Jack Henry & Associates (JKHY) 10-K risk factor changes: FY2018 vs FY2017

The following is a description of some of the important risks and uncertainties that may cause our actual results of operations in future periods to differ [added: materially] from those expected or desired.

We rely on industry-standard encryption, network and Internet security systems, most of which we license from third parties, to provide the security and authentication necessary to effect secure transmission of [added: data and to prevent unauthorized access to our computer networks, systems, and] data.

Computer networks and the Internet are vulnerable to unauthorized access, computer viruses and other disruptive problems such as denial of service [removed: attacks and other forms of cyber-terrorism.][added: attacks.]

Under [removed: state] [added: state, federal,] and [removed: federal] [added: foreign] laws requiring consumer notification of security breaches, the costs to remediate security breaches can be substantial.

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

[removed: Any significant interruption of service could reduce revenue, have a negative impact on our reputation, result in damage claims, lead our present] and potential customers to choose other service providers, and lead to increased regulatory scrutiny of the critical services we provide to financial institutions, with resulting increases in compliance burdens and costs.

In addition, we rely on various third parties to [added: process transactions and] provide services in support of the processing of transactions and funds settlement for certain of our [removed: products.][added: products and services.]

The [added: Bureau of] Consumer Financial Protection [removed: Bureau] [added: ("CFPB")] was established, which is implementing numerous new regulations applicable to “supervised service providers” such as the Company.

[removed: Substantial software research and development and other corporate] resources have been and will continue to be applied to adapt our software products to this evolving, complex and often unpredictable regulatory environment.

[removed: If we fail to comply with these rules we] could be [removed: fined or our certifications could be] suspended or terminated, which could limit our ability to service our customers and result in reductions in revenues and increased costs of operations.

Our primary market consists of [removed: more than 5,870] [added: approximately 5,630] commercial and savings banks and more than [removed: 6,000] [added: 5,680] credit unions.

We have acquired a number of businesses in the [removed: past] [added: past, including the acquisition of Ensenta Corporation in December 2017,] and will continue to explore acquisitions in the future.

Our balance sheet includes goodwill and intangible assets that represent a significant portion of our total assets at June 30, [removed: 2017.][added: 2018.]

Other potential attacks include attempts to obtain unauthorized access to confidential information or destroy data, often through the introduction of computer viruses, ransomware or malware, cyber-attacks and other means.

To date, none of these types of attacks have had a material effect on our business or operations.

Such security attacks can originate from a wide variety of sources, including persons who are involved with organized crime or who may be linked to terrorist organizations or hostile foreign governments.

Those same parties may also attempt to fraudulently induce employees, customers or other users of our systems to disclose sensitive information in order to gain access to our data or that of our customers or clients.

We are also subject to the risk that our employees may intercept and transmit unauthorized confidential or proprietary information.

An interception, misuse or mishandling of personal, confidential or proprietary information being sent to or received from a customer or third party could result in legal liability, remediation costs, regulatory action and reputational harm, any of which could adversely affect our results of operations and financial condition.

Any significant interruption of service could reduce revenue, have a negative impact on our reputation, result in damage claims, lead our present

Failures of third party service providers we rely upon could lead to financial loss.

JHA relies on third party service providers to support key portions of its operations.

JHA also relies on third party service providers to provide part or all of certain services it delivers to customers.

While we have selected these third party vendors carefully, we do not control their actions.

A failure of these services by a third party could have a material impact upon JHA’s delivery of its services to customers.

Such a failure could lead to damages claims, loss of customers, and reputational harm, depending on the duration and severity of the failure.

Third parties perform significant operational services on our behalf.

These third-party vendors are subject to similar risks as us relating to cybersecurity, breakdowns or failures of their own systems or employees.

One or more of our vendors may experience a cybersecurity event or operational disruption and, if any such event does occur, it may not be adequately addressed, either operationally or financially, by the third party vendor.

Certain of our vendors may have limited indemnification obligations or may not have the financial capacity to satisfy their indemnification obligations.

If a critical vendor is unable to meet our needs in a timely manner or if the services or products provided by such a vendor are terminated or otherwise delayed and if we are not able to develop alternative sources for these services and products quickly and cost-effectively, it could have a material adverse effect on our business.

This includes rules enacted by the New York Department of Financial Services that require covered financial institutions to have a cyber security program along with other compliance requirements.

The unique data protection regulations issued by multiple agencies has created a fragmented series of requirements that makes it increasingly complex to comply with all of the mandates in an efficient manner.

Substantial software research and development and other corporate

If we fail to comply with these rules we could be fined or our certifications

Unfavorable future tax law changes could adversely affect our tax expense.

The U.S. recently enacted significant tax reform and certain provisions of the new law could have an adverse impact to us.

Unfavorable future tax law changes could also result in these negative impacts.

Although we cannot predict whether or in what form such legislation will pass, if enacted it could have a material adverse effect on our business and financial results.

We may not be able to manage growth.

We have grown both internally and through acquisitions.

Our expansion has and will continue to place significant demands on our administrative, operational, financial and management personnel

and systems.

We may not be able to enhance and expand our product lines, manage costs, adapt our infrastructure and modify our systems to accommodate future growth.

The following section provides management's view of the [added: Company's] financial condition and results of operations and should be read in conjunction with the Selected Financial Data, the audited Consolidated Financial Statements, and related notes included elsewhere in this report.

Jack Henry & Associates, Inc. (JHA) is headquartered in Monett, Missouri, employs [removed: nearly 6,100] [added: approximately 6,400] associates nationwide, and is a leading provider of technology solutions and payment processing services primarily for financial services organizations.

Jack Henry Banking® supports [removed: banks] [added: banks,] ranging from community banks to [removed: multi-billion dollar] [added: multi-billion-dollar] institutions with assets up to $50 billion, with information and transaction processing solutions.

JHA's integrated solutions are available for [removed: in-house, outsourced,] [added: in-house] or [removed: hosted] [added: outsourced] delivery.

Through internal product development, disciplined acquisitions, and alliances with companies offering niche solutions that complement our proprietary solutions, we regularly introduce new products and services and generate new cross-sales opportunities across our three [added: primary] business brands.

We provide compatible computer hardware for our in-house installations and secure processing environments for our outsourced [removed: and hosted] solutions.

Our support infrastructure and strict standards provide service levels we believe to be the highest in the markets we serve and generate high levels of customer [removed: satisfaction and retention.]

[removed: Support] [added: implementation services, consulting,] and [removed: service fees also include in-house] [added: hardware; and "In-house support" revenue, which is composed of] maintenance fees which primarily contain annual contract [removed: terms, implementation services revenue, and bundled services revenue, which is a combination of license, implementation, and maintenance revenue][added: terms.]

During the last five fiscal years, our revenues have grown from [removed: $1,107,524] [added: $1,173,173] in fiscal [removed: 2013] [added: 2014] to [removed: $1,431,117] [added: $1,536,603] in fiscal [removed: 2017.][added: 2018.]

[removed: This] [added: The revenue] growth has resulted primarily from internal expansion.

The respective segments include all related [removed: license, support and service, and hardware sales] [added: revenues] along with the related cost of sales.

All dollar and share [removed: amounts] [added: amounts, except per share amounts,] are in thousands and discussions compare fiscal [removed: 2017] [added: 2018] to fiscal [removed: 2016] [added: 2017] and compare fiscal [removed: 2016] [added: 2017] to fiscal [removed: 2015.][added: 2016.]

In fiscal 2017, revenues increased 6% or $76,471 compared to fiscal [removed: 2016, with] [added: 2016 due primarily to] strong growth [removed: continuing] in [removed: our support and service revenues, particularly our outsourcing services, electronic payment services,] [added: services] and [removed: bundled services.][added: support revenue, as discussed below.]

[removed: Net operating] [added: Operating] expenses increased [removed: 11% year over year,] [added: 7%, partially] due [removed: mainly] to the gain on the sale of our Alogent business ("Alogent") [removed: to Antelope Acquisition Co., an affiliate of Battery Ventures,] in [removed: the prior year,] [added: fiscal 2016,] which is discussed below in the operating expenses section.

Provision for income taxes increased 9% [added: in fiscal 2017] compared to [removed: the prior year,] [added: fiscal 2016] due a lower [removed: prior year] effective tax [removed: rate,] [added: rate in the earlier year,] which is described in the following discussion.

