | (In thousands, except average life) | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| Completed technology | | | $ | 69,706 | | | | | $ | (69,289) | | | | | $ | 417 | | | | | 5 | | | | | | $ | 67,760 | | | | | $ | (66,843) | | | | | $ | 917 | | | | | 5 | | |

| Customer contracts and relationships | | | 3,000 | | | | | | (2,500) | | | | | | 500 | | | | | | 5 | | | | | | 3,000 | | | | | | (1,900) | | | | | | 1,100 | | | | | | 5 | | |

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

Amortization expense associated with our intangible assets is reflected as a separate operating expense caption — amortization of intangible assets — and is excluded from cost of revenues and selling, general and administrative expenses within the accompanying consolidated statements of income and comprehensive income.

Amortization expense consisted of the following:

Based on that evaluation, the CEO and CFO have concluded that FICO’s disclosure controls and procedures were effective as of September 30, [removed: 2023] [added: 2024] 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: 2023,] [added: 2024,] 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: 2023] [added: 2024] 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: 2023.][added: 2024.]

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: 2023,] [added: 2024,] 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, [removed: 2023,] [added: 2024,] 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).

The required information regarding our Directors is incorporated by reference from the information under the caption “Our Director Nominees” in our [removed: 2024] [added: 2025] Proxy Statement to be filed with the SEC within 120 days after September 30, [removed: 2023.][added: 2024.]

Our executive officers as of [removed: October 31, 2023] [added: September 30, 2024] were as follows:

| William J. Lansing | | | January 2012 - present, Chief Executive Officer and member of the Board of Directors of the Company. February 2009-November 2010, Chief Executive 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 Officer, Prodigy, Inc. 1986-1995, various positions, McKinsey & Company, Inc. | | | [removed: 65] [added: 66] | | |

| 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. | | | [removed: 60] [added: 61] | | |

| Nikhil Behl | | | [added: July 2024 – present, Executive Vice President, Software of the Company.] August 2023 – [removed: present,] [added: July 2024,] 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. | | | [removed: 49] [added: 50] | | |

| 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: 68] [added: 69] | | |

| Richard S. Deal | | | November 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: 56] [added: 57] | | |

| Michael S. Leonard | | | November 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. | | | [removed: 58] [added: 59] | | |

| Mark R. Scadina | | | February 2009 - present, Executive Vice [removed: President and] [added: President,] General Counsel and Corporate Secretary of the Company. June 2007-February 2009, Senior Vice [removed: President and] [added: President,] 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: 54] [added: 55] | | |

| James M. Wehmann | | | April 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: 58] [added: 59] | | |

Information regarding compliance with Section 16(a) of the Securities Exchange 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: 2024] [added: 2025] Proxy Statement to be filed with the SEC within 120 days after September 30, [removed: 2023.][added: 2024.]

The required information regarding the Company’s audit committee is incorporated by reference from the information under the caption “Board Committees” in our [removed: 2024] [added: 2025] Proxy Statement to be filed with the SEC within 120 days after September 30, [removed: 2023.][added: 2024.]

The required information regarding the Company’s insider trading policies is incorporated by reference from the information under the caption “Insider Trading Policy” in our 2025 Proxy Statement to be filed with the SEC within 120 days after September 30, 2024.

| | | | | | | | | |

| Stephanie Covert | | | January 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. | | | 44 | | |

The information required by this Item is incorporated by reference from the information under the captions “Director Compensation for Fiscal [removed: 2023”] [added: 2024”] and “Executive Compensation” in our [removed: 2024] [added: 2025] Proxy Statement to be filed with the SEC within 120 days after September 30, [removed: 2023.][added: 2024.]

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: 2024] [added: 2025] Proxy Statement to be filed with the SEC within 120 days after September 30, [removed: 2023.][added: 2024.]

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: 2024] [added: 2025] Proxy Statement to be filed with the SEC within 120 days after September 30, [removed: 2023.][added: 2024.]

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: 2024] [added: 2025] Proxy Statement to be filed with the SEC within 120 days after September 30, [removed: 2023.][added: 2024.]

| [Report of independent registered public accounting [removed: firm](#id40919daeafd444aadee24cabb995f62_70)] [added: firm](#i8c0ec7b5ed6848dba4344ae15ea5352a_70)] (PCAOB ID: 34) | | | [removed: [48](#id40919daeafd444aadee24cabb995f62_70)] [added: [51](#i8c0ec7b5ed6848dba4344ae15ea5352a_70)] | | |

| [Consolidated balance sheets as of September 30, [removed: 2023] [added: 2024] and [removed: 2022](#id40919daeafd444aadee24cabb995f62_73)] [added: 2023](#i8c0ec7b5ed6848dba4344ae15ea5352a_73)] | | | [removed: [51](#id40919daeafd444aadee24cabb995f62_73)] [added: [54](#i8c0ec7b5ed6848dba4344ae15ea5352a_73)] | | |

| [Consolidated statements of income and comprehensive income for the years ended September 30, [removed: 2023, 2022] [added: 2024, 2023] and [removed: 2021](#id40919daeafd444aadee24cabb995f62_76)] [added: 2022](#i8c0ec7b5ed6848dba4344ae15ea5352a_76)] | | | [removed: [52](#id40919daeafd444aadee24cabb995f62_76)] [added: [55](#i8c0ec7b5ed6848dba4344ae15ea5352a_76)] | | |

| [Consolidated statements of stockholders’ [removed: equity (deficit)] [added: deficit] for the years ended September 30, [removed: 2023, 2022] [added: 2024, 2023] and [removed: 2021](#id40919daeafd444aadee24cabb995f62_79)] [added: 2022](#i8c0ec7b5ed6848dba4344ae15ea5352a_79)] | | | [removed: [53](#id40919daeafd444aadee24cabb995f62_79)] [added: [56](#i8c0ec7b5ed6848dba4344ae15ea5352a_79)] | | |

| [Consolidated statements of cash flows for the years ended September 30, [removed: 2023, 2022] [added: 2024, 2023] and [removed: 2021](#id40919daeafd444aadee24cabb995f62_82)] [added: 2022](#i8c0ec7b5ed6848dba4344ae15ea5352a_82)] | | | [removed: [54](#id40919daeafd444aadee24cabb995f62_82)] [added: [57](#i8c0ec7b5ed6848dba4344ae15ea5352a_82)] | | |

| [Notes to consolidated financial [removed: statements](#id40919daeafd444aadee24cabb995f62_85)] [added: statements](#i8c0ec7b5ed6848dba4344ae15ea5352a_85)] | | | [removed: [55](#id40919daeafd444aadee24cabb995f62_85)] [added: [58](#i8c0ec7b5ed6848dba4344ae15ea5352a_85)] | | |

| 3.1 | | | [Bylaws of Fair Isaac Corporation. (Incorporated by reference to Exhibit 3.1 to the Company’s Form 10-Q for the quarter ended December 31, [removed: 2009.)](http://www.sec.gov/Archives/edgar/data/814547/000095012310009970/c56194exv3w1.htm)] [added: 2009.)](https://www.sec.gov/Archives/edgar/data/814547/000095012310009970/c56194exv3w1.htm)] | | |

| 3.2 | | | [Composite Restated Certificate of Incorporation of Fair Isaac Corporation. (Incorporated by reference to Exhibit 3.2 to the Company’s Form 10-Q for the quarter ended December 31, [removed: 2009.)](http://www.sec.gov/Archives/edgar/data/814547/000095012310009970/c56194exv3w2.htm)] [added: 2009.)](https://www.sec.gov/Archives/edgar/data/814547/000095012310009970/c56194exv3w2.htm)] | | |

| 4.1 | | | [Description of Securities of Registrant Registered Under Section 12 of the Securities Exchange Act of 1934. (Incorporated by reference to Exhibit 4.1 to the Company’s Form 10-K for the fiscal year ended September 30, [removed: 2019.)](http://www.sec.gov/Archives/edgar/data/814547/000081454719000016/ex4110-k2019.htm)] [added: 2019.)](https://www.sec.gov/Archives/edgar/data/814547/000081454719000016/ex4110-k2019.htm)] | | |

| 10.1 | | | [Indenture, dated as of May 8, 2018, by and between the Company and U.S. Bank National Association, as trustee, which includes the form of 5.25% Senior Notes due 2026. (Incorporated by reference to Exhibit 4.1 to the Company’s Form 8-K filed on May 8, [removed: 2018.)](http://www.sec.gov/Archives/edgar/data/814547/000119312518156031/d560543dex41.htm)] [added: 2018.)](https://www.sec.gov/Archives/edgar/data/814547/000119312518156031/d560543dex41.htm)] | | |

| 10.2 | | | [Indenture, dated as of December 6, 2019, by and between the Company and U.S. Bank National Association, as trustee, which includes the form of 4.00% Senior Notes due 2028. (Incorporated by reference to Exhibit 4.1 to the Company’s Form 8-K filed on December 6, [removed: 2019.)](http://www.sec.gov/Archives/edgar/data/814547/000119312519308369/d838644dex41.htm)] [added: 2019.)](https://www.sec.gov/Archives/edgar/data/814547/000119312519308369/d838644dex41.htm)] | | |

| 10.3 | | | [Supplemental Indenture dated as of December 17, 2021 by and between the Company and U.S. Bank National Association, as trustee, which includes the form of 4.00% Senior Notes due 2028. (Incorporated by reference to Exhibit 4.2 to the Company’s Form 8-K filed December 17, [removed: 2021).](http://www.sec.gov/Archives/edgar/data/814547/000119312521361078/d273800dex42.htm)] [added: 2021).](https://www.sec.gov/Archives/edgar/data/814547/000119312521361078/d273800dex42.htm)] | | |

| 10.4 | | | [Fair Isaac Supplemental Retirement and Savings Plan, as amended and restated effective January 1, 2009. (Incorporated by reference to Exhibit 10.10 of the Company’s Form 10-K for the fiscal year ended September 30, 2008.) [removed: (1)](http://www.sec.gov/Archives/edgar/data/814547/000095013708014107/c47904exv10w10.htm)] [added: (1)](https://www.sec.gov/Archives/edgar/data/814547/000095013708014107/c47904exv10w10.htm)] | | |

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

| 10.6 | | | [Form of Management Agreement entered into with each of the Company’s executive officers. (Incorporated by reference to Exhibit 10.4 to the Company’s Form 8-K filed on February 10, 2012.) [removed: (1)](http://www.sec.gov/Archives/edgar/data/814547/000119312512052923/d298825dex104.htm)] [added: (1)](https://www.sec.gov/Archives/edgar/data/814547/000119312512052923/d298825dex104.htm)] | | |

| 10.7 | | | [Form of Amendment to Management Agreement entered into with certain of the Company’s executive officers. (Incorporated by reference to Exhibit 10.2 to the Company’s Form 10-Q for the quarter ended December 31, 2014.) [removed: (1)](http://www.sec.gov/Archives/edgar/data/814547/000081454715000003/ex-10210xqq12015.htm)] [added: (1)](https://www.sec.gov/Archives/edgar/data/814547/000081454715000003/ex-10210xqq12015.htm)] | | |

| 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, 2016.) [removed: (1)](http://www.sec.gov/Archives/edgar/data/814547/000081454716000031/ex-10x110xqq32016.htm)] [added: (1)](https://www.sec.gov/Archives/edgar/data/814547/000081454716000031/ex-10x110xqq32016.htm)] | | |

| 10.9 | | | [Offer Letter entered into on May 29, 2007 with Mark R. Scadina. (Incorporated by reference to Exhibit 10.61 to the Company’s Form 10-K for the fiscal year ended September 30, 2008.) [removed: (1)](http://www.sec.gov/Archives/edgar/data/814547/000095013708014107/c47904exv10w61.htm)] [added: (1)](https://www.sec.gov/Archives/edgar/data/814547/000095013708014107/c47904exv10w61.htm)] | | |

| 10.10 | | | [Letter Agreement dated January 24, 2012 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 January 26, 2012.) [removed: (1)](http://www.sec.gov/Archives/edgar/data/814547/000119312512025268/d287911dex102.htm)] [added: (1)](https://www.sec.gov/Archives/edgar/data/814547/000119312512025268/d287911dex102.htm)] | | |

| 10.11 | | | [Letter Agreement dated February 6, 2012 by and between the Company and Mark Scadina. (Incorporated by reference to Exhibit 10.3 to the Company’s Form 8-K filed on February 10, 2012.) [removed: (1)](http://www.sec.gov/Archives/edgar/data/814547/000119312512052923/d298825dex103.htm)] [added: (1)](https://www.sec.gov/Archives/edgar/data/814547/000119312512052923/d298825dex103.htm)] | | |

| 10.12 | | | [Letter Agreement dated March 7, 2012 by and between the Company and James M. Wehmann. (Incorporated by reference to Exhibit 10.1 to the Company’s Form 10-Q for the quarter ended December 31, 2012.) [removed: (1)](http://www.sec.gov/Archives/edgar/data/814547/000119312513029957/d453682dex101.htm)] [added: (1)](https://www.sec.gov/Archives/edgar/data/814547/000119312513029957/d453682dex101.htm)] | | |

| 10.13 | | | [Form of Amendment to Letter Agreement entered into with each of the Company’s executive officers. (Incorporated by reference to Exhibit 10.2 to the Company’s Form 10-Q for the quarter ended June 30, 2016.) [removed: (1)](http://www.sec.gov/Archives/edgar/data/814547/000081454716000031/ex-10x210xqq32016.htm)] [added: (1)](https://www.sec.gov/Archives/edgar/data/814547/000081454716000031/ex-10x210xqq32016.htm)] | | |

| 10.14 | | | [Fair Isaac Corporation 2012 Long-Term Incentive Plan, as amended as of March 4, 2020. (Incorporated by reference to Exhibit 4.3 of the Company's Registration Statement on Form S-8, filed with the SEC on March 6, 2020.) [removed: (1)](http://www.sec.gov/Archives/edgar/data/814547/000119312520065097/d887426dex43.htm)] [added: (1)](https://www.sec.gov/Archives/edgar/data/814547/000119312520065097/d887426dex43.htm)] | | |

| 10.15 | | | [Form of Employee Non-Statutory Stock Option Agreement (U.S.) under the 2012 Long-Term Incentive Plan. (Incorporated by reference to Exhibit 10.2 to the Company’s Form 10-Q for the quarter ended March 31, 2012.) [removed: (1)](http://www.sec.gov/Archives/edgar/data/814547/000119312512195607/d338746dex102.htm)] [added: (1)](https://www.sec.gov/Archives/edgar/data/814547/000119312512195607/d338746dex102.htm)] | | |

| 10.16 | | | [Form of Employee Restricted Stock Unit Award Agreement (U.S.) under the 2012 Long-Term Incentive Plan. (Incorporated by reference to Exhibit 10.3 to the Company’s Form 10-Q for the quarter ended March 31, 2012.) [removed: (1)](http://www.sec.gov/Archives/edgar/data/814547/000119312512195607/d338746dex103.htm)] [added: (1)](https://www.sec.gov/Archives/edgar/data/814547/000119312512195607/d338746dex103.htm)] | | |

| 10.17 | | | [Form of Employee Non-Statutory Stock Option Agreement (International) under the 2012 Long-Term Incentive Plan. (Incorporated by reference to Exhibit 10.4 to the Company’s Form 10-Q for the quarter ended March 31, 2012.) [removed: (1)](http://www.sec.gov/Archives/edgar/data/814547/000119312512195607/d338746dex104.htm)] [added: (1)](https://www.sec.gov/Archives/edgar/data/814547/000119312512195607/d338746dex104.htm)] | | |

| 10.18 | | | [Form of Employee Restricted Stock Unit Award Agreement (International) under the 2012 Long-Term Incentive Plan. (Incorporated by reference to Exhibit 10.5 to the Company’s Form 10-Q for the quarter ended March 31, 2012.) [removed: (1)](http://www.sec.gov/Archives/edgar/data/814547/000119312512195607/d338746dex105.htm)] [added: (1)](https://www.sec.gov/Archives/edgar/data/814547/000119312512195607/d338746dex105.htm)] | | |

| 10.19 | | | [Form of Employee Non-Statutory Stock Option Agreement under the 2012 Long-Term Incentive Plan. (Incorporated by reference to Exhibit 10.2 to the Company’s Form 10-Q for the quarter ended December 31, 2016.) [removed: (1)](http://www.sec.gov/Archives/edgar/data/814547/000081454717000005/ex-10x210xqq12017.htm)] [added: (1)](https://www.sec.gov/Archives/edgar/data/814547/000081454717000005/ex-10x210xqq12017.htm)] | | |

| 10.20 | | | [Form of Employee Restricted Stock Unit Award Agreement under the 2012 Long-Term Incentive Plan. (Incorporated by reference to Exhibit 10.3 to the Company’s Form 10-Q for the quarter ended December 31, 2016.) [removed: (1)](http://www.sec.gov/Archives/edgar/data/814547/000081454717000005/ex-10x310xqq12017.htm)] [added: (1)](https://www.sec.gov/Archives/edgar/data/814547/000081454717000005/ex-10x310xqq12017.htm)] | | |

| 10.21 | | | [Form of Executive Non-Statutory Stock Option Agreement under the 2012 Long-Term Incentive Plan. (Incorporated by reference to Exhibit 10.4 to the Company’s Form 10-Q for the quarter ended December 31, 2016.) [removed: (1)](http://www.sec.gov/Archives/edgar/data/814547/000081454717000005/ex-10x410xqq12017.htm)] [added: (1)](https://www.sec.gov/Archives/edgar/data/814547/000081454717000005/ex-10x410xqq12017.htm)] | | |

| 10.22 | | | [Form of Executive Non-Statutory Stock Option Agreement under the 2012 Long-Term Incentive Plan (U.S.), as amended November 6, 2018. (Incorporated by reference to Exhibit 10.30 to the Company’s Form 10-K for the fiscal year ended September 30, 2018.) [removed: (1)](http://www.sec.gov/Archives/edgar/data/814547/000081454718000010/ex-103010xk2018stockoption.htm)] [added: (1)](https://www.sec.gov/Archives/edgar/data/814547/000081454718000010/ex-103010xk2018stockoption.htm)] | | |

| 10.23 | | | [Form of Executive Restricted Stock Unit Award Agreement under the 2012 Long-Term Incentive Plan. (Incorporated by reference to Exhibit 10.5 to the Company’s Form 10-Q for the quarter ended December 31, 2016.) [removed: (1)](http://www.sec.gov/Archives/edgar/data/814547/000081454717000005/ex-10x510xqq12017.htm)] [added: (1)](https://www.sec.gov/Archives/edgar/data/814547/000081454717000005/ex-10x510xqq12017.htm)] | | |

| 10.24 | | | [Form of Executive Restricted Stock Unit Award Agreement under the 2012 Long-Term Incentive Plan (U.S.), as amended November 8, 2018. (Incorporated by reference to Exhibit 10.32 to the Company’s Form 10-K for the fiscal year ended September 30, 2018.) [removed: (1)](http://www.sec.gov/Archives/edgar/data/814547/000081454718000010/ex-103210xk2018rsuagmt.htm)] [added: (1)](https://www.sec.gov/Archives/edgar/data/814547/000081454718000010/ex-103210xk2018rsuagmt.htm)] | | |

| 10.25 | | | [Form of Employee Non Statutory Stock Option Agreement (International) under the 2012 Long-Term Incentive Plan. (Incorporated by reference to Exhibit 10.6 to the Company’s Form 10-Q for the quarter ended December 31, 2016.) [removed: (1)](http://www.sec.gov/Archives/edgar/data/814547/000081454717000005/ex-10x610xqq12017.htm)] [added: (1)](https://www.sec.gov/Archives/edgar/data/814547/000081454717000005/ex-10x610xqq12017.htm)] | | |

| 10.26 | | | [Form of Employee Non Statutory Stock Option Agreement (United Kingdom) under the 2012 Long-Term Incentive Plan. (Incorporated by reference to Exhibit 10.7 to the Company’s Form 10-Q for the quarter ended December 31, 2016.) [removed: (1)](http://www.sec.gov/Archives/edgar/data/814547/000081454717000005/ex-10x710xqq12017.htm)] [added: (1)](https://www.sec.gov/Archives/edgar/data/814547/000081454717000005/ex-10x710xqq12017.htm)] | | |

| 10.27 | | | [Form of Employee Restricted Stock Unit Award Agreement (International) under the 2012 Long-Term Incentive Plan. (Incorporated by reference to Exhibit 10.8 to the Company’s Form 10-Q for the quarter ended December 31, 2016.) [removed: (1)](http://www.sec.gov/Archives/edgar/data/814547/000081454717000005/ex-10x810xqq12017.htm)] [added: (1)](https://www.sec.gov/Archives/edgar/data/814547/000081454717000005/ex-10x810xqq12017.htm)] | | |

| 10.28 | | | [Form of Employee Restricted Stock Unit Award Agreement (United Kingdom) under the 2012 Long-Term Incentive Plan. (Incorporated by reference to Exhibit 10.9 to the Company’s Form 10-Q for the quarter ended December 31, 2016.) [removed: (1)](http://www.sec.gov/Archives/edgar/data/814547/000081454717000005/ex-10x910xqq12017.htm)] [added: (1)](https://www.sec.gov/Archives/edgar/data/814547/000081454717000005/ex-10x910xqq12017.htm)] | | |

| 10.29 | | | [Form of Director Non-Statutory Stock Option Agreement under the 2012 Long-Term Incentive Plan. (Incorporated by reference to Exhibit 10.6 to the Company’s Form 10-Q for the quarter ended March 31, 2012.) [removed: (1)](http://www.sec.gov/Archives/edgar/data/814547/000119312512195607/d338746dex106.htm)] [added: (1)](https://www.sec.gov/Archives/edgar/data/814547/000119312512195607/d338746dex106.htm)] | | |

| 10.30 | | | [Form of Director Restricted Stock Unit Award Agreement under the 2012 Long-Term Incentive Plan. (Incorporated by reference by Exhibit 10.7 to the Company's Form 10-Q for the quarter ended March 31, 2012.) [removed: (1)](http://www.sec.gov/Archives/edgar/data/814547/000119312512195607/d338746dex107.htm)] [added: (1)](https://www.sec.gov/Archives/edgar/data/814547/000119312512195607/d338746dex107.htm)] | | |

| 10.31 | | | [Form of Director Non-Statutory Stock Option 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 March 31, 2017.) [removed: (1)](http://www.sec.gov/Archives/edgar/data/814547/000081454717000008/ficoex-10x110xqq22017.htm)] [added: (1)](https://www.sec.gov/Archives/edgar/data/814547/000081454717000008/ficoex-10x110xqq22017.htm)] | | |

| 10.47 | | | [Third 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 June 13, 2024 (Incorporated by reference to Exhibit 10.1 to the Company’s Form 8-K filed on June 14, 2024).](https://www.sec.gov/Archives/edgar/data/814547/000119312524161586/d853494dex101.htm) | | |

| 19.1* | | | [Fair Isaac Corporation Statement of Company Policy as to Trades in the Company’s Securities By Company Personnel and Confidential Information](https://www.sec.gov/Archives/edgar/data/814547/000162828024045719/ex-19110xk2024xinsidertrad.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) | | |

DATE: November [removed: 8, 2023][added: 6, 2024]

| /s/ WILLIAM J. LANSING | | | Chief Executive Officer (Principal Executive Officer) and Director | | | November [removed: 8, 2023] [added: 6, 2024] | | |

| /s/ STEVEN P. WEBER | | | Executive Vice President and Chief Financial Officer (Principal Financial Officer) | | | November [removed: 8, 2023] [added: 6, 2024] | | |

| /s/ MICHAEL S. LEONARD | | | Vice President and Chief Accounting Officer (Principal Accounting Officer) | | | November [removed: 8, 2023] [added: 6, 2024] | | |

| /s/ FABIOLA R. ARREDONDO | | | Director | | | November [removed: 8, 2023] [added: 6, 2024] | | |

| /s/ BRADEN R. KELLY | | | Director | | | November [removed: 8, 2023] [added: 6, 2024] | | |

| /s/ JAMES D. KIRSNER | | | Director | | | November [removed: 8, 2023] [added: 6, 2024] | | |

| /s/ EVA MANOLIS | | | Director | | | November [removed: 8, 2023] [added: 6, 2024] | | |

| /s/ MARC F. MCMORRIS | | | Director | | | November [removed: 8, 2023] [added: 6, 2024] | | |

| /s/ JOANNA REES | | | Director | | | November [removed: 8, 2023] [added: 6, 2024] | | |

| /s/ DAVID A. REY | | | Director | | | November [removed: 8, 2023] [added: 6, 2024] | | |

| /s/ H. TAYLOE STANSBURY | | | Director | | | November [removed: 8, 2023] [added: 6, 2024] | | |