Jack Henry & Associates (JKHY) 10-K risk factor changes: FY2015 vs FY2014

Security risks may result in liability to our customers, damage to our reputation, and may deter [removed: financial institutions from purchasing our products.]

We will continue to expend significant capital and other resources protecting against the threat of security breaches, [removed: and] [added: and, in the event of a breach,] we may need to expend resources alleviating problems caused by [removed: breaches.][added: such breach.]

[removed: Eliminating computer viruses and addressing other] [added: Addressing] security problems may result in interruptions, delays or cessation of service to users, any of which could harm our business.

[added: If the economic environment] worsens, we could face a reduction in demand from current and potential clients for our products and services, which could have a material adverse effect on our business, results of operations and financial condition.

Our primary market consists of approximately [removed: 6,800] [added: 6,500] commercial and savings banks and [removed: 6,800] [added: 6,500] credit unions.

We may encounter problems with the integration of new businesses including: financial control and computer system compatibility; unanticipated costs; unanticipated quality or customer problems with acquired products or services; differing regulatory and industry standards; diversion of management's attention; adverse effects on existing business relationships with suppliers and customers; loss of key employees; and significant amortization expenses related to [removed: acquired assets.]

Some of our recent acquisitions include business lines that are marketed outside our traditional, regulated, and litigation-averse base of financial [added: institution customers.]

financial institutions from purchasing our products.

We recently restated our prior consolidated financial statements, which may lead to additional risks and uncertainties, including loss of investor confidence and negative impacts on our stock price.

In June 2015 we restated our consolidated financial statements as of and for the quarter ended September 30, 2014, for the years ended June 30, 2014, 2013 and 2012 and for the quarterly periods within the fiscal years ended June 30, 2014 and 2013 (the "Restated Periods").

The determination to restate the financial statements for the Restated Periods was made by our Audit Committee upon management’s recommendation following the identification of errors related to our method of accounting for revenue from certain bundled software multi-element agreements.

Due to the errors, our management concluded that the Company's previously issued financial statements for the Restated Periods should no longer be relied upon.

As a result of these events, we have become subject to a number of additional costs and risks, including unanticipated costs for accounting and legal fees in connection with or related to the restatement and the risk of potential stockholder litigation.

If lawsuits are filed, we may incur additional substantial defense costs regardless of the outcome of such litigation.

Likewise, such events might cause a diversion of our management’s time and attention.

If we do not prevail in any such litigation, we could be required to pay substantial damages or settlement costs.

In addition, the restatement may lead to a loss of investor confidence and have negative impacts on the trading price of our common stock.

We have identified a material weakness in our internal control over financial reporting which could, if not remediated, result in additional material misstatements in our financial statements.

Our management is responsible for establishing and maintaining adequate internal control over our financial reporting, as defined in Rule 13a-15(f) under the Securities Exchange Act of 1934, as amended.

In connection with the restated consolidated financial statements filed in June 2015, management identified a material weakness in our internal control over financial reporting based upon our identification of certain errors related to our method of accounting for revenue from certain bundled software multi-element agreements.

A material weakness is defined as a deficiency, or combination of deficiencies, in internal control over financial reporting, such that there is a reasonable possibility that a material misstatement of our annual or interim financial statements will not be prevented or detected on a timely basis.

As a result of this material weakness, our management concluded that the Company did not maintain effective internal control over financial reporting as of June 30, 2014.

Our Annual Report on Form 10-K for the year ended June 30, 2014 and Quarterly Report on Form 10-Q for the quarter ended September 30, 2014 were amended to, among other things, reflect the change in management's conclusion regarding the effectiveness of our disclosure controls and procedures and internal control over financial reporting.

The previously identified material weakness remains

unremediated as of June 30, 2015 and as a result our management has concluded that the Company did not maintain effective internal control over financial reporting as of June 30, 2015.

We are actively engaged in developing a remediation plan designed to address this material weakness.

If our remedial measures are insufficient to address the material weakness, or if additional material weaknesses or significant deficiencies in our internal control are discovered or occur in the future, our consolidated financial statements may contain material misstatements and we could be required to restate our financial results, which could materially and adversely affect the Company's business and results of operations or financial condition, restrict its ability to access the capital markets, require the Company to expend significant resources to correct the weaknesses or deficiencies, subject it to fines, penalties or judgments, harm its reputation or otherwise cause a decline in investor confidence.

acquired assets.

In 2012, we experienced a disruption to our operations at our Lyndhurst, NJ processing center as a result of Super Storm Sandy.

If the economic environment

We are unable to predict what effect, if any, this agreement will have on our business.

institution customers.

Jack Henry & Associates, Inc. (JHA) is headquartered in Monett, Missouri, employs approximately [removed: 5,600] [added: 5,900] associates nationwide, and is a leading provider of technology solutions and payment processing services primarily for financial services organizations.

Its solutions serve nearly [removed: 11,300] [added: 10,900] customers and are marketed and supported through three primary brands.

Jack Henry Banking® supports banks ranging from community to [removed: mid-tier,] multi-billion dollar institutions with information and transaction processing solutions.

ProfitStars® provides [added: highly] specialized products and services that enable financial institutions of every asset size and charter, and diverse corporate entities outside the financial services industry, to mitigate and control risks, optimize revenue and growth opportunities, and contain costs.

We consistently measure customer satisfaction using comprehensive annual surveys and [removed: random] [added: randomly generated daily] surveys we receive in our everyday business.

[removed: The majority] [added: A significant proportion] of our revenue is derived from recurring outsourcing fees and transaction processing fees that predominantly have contract terms of five years or greater at inception.

During the last five fiscal years, our revenues have grown from [removed: $836,586] [added: $946,394] in fiscal [removed: 2010] [added: 2011] to [removed: $1,210,053] [added: $1,256,190] in fiscal [removed: 2014.][added: 2015.]

All dollar amounts are in thousands and discussions compare fiscal [removed: 2014] [added: 2015] to fiscal [removed: 2013] [added: 2014] and compare fiscal [removed: 2013] [added: 2014] to fiscal [removed: 2012.][added: 2013.]

In fiscal 2014, revenues increased [removed: 7%] [added: 6%] or [removed: $80,667] [added: $65,649] compared to the prior year due primarily to strong growth in all components of support and service revenues, particularly our electronic payment services and our outsourcing services.

Increased revenue and gross margin, coupled with the above changes, resulted in a combined [removed: 14%] [added: 11%] increase in net income for fiscal 2014.

License revenue represents the sale and delivery of application software systems contracted with us by the [removed: customer.][added: customer, which are not part of a bundled arrangement.]

| Percentage of total revenue | [removed: 91] [added: 96] | | % | | [removed: 90] [added: 95] | | % | | | |

| In-House Support & Other Services | $ | [removed: 14,851] [added: 3,603] | | | [removed: 5] [added: 1] | | % | | | |

| Electronic Payment Services | 37,158 | | | | 9 | [removed: |] % | | | [removed: |]

| Outsourcing Services | 21,408 | | | | 10 | [removed: |] % | | | [removed: |]

| Implementation Services | [removed: 9,758] [added: 8,704] | | | | [removed: 11] [added: 13] | | % | | | |

| Total Increase | $ | [removed: 83,175] [added: 88,321] | | | | | | | | |

Support and service revenues are generated from annual support to assist the customer in operating their systems and to enhance and update the software, electronic payment services, outsourced data processing [removed: services and] [added: services,] implementation services (including conversion, installation, configuration and [removed: training).][added: training) and revenue from our bundled software multi-element agreements.]

There was growth in all [added: components of] support and service revenue [removed: components] in fiscal [removed: 2014.][added: 2015.]

In-house support and other services revenue increased due to annual maintenance [added: renewal] fee increases for both core and complementary products as our customers’ assets [removed: grow and due to maintenance fees associated with new software implemented.][added: grow.]

Implementation services revenue increased due mainly to increased implementations [removed: of] [added: across] our [removed: credit union core] [added: core, online banking, imaging solutions and payments] products.

The Company has entered into remarketing agreements with several hardware manufacturers [added: and suppliers] under which we sell computer hardware, hardware maintenance and related services to our customers.

Cost of license represented the cost of software from third party vendors through remarketing agreements associated with [removed: license fee revenue.][added: non-bundled application software licenses.]

| License Gross Profit | $ | [removed: 48,736] [added: 1,448] | | | $ | [removed: 49,994] [added: 1,276] | | | [removed: (3] [added: 13] | [removed: )%] [added: %] |

| Gross Profit Margin | [removed: 92] [added: 55] | | % | | [removed: 91] [added: 58] | | % | | | |

| Percentage of total revenue | [removed: 53] [added: <1%] | | [removed: %] | | [removed: 53] [added: <1%] | | [removed: %] | | | |

| Gross Profit Margin | [removed: 41] [added: 43] | | % | | [removed: 41] [added: 43] | | % | | | |

| Percentage of total revenue | [removed: 4] [added: 54] | | % | | [removed: 4] [added: 54] | | % | | | |

Cost of license consists of the direct costs of third party [removed: software.][added: software that are a part of a non-bundled arrangement.]

Sales of third party software products [removed: decreased slightly] [added: increased] compared to last year, causing a [removed: slight increase] [added: decrease] in gross profit margins.

| Selling and marketing | $ | [removed: 86,570] [added: 89,004] | | | $ | [removed: 81,619] [added: 85,443] | | | [removed: 6] [added: 4] | % |

[removed: Our sales executives are] responsible for pursuing lead generation activities for new core customers.

This [removed: is] [added: was] in line with increased sales volume of long term service contracts on which commissions are paid as a percentage of total revenue.

Research and development expenses increased primarily due to increased headcount and related [removed: salaries.][added: personnel costs, but were consistent with the prior year as a percentage of total revenue.]

| Percentage of total revenue | [removed: 4] [added: 3] | | % | | [removed: 6] [added: 4] | | % | | | |

General and administrative costs [removed: include] [added: included] all expenses related to finance, legal, human resources, plus all administrative costs.

General and administrative expenses in the current year includes $2,900 [removed: of] [added: in the second quarter for] insurance recoveries of costs related to the impact of Hurricane Sandy flooding on our Lyndhurst, New Jersey item processing center, whereas the prior year [added: (mostly the second quarter)] includes $12,436 of expenses related to the same event.

[added: |] PROVISION FOR INCOME TAXES [added: | Year Ended June 30, | | | | | | | | % Change | |]

The provision for income taxes was [removed: $110,135] [added: $100,855] or [removed: 35.4%] [added: 35.1%] of income before income taxes in fiscal 2014 compared with [removed: $83,205] [added: $77,450] or [removed: 32.0%] [added: 31.6%] of income before income taxes in fiscal 2013.

The increase in the effective tax rate was primarily due to the recognition of previously unrecognized tax benefits during the prior year [removed: quarter] following the close of an Internal Revenue Service audit of fiscal years 2010 and 2011, as well as the retroactive extension of the research and experimentation credit during the prior [removed: year quarter.][added: year.]

Income from continuing operations has grown from $128,394 in fiscal 2011 to $211,221 in fiscal 2015.

FISCAL 2015 COMPARED TO FISCAL 2014

Cost of sales increased 6%, in line with revenue.

Operating expenses increased 6% and the provision for income taxes increased 4% compared to the prior year-to-date period.

We move into fiscal 2016 following strong performance in fiscal 2015.

| | 2015 | | | | 2014 | | | | | |

| License | $ | 2,635 | | | $ | 2,184 | | | 21 | % |

Non-bundled license revenue increased due mainly to an increase in standalone license sales in our Credit Union segment.

Such license fees will fluctuate as non-bundled license sales are sporadic in nature.

| | 2015 | | | | 2014 | | | | | |

| Support and service | $ | 1,200,652 | | | $ | 1,112,331 | | | 8 | % |

| Bundled Products & Services | 2,203 | | | | 4 | | % | | | |

Implementation services include implementation services for our outsourcing and electronic payment services customers as well as standalone customization services, merger conversion services, image conversion services and network monitoring services.

Bundled products and services revenue is combined revenue from the multiple elements in our bundled arrangements, including license, implementation services and maintenance, which cannot be recognized separately due to a lack of vendor-specific objective evidence of fair value.

The increase was partially offset by reduced revenues from our Alogent® suite of remote deposit capture products.

| | 2015 | | | | 2014 | | | | | |

| Hardware | $ | 52,903 | | | $ | 58,658 | | | (10 | )% |

Although there will be quarterly fluctuations, we expect an overall decreasing trend in hardware sales to continue due to the change in sales mix towards outsourcing contracts, which typically do not include hardware, and the general deflationary trend of computer prices.

These costs were recognized as they were incurred or, for direct costs associated with obtaining and implementing our bundled arrangements, they are deferred and recognized ratably as the related revenues for these arrangements are recognized, typically beginning when PCS is the only remaining undelivered element, and ending at the end of the initial bundled PCS term.

| | 2015 | | | | 2014 | | | | | |

| Cost of License | $ | 1,187 | | | $ | 908 | | | 31 | % |

| Cost of support and service | $ | 680,750 | | | $ | 634,756 | | | 7 | % |

| Support and Service Gross Profit | $ | 519,902 | | | $ | 477,575 | | | 9 | % |

| Cost of hardware | $ | 38,399 | | | $ | 43,708 | | | (12 | )% |

| TOTAL COST OF SALES | $ | 720,336 | | | $ | 679,372 | | | 6 | % |

| TOTAL GROSS PROFIT | $ | 535,854 | | | $ | 493,801 | | | 9 | % |

Shifts in sales mix between the products that make up these costs cause fluctuations in the margins from period to period.

| | 2015 | | | | 2014 | | | | | |

Our sales executives are

| | 2015 | | | | 2014 | | | | | |

| | 2015 | | | | 2014 | | | | | |

General and administrative expenses in the current year were higher due to the impact of a Lyndhurst related insurance recovery in the prior year coupled with increased headcount and related personnel costs, partially offset by a gain on the disposal of our Teleweb suite of Internet and mobile banking software products.

Overall these costs were consistent with the prior year as a percentage of total revenue.

| | 2015 | | | | 2014 | | | | | |

| Interest Income | $ | 169 | | | $ | 377 | | | (55 | )% |

| Interest Expense | $ | (1,594 | ) | | $ | (1,105 | ) | | 44 | % |

Interest expense increased due to interest on the borrowing from our revolving credit facility in the second quarter.

| | 2015 | | | | 2014 | | | | | |

| Provision For Income Taxes | $ | 105,219 | | | $ | 100,855 | | | 4 | % |

| Effective Rate | 33.3 | | % | | 35.1 | | % | | | |

Income from continuing operations has grown from $117,870 in fiscal 2010 to $201,136 in fiscal 2014.

We move into fiscal 2015 following record revenue achieved in fiscal 2014.

| License | $ | 53,009 | | | $ | 54,818 | | | (3 | )% |

License revenue decreased slightly due mainly to a decrease in license revenue from complementary products, particularly our remote deposit capture suite of products.

While license fees will fluctuate, recent trends indicate that our customers are increasingly electing to contract for our products via outsourced delivery rather than a traditional license as our outsourced delivery does not require an up-front capital investment in license fees.

We expect this trend to continue in the long term.

| Support and service | $ | 1,098,386 | | | $ | 1,015,211 | | | 8 | % |

These costs were recognized as they were incurred.

| Cost of License | $ | 4,273 | | | $ | 4,824 | | | (11 | )% |

| Cost of support and service | $ | 643,443 | | | $ | 603,920 | | | 7 | % |

| Support and Service Gross Profit | $ | 454,943 | | | $ | 411,291 | | | 11 | % |

| TOTAL COST OF SALES | $ | 691,424 | | | $ | 652,394 | | | 6 | % |

| TOTAL GROSS PROFIT | $ | 518,629 | | | $ | 476,992 | | | 9 | % |

FISCAL 2013 COMPARED TO FISCAL 2012

Operating expenses increased 13% for the year mainly due to expenses related to the impact of widespread flooding caused by Hurricane Sandy on our Lyndhurst, New Jersey item processing center.

Expenses related to this event totaled $12,475 for fiscal 2013, net of $2,390 insurance recoveries received in the year.

| | | | | | | | | | |

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

| | 2013 | | | | 2012 | | | | |

| License | $ | 54,818 | | | $ | 54,811 | | | <1% |

License revenue remained consistent with the prior year due to strong results from our core and complementary Credit Union products being offset by reduced revenue from our Alogent® products (our suite of deposit and image capture products targeted at large financial institutions) which reduced from a particularly strong prior year.

| | 2013 | | | | 2012 | | | | | |

| Support and service | $ | 1,015,211 | | | $ | 909,176 | | | 12 | % |

There was growth in all components of support and service revenue in fiscal 2013.

Revenue from our complementary products also grew as the total number of supported in-house products grew.

| Hardware | $ | 59,357 | | | $ | 63,122 | | | (6 | )% |

| Cost of License | $ | 4,824 | | | $ | 6,111 | | | (21 | )% |

| Cost of support and service | $ | 603,920 | | | $ | 551,285 | | | 10 | % |

| Support and Service Gross Profit | $ | 411,291 | | | $ | 357,891 | | | 15 | % |

| Cost of hardware | $ | 43,650 | | | $ | 45,983 | | | (5 | )% |

| TOTAL COST OF SALES | $ | 652,394 | | | $ | 603,379 | | | 8 | % |

| TOTAL GROSS PROFIT | $ | 476,992 | | | $ | 423,730 | | | 13 | % |

per year.

Research and development expenses increased primarily due to increased salary costs.

General and administrative expenses increased compared to the prior year due mainly to $12,475 of expenses, net of $2,390 insurance recoveries received, related to the impact of widespread flooding caused by Hurricane Sandy on our Lyndhurst, New Jersey item processing center.

| Interest Income | $ | 640 | | | $ | 1,176 | | | (46 | )% |

| Interest Expense | $ | (6,337 | ) | | $ | (5,743 | ) | | 10 | % |

Interest income was unusually high in the prior year, mainly from contractual interest income on previously uncollected deconversion revenues.

Interest expense increased from the prior year due to costs related to the early payment of the term loan during fiscal 2013.

The provision for income taxes was $83,205 or 32.0% of income before income taxes in fiscal 2013 compared with $76,684 or 33.1% of income before income taxes in fiscal 2012.

Based on our outstanding debt with variable interest rates as of June 30, 2015 a 1% increase in our borrowing rate would increase annual interest expense in fiscal 2015 by less than $500.

We have no outstanding debt with variable interest rates as of June 30, 2014 and are therefore not currently exposed to interest risk.

Today, the Company’s extensive array of products and services includes processing transactions, automating business processes, and managing information for nearly [removed: 11,300] [added: 10,900] financial institutions and diverse corporate entities.

| • | Jack Henry Banking is a leading provider of integrated data processing systems to [removed: more than] [added: nearly] 1,200 banks ranging from community [removed: institutions to mid-tier] banks [added: to multi-billion dollar institutions] with assets of up to $30 billion. Our banking solutions support both in-house and outsourced operating environments with three functionally distinct core processing platforms and more than 100 integrated complementary solutions. |

| • | Symitar is a leading provider of core data processing solutions for credit unions of all sizes, with [removed: over 780] [added: almost 800] credit union customers. Symitar markets two functionally distinct core processing platforms and more than 50 integrated complementary solutions that support both in-house and outsourced operating environments. |

| • | ProfitStars is a leading provider of highly specialized products and services to financial institutions that are primarily not core customers of the Company. ProfitStars offers highly specialized financial performance, imaging and payments processing, information security and risk management, retail delivery, and online and mobile solutions. ProfitStars’ products and services enhance the performance of financial services organizations of all asset sizes and charters, and diverse corporate entities with approximately [removed: 10,800] [added: 10,500] domestic and international customers. |

We measure and monitor customer satisfaction using formal annual surveys and online surveys initiated each day [added: randomly] by routine support requests.

JHA ended fiscal [removed: 2014] [added: 2015] with [removed: $1,210.1] [added: $1,256.2] million gross revenue.

This has increased from [removed: $745.6] [added: $832.8] million at the end of fiscal [removed: 2009,] [added: 2010,] representing a compound annual growth rate during this challenging five-year period of [removed: 10] [added: 9] percent.

[added: Net income] from continuing operations has grown from [removed: $103.1] [added: $116.7] million to [removed: $201.1] [added: $211.2] million during this same five-year period, representing a compound annual growth rate of [removed: 14] [added: 13] percent.

According to the Federal Deposit Insurance Corporation (“FDIC”), there were more than [removed: 6,800] [added: 6,500] commercial banks and savings institutions in this asset range as of December 31, [removed: 2013.][added: 2014.]

Jack Henry Banking currently supports [removed: more than] [added: nearly] 1,200 of these banks with its core information processing platforms and complementary products and services.

According to the Credit Union National Association (“CUNA”), there were [removed: approximately 6,800] [added: over 6,500] domestic credit unions as of December 31, [removed: 2013.][added: 2014.]

Symitar currently supports [removed: over 780] [added: almost 800] of these credit unions with core information processing platforms and complementary products and services.

ProfitStars currently supports approximately [removed: 10,800] [added: 10,500] institutions with specialized solutions for generating additional revenue and growth, increasing security, mitigating operational risks, and controlling operating costs.

The FDIC reports the number of commercial banks and savings institutions declined [removed: 18] [added: 19] percent from the beginning of calendar year [removed: 2009] [added: 2010] to the end of calendar year [removed: 2013.][added: 2014.]

Although the number of banks declined at a 4 percent compound annual rate during this period, aggregate assets increased at a compound annual rate of [removed: 2] [added: 4] percent and totaled [removed: $13.7] [added: $14.5] trillion as of December 31, [removed: 2013.][added: 2014.]

There were [removed: two] [added: no] new bank charters issued in calendar year [removed: 2013,] [added: 2014,] compared to [removed: none] [added: 2] in calendar [removed: 2012.][added: 2013.]

Comparing calendar years [removed: 2013] [added: 2014] to [removed: 2012,] [added: 2013,] mergers increased [removed: 12] [added: 18] percent.

CUNA reports the number of credit unions [removed: also] declined [removed: 16] [added: 17] percent from the beginning of calendar year [removed: 2009] [added: 2010] to the end of calendar year [removed: 2013.][added: 2014.]

Although the number of credit unions declined at a [removed: 3] [added: 4] percent compound annual rate during this period, aggregate assets increased at a compound annual rate of 5 percent and totaled $1.1 trillion as of December 31, [removed: 2013.][added: 2014.]

| • | Implement e-commerce [added: and mobile] strategies that provide the convenience-driven services required in today’s financial services industry; |

We have a disciplined approach to acquisitions and have been successful in supplementing our organic growth with strategic acquisitions, including [removed: 28 material] [added: 29] acquisitions since the end of fiscal 1999.

After [removed: 38] [added: 39] years in business we have very few gaps in our product line, so it is increasingly difficult to find proven products or services that would enable our clients and prospects to better optimize their business opportunities or solve specific operational issues.

Our [removed: four] [added: five] most recent acquisitions were:

| • | Jack Henry Banking supports commercial banks with information and transaction processing platforms that provide enterprise-wide automation. We have three functionally distinct core bank processing systems and more than 100 complementary solutions, including business intelligence and bank management, retail and business banking, internet banking and electronic [removed: funds transfer (“EFT”),] [added: payment services,] risk management and protection, and item and document imaging solutions. Our banking solutions have state-of-the-art functional capabilities, and we can [removed: provide] [added: re-market] the hardware required by each software system. Our banking solutions can be delivered in-house or through outsourced implementation, and are backed by a company-wide commitment to provide exceptional personal service. Jack Henry Banking is a recognized market leader, currently supporting [removed: more than] [added: nearly] 1,200 banks with its technology platforms. |

| • | Symitar supports credit unions of all sizes with information and transaction processing platforms that provide enterprise-wide automation. Its solutions include two functionally distinct core processing systems and more than 50 complementary solutions, including business intelligence and credit union management, member and member business services, Internet banking and [removed: EFT,] [added: electronic payment services,] risk management and protection, and item and document imaging solutions. Our credit union solutions also have state-of-the-art functional capabilities, and we can [removed: provide] [added: re-market] the hardware required by each software system. Our credit union solutions can be delivered in-house or through outsourced implementation, and are also backed by our company-wide commitment to provide exceptional personal service. Symitar currently supports [removed: over 780] [added: almost 800] credit union customers. |

| • | ProfitStars is a leading provider of specialized products and services assembled through our focused diversification acquisition strategy. These solutions are compatible with a wide variety of information technology platforms and operating environments, and include proven solutions for generating additional revenue and growth, increasing [removed: security and mitigating operational risks, and/or controlling operating costs. ProfitStars’ products and services enhance the performance of financial services organizations of all asset sizes and charters, and diverse corporate entities with approximately 10,800 domestic and international customers. These distinct products and services can be implemented individually or as solution suites to address specific business problems and enable effective responses to dynamic industry trends.] |

We will continue to develop and maintain functionally robust, integrated solutions that are supported with high service levels; regularly [removed: enhanced] [added: enhancing those solutions] using an interactive customer enhancement process; compliant with relevant regulations; updated with proven advances in technology; and consistent with JHA’s reputation as a premium product and service provider.

| • | [removed: SilverLake® is] [added: SilverLake®,] a robust IBM® System i™-based system primarily designed for commercial-focused banks with assets ranging from $500 million to $30 billion. However, some progressive smaller banks and [removed: recently chartered] [added: the occasional] start-up banks also select SilverLake. This system has been implemented by over [removed: 420] [added: 400] banks, and now automates approximately 6 percent of the domestic banks with assets less than $30 billion. |

| • | CIF [removed: 20/20® is] [added: 20/20®,] a parameter-driven, easy-to-use system that now supports over [removed: 610] [added: 570] banks ranging from de novo institutions to those with assets exceeding $2 billion. CIF 20/20 is the most widely used IBM System i-based core processing system in the community bank market. |

| • | Core [removed: Director® is] [added: Director®,] a Windows®-based, client/server system that now supports over [removed: 210] [added: 200] banks ranging from de novo institutions to those with assets exceeding $1 billion. Core Director is a cost-efficient operating platform and provides intuitive point-and-click operation. |

| • | [removed: Episys® is] [added: Episys®,] a robust IBM System p™-based system primarily designed for credit unions with more than $50 million in assets. It has been implemented by over [removed: 610] [added: 630] credit unions and is ranked as the system implemented by more credit unions with assets exceeding $25 million than any other alternative. |

| • | [removed: Cruise® is] [added: Cruise®,] a Windows-based, client/server system designed primarily for credit unions with less than $50 million in assets. It has been implemented by more than 170 credit unions, is cost-efficient, and provides intuitive point-and-click, drag-and-drop operation. |

We print and mail customer statements for financial institutions from [removed: two] [added: three] regional printing and rendering centers.

We have established remarketing agreements with IBM [removed: Corporation,] [added: Corporation (fulfilled directly and through IBM distributors),] Avnet, Inc., and other hardware providers that allow JHA to purchase hardware [added: and related maintenance services] at a discount and resell [removed: it] [added: them] directly to our customers.

We currently sell the IBM Power [removed: Systems and System x servers;] [added: Systems;] Lenovo [added: servers and] workstations; Dell servers and workstations; Burroughs, RDM, Panini, Digital Check, Canon check scanners; and other devices that complement our software solutions.

| • | A best practices methodology developed and refined through the company-wide, day-to-day experience supporting nearly [removed: 11,300] [added: 10,900] diverse clients. |

JHA regularly measures customer satisfaction using formal annual surveys and more frequent online surveys initiated [added: randomly] by routine support requests.

Backlog as of June 30, 2014 totaled $513.2 million, consisting of $118.7 million for [added: future delivery of] in-house [removed: products] [added: software, hardware,] and [removed: services,] [added: implementation services (in-house backlog),] and $394.5 million for outsourcing services.

Approximately [removed: $300.0] [added: $333.0] million of the outsourcing services backlog as of June 30, [removed: 2014] [added: 2015] is not expected to be realized during fiscal [removed: 2015] [added: 2016] due to the long-term nature of [removed: many] [added: our] outsourcing contracts.

Our outsourcing backlog continues to experience growth based on new contracting activities and renewals of multi-year contracts, and although the appropriate portion of this revenue will be recognized during fiscal [removed: 2014,] [added: 2016,] the backlog is expected to trend up gradually for the foreseeable future due to renewals of existing relationships and new contracting activities.

We have completed two acquisitions in the last 3 years.

| 2016 | Bayside Business Solutions | Portfolio management systems and factoring software |

security and mitigating operational risks, and/or controlling operating costs.

ProfitStars’ products and services enhance the performance of financial services organizations of all asset sizes and charters, and diverse corporate entities with approximately 10,500 domestic and international customers.

These distinct products and services can be implemented individually or as solution suites to address specific business problems or needs and enable effective responses to dynamic industry trends.

Backlog as of June 30, 2015 totaled $527.8 million, consisting of contracts signed for future delivery of software, hardware, and implementation services (in-house backlog) of approximately $96.3 million, and $431.5 million for outsourcing services.

The in-house backlog does not include amounts related to items that have been delivered but cannot be recognized as revenue due to accounting rules for software revenue recognition; those amounts are included in deferred revenue on the balance sheet to the extent that they have been billed to the customer as of June 30, 2015 and 2014.

Brand-specific sales support staff provide a variety of services,

| | |

| --- | --- |

Net income

| • | Expand our base of core system customers; |

We have only completed one acquisition since fiscal year 2010.

Backlog as of June 30, 2013 totaled $498.8 million, consisting of $105.8 million for in-house products and services, and $393.0 million for outsourcing services.

Our in-house backlog is subject to seasonal variations and can fluctuate quarterly.

We also continually

jhaDirect sells specific complementary solutions, and business forms and supplies that are compatible with JHA’s software solutions.

jhaDirect’s offering consists of more than 4,000 items, including tax and custom forms, ATM and teller supplies, check imaging and reader/sorter supplies, magnetic media, laser printers and supplies, loan coupon books, and much more.

New items are regularly added in response to dynamic regulatory requirements and to support JHA’s ever-expanding product and service suite.

10-K 1 [removed: jkhy-2014630x10k.htm] [added: jkhy-2015630x10k.htm] FORM 10-K FOR FISCAL YEAR ENDED JUNE 30, [removed: 2014][added: 2015]

| | For the fiscal year ended June 30, [removed: 2014] [added: 2015] |

As of [removed: August 20, 2014,] [added: September 9, 2015,] the Registrant had [removed: 82,481,908] [added: 80,219,921] shares of Common Stock outstanding ($0.01 par value).

On December 31, [removed: 2013,] [added: 2014,] the aggregate market value of the Common Stock held by persons other than those who may be deemed affiliates of Registrant was [removed: $4,998,746,579] [added: $5,046,822,763] (based on the average of the reported high and low sales prices on NASDAQ on December 31, [removed: 2013).][added: 2014).]

Portions of the Company's Notice of Annual Meeting of Stockholders and Proxy Statement for its [removed: 2014] [added: 2015] Annual Meeting of Stockholders (the "Proxy Statement") are incorporated by reference into Part II, Item 5 and into Part III of this Report.

| [removed: PART I] | | Page Reference |

| ITEM 1. | BUSINESS | [removed: [4](#sdb0244d5b59c42cfb13bd3274b00c8ac)] [added: [5](#s04971a5b3c2741bc84180498ba04e38d)] |

| ITEM 1A. | RISK FACTORS | [removed: [12](#s1bd285de669c4db5b82102c3229ed3be)] [added: [12](#s474959391C65892FF2CC9C62B2C6D203)] |

| ITEM 1B. | UNRESOLVED STAFF COMMENTS | [removed: [15](#sea176e31a1304c9cb42ec6921aea7137)] [added: [16](#s82955f95c2984ed688602cc8da0156fb)] |

| ITEM 2. | PROPERTIES | [removed: [15](#sf47bf4f79c5b42458632d8fc99823cd2)] [added: [16](#seef2485dc15e47d0ba6ebb3e3fafc0b1)] |

| ITEM 3. | LEGAL PROCEEDINGS | [removed: [15](#sa8313176c62e4b359227631571d576c9)] [added: [16](#sf2a910d69d9b4f88aa91236c2ee74a94)] |

| ITEM 4. | MINE SAFETY DISCLOSURES | [removed: [15](#s4e77d4aab466458cade7d2d6c7caf970)] [added: [16](#sb92736143fab497f9d5eaa60a377b23e)] |

| ITEM 5. | MARKET FOR REGISTRANT'S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES | [removed: [15](#s941A843D8F3BBA9428C5B61DFECD9183)] [added: [17](#sa574cdccce024fa9a73d9acb47527bbf)] |

| ITEM 6. | SELECTED FINANCIAL DATA | [removed: [18](#s087b1487839d4cbda6c5693e11356e09)] [added: [19](#sB3C05EA3A74451242B669C62B331793C)] |

| ITEM 7. | MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS | [removed: [18](#s2955C9D2B6354BE5E855B61E0448049E)] [added: [19](#s358A8A1AABE120D119D09C62B35124B0)] |

| ITEM 7A. | QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK | [removed: [31](#sdaf37e79f7e6431b8a4f820c71b80844)] [added: [33](#s9c8d6cd081134200a86721e917dac5bd)] |

| ITEM 8. | FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA | [removed: [32](#s5F05F9BF101471A2AB4FB61E01CC3B07)] [added: [34](#s5D85371A1FC409B7BB189C62B4C1CDFB)] |

| ITEM 9. | CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE | [removed: [57](#s46C4CABDB6FE3DD2279AB61E050E0D54)] [added: [61](#s1df76ec0293e41f889f49a0254c2afc6)] |

| ITEM 9A. | CONTROLS AND PROCEDURES | [removed: [57](#s4C054C84AD63A41A90F0B61E0541FC03)] [added: [61](#s4710DDFE22EB9AFFB8169C62B9C479E0)] |

| ITEM 9B. | OTHER INFORMATION | [removed: [57](#s0e1d4f944f32481699dfcf6d586facb9)] [added: [62](#se2c55e90fd1e45218ad427e866928f03)] |

| ITEM 10. | DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE | [removed: [58](#se51517f53d1241b49fb729b659f01e5c)] [added: [63](#s41dd51a91a7f40e9afccea2bd0991d8d)] |

| ITEM 11. | EXECUTIVE COMPENSATION | [removed: [58](#s7da4a59245da485fbadaed372243860e)] [added: [63](#s510014fb4cc444cc9ab457fbed2a7b5b)] |

| ITEM 12. | SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS | [removed: [58](#s294262833e234a4d9edf9c46e590bdaf)] [added: [63](#s4f066365bcea4a2f8ffa047068e19791)] |

| ITEM 13. | CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE | [removed: [58](#sb4d09a9a58f94b89bdfa74d0e9c77254)] [added: [63](#s5836a04c25c44b94b6647cddfd2483cf)] |

| ITEM 14. | PRINCIPAL ACCOUNTANT FEES AND SERVICES | [removed: [58](#sbc7bdf70dc5e4775b7f3f63e96751281)] [added: [63](#s55c6f8ba101844828e9a3eb747c36bd5)] |

| ITEM 15 | EXHIBITS AND FINANCIAL STATEMENT SCHEDULES | [removed: [58](#s052BC7B1DD8AD9F7A3E9B61E05E75543)] [added: [63](#sEAC7BF4EDD127C67FB0B9C62BA078AB6)] |

| PART I | | |

| | | |

We have [removed: 40] [added: 37] leased office facilities in 21 states, which total approximately [removed: 465,000] [added: 473,000] square feet.

Of our facilities, the credit union segment uses office space totaling approximately [removed: 177,000] [added: 189,000] square feet in eleven facilities.

The remainder of our leased and owned facilities, approximately [removed: 1,288,000] [added: 1,284,000] square feet of office space, is primarily devoted to serving our bank segment or supports our whole business.

| | | Fiscal [removed: 2014] [added: 2015] | | | | | | | | Fiscal [removed: 2013] [added: 2014] | | | | | | |

| Fourth Quarter | | $ | [removed: 60.02] [added: 70.25] | | | $ | [removed: 52.87] [added: 60.10] | | | $ | [removed: 48.24] [added: 60.02] | | | $ | [removed: 37.90] [added: 52.87] | |

| Third Quarter | | [removed: 60.34] [added: 70.18] | | | | [removed: 53.55] [added: 60.60] | | | | [removed: 46.31] [added: 60.34] | | | | [removed: 39.60] [added: 53.55] | | |

| Second Quarter | | [removed: 59.37] [added: 63.85] | | | | [removed: 49.08] [added: 51.86] | | | | [removed: 40.71] [added: 59.37] | | | | [removed: 37.12] [added: 49.08] | | |

| First Quarter | | [removed: 52.42] [added: 60.84] | | | | [removed: 47.14] [added: 54.78] | | | | [removed: 38.22] [added: 52.42] | | | | [removed: 33.92] [added: 47.14] | | |

Quarterly dividends per share paid on the common stock for the two most recent fiscal years ended June 30, [removed: 2014] [added: 2015] and [removed: 2013] [added: 2014] are as follows:

| | | Fiscal [removed: 2014] [added: 2015] | | | | Fiscal [removed: 2013] [added: 2014] | | |

| Fourth Quarter | | $ | [removed: 0.220] [added: 0.250] | | | $ | [removed: 0.200] [added: 0.220] | |

| Third Quarter | | [removed: 0.220] [added: 0.250] | | | | [removed: 0.130] [added: 0.220] | | |

| Second Quarter | | [removed: 0.200] [added: 0.220] | | | | [removed: 0.115] [added: 0.200] | | |

| First Quarter | | [removed: 0.200] [added: 0.220] | | | | [removed: 0.115] [added: 0.200] | | |

On August [removed: 15, 2014,] [added: 18, 2015,] there were approximately [removed: 55,000] [added: 70,300] holders of the Company’s common stock.

On that same date the last sale price of the common shares as reported on NASDAQ was [removed: $56.44] [added: $71.59] per share.

The following shares of the Company were repurchased during the quarter ended June 30, [removed: 2014:][added: 2015:]

(1) [removed: 1,941,006] [added: 150,100] shares were purchased through a publicly announced repurchase plan.

There were [removed: no] [added: 46] shares surrendered to the Company to satisfy tax withholding obligations in connection with employee restricted stock awards.

(2) [removed: Stock] [added: Total stock] repurchase authorizations approved by the Company's Board of Directors as of [removed: May 3, 2013 was 25.0] [added: February 17, 2015 were for 30.0] million [added: shares, an increase of 5.0 million] shares.

The following chart presents a comparison for the five-year period ended June 30, [removed: 2014,] [added: 2015,] of the market performance of the Company’s common stock with the [removed: S & P] [added: S&P] 500 Index and an index of peer companies selected by the Company:

[removed: ][added: ]

| | [removed: 2009 | |] 2010 | | 2011 | | 2012 | | 2013 | | 2014 | | [added: 2015 | |]

This comparison assumes $100 was invested on June 30, [removed: 2009,] [added: 2010,] and assumes reinvestments of dividends.

Companies in the [removed: New] Peer Group are ACI Worldwide, Inc., Bottomline Technology, Inc., Broadridge Financial Solutions, Cardtronics, Inc., Convergys Corp., Corelogic, Inc., DST Systems, Inc., Euronet Worldwide, Inc., Fair Isaac Corp., Fidelity National Information Services, Inc., Fiserv, Inc., Global Payments, Inc., Heartland Payment Systems, Inc., [removed: Micros Systems, Inc.,] Moneygram International, Inc., SS&C Technologies Holdings, Inc., Total Systems Services, Inc., Tyler Technologies, Inc., Verifone Systems, Inc., and WEX, Inc..

| April 1 - April 30, 2015 | — | | | $ | — | | | — | | | 8,298,084 | |

| May 1 - May 31, 2015 | — | | | — | | | | — | | | 8,298,084 | |

| June 1 - June 30, 2015 | 150,146 | | | 65.87 | | | | 150,100 | | | 8,147,984 | |

| Total | 150,146 | | | 65.87 | | | | 150,100 | | | 8,147,984 | |

| JKHY | 100.00 | | 127.44 | | 148.62 | | 205.60 | | 263.21 | | 290.88 | |

| Peer Group | 100.00 | | 136.78 | | 148.10 | | 174.79 | | 239.10 | | 301.34 | |

| S&P 500 | 100.00 | | 130.69 | | 137.81 | | 166.20 | | 207.10 | | 222.47 | |

Micros Systems, Inc. was removed from the peer group as it was acquired in September 2014.

| April 1 - April 30, 2014 | — | | | $ | — | | | — | | | 7,137,063 | |

| May 1 - May 31, 2014 | 1,073,046 | | | 57.39 | | | | 1,073,046 | | | 6,064,017 | |

| June 1 - June 30, 2014 | 867,960 | | | 58.90 | | | | 867,960 | | | 5,196,057 | |

| Total | 1,941,006 | | | 58.06 | | | | 1,941,006 | | | 5,196,057 | |

| JKHY | 100.00 | | 116.85 | | 148.92 | | 173.67 | | 240.25 | | 307.57 | |

| Old Peer Group | 100.00 | | 112.45 | | 150.77 | | 176.12 | | 220.42 | | 275.73 | |

| New Peer Group | 100.00 | | 115.50 | | 159.31 | | 171.86 | | 198.72 | | 273.95 | |

| S & P 500 | 100.00 | | 114.43 | | 149.55 | | 157.70 | | 190.18 | | 236.98 | |

In fiscal 2014, we changed our peer group of companies used for this analysis to maintain alignment with peer companies selected by our Compensation Committee for use in determining compensation for executive management.

Companies in the Old Peer Group are ACI Worldwide, Inc., Bottomline Technology, Inc., Cerner Corp., DST Systems, Inc., Euronet Worldwide, Inc., Fair Isaac Corp., Fidelity National Information Services, Inc., Fiserv, Inc., SEI Investments Company, Telecommunications Systems, Inc., and Tyler Technologies Corp.

| Income Statement Data | | [removed: 2014] [added: 2015] | | | | [removed: 2013] [added: 2014] | | | | [removed: 2012] [added: 2013] | | | | [removed: 2011] [added: 2012] | | | | [removed: 2010] [added: 2011] | | |

| Basic net income per share, continuing operations | | $ | [removed: 2.37] [added: 2.60] | | | $ | [removed: 2.05] [added: 2.20] | | | $ | [removed: 1.79] [added: 1.95] | | | $ | [removed: 1.60] [added: 1.76] | | | $ | [removed: 1.39] [added: 1.49] | |

| Diluted net income per share, continuing operations | | $ | [removed: 2.36] [added: 2.59] | | | $ | [removed: 2.04] [added: 2.19] | | | $ | [removed: 1.78] [added: 1.94] | | | $ | [removed: 1.59] [added: 1.74] | | | $ | [removed: 1.38] [added: 1.48] | |

| Long-term debt | | $ | [removed: 3,729] [added: 50,102] | | | $ | [removed: 7,366] [added: 3,729] | | | $ | [removed: 106,166] [added: 7,366] | | | $ | [removed: 127,939] [added: 106,166] | | | $ | [removed: 272,732] [added: 127,939] | |

| Revenue (1) | | $ | 1,256,190 | | | $ | 1,173,173 | | | $ | 1,107,524 | | | $ | 1,017,667 | | | $ | 946,394 | |

| Income from continuing operations | | $ | 211,221 | | | $ | 186,715 | | | $ | 167,610 | | | $ | 152,040 | | | $ | 128,394 | |

| Dividends declared per share | | $ | 0.940 | | | $ | 0.840 | | | $ | 0.560 | | | $ | 0.440 | | | $ | 0.400 | |

| Total deferred revenue | | $ | 531,987 | | | $ | 492,868 | | | $ | 439,596 | | | $ | 409,139 | | | $ | 398,800 | |

| Total assets | | $ | 1,836,835 | | | $ | 1,680,703 | | | $ | 1,672,386 | | | $ | 1,655,652 | | | $ | 1,537,158 | |

| Stockholders’ equity | | $ | 991,534 | | | $ | 967,387 | | | $ | 1,015,816 | | | $ | 935,738 | | | $ | 835,403 | |

| Revenue (1) | | $ | 1,210,053 | | | $ | 1,129,386 | | | $ | 1,027,109 | | | $ | 966,897 | | | $ | 836,586 | |

| Income from continuing operations | | $ | 201,136 | | | $ | 176,645 | | | $ | 154,984 | | | $ | 137,471 | | | $ | 117,870 | |

| Dividends declared per share | | $ | 0.84 | | | $ | 0.56 | | | $ | 0.44 | | | $ | 0.40 | | | $ | 0.36 | |

| Working capital | | $ | (44,435 | ) | | $ | 35,627 | | | $ | 66,406 | | | $ | (26,561 | ) | | $ | (51,283 | ) |

| Total assets | | $ | 1,624,292 | | | $ | 1,629,155 | | | $ | 1,619,492 | | | $ | 1,505,797 | | | $ | 1,560,560 | |

| Stockholders’ equity | | $ | 1,038,161 | | | $ | 1,072,169 | | | $ | 983,056 | | | $ | 879,776 | | | $ | 750,372 | |

| | [Report of Independent Registered Public Accounting [removed: Firm](#sF372B8262CFFE39A853A8627261664AA)] [added: Firm](#sBF128888984285EBADA09C62DF84771A)] | [removed: [33](#s0d9a7cc33dd64d3cac9bb0a2b4f7ecd7)] [added: [35](#s26469721716DDFC54ABA9C62B50E3465)] |

[removed: | | [Management's Annual Report on Internal Control over Financial Reporting](#s671F71F0084F653365FC862726347FC4) | [34](#sdc445c531fc64641a23ff8ba4ac157a1) |][added: MANAGEMENT’S ANNUAL REPORT ON INTERNAL CONTROL OVER FINANCIAL REPORTING (Revised)]

| | [Report of Independent Registered Public Accounting [removed: Firm](#s834FC91F0351EE4B1D5D86272666AAAA)] [added: Firm](#s7C6A564130BBCF8546E19C62DF8CDEF9)] | [removed: [35](#sca1422d9475f4515899d9d6c2ca3bbd0)] [added: [37](#sD608F852CE3A548471769C62B58607D7)] |

| | [Consolidated Statements of [removed: Income,](#sB4BD284195D36C653A9186271A68439B)] [added: Income,](#sDE600C3E6F864F22D0A39C62DF919C28)] | |

| | Years Ended June 30, [added: 2015,] 2014, [removed: 2013,] and [removed: 2012] [added: 2013] | [removed: [36](#sC456894E942E11CF16C9B61DFAA891E2)] [added: [39](#s18BDA019157BA132589E9C62A04EAF82)] |

| | [Consolidated Balance [removed: Sheets,](#s0D922F061A1FC14C718F86271A7C87E2)] [added: Sheets,](#s7F82CED5A42FDA7B30A89C62DF96686A)] | |

| | [added: Years Ended] June 30, [removed: 2014] [added: 2015, 2014,] and 2013 | [removed: [37](#s0D7971F3924D6D1803DDB61DFA481E12)] [added: [41](#s7B79A09BCDC7A0C69BEB9C62A06E7721)] |

| | [Consolidated Statements of Changes in Stockholders' [removed: Equity,](#s305DB83605E83C1E9E0D86271A4A01E0)] [added: Equity,](#s7983CE8FD865DFC4BB4E9C62DF9A21CF)] | |

| | Years Ended June 30, [added: 2015,] 2014, [removed: 2013,] and [removed: 2012] [added: 2013] | [removed: [38](#s5ca39e7cde394c3aa734369098274a18)] [added: [42](#sF538721076AC1B59546E9C62A0B6A8DE)] |

| | [Consolidated Statements of Cash [removed: Flows,](#s4F397286893EDE6549FA86271A8621E9)] [added: Flows,](#sE379213040A9194347B69C62DFB9DEB4)] | |

| | [Notes to Consolidated Financial [removed: Statements](#sFE13327E87C410EC7AC68627272ECAAD)] [added: Statements](#sD7280D4950C9A0E2D9BF9C62DFB9088E)] | [removed: [40](#s511B3CD3B00D16ECBF1EB61E0273A625)] [added: [43](#sCF68B2F327F9CF1AC9869C62B63F63DE)] |

We have audited the accompanying consolidated balance sheets of Jack Henry & Associates, Inc. and subsidiaries (the “Company”) as of June 30, [removed: 2014] [added: 2015] and [removed: 2013,] [added: 2014,] and the related consolidated statements of income, changes in stockholders’ equity, and cash flows for each of the three years in the period ended June 30, [removed: 2014.][added: 2015.]

In our opinion, such consolidated financial statements present fairly, in all material respects, the financial position of Jack Henry & Associates, Inc. and subsidiaries as of June 30, [removed: 2014] [added: 2015] and [removed: 2013,] [added: 2014,] and the results of their operations and their cash flows for each of the three years in the period ended June 30, [removed: 2014,] [added: 2015,] in conformity with accounting principles generally accepted in the United States of America.

We have also audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States), the Company’s internal control over financial reporting as of June 30, [removed: 2014,] [added: 2015,] based on the criteria established in Internal Control - Integrated Framework [removed: (1992)] [added: (2013)] issued by the Committee of Sponsoring Organizations of the Treadway [removed: Commission,] [added: Commission] and our report dated [removed: August 26, 2014] [added: September 11, 2015] expressed an [removed: unqualified] [added: adverse] opinion on the Company’s internal control over financial [removed: reporting.][added: reporting because of a material weakness.]

[removed: MANAGEMENT’S ANNUAL REPORT ON INTERNAL CONTROL OVER FINANCIAL REPORTING][added: | | [Management's Annual Report on Internal Control over Financial Reporting](#s5A3861388F1605E3C99E9C62DF887741) | [36](#s3AF043A2638A0018B4949C62B53AFCF9) |]

As of the end of the [removed: Company’s 2014] [added: Company's 2015] fiscal year, management conducted an assessment of the effectiveness of the [removed: Company’s] [added: Company's] internal control over financial reporting based on the framework established in Internal [removed: Control—Integrated] [added: Control - Integrated] Framework [removed: (1992)] [added: (2013)] issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO).

Based on this assessment, [added: and the previous identification of a material weakness (the description of which is set forth below),] management has determined the [removed: Company’s] [added: Company's] internal control over financial reporting as of June 30, [removed: 2014] [added: 2015] was [added: not] effective.

The Company’s internal control over financial reporting as of June 30, [removed: 2014] [added: 2015] has been audited by the Company’s independent registered public accounting firm, as stated in their report appearing on the next page.

We have audited [removed: the internal control over financial reporting of] Jack Henry & [removed: Associates] [added: Associates,] Inc. and [removed: subsidiaries] [added: subsidiaries'] (the [removed: “Company”)] [added: “Company's”) internal control over financial reporting] as of June 30, [removed: 2014,] [added: 2015,] based on criteria established in Internal Control - Integrated Framework [removed: (1992)] [added: (2013)] issued by the Committee of Sponsoring Organizations of the Treadway Commission.

In our opinion, [added: because of] the [removed: Company maintained, in all] [added: effect of the] material [removed: respects,] [added: weakness identified above on the achievement of the objectives of the control criteria, the Company has not maintained] effective internal control over financial reporting as of June 30, [removed: 2014,] [added: 2015,] based on the criteria established in Internal Control - Integrated Framework [removed: (1992)] [added: (2013)] issued by the Committee of Sponsoring Organizations of the Treadway Commission.

We have also audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States), the consolidated financial statements as of and for the year ended June 30, [removed: 2014] [added: 2015,] of the [removed: Company,] [added: Company] and our report dated [removed: August 26, 2014] [added: September 11, 2015] expressed an unqualified opinion on those financial statements.

| | [removed: 2014] [added: 2015] | | | | [removed: 2013] [added: 2014] | | | | [removed: 2012] [added: 2013] | | |

| Hardware | [removed: 58,658] [added: 52,903] | | | | [removed: 59,357] [added: 58,658] | | | | [removed: 63,122] [added: 59,357] | | |

| Cost of hardware | [removed: 43,708] [added: 38,399] | | | | [removed: 43,650] [added: 43,708] | | | | [removed: 45,983] [added: 43,650] | | |

| Research and development | [removed: 66,748] [added: 71,495] | | | | [removed: 63,202] [added: 66,748] | | | | [removed: 60,876] [added: 63,202] | | |

| General and administrative | [removed: 53,312] [added: 57,490] | | | | [removed: 66,624] [added: 53,312] | | | | [removed: 50,119] [added: 66,624] | | |

| Interest income | [removed: 377] [added: 169] | | | | [removed: 640] [added: 377] | | | | [removed: 1,176] [added: 640] | | |

| Interest expense | [removed: (1,105] [added: (1,594] | | ) | | [removed: (6,337] [added: (1,105] | | ) | | [removed: (5,743] [added: (6,337] | | ) |

| Total interest income (expense) | [removed: (728] [added: (1,425] | | ) | | [removed: (5,697] [added: (728] | | ) | | [removed: (4,567] [added: (5,697] | | ) |

| Diluted earnings per share | $ | [removed: 2.36] [added: 2.59] | | | $ | [removed: 2.04] [added: 2.19] | | | $ | [removed: 1.78] [added: 1.94] | |

| Diluted weighted average shares outstanding | [removed: 85,396] [added: 81,601] | | | | [removed: 86,619] [added: 85,396] | | | | [removed: 87,287] [added: 86,619] | | |

| Basic earnings per share | $ | [removed: 2.37] [added: 2.60] | | | $ | [removed: 2.05] [added: 2.20] | | | $ | [removed: 1.79] [added: 1.95] | |

| Basic weighted average shares outstanding | [removed: 84,866] [added: 81,353] | | | | [removed: 86,040] [added: 84,866] | | | | [removed: 86,599] [added: 86,040] | | |

| | June 30, 2014 | | | | [removed: June 30, 2013] | | | [added: | | |]

| [removed: Cash and cash equivalents] [added: CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD] | $ | 70,377 | | | $ | 127,905 | | [added: | $ | 157,313 | |]

| Receivables, net | [removed: 224,041] [added: 245,387] | | | | [removed: 231,263] [added: 224,041] | | |

| Income tax receivable | [removed: 7,937] [added: 2,753] | | | | [removed: 6,107] [added: 7,937] | | |

| Prepaid expenses and other | [removed: 59,824] [added: 69,096] | | | | [removed: 59,244] [added: 61,074] | | |

| PROPERTY AND EQUIPMENT, net | [removed: 291,675] [added: 296,332] | | | | [removed: 300,511] [added: 291,675] | | |

| Computer software, net of amortization | [removed: 160,391] [added: 191,541] | | | | [removed: 132,612] [added: 160,391] | | |

| | June 30, 2015 and 2014 | [40](#sF7AD807E42310739AA2D9C62A06D2C8C) |

September 11, 2015

There are a number of deficiencies in the design and operating effectiveness of internal control over financial reporting that, in the aggregate, constitute a material weakness.

The identified deficiencies noted below stem from a failure in the Company’s risk assessment process wherein the risk assessment process did not identify or evaluate the inherent risks and complexities associated with accounting for revenue arrangements with software elements.

| | |

| --- | --- |

| • | The lack of training and continuing education related to multiple element software arrangements led to a lack of knowledge of the individuals tasked with understanding various technical accounting matters associated with the Company's multiple element arrangement revenue recognition policies. |

| | |

| --- | --- |

| • | Appropriate accounting and reporting policies and procedures related to bundled multiple element arrangements were not designed and implemented. |

| | |

| --- | --- |

| • | Appropriate internal controls over financial reporting for bundled multiple element arrangements were not designed and implemented. |

| | |

| --- | --- |

| • | Monitoring, including use of internal audit, was not appropriately designed to identify errors in accounting for revenue recognition for multiple element software arrangements. |

A material weakness is a deficiency, or a combination of deficiencies, in internal control over financial reporting, such that there is a reasonable possibility that a material misstatement of the company's annual or interim financial statements will not be prevented or detected on a timely basis.

The following material weakness has been identified and included in management's assessment:

There are a number of deficiencies in the design and operating effectiveness of internal control over financial reporting that, in aggregate, constitute a material weakness.

The identified deficiencies noted below stem from a failure in the Company’s risk assessment process wherein the risk assessment process did not identify or evaluate the inherent risks and complexities associated with accounting for revenue arrangements with software elements.

| | |

| --- | --- |

| • | The lack of training and continuing education related to multiple element software arrangements led to a lack of competence with individuals tasked with understanding various technical accounting matters associated with the Company's multiple element arrangement revenue recognition policies. |

| | |

| --- | --- |

| • | Appropriate accounting and reporting policies and procedures related to bundled multiple element arrangements were not designed and implemented. |

| | |

| --- | --- |

| • | Appropriate internal controls over financial reporting for bundled multiple element arrangements were not designed and implemented. |

| | |

| --- | --- |

| • | Monitoring, including use of internal audit, was not appropriately designed to identify errors in accounting for revenue recognition for multiple element software arrangements. |

This material weakness was considered in determining the nature, timing, and extent of audit tests applied in our audit of the consolidated financial statements as of and for the year ended June 30, 2015, of the Company and this report does not affect our report on such financial statements.

September 11, 2015

| License | $ | 2,635 | | | $ | 2,184 | | | $ | 5,366 | |

| Support and service | 1,200,652 | | | | 1,112,331 | | | | 1,042,801 | | |

| Total revenue | 1,256,190 | | | | 1,173,173 | | | | 1,107,524 | | |

| Cost of license | 1,187 | | | | 908 | | | | 860 | | |

| Cost of support and service | 680,750 | | | | 634,756 | | | | 601,620 | | |

| Total cost of sales | 720,336 | | | | 679,372 | | | | 646,130 | | |

| | Years Ended June 30, 2014, 2013, and 2012 | [39](#s2D34209DC1B1F460D682B61DFA1C2EBF) |

August 26, 2014

| License | $ | 53,009 | | | $ | 54,818 | | | $ | 54,811 | |

| Support and service | 1,098,386 | | | | 1,015,211 | | | | 909,176 | | |

| Total revenue | 1,210,053 | | | | 1,129,386 | | | | 1,027,109 | | |

| Cost of license | 4,273 | | | | 4,824 | | | | 6,111 | | |

| Cost of support and service | 643,443 | | | | 603,920 | | | | 551,285 | | |

| Total cost of sales | 691,424 | | | | 652,394 | | | | 603,379 | | |

| GROSS PROFIT | 518,629 | | | | 476,992 | | | | 423,730 | | |

| Selling and marketing | 86,570 | | | | 81,619 | | | | 76,500 | | |

| Total operating expenses | 206,630 | | | | 211,445 | | | | 187,495 | | |

| OPERATING INCOME | 311,999 | | | | 265,547 | | | | 236,235 | | |

| INCOME BEFORE INCOME TAXES | 311,271 | | | | 259,850 | | | | 231,668 | | |

| PROVISION FOR INCOME TAXES | 110,135 | | | | 83,205 | | | | 76,684 | | |

| NET INCOME | $ | 201,136 | | | $ | 176,645 | | | $ | 154,984 | |

| | | | | | | | |

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

| Prepaid cost of product | 22,202 | | | | 23,366 | | |

| Total current assets | 384,381 | | | | 447,885 | | |

| Non-current prepaid cost of product | 34,708 | | | | 27,898 | | |

| Total other assets | 948,236 | | | | 880,759 | | |

| Total assets | $ | 1,624,292 | | | $ | 1,629,155 | |

| Deferred revenues | 312,002 | | | | 293,255 | | |

| Total current liabilities | 428,816 | | | | 412,258 | | |

| Total long term liabilities | 157,315 | | | | 144,728 | | |

| Total liabilities | 586,131 | | | | 556,986 | | |

| Retained earnings | 1,202,406 | | | | 1,072,521 | | |

| Total stockholders' equity | 1,038,161 | | | | 1,072,169 | | |

| Total liabilities and equity | $ | 1,624,292 | | | $ | 1,629,155 | |

| Balance, beginning of year | $ | 1,072,521 | | | $ | 944,078 | | | $ | 827,222 | |

| Net income | 201,136 | | | | 176,645 | | | | 154,984 | | |

| Balance, end of year | $ | 1,202,406 | | | $ | 1,072,521 | | | $ | 944,078 | |

| TOTAL STOCKHOLDERS' EQUITY | $ | 1,038,161 | | | $ | 1,072,169 | | | $ | 983,056 | |

| Change in prepaid expenses, prepaid cost of product and other | (15,386 | | ) | | (4,430 | | ) | | (22,962 | | ) |

| Change in deferred revenues | 15,072 | | | | 8,597 | | | | 896 | | |

| Proceeds from investments | — | | | | — | | | | 3,000 | | |

| Purchase of investments | — | | | | — | | | | (2,000 | | ) |

NOTE 1.

PRIOR PERIOD RECLASSIFICATION

Certain amounts included within the consolidated statements of cash flows for the years ended June 30, 2013 and 2012 have been restated to correct an error related to the presentation of excess tax benefits from stock based compensation within cash flows from operating activities.

As of the end of the period covered by this Annual Report on Form 10-K, an evaluation was carried out under the supervision and with the participation of our management, including [removed: our Company’s] [added: the Company's] Chief Executive Officer [removed: (CEO)] [added: ("CEO")] and Chief Financial Officer [removed: (CFO),] [added: ("CFO"),] of the effectiveness of the design and operation of our disclosure controls and procedures pursuant to Exchange Act Rules 13a-15 and 15d-15.

Based upon that evaluation, the CEO and CFO concluded [removed: that] [added: that, due to the material weakness discussed in Management's Annual Report on Internal Control over Financial Reporting,] our disclosure controls and procedures [removed: are] [added: were not] effective to ensure that information we are required to disclose in reports that we file or submit under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in SEC rules and forms.

For this purpose, disclosure controls and procedures include controls and procedures designed to ensure that information that is required to be disclosed under the Exchange Act is accumulated and communicated to the [removed: Company’s] [added: Company's] management, including the CEO and CFO, as [removed: appropriate] [added: appropriate,] to allow timely decisions regarding required disclosure.

The Management’s Report on Internal Control over Financial Reporting required by this Item 9A is in Item 8, “Financial Statements and Supplementary Data.” Deloitte & Touche LLP has audited our internal control over financial reporting as of June 30, [removed: 2014;] [added: 2015;] their report is included in Item 8 of this Form [removed: 10K.][added: 10-K.]

During the fiscal quarter ending June 30, [removed: 2014,] [added: 2015,] there [removed: has been] [added: was] no change in internal control over financial reporting that has materially affected, or is reasonably likely to affect, the [removed: Company’s] [added: Company's] internal control over financial reporting.

Notwithstanding the material weakness identified by Company management, each of the Company's CEO and CFO has concluded, based on his knowledge, that the consolidated financial statements included in this Form 10-K fairly present in all material respects the Company's financial condition, results of operations and cash flows of the Company as of, and for the periods presented in this report, in conformity with accounting principles generally accepted in the United States.

Changes in Internal Control over Financial Reporting

Remediation

The Company is implementing a number of remediation steps to address the material weakness discussed in Management's Annual Report on Internal Control over Financial Reporting.

With respect to the control deficiencies discussed in the Management's Report on Internal Control over Financial Reporting the following steps have been initiated.

| | |

| --- | --- |

| i. | Improve our risk assessment processes to identify inherent risks and complexities in accounting that could have financial reporting implications. |

| | |

| --- | --- |

| ii. | Increase training and knowledge development for the individuals tasked with understanding various technical accounting matters associated with the Company's multiple element arrangement revenue recognition policies. Additionally, engage and retain experienced external advisors for technical assistance. |

| | |

| --- | --- |

| iii. | Review and update our revenue recognition policies on a regular basis to incorporate changes in our business and accounting standards. |

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| --- | --- |

| iv. | Redesign of our contract review controls, focusing on key areas that may significantly impact revenue recognition. |

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| --- | --- |

| v. | Enhance the functionality of our systems and controls over reporting from the systems to account for bundled software arrangements properly. |

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| --- | --- |

| vi. | Develop improved internal audit programs and training for individuals tasked with monitoring our accounting for revenue recognition for multiple element software arrangements. |

The Company expects that the measures described above should remediate the material weakness identified and strengthen our internal control over financial reporting.

Management is committed to improving the Company's internal control processes.

As the Company continues to evaluate and improve its internal controls, additional measures to address the material weakness or modifications to certain of the remediation procedures described above may be

identified, which will be subject to audit procedures.

The Company expects to complete the required remedial actions during fiscal 2016.

Information required by Items 10, 11, 12, 13 and 14 of Part III is omitted from this report and will be filed within 120 days after the Company's June 30, [removed: 2014] [added: 2015] fiscal year end in the definitive proxy statement for our [removed: 2014] [added: 2015] Annual Meeting of Stockholders (the “Proxy Statement”).

\- Consolidated Statements of Income for the years ended June 30, [removed: 2014, 2013] [added: 2015, 2014] and [removed: 2012][added: 2013]

\- Consolidated Balance Sheets as of June 30, [removed: 2014] [added: 2015] and [removed: 2013][added: 2014]

\- Consolidated Statements of Changes in Stockholders’ Equity for the years ended June 30, [removed: 2014, 2013] [added: 2015, 2014] and [removed: 2012][added: 2013]

\- Consolidated Statements of Cash Flows for the years ended June 30, [removed: 2014, 2013] [added: 2015, 2014] and [removed: 2012][added: 2013]

| [removed: 10.40] [added: 10.52] | [removed: Amended and Restated] Credit Agreement among Jack Henry & Associates, Inc., [removed: Wells Fargo Bank, National Association, Bank of America, N.A., regions Bank and] U.S. Bank National [removed: Association,] [added: Association and certain other Lenders,] attached as Exhibit [removed: 10.1] [added: 10.52] to the Company’s Current Report on Form 8-K filed [removed: June 9, 2010.] [added: February 24, 2015.] |

* Furnished with this report on Form 10-K are the following documents formatted in XBRL (Extensible Business Reporting Language): (i) the Consolidated Balance Sheets at June 30, [removed: 2014] [added: 2015] and June 30, [removed: 2013,] [added: 2014,] (ii) the Consolidated Statements of Income for the years ended June 30, [removed: 2014, 2013] [added: 2015, 2014] and [removed: 2012,] [added: 2013,] (iii) the Consolidated Statements of Shareholders’ Equity for the years ended June 30, [removed: 2014, 2013] [added: 2015, 2014] and [removed: 2012,] [added: 2013,] (iv) the Consolidated Statements of Cash Flows for the years ended June 30, [removed: 2014, 2013] [added: 2015, 2014] and [removed: 2012,] [added: 2013,] and (v) Notes to Consolidated Financial Statements.

Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized this [removed: 26th] [added: 11th] day of [removed: August, 2014.][added: September, 2015.]

| /s/ John F. Prim John F. Prim | Chairman of the Board, Chief Executive Officer and Director | [removed: August 26, 2014] [added: September 11, 2015] |

| /s/ Kevin D. Williams Kevin D. Williams | Chief Financial Officer and Treasurer (Principal Accounting Officer) | [removed: August 26, 2014] [added: September 11, 2015] |

| /s/ Matthew Flanigan Matthew Flanigan | Director | [removed: August 26, 2014] [added: September 11, 2015] |

| /s/ Marla Shepard Marla Shepard | Director | [removed: August 26, 2014] [added: September 11, 2015] |

| /s/ Tom H. Wilson, Jr Tom H. Wilson, Jr | Director | [removed: August 26, 2014] [added: September 11, 2015] |

| /s/ Jacqueline R. Fiegel Jacqueline R. Fiegel | Director | [removed: August 26, 2014] [added: September 11, 2015] |

| /s/ Thomas A. Wimsett Thomas A. Wimsett | Director | [removed: August 26, 2014] [added: September 11, 2015] |

| /s/ Laura G. Kelly Laura G. Kelly | Director | [removed: August 26, 2014] [added: September 11, 2015] |

| 10.49 | Jack Henry & Associates, Inc. Deferred Compensation Plan, attached as Exhibit 10.49 to the Company’s Quarterly Report on Form 10-Q filed November 5, 2014. |

| 10.50 | Jack Henry & Associates, Inc. Non-Employee Directors Deferred Compensation Plan, attached as Exhibit 10.50 to the Company’s Quarterly Report on Form 10-Q filed November 5, 2014. |

| 10.51 | Form of Performance Shares Agreement under the Jack Henry & Associates, Inc. Restricted Stock Plan, attached as Exhibit 10.51 to the Company’s Quarterly Report on Form 10-Q filed November 5, 2014. |

| 10.53 | Form of Restricted Stock Unit Agreement under the Jack Henry & Associates, Inc. Restricted Stock Plan (Non-Employee Directors), attached as Exhibit 10.52 to the Company’s Quarterly Report on Form 10-Q filed June 25, 2015. |

| 10.54 | First Amendment to Credit Agreement, attached as Exhibit 10.53 to the Company’s Quarterly Report on form 10-Q filed June 25, 2015. |

| 10.55 | Second Amendment to Credit Agreement attached as Exhibit 10.54 to the Company’s Quarterly Report on form 10-Q filed June 25, 2015. |

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| /s/ Shruti Miyashiro Shruti Miyashiro | Director | September 11, 2015 |

| 10.42 | Form of Restricted Stock Unit Award Agreement, attached as Exhibit 10.2 to the Company’s Current Report on Form 8-K filed August 24, 2010. |