The above changes resulted in a 1% decrease in net income for fiscal [removed: 2017.][added: 2017 compared to the prior fiscal year.]

We move into fiscal [removed: 2018] [added: 2019] following a strong performance in fiscal [removed: 2017.][added: 2018.]

Our customers continue to face regulatory and operational challenges which our products and services address, and in these [removed: times] [added: times,] they have an even greater need for our solutions that directly address institutional profitability, efficiency, and security.

A detailed discussion of the major components of the results of operations for the fiscal year ended June 30, [removed: 2017] [added: 2018] follows.

| [removed: License] [added: Processing] Revenue | Year Ended June 30, | | | | | | | | % Change | |

| | [added: 2018 | | | | % Change | | |] 2017 | | | | [removed: 2016] [added: % Change] | | | [added: 2016] | | |

| Percentage of total revenue | [removed: <1%] [added: 64] | | [added: %] | | [removed: <1%] [added: 64] | | [added: %] | | | |

| [removed: Support] [added: Services] and [removed: Service] [added: Support] Revenue | Year Ended June 30, | | | | | | | | % Change | |

| | [added: 2018 | | | | % Change | | |] 2017 | | | | [removed: 2016] [added: % Change] | | | [added: 2016] | | |

| Percentage of total revenue | [removed: 97] [added: 36] | | % | | [removed: 96] [added: 36] | | % | | | |

| [removed: Hardware] [added: Cost of] Revenue | Year Ended June 30, | | | | | | | | % Change | |

| Percentage of total revenue | [removed: 3] [added: 12] | | % | | [removed: 4] [added: 11] | | % | | | |

| [added: Processing] | Year Ended June 30, | | | | | | | | % Change | |

| Percentage of total revenue | [removed: <1%] [added: 64] | | [added: %] | | [removed: <1%] [added: 64] | | [added: %] | | | |

| Percentage of total revenue | [removed: 55] [added: 36] | | % | | [removed: 54] [added: 36] | | % | | | |

| Percentage of total revenue | [removed: 2] [added: 11] | | % | | [removed: 3] [added: 12] | | % | | | |

| [removed: TOTAL COST OF SALES] [added: Cost of Revenue] | $ | 819,034 | | | $ | 773,651 | | | 6 | % |

| [removed: Selling] [added: Selling, General,] and [removed: Marketing] [added: Administrative] | Year Ended June 30, | | | | | | | | % Change | |

| Research [removed: and] [added: &] Development | Year Ended June 30, | | | | | | | | % Change | |

Research and development expenses increased primarily due to [added: increased salary and benefit expenses, in part due to] a 4% increase in headcount, but were consistent with the prior year as a percentage of total revenue.

| [removed: General] [added: Selling, General,] and Administrative | Year Ended June 30, | | | | | | | | % Change | |

[removed: General] [added: Selling, general] and administrative costs included all expenses related to [added: sales efforts, commissions,] finance, legal, and human resources, plus all administrative costs.

[removed: These] [added: Research and development] expenses increased primarily due to a 4% increase in headcount, but were [removed: a] consistent [removed: percentage of revenue in each year.]

In fiscal 2017, we recognized gains on [removed: the disposals] [added: disposal] of businesses totaling $3,270.

$2,136 was related to [removed: last year's] [added: the] sale of Alogent, and $1,134 related to the sale of our Regulatory Filing products to Fed Reporter on May 1, 2017.

satisfaction and retention.

Net income has grown from $186,715 in fiscal 2014 to $376,660 in fiscal 2018.

Net income in fiscal 2018 included a net tax benefit of $118,367 recorded as result of the TCJA.

Our two primary revenue streams are "Services and support" and "Processing".

Services and support includes: "Outsourcing and cloud" fees that predominantly have contract terms of five years or longer at inception; "Product delivery and services" revenue, which includes revenue from the sales of licenses, implementation services, consulting, and hardware; and "In-house support" revenue, which is composed of maintenance fees which primarily contain annual contract terms.

Processing revenue includes: "Remittance" revenue from payment processing, remote capture, and automated clearing house (ACH) transactions; "Card" fees, including card transaction processing and monthly fees; and "Transaction and digital" revenue, which includes transaction and mobile processing fees.

We have four reportable segments: Core, Payments, Complementary, and Corporate and Other.

FISCAL 2018 COMPARED TO FISCAL 2017

In fiscal 2018, revenues increased 7% or $105,486 compared to fiscal 2017.

Deconversion fees increased $6,021 compared to the prior fiscal year, and we had revenue from fiscal 2018 acquisitions totaling $17,145.

Excluding these factors, and excluding $9,341 of revenue from the fiscal 2017 year-to-date period related to divestitures, total revenue still increased 7%, with strong growth in each of our revenue streams as discussed in detail below.

Operating expenses increased 8% year over year.

Excluding costs related to deconversion fees from each year, expenses related to fiscal 2018 acquisitions, fiscal 2017 costs related to divestitures, and gains on the disposals of businesses from each year, operating expenses increased 7%.

The TCJA had a large impact on our provision for income taxes and net income, which are discussed below.

| | 2018 | | | | 2017 | | | | | |

| Services and Support | $ | 978,421 | | | $ | 917,548 | | | 7 | % |

Services and support includes: "Outsourcing and cloud" fees that predominantly have contract terms of five years or greater at inception; "Product delivery & services" revenue, which includes revenue from the sales of licenses, implementation services, consulting, and hardware; and "In-house support" revenue, which is composed of maintenance fees which primarily contain annual contract terms.

In the fiscal year ended June 30, 2018, services and support revenue grew 7% over the prior fiscal year.

Excluding deconversion fees, which totaled $45,537 in fiscal 2018 and $39,516 in fiscal 2017; revenue from fiscal 2018 acquisitions totaling $8,851; and fiscal 2017 revenue related to divestitures of $9,188, services and support revenue grew 6%.

The increase was primarily driven by an increase in outsourcing and cloud revenue, along with an increase in product delivery and services revenue resulting from completion of revised contractual obligations on several of our bundled arrangements.

| | 2018 | | | | 2017 | | | | | |

| Processing | $ | 558,182 | | | $ | 513,569 | | | 9 | % |

Processing revenue includes: "Remittance" revenue from payment processing, remote capture, and automated clearing house (ACH) transactions; "Card" fees, including card transaction processing and monthly fees; and "Transaction and digital" revenue, which includes transaction and mobile processing fees.

We continually seek opportunities to increase revenue while at the same time containing costs to expand margins.

Processing revenue increased 9% for the fiscal year ended June 30, 2018 as compared to the fiscal year ended June 30, 2017.

Excluding $8,294 of revenue from fiscal 2018 acquisitions, and excluding fiscal 2017 revenue related to divestitures totaling $153, processing revenue increased 7% for the year with significant increases in each of its three components.

| | 2018 | | | | 2017 | | | | | |

| Cost of Revenue | $ | 873,642 | | | $ | 819,034 | | | 7 | % |

Cost of Revenue increased compared to fiscal 2017, but remained consistent as a percentage of total revenue.

The increase was primarily due to a 6% expansion in headcount at June 30, 2018 compared to June 30, 2017 driving increased salaries and benefits.

Other factors to the increase include higher amortization related to capitalized software, higher direct costs of product and increased spending related to our strategic partnership with First Data and PSCU to expand our credit and debit card platform.

We also had other one-time expenses included in cost of revenue which totaled $3,782 included in fiscal 2018 cost of sales.

Fiscal 2017 cost of sales included an impairment loss of $3,275.

| | 2018 | | | | 2017 | | | | | |

| Research & Development | $ | 90,340 | | | $ | 84,753 | | | 7 | % |

| | 2018 | | | | 2017 | | | | | |

| Selling, General, and Administrative | $ | 182,146 | | | $ | 162,898 | | | 12 | % |

These expenses increased primarily due to increased commissions, salaries, and professional service expenses due to contracting with outside experts in preparation for our adoption of the new Accounting Standards Codification ("ASC") Topic 606 revenue standard.

In fiscal 2018, we recognized gains on the disposal of businesses totaling $1,894, due to the sales of our ATM Manager and jhaDirect product lines.

In fiscal 2017, we recognized gains on the disposals of businesses totaling $3,270, with $2,136 related to the fiscal 2016 sale of Alogent, and $1,134 related to the sale of our Regulatory Filing products.

A significant proportion of our revenue is derived from recurring outsourcing fees and electronic payment transaction processing fees that predominantly have contract terms of five years or greater at inception.

from our revenue arrangements.

Less predictable software license fees and hardware sales complement our primary revenue sources.

Net income has grown from $167,610 in fiscal 2013 to $245,793 in fiscal 2017.

We have two reportable segments: bank systems and services and credit union systems and services.

Cost of sales increased 6%, in line with revenue, and gross profit increased 5%.

All dollar amounts are in thousands and discussions compare the current fiscal year ended June 30, 2017 to the prior fiscal year ended June 30, 2016.

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

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

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

| License | $ | 2,385 | | | $ | 3,041 | | | (22 | )% |

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

We license our proprietary software products under standard license agreements that typically provide the customer with a non-exclusive, non-transferable right to use the software on a single computer and for a single financial institution.

Non-bundled license revenue decreased due mainly to a reduction in standalone license sales in our Bank segment, with Alogent headwinds accounting for $570 of that decrease.

Excluding the Alogent headwind, license revenue decreased 3%.

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

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

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

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

| Support and service | $ | 1,384,338 | | | $ | 1,300,978 | | | 6 | % |

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

| | Year over Year | | | | | | | | | |

| | $ Change | | | | % Change | | | | | |

| In-House Support & Other Services | $ | 2,790 | | | 1 | | % | | | |

| Electronic Payment Services | 26,930 | | | | 5 | | % | | | |

| Outsourcing Services | 39,822 | | | | 13 | | % | | | |

| Implementation Services | (8,837 | | ) | | (14 | | )% | | | |

| Bundled Products & Services | 22,655 | | | | 24 | | % | | | |

| Total Increase | $ | 83,360 | | | | | | | | |

Support and service revenues are generated from supporting our in-house customers in operating their systems and to enhance and update the software, electronic payment services, outsourced data processing services, implementation services (including conversion, installation, configuration and training) and revenue from our bundled software multi-element agreements.

There was growth in most support and service revenue components in fiscal 2017, despite Alogent revenue of $27,673 included in the prior year.

Excluding that headwind, support and services grew 9%.

In-house support and other services revenue increased despite headwinds of $13,062 created from the Alogent sale.

Excluding the Alogent headwind, in-house support and other services revenue increased 5%.

The increase was due mainly to increased revenue from work orders and from customers consulting with our Client Services Consulting group.

The group's operational assessments help banks and credit unions maximize their operating efficiency and productivity, identify new revenue and market opportunities, and reduce costs.

Electronic payment services continued to show growth over the prior year.

The revenue increases are mainly attributable to strong performance across debit/credit card risk management and transaction processing services, remote capture and ACH processing, and online bill payment services.

Deconversion fees (fees charged when customer agreements are terminated prior to the end of their contracted term) for electronic payment services decreased $2,901 compared to the prior year.

Excluding these fees from both years, electronic payment services revenue increased 6%.

We have no outstanding debt with variable interest rates as of June 30, 2018, and are therefore not currently exposed to interest rate risk.

Based on our outstanding debt with variable interest rates as of June 30, 2017, a 1% increase in our borrowing rate would increase interest expense by $500 on an annual basis.

JHA provides its products and services through three [added: primary] business brands:

| • | Jack Henry Banking is a leading provider of integrated data processing systems to [removed: approximately 1,080] [added: over 1,060] banks ranging from community banks to [removed: multi-billion dollar] [added: multi-billion-dollar] institutions with assets of up to $50 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: approximately 820] [added: nearly 830] 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 core agnostic 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 over 9,000 [removed: domestic and international] customers. |

Our products and services [removed: enable] [added: provide] our customers [removed: to implement technology] solutions that can be tailored to support their unique growth, service, operational, and performance goals.

Our solutions also enable financial institutions to offer the high-demand products and services required [added: by their customers] to compete more successfully, and to capitalize on evolving trends shaping the financial services industry.

[removed: The] [added: We believe the] results of this extensive survey process confirm that our service consistently exceeds our customers’ expectations and generates excellent customer retention rates.

The majority of our revenue is derived from recurring electronic payment solutions and outsourcing services that both generally have contract terms of five years or greater, and support and services provided to our in-house customers that are typically on a [removed: one year] [added: one-year] contract.

JHA ended fiscal [removed: 2017] [added: 2018] with [removed: $1,431.1] [added: $1,536.6] million in revenue.

[removed: This] [added: Our annual revenue] has increased from [removed: $1,017.7] [added: $1,107.5] million [removed: at the end of] [added: for] fiscal [removed: 2012,] [added: 2013,] representing a compound annual growth rate during this five-year period of 7%.

Information regarding the classification of our business into [added: four] separate segments [removed: serving the banking and credit union industries] is set forth in Note 13 to the Consolidated Financial Statements (see Item 8).

JHA’s progress and performance have been guided by the focused work ethic and fundamental ideals fostered by the Company’s founders [removed: 41] [added: 42] years ago:

According to the Federal Deposit Insurance Corporation (“FDIC”), there were [removed: more than 5,870] [added: approximately 5,630] commercial banks [removed: and]

[added: and] savings institutions in this asset range as of December 31, [removed: 2016.][added: 2017.]

Jack Henry Banking currently supports [removed: approximately 1,080] [added: over 1,060] of these banks with its core information processing platforms and complementary products and services.

According to the Credit Union National Association (“CUNA”), there were more than [removed: 6,000] [added: 5,680] domestic credit unions as of December 31, [removed: 2016.][added: 2017.]

Symitar currently supports [removed: approximately 820] [added: nearly 830] of these credit unions with core information processing platforms and complementary products and services.

The FDIC reports the number of commercial banks and savings institutions declined 20% from the beginning of calendar year [removed: 2012] [added: 2013] to the end of calendar year [removed: 2016,] [added: 2017,] due mainly to mergers.

Although the number of banks declined at a 4% compound annual rate during this period, aggregate assets increased at a compound annual rate of 4% and totaled [removed: $15.6] [added: $16.2] trillion as of December 31, [removed: 2016.][added: 2017.]

There were [removed: no] [added: five] new bank charters issued in calendar year [removed: 2016,] [added: 2017,] compared to [removed: one] [added: zero] in the [removed: 2015] [added: 2016] calendar year.

Comparing calendar years [removed: 2016] [added: 2017] to [removed: 2015,] [added: 2016, the number of] mergers decreased [removed: 17%.][added: 8%.]

CUNA reports the number of credit unions declined 18% from the beginning of calendar year [removed: 2012] [added: 2013] to the end of calendar year [removed: 2016.][added: 2017.]

Although the number of credit unions declined at a 4% compound annual rate during this period, aggregate assets increased at a compound annual rate of 6% and totaled [removed: $1.3] [added: $1.4] trillion as of December 31, [removed: 2016.][added: 2017.]

Institutions are recognizing that attracting and retaining customers/members in today’s highly competitive financial industry and realizing [removed: near] [added: near-term] and [removed: long term] [added: long-term] performance goals are often technology-dependent.

[removed: JHA’s] [added: Our] mission is to protect and increase the value of [removed: its] [added: our] stockholders' investment by providing quality [removed: products] [added: solutions] and [removed: services] [added: industry-leading service] to our customers.

| • | [removed: Concentrating] [added: Concentrate] our activities on what we know best - [removed: information systems] [added: technology solutions] and services for financial [removed: institutions;] [added: institutions.] |

| • | [removed: Providing] [added: Provide] outstanding commitment and service to our customers so that the perceived value of our [removed: products] [added: solutions] and services is consistent with the real [removed: value; and] [added: value.] |

| • | [removed: Maintaining] [added: Maintain] a work environment that is personally, professionally, and financially rewarding [removed: to] [added: for] our employees. |

We have a disciplined approach to acquisitions and have been successful in supplementing our organic growth with [added: 31] strategic [removed: acquisitions, including 29] acquisitions since the end of fiscal 1999.

We have completed [removed: one acquisition] [added: three acquisitions] in the last 3 years.

After [removed: 41] [added: 42] years in [removed: business] [added: 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: five] [added: three] most recent acquisitions were:

Our proprietary solutions are marketed through three [added: primary] business brands:

| • | 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, digital and mobile internet banking and electronic payment solutions, risk management and protection, and item and document imaging solutions. Our banking solutions have state-of-the-art functional capabilities, and we can re-market the hardware required by each software system. Our banking solutions can be delivered in-house or through outsourced delivery model, and are backed by a company-wide commitment to provide exceptional personal service. Jack Henry Banking is a recognized market leader, currently supporting [removed: approximately 1,080] [added: over 1,060] 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, digital and mobile internet banking and electronic payment solutions, risk management and protection, and item and document imaging solutions. Our credit union solutions also have state-of-the-art functional [removed: capabilities, and we can] [added: capabilities. We also] re-market the hardware required by each software system. Our credit union solutions can |

Symitar currently supports [removed: approximately 820] [added: nearly 830] credit union customers.

| • | ProfitStars is a leading provider of specialized products and services assembled [added: primarily] through our focused diversification acquisition strategy. These core agnostic 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 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 over 9,000 [removed: 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. |

| • | SilverLake®, a robust IBM Power System™ (i/OS) based system primarily designed for commercial-focused banks with assets ranging from $500 million to $50 billion. However, some progressive smaller banks and [removed: start-up] [added: de novo (start-up)] banks also select SilverLake. This system is in use by over [removed: 390] [added: 400] banks, and now automates approximately [removed: 6.7%] [added: 7%] of the domestic banks with assets less than $50 billion. |

| • | CIF 20/20®, a parameter-driven, easy-to-use system that now supports [removed: over 490] [added: nearly 460] banks ranging from de novo institutions to those with assets exceeding $2 billion. CIF 20/20 is [added: among] the most widely used IBM Power System™ (i/OS) core processing [removed: system] [added: systems] in the [added: U.S.] community bank market. |

| • | Episys®, a robust IBM Power System™ (AIX®) based system primarily designed for credit unions with more than $50 million in assets. It has been implemented by [removed: nearly 660] [added: over 670] credit unions and [added: according to National Credit Union Administration data,] is [removed: ranked as] the system implemented by more credit unions with assets exceeding $25 million than any other alternative system. |

Net income has grown from $167.6 million to $376.7 million during this same five-year period, although fiscal 2018 net income included a large tax benefit of $118.4 million for adjustments recorded as a result of the Tax Cuts and Jobs Act of 2017 ("TCJA").

In accomplishing this, we feel that it is important to:

| • | Providing highly specialized core agnostic complementary products and services to financial institutions, including institutions not utilizing a Jack Henry core operating system, and diverse corporate entities. |

| 2018 | Ensenta Corporation | Real-time, cloud-based solutions for mobile and online payments and deposits |

| 2018 | Vanguard Software Group | Underwriting, spreading, and online decisioning of commercial loans |

| • | Faster Payments includes the development of JHA PayCenter, a payments hub that provides streamlined, secure payment capabilities for sending and receiving transactions instantly 24 hours a day, 365 days a year, through JHA’s core and complementary solutions with direct connections to real-time networks. |

purchase hardware and related maintenance services at a discount and resell them directly to our customers.

| | |

| --- | --- |

| | |

| --- | --- |

Backlog as

security monitoring and Hosted Network Solutions (HNS) through our Gladiator unit, and Cloud Services and business recovery services through Centurion Disaster Recovery.

Net income has grown from $152.0 million to $245.8 million during this same five-year period, representing a compound annual growth rate of 10%.

We perform this mission by:

| 2014 | Banno | Mobile banking, web development and data-enriched marketing technology |

| 2010 | iPay Technologies | Electronic bill payment and P2P services |

| 2010 | PEMCO Technology Services | Payment transaction processing solutions for credit unions |

| 2010 | Goldleaf Financial Solutions | Integrated technology and payment processing solutions |

Instead, we rely on a combination of contractual

reliability, and security, as well as disaster preparedness and business recovery planning.

Of our full-time employees, approximately 983 are employed in the Credit Union segment of our business, with the remainder employed in the Bank segment or in general and administrative functions that serve both segments.

In accordance with U.S. [removed: GAAP,] [added: generally accepted accounting principles ("U.S. GAAP"),] we record a liability when it is both probable that a liability has been incurred and the amount of the loss can be reasonably estimated.

10-K 1 [removed: jkhy-20170630x10k.htm] [added: jkhy-20180630x10k.htm] FORM 10-K FOR FISCAL YEAR ENDED JUNE 30, [removed: 2017][added: 2018]

| | For the fiscal year ended June 30, [removed: 2017] [added: 2018] |

See the definitions of “large accelerated filer,” ”accelerated filer,” “smaller reporting company,” and "emerging growth [removed: company] [added: company"] in Rule 12b-2 of the Exchange Act.

On December [removed: 31, 2016,] [added: 29, 2017,] the aggregate market value of the Common Stock held by persons other than those who may be deemed affiliates of Registrant was [removed: $6,851,199,964] [added: $8,997,853,020] (based on the average of the reported high and low sales prices on NASDAQ on December [removed: 31, 2016).][added: 29, 2017).]

As of August [removed: 16, 2017,] [added: 15, 2018,] the Registrant had [removed: 77,438,286] [added: 77,178,813] shares of Common Stock outstanding ($0.01 par value).

Portions of the Company's Notice of Annual Meeting of Stockholders and Proxy Statement for its [removed: 2017] [added: 2018] Annual Meeting of Stockholders (the "Proxy Statement") are incorporated by reference into Part [removed: II, Item 5 and into Part] III of this [removed: Report.][added: Report to the extent stated herein.]

| ITEM 1. | BUSINESS | [removed: [5](#sE1A7A1A6F15953DA84FA66B1576B35FE)] [added: [5](#sF04D1D6828255BD29FD975378C2B6C88)] |

| ITEM 1A. | RISK FACTORS | [removed: [13](#s0BB08FAA1D025447A1D65063260FD5E9)] [added: [13](#sDB2B2A1D33685292BAA5A445BEEA8B1F)] |

| ITEM 1B. | UNRESOLVED STAFF COMMENTS | [removed: [16](#sBA8464B76F2C5D0A8DB44AC12976E5B9)] [added: [16](#sFFE0533EFFFF522CB0A538633477F00E)] |

| ITEM 2. | PROPERTIES | [removed: [16](#s63763D8789BF5B16ABD2BDCAAB51A956)] [added: [17](#s5A90DCCB9EF2578E85245723B7AE84A2)] |

| ITEM 3. | LEGAL PROCEEDINGS | [removed: [16](#s7E46A0EDFF165E9AB3DB58A52C94D7A0)] [added: [17](#sFE86177AD5A159569C0062228DA481CF)] |

| ITEM 4. | MINE SAFETY DISCLOSURES | [removed: [16](#s800752C0706C5BF19F93A6131407EB4B)] [added: [17](#s684934A354C05A5B98093A5D4E636B6D)] |

| ITEM 5. | MARKET FOR REGISTRANT'S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES | [removed: [17](#sEB2CF3D4BCD557839F47F1D31D27DC76)] [added: [18](#s25ED5F497C0F5BD3A45DE1AD8854E455)] |

| ITEM 6. | SELECTED FINANCIAL DATA | [removed: [19](#s8DC5CCD8F81857E697DE481195A46D19)] [added: [20](#s14FB3C99560D51EC816AE92A410B122E)] |

| ITEM 7. | MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS | [removed: [19](#s605C0D2F6E3156E38AC40DCAC78DD993)] [added: [20](#s20B72DFDF1AD516FAF933E6B4341F03F)] |

| ITEM 7A. | QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK | [removed: [33](#sA9A19356507251B1A576B0E00693BC59)] [added: [32](#sB8314E0CB88357B6994CB22DEFD2CF64)] |

| ITEM 8. | FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA | [removed: [34](#s6DC4E0121E00541688652378869EF3FD)] [added: [33](#sF2BB38AB59E859E4882BA6BAD004A15F)] |

| ITEM 9. | CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE | [removed: [61](#sD1DDBB4F62195DFEA95F1AD35FD4C602)] [added: [64](#s75EBCCF19BEB51E1A2EB28D72E6132F3)] |

| ITEM 9A. | CONTROLS AND PROCEDURES | [removed: [61](#sD626894BA9EF520BAF71F313F7252C9C)] [added: [64](#sBC82495BBF10525E8C77F38471714523)] |

| ITEM 9B. | OTHER INFORMATION | [removed: [61](#s3C3F3D4BFA0C54068AA8404B097DC35B)] [added: [64](#sDF717FD5E96F5DF79037DE48421F34D9)] |

| ITEM 10. | DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE | [removed: [62](#s67ED0CFD94955F37A749AAC35F4A69FE)] [added: [65](#sDD6F26B73E645CAC97F63A046941F82E)] |

| ITEM 11. | EXECUTIVE COMPENSATION | [removed: [62](#s017BE35333E35B80A20CEEFEA5FDADD1)] [added: [65](#s2AB207AC2125577DBE521D83AA1C62FD)] |

| ITEM 12. | SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS | [removed: [62](#sBE43F07F75605ED7965021E96E05D5FE)] [added: [65](#s75B41DB08E255F359FA0CFD05ED8F45D)] |

| ITEM 13. | CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE | [removed: [62](#s0DC2E832938458A18EBB94639BABA049)] [added: [65](#s4849DE4D87A55D1992DD276D2AD31605)] |

| ITEM 14. | PRINCIPAL ACCOUNTANT FEES AND SERVICES | [removed: [62](#sB674E9D45750583E961DBC6DE6C3DE49)] [added: [65](#s44F95983C80750DD8B90FDE209C8A481)] |

| ITEM 15 | EXHIBITS AND FINANCIAL STATEMENT SCHEDULES | [removed: [63](#s6DA6B3B1800D5EAEAC54008DE7F4B1D4)] [added: [66](#sE5610213A65C56ED975AA2A86B64198B)] |

| ITEM 16 | FORM 10-K SUMMARY | [removed: [65](#s34E9BD57BFEB5677AB1CA04E4B799F46)] [added: [68](#s01378026C9D35764B522598E5C7C7288)] |

Certain statements in this report, other than purely historical information, including estimates, projections, statements relating to our business plans, objectives and expected operating results, and the assumptions upon which those statements are based, are “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995, Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of [removed: 1934.][added: 1934 (the "Exchange Act").]

Forward-looking statements generally are identified by the words “believe,” “project,” “expect,” “anticipate,” “estimate,” [added: "future," "intend," "plan," "predict," "will," "would," "could," "can," "may,"] and similar expressions.

We undertake no obligation to update or revise publicly any forward-looking statements, whether as a result of new information, future events, or [removed: otherwise.][added: otherwise, except as required by law.]

Such proxy statement will be filed with the Securities and Exchange Commission within 120 days of the Company's fiscal year ended June 30, 2018.

Unless otherwise stated, references to particular years, quarters, months, or periods refer to the Company's fiscal years ended in June and the associated quarters, months, and periods of those fiscal years.

We own 154 acres located in Monett, Missouri on which we maintain [removed: nine] [added: eight] office buildings, plus shipping & [removed: receiving] [added: receiving, security,] and maintenance buildings.

We have [removed: 35] [added: 37] leased office facilities in [removed: 20] [added: 22] states, which total approximately [removed: 653,000] [added: 667,000] square feet.

We own [removed: four] [added: five] aircraft.

Of our facilities, the Credit Union segment uses office space totaling approximately 195,500 square feet in fifteen facilities.

The majority of our San Diego, California offices are used in the Credit Union segment, as are portions of fourteen other office facilities.

The remainder of our leased and owned facilities, approximately 1,457,500 square feet of office space, is primarily devoted to serving our Bank segment or supports our whole business.

| | | Fiscal [removed: 2017] [added: 2018] | | | | | | | | Fiscal [removed: 2016] [added: 2017] | | | | | | |

| Fourth Quarter | | $ | [removed: 106.46] [added: 133.47] | | | $ | [removed: 91.50] [added: 116.79] | | | $ | [removed: 87.27] [added: 106.46] | | | $ | [removed: 80.44] [added: 91.50] | |

| Third Quarter | | [removed: 95.64] [added: 127.31] | | | | [removed: 88.11] [added: 112.78] | | | | [removed: 86.23] [added: 95.64] | | | | [removed: 73.19] [added: 88.11] | | |

| Second Quarter | | [removed: 91.06] [added: 119.82] | | | | [removed: 79.00] [added: 102.44] | | | | [removed: 79.92] [added: 91.06] | | | | [removed: 68.31] [added: 79.00] | | |

| First Quarter | | [removed: 89.89] [added: 109.67] | | | | [removed: 85.00] [added: 98.16] | | | | [removed: 71.75] [added: 89.89] | | | | [removed: 63.84] [added: 85.00] | | |

Quarterly dividends per share paid on the common stock for the two most recent fiscal years ended [removed: 2017] [added: 2018] and [removed: 2016] [added: 2017] are as follows:

| | | Fiscal [removed: 2017] [added: 2018] | | | | Fiscal [removed: 2016] [added: 2017] | | |

| Fourth Quarter | | $ | [removed: 0.310] [added: 0.370] | | | $ | [removed: 0.280] [added: 0.310] | |

| Third Quarter | | [removed: 0.310] [added: 0.370] | | | | [removed: 0.280] [added: 0.310] | | |

| Second Quarter | | [removed: 0.280] [added: 0.310] | | | | [removed: 0.250] [added: 0.280] | | |

| First Quarter | | [removed: 0.280] [added: 0.310] | | | | [removed: 0.250] [added: 0.280] | | |

On August 16, [removed: 2017,] [added: 2018,] there were approximately [removed: 94,800] [added: 125,900] holders of the Company’s common stock, including individual participants in security position listings.

On that same date the last sale price of the common shares as reported on NASDAQ was [removed: $101.59] [added: $142.50] per share.

The following shares of the Company were repurchased during the quarter ended June 30, [removed: 2017:][added: 2018:]

(1) [removed: 250,000] [added: 145,983] shares were purchased through a publicly announced repurchase plan.

There were [removed: 345] [added: 310] shares surrendered to the Company to satisfy tax withholding obligations in connection with employee restricted stock awards.

The following chart presents a comparison for the five-year period ended June 30, [removed: 2017,] [added: 2018,] of the market performance of the Company’s common stock with the S&P 500 Index and an index of peer companies selected by the [removed: Company:][added: Company.]

[removed: ][added: ]

| | [removed: 2012 | |] 2013 | | 2014 | | 2015 | | 2016 | | 2017 | | [added: 2018 | |]

This comparison assumes $100 was invested on June 30, [removed: 2012,] [added: 2013,] and assumes reinvestments of dividends.

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

| April 1- April 30, 2018 | — | | | $ | — | | | — | | | 4,028,696 | |

| May 1- May 31, 2018 | — | | | $ | — | | | — | | | 4,028,696 | |

| June 1- June 30, 2018 | 146,293 | | | $ | 129.92 | | | 145,983 | | | 3,882,713 | |

| Total | 146,293 | | | $ | 129.92 | | | 145,983 | | | 3,882,713 | |

Historic stock price performance is not necessarily indicative of future stock price performance.

| JKHY | 100.00 | | 128.02 | | 141.48 | | 193.46 | | 233.19 | | 296.19 | |

| Peer Group | 100.00 | | 137.07 | | 171.80 | | 198.44 | | 231.11 | | 297.44 | |

| S&P 500 | 100.00 | | 124.61 | | 133.86 | | 139.20 | | 164.11 | | 187.70 | |

DST Systems, Inc., which had previously been part of the peer group, was acquired in 2018 and is no longer a public company.

As a result, DST Systems, Inc. has been removed from the peer group and stock performance graph.

The stock performance graph shall not be deemed “filed” for purposes of Section 18 of the Exchange Act, or incorporated by reference into any filing of the Company under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.

| April 1- April 30, 2017 | — | | | $ | — | | | — | | | 4,580,404 | |

| May 1- May 31, 2017 | — | | | $ | — | | | — | | | 4,580,404 | |

| June 1- June 30, 2017 | 250,345 | | | $ | 105.02 | | | 250,000 | | | 4,330,404 | |

| Total | 250,345 | | | $ | 105.02 | | | 250,000 | | | 4,330,404 | |

| JKHY | 100.00 | | 138.34 | | 177.10 | | 195.72 | | 267.64 | | 322.60 | |

| Peer Group | 100.00 | | 117.87 | | 161.90 | | 203.87 | | 233.39 | | 271.10 | |

| S&P 500 | 100.00 | | 120.60 | | 150.27 | | 161.43 | | 167.87 | | 197.92 | |

| Income Statement Data | | [removed: 2017] [added: 2018] | | | | [removed: 2016] [added: 2017] | | | | [removed: 2015] [added: 2016] | | | | [removed: 2014] [added: 2015] | | | | [removed: 2013] [added: 2014] | | |

| Revenue (1) | | $ | [removed: 1,431,117] [added: 1,536,603] | | | $ | [removed: 1,354,646] [added: 1,431,117] | | | $ | [removed: 1,256,190] [added: 1,354,646] | | | $ | [removed: 1,173,173] [added: 1,256,190] | | | $ | [removed: 1,107,524] [added: 1,173,173] | |

| Net Income | | $ | [removed: 245,793] [added: 376,660] | | | $ | [removed: 248,867] [added: 245,793] | | | $ | [removed: 211,221] [added: 248,867] | | | $ | [removed: 186,715] [added: 211,221] | | | $ | [removed: 167,610] [added: 186,715] | |

| Basic earnings per share | | $ | [removed: 3.16] [added: 4.88] | | | $ | [removed: 3.13] [added: 3.16] | | | $ | [removed: 2.60] [added: 3.13] | | | $ | [removed: 2.20] [added: 2.60] | | | $ | [removed: 1.95] [added: 2.20] | |

| Diluted earnings per share | | $ | [removed: 3.14] [added: 4.85] | | | $ | [removed: 3.12] [added: 3.14] | | | $ | [removed: 2.59] [added: 3.12] | | | $ | [removed: 2.19] [added: 2.59] | | | $ | [removed: 1.94] [added: 2.19] | |

| Dividends declared per share | | $ | [removed: 1.18] [added: 1.36] | | | $ | [removed: 1.06] [added: 1.18] | | | $ | [removed: 0.94] [added: 1.06] | | | $ | [removed: 0.84] [added: 0.94] | | | $ | [removed: 0.56] [added: 0.84] | |

| Total deferred revenue | | $ | [removed: 511,384] [added: 448,632] | | | $ | [removed: 521,054] [added: 511,384] | | | $ | [removed: 531,987] [added: 521,054] | | | $ | [removed: 492,868] [added: 531,987] | | | $ | [removed: 439,596] [added: 492,868] | |

| Total assets | | $ | [removed: 1,908,945] [added: 2,050,303] | | | $ | [removed: 1,815,512] [added: 1,908,945] | | | $ | [removed: 1,836,835] [added: 1,815,512] | | | $ | [removed: 1,680,703] [added: 1,836,835] | | | $ | [removed: 1,672,386] [added: 1,680,703] | |

| Long-term debt | | $ | [removed: 50,000] [added: —] | | | $ | [removed: —] [added: 50,000] | | | $ | [removed: 50,102] [added: —] | | | $ | [removed: 3,729] [added: 50,102] | | | $ | [removed: 7,366] [added: 3,729] | |

| Stockholders’ equity | | $ | [removed: 1,032,051] [added: 1,266,828] | | | $ | [removed: 996,210] [added: 1,032,051] | | | $ | [removed: 991,534] [added: 996,210] | | | $ | [removed: 967,387] [added: 991,534] | | | $ | [removed: 1,015,816] [added: 967,387] | |

The following data should be read in conjunction with the consolidated financial statements and accompanying notes included elsewhere in the Annual Report on From 10-K.

Fiscal 2018 net income contains adjustments related to the Tax Cuts and Jobs Act of 2017, and acquisitions have affected revenue and net income in fiscal 2018 as well as the historical periods presented.

| | [removed: [Reports] [added: [Report] of Independent Registered Public Accounting [removed: Firm](#sC8622D8134095795AFE3EC7444F4F074)] [added: Firm](#s0E5EC663AE8A5988B39066FCB4E5370F)] | [removed: [35](#s9DF58E8CEC5354D3A5E60D12C2B4D9F8)] [added: [34](#s278C079A0A5F54318D90ED62E6527920)] |

| | [Management's Annual Report on Internal Control over Financial [removed: Reporting](#s580FC2E1211E5E6C9F891CFAA3F58F76)] [added: Reporting](#s349898E0B8D05445B1A92A9A34C97CA7)] | [removed: [37](#s7B22B6EB89AA578682903DA23F7196C3)] [added: [36](#sFDA723426D695E1FAF39CD70E9464879)] |

| | [Consolidated Statements of [removed: Income,](#s1E00AA89DE055D4C9E0BFFD75B085CFE)] [added: Income,](#s8C82014A65565CD885BD9044DEAE9D36)] | |

| | Years Ended June 30, [added: 2018,] 2017, [removed: 2016,] and [removed: 2015] [added: 2016] | [removed: [38](#s657880651DD4552DB2AF7D0E197ED4EB)] [added: [37](#s960AEB548C4658659051A72826FE682B)] |

| | [Consolidated Balance [removed: Sheets,](#s2E70094E23BD5016862EF4A59DDDBAF5)] [added: Sheets,](#sBF63B0CF5FC754DD81F87158B67B09D9)] | |

| | [added: Years Ended] June 30, [removed: 2017] [added: 2018, 2017,] and 2016 | [removed: [39](#sA4907F05517C58B88E52BAF0832048E1)] [added: [39](#s92F6267423C55A32B8E02A1725EA5973)] |

| | [Consolidated Statements of Changes in Stockholders' [removed: Equity,](#s500D69EDCB495946ACAD2156779FFD08)] [added: Equity,](#sF3956CEC738C529683FF9E19BD2282DC)] | |

| | Years Ended June 30, [added: 2018,] 2017, [removed: 2016,] and [removed: 2015] [added: 2016] | [removed: [40](#sEB40BB748BF45A9AB5A2A593F9854765)] [added: [40](#s12D2DC495739562B8B918221ECE01189)] |

| | [Consolidated Statements of Cash [removed: Flows,](#sC5CD04AAC84758828127CC1ABF11FEAC)] [added: Flows,](#sEA1A4102A6E05EF3B6971F8B32692BC5)] | |

| | [Notes to Consolidated Financial [removed: Statements](#s89C60CCF33EF59399E9752B8040A0159)] [added: Statements](#s3CE2CF98E92259F5BDC327A595A2F06E)] | [removed: [42](#sCCA346E948CC56779E4E4F91E389647B)] [added: [41](#s2B99126C427953009A301EF1E4DCA808)] |

In our opinion, the [removed: accompanying] consolidated [removed: balance sheets and the related consolidated] [added: financial] statements [removed: of income, changes in stockholders’ equity and cash flows] present fairly, in all material respects, the financial position of [removed: Jack Henry & Associates, Inc. and its subsidiaries at] [added: the Company as of] June 30, [removed: 2017] [added: 2018] and [removed: 2016,] [added: 2017,] and the results of their operations and their cash flows for each of the [removed: two] [added: three] years in the period ended June 30, [removed: 2017] [added: 2018] 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 June 30, [removed: 2017,] [added: 2018,] based on criteria established in Internal Control - Integrated Framework (2013) issued by the [removed: Committee of Sponsoring Organizations of the Treadway Commission (COSO).][added: COSO.]

The Company's management is responsible for these [added: consolidated] financial statements, for maintaining effective internal control over financial [removed: reporting] [added: reporting,] and for its assessment of the effectiveness of internal control over financial reporting, included in the accompanying [removed: Management's] [added: Management’s] Annual Report on Internal Control over Financial Reporting.

Our responsibility is to express opinions on [removed: these] [added: the Company’s consolidated] financial statements and on the Company's internal control over financial reporting based on our [removed: integrated] audits.

We conducted our audits in accordance with the standards of the [removed: Public Company Accounting Oversight Board (United States).][added: PCAOB.]

Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the [added: consolidated] financial statements are free of material [removed: misstatement] [added: misstatement, whether due to error or fraud,] and whether effective internal control over financial reporting was maintained in all material respects.

Our audits [removed: of the financial statements] [added: also] included [removed: examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing] [added: evaluating] the accounting principles used and significant estimates made by management, [removed: and] [added: as well as] evaluating the overall [added: presentation of the consolidated] financial [removed: statement presentation.][added: statements.]

[removed: A company’s] [added: The Company’s] internal control over financial reporting includes [removed: those] policies and procedures [removed: that (i) pertain] [added: pertaining] to the maintenance of records that, in reasonable detail, accurately and fairly reflect [removed: the] transactions and dispositions of [removed: the] assets of the [removed: company; (ii)] [added: Company;] provide reasonable assurance [removed: that] transactions are recorded as necessary to permit preparation of [added: consolidated] financial statements in accordance with [removed: generally accepted accounting principles,] [added: U.S. GAAP,] and [removed: that] receipts and expenditures of the [removed: company] [added: Company] are being made only in accordance with authorizations of management and [added: the] directors of the [removed: company;] [added: Company;] and [removed: (iii)] provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the [removed: company’s] [added: Company’s] assets that could have a material effect on the [added: Company’s consolidated] financial statements.

We have audited the accompanying consolidated [added: balance sheets of Jack Henry & Associates, Inc. and its subsidiaries as of June 30, 2018 and 2017, and the related consolidated] statements of income, changes in stockholders’ [removed: equity,] [added: equity] and cash flows [removed: of Jack Henry and Associates, Inc. and subsidiaries (the “Company”)] for [added: each of] the [removed: year] [added: three years in the period] ended June 30, [removed: 2015.][added: 2018, including the related notes (collectively referred to as the “consolidated financial statements”).]

[removed: An audit includes] [added: Such procedures included] examining, on a test basis, evidence [removed: supporting] [added: regarding] the amounts and disclosures in the [added: consolidated] financial statements.

The Company’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of the Company’s consolidated financial statements for external reporting purposes in accordance with [removed: accounting principles generally accepted in the United States of America.][added: U.S. GAAP.]

[removed: The Company’s internal control over financial reporting includes policies and procedures pertaining to the maintenance of records that, in reasonable detail, accurately and fairly reflect transactions and dispositions of assets of the Company; provide reasonable assurance transactions] are recorded as necessary to permit preparation of [removed: consolidated] financial statements in accordance with [removed: accounting principles] generally accepted [removed: in the United States of America,] [added: accounting principles,] and [added: that] receipts and expenditures of the [removed: Company] [added: company] are being made only in accordance with authorizations of management and [removed: the] directors of the [removed: Company;] [added: company;] and [added: (iii)] provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the [removed: Company’s] [added: company’s] assets that could have a material effect on the [removed: Company’s consolidated] financial statements.

As of June 30, [removed: 2017,] [added: 2018,] management conducted an assessment of the effectiveness of the Company’s internal control over financial reporting based on the framework established in Internal Control-Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO).

Based on this assessment, management has concluded the Company’s internal control over financial reporting as of June 30, [removed: 2017] [added: 2018] was effective.

The Company’s internal control over financial reporting as of June 30, [removed: 2017] [added: 2018] has been audited by the Company’s independent registered public accounting firm, as stated in their report appearing in this Item 8.

| | Year Ended | | | | | | | [removed: | | | |]

| | [removed: 2017] [added: 2018] | | | | [removed: 2016] [added: 2017] | | | | [removed: 2015] [added: 2016] | | |

| REVENUE | | | | | | | | | | | | [added: | | | | | | | |]

| [removed: Total revenue] [added: REVENUE] | [removed: 1,431,117] [added: $] | [added: 1,536,603] | | | [removed: 1,354,646] [added: $] | [added: 1,431,117] | | | [removed: 1,256,190] [added: $] | [added: 1,354,646] | |

| [removed: Total cost] [added: Cost] of [removed: sales] [added: Revenue] | [removed: 819,034] [added: 873,642] | | | | [removed: 773,651] [added: 819,034] | | | | [removed: 720,336] [added: 773,651] | | |

| [removed: OPERATING] EXPENSES | | | | | | | | | | | |

| Research and [removed: development] [added: Development] | [removed: 84,753] [added: 90,340] | | | | [removed: 81,234] [added: 84,753] | | | | [removed: 71,495] [added: 81,234] | | |

| Gain on [removed: disposal] [added: Disposal] of [removed: businesses] [added: Businesses] | [removed: (3,270] [added: (1,894] | | ) | | [removed: (19,491] [added: (3,270] | | ) | | [removed: (6,874] [added: (19,491] | | ) |

| OPERATING INCOME | [removed: 367,702] [added: 392,369] | | | | [removed: 361,659] [added: 367,702] | | | | [removed: 317,865] [added: 361,659] | | |

| Interest [removed: income] [added: Income] | [removed: 248] [added: 575] | | | | [removed: 307] [added: 248] | | | | [removed: 169] [added: 307] | | |

| Interest [removed: expense] [added: Expense] | [removed: (996] [added: (1,920] | | ) | | [removed: (1,430] [added: (996] | | ) | | [removed: (1,594] [added: (1,430] | | ) |

| Total [removed: interest income (expense)] [added: Interest Income (Expense)] | [removed: (748] [added: (1,345] | | ) | | [removed: (1,123] [added: (748] | | ) | | [removed: (1,425] [added: (1,123] | | ) |

| INCOME BEFORE INCOME TAXES | [removed: 366,954] [added: 391,024] | | | | [removed: 360,536] [added: 366,954] | | | | [removed: 316,440] [added: 360,536] | | |

| PROVISION FOR INCOME TAXES | [removed: 121,161] [added: 14,364] | | | | [removed: 111,669] [added: 121,161] | | | | [removed: 105,219] [added: 111,669] | | |

| NET INCOME | $ | [removed: 245,793] [added: 376,660] | | | $ | [removed: 248,867] [added: 245,793] | | | $ | [removed: 211,221] [added: 248,867] | |

| | June 30, 2018 and 2017 | [38](#s9605A4E3358C5CE194DF33CCFC57AFAA) |

Opinions on the Financial Statements and Internal Control over Financial Reporting

We also have audited the Company’s internal control over financial reporting as of June 30, 2018, based on criteria established in Internal Control - Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO).

Basis for Opinions

We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) ("PCAOB") and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

Our audits of the consolidated financial statements included performing procedures to assess the risks of material misstatement of the consolidated financial statements, whether due to error or fraud, and performing procedures that respond to those risks.

As described in Management’s Annual Report on Internal Control Over Financial Reporting, management has excluded Ensenta Corporation from its assessment of internal control over financial reporting as of June 30, 2018, because it was acquired by the Company in a purchase business combination during 2018.

We have also excluded Ensenta Corporation from our audit of internal control over financial reporting.

Ensenta Corporation is a wholly owned subsidiary whose total assets and total revenues excluded from management’s assessment and our audit of internal control over financial reporting represent less than 1% and 1%, respectively, of the related consolidated financial statement amounts as of and for the year ended June 30, 2018.

Definition and Limitations of Internal Control over Financial Reporting

A company’s internal control over financial reporting includes those policies and procedures that (i) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (ii) provide reasonable assurance that transactions

August 24, 2018

We have served as the Company’s auditor since 2015.

Management’s annual report on internal control over financial reporting excluded Ensenta Corporation, acquired on December 21, 2017.

This acquisition is a wholly-owned subsidiary with total assets, excluding goodwill and intangibles, representing less than 1% of consolidated total assets as of June 30, 2018 and revenue representing 1% of consolidated revenue for the fiscal year ended June 30, 2018.

If adequately disclosed, companies are permitted to exclude acquisitions made during the fiscal year from their assessment of internal control over financial reporting while integrating the acquired company under guidelines established by the SEC.

| Selling, General, and Administrative | 182,146 | | | | 162,898 | | | | 157,593 | | |

| Total Expenses | 1,144,234 | | | | 1,063,415 | | | | 992,987 | | |

| Purchase of investments | (5,000 | | ) | | — | | | | — | | |

PRIOR PERIOD RECLASSIFICATION

During the first quarter of fiscal 2018, the Company's management decided to change the presentation of its income statement, along with a change in the segment structure (see Note 10), in order to more clearly align with the way management manages the Company and evaluates performance.

Amounts within the consolidated statements of income for the fiscal years ended June 30, 2017 and June 30, 2016 have been reclassified to improve comparability with the fiscal year ended June 30, 2018.

Revenue was previously classified as license, support and service, and hardware, and has been reclassified into one "Revenue" caption.

Cost of sales was previously presented under three captions to correspond with our three lines of revenue, and has now been condensed to one caption, "Cost of Revenue".

We have elected to include all operating expenses, including cost of revenue, under one expenses heading.

Previously, cost of revenue was presented separately from operating expenses in order to show gross profit.

Gross profit has been removed from our current presentation due to management's focus on operating income.

Additionally, within operating expenses, selling and marketing expense and general and administrative expense were previously presented under two captions, but are now condensed under one caption, labeled "Selling, General, and Administrative."

ESP

PURCHASE OF INVESTMENT

In the third quarter of fiscal 2018, the Company made an investment totaling $5,000 for the purchase of preferred stock of Automated Bookkeeping, Inc ("Autobooks"), representing a non-controlling share of the voting equity of Autobooks as of that date.

This investment was recorded at cost and is included within other non-current assets on our balance sheet.

The fair value of this investment has not been estimated, as estimation is not practicable.

There have been no events or changes in circumstances that would indicate an impairment.

Fair value will not be estimated unless there are identified events or changes in circumstances that may have a significant adverse effect on the fair value of the investment.

remaining authority to repurchase up to 3,883 additional shares.

We plan to adopt the new standard using the full retrospective method.

The Company has taken the following steps in evaluating and planning for the implementation of the new standard:

| • | Organization of a cross-functional implementation team whose goals are to: assess the impact of the guidance on each of our revenue streams by applying the five step model; determine new processes and procedures necessary to ensure proper revenue and cost recognition; quantify the effects of the new standard on prior and current year revenue; determine opening balances for deferred revenues and costs, including tax effects, as of the beginning of fiscal 2017; develop disclosures required upon the adoption of the new standard; and develop new internal controls to ensure compliance with the new standard. |

| • | Continued implementation and testing of new revenue recognition software that will apply the five-step model to each of our customer contracts. |

| | Years Ended June 30, 2017, 2016, and 2015 | [41](#s412EE9878F50577EAADFE229C3E367B0) |

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

Kansas City, Missouri

August 25, 2017

To the Board of Directors and Stockholders of

Jack Henry & Associates, Inc.

Monett, Missouri

These financial statements are the responsibility of the Company's management.

Our responsibility is to express an opinion on these financial statements based on our audit.

We conducted our audit in accordance with the standards of the Public Company Accounting Oversight Board (United States).

Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement.

An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation.

We believe that our audit provides a reasonable basis for our opinion.

In our opinion, such 2015 consolidated financial statements present fairly, in all material respects, the results of the operations and the cash flows of Jack Henry & Associates, Inc. and subsidiaries for the year ended June 30, 2015, in conformity with accounting principles generally accepted in the United States of America.

/s/Deloitte & Touche LLP

September 11, 2015

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

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

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

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

| License | $ | 2,385 | | | $ | 3,041 | | | $ | 2,635 | |

| Support and service | 1,384,338 | | | | 1,300,978 | | | | 1,200,652 | | |

| Hardware | 44,394 | | | | 50,627 | | | | 52,903 | | |

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

| COST OF SALES | | | | | | | | | | | |

| Cost of license | 730 | | | | 1,197 | | | | 1,187 | | |

| Cost of support and service | 786,143 | | | | 737,108 | | | | 680,750 | | |

| Cost of hardware | 32,161 | | | | 35,346 | | | | 38,399 | | |

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

| GROSS PROFIT | 612,083 | | | | 580,995 | | | | 535,854 | | |

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

| Selling and marketing | 93,297 | | | | 90,079 | | | | 89,004 | | |

| General and administrative | 69,601 | | | | 67,514 | | | | 64,364 | | |

| Total operating expenses | 244,381 | | | | 219,336 | | | | 217,989 | | |

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

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

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

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

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

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

The Management’s Report on Internal Control over Financial Reporting required by this Item 9A is in Item 8, “Financial Statements and Supplementary Data.” The Company's independent registered public accounting firm has audited our internal control over financial reporting as of June 30, [removed: 2017;] [added: 2018;] their report is included in Item 8 of this Form 10-K.

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: 2017] [added: 2018] fiscal year end in the definitive proxy statement for our [removed: 2017] [added: 2018] Annual Meeting of Stockholders (the “Proxy Statement”).

\- Consolidated Statements of Income for the [added: fiscal] years ended June 30, [removed: 2017, 2016] [added: 2018, 2017] and [removed: 2015][added: 2016]

\- Consolidated Balance Sheets as of June 30, [removed: 2017] [added: 2018] and [removed: 2016][added: 2017]

\- Consolidated Statements of Changes in Stockholders’ Equity for the [added: fiscal] years ended June 30, [removed: 2017, 2016] [added: 2018, 2017] and [removed: 2015][added: 2016]

\- Consolidated Statements of Cash Flows for the [added: fiscal] years ended June 30, [removed: 2017, 2016] [added: 2018, 2017] and [removed: 2015][added: 2016]

| 3.1.7 | [removed: Restated] [added: [Restated] Certificate of Incorporation attached as Exhibit 3.1.7 to the Company’s Annual Report on Form 10-K for the Year ended June 30, 2003 (SEC File No. [removed: 0-14112).] [added: 0-14112).](http://www.sec.gov/Archives/edgar/data/779152/000092623603000149/exh3-17.txt)] |

| [removed: 3.2.6] [added: 3.2.7] | [removed: Restated] [added: [Restated] and Amended Bylaws attached as Exhibit [removed: 3.2.6] [added: 3.2.7] to the Company’s Current Report on Form 8-K filed [removed: February 17, 2016] [added: September 27, 2017] (SEC File No. [removed: 0-14112).] [added: 0-14112).](http://www.sec.gov/Archives/edgar/data/779152/000077915217000076/jkhy-20170927xexhibit327xr.htm)] |

| 10.8 | [removed: Form] [added: [Form] of Indemnity Agreement entered into as of August 27, 1996, between the Company and each of its Directors and Executive Officers, attached as Exhibit 10.8 to the Company’s Annual Report on Form 10-K for the Year Ended June 30, 1996 (SEC File No. [removed: 0-14112).] [added: 0-14112).](http://www.sec.gov/Archives/edgar/data/779152/0000779152-96-000009.txt)] |

| [removed: 10.32] [added: 10.32*] | [removed: Form] [added: [Form] of Restricted Stock Agreement (executives) attached as Exhibit 10.32 to the Company’s Current Report on Form 8-K filed September 10, 2007 (SEC File No. [removed: 0-14112).] [added: 0-14112).](http://www.sec.gov/Archives/edgar/data/779152/000092623607000092/exh10-32.htm)] |

| [removed: 10.38] [added: 10.38*] | [removed: Jack] [added: [Jack] Henry & Associates, Inc. 2005 Non-Qualified Stock Option Plan, as amended and restated May 9, 2008, attached as Exhibit 10.38 to the Company’s Annual Report on Form 10-K filed August 29, 2008 (SEC File No. [removed: 0-14112).] [added: 0-14112).](http://www.sec.gov/Archives/edgar/data/779152/000092623608000050/exh10-38.htm)] |

| [removed: 10.39] [added: 10.39*] | [removed: Revised] [added: [Revised] Form of Restricted Stock Agreement (executives) attached as Exhibit 10.39 to the Company’s Quarterly Report on Form 10-Q filed November 6, 2009 (SEC File No. [removed: 0-14112).] [added: 0-14112).](http://www.sec.gov/Archives/edgar/data/779152/000092623609000048/exh10-39.htm)] |

| [removed: 10.43] [added: 10.43*] | [removed: Jack] [added: [Jack] Henry & Associates Inc. Restricted Stock Plan, as amended and restated effective November 9, 2010, attached as Exhibit 10.1 to the Company’s Current Report on Form 8-K filed November 12, 2010 (SEC File No. [removed: 0-14112).] [added: 0-14112).](http://www.sec.gov/Archives/edgar/data/779152/000092623610000050/exh10-1.htm)] |

| [removed: 10.44] [added: 10.44*] | [removed: Form] [added: [Form] of Performance Shares Agreement attached as Exhibit 10.1 to the Company's Current Report on Form 8-K filed September 12, 2012 (SEC File No. [removed: 0-14112).] [added: 0-14112).](http://www.sec.gov/Archives/edgar/data/779152/000077915212000059/exhibit101-performanceshar.htm)] |

| [removed: 10.45] [added: 10.63*] | [removed: Jack] [added: [Jack] Henry & Associates, Inc. [removed: 2012] [added: 2017] Annual Incentive Plan, effective September 1, [removed: 2012] [added: 2017] and approved by the stockholders on November [removed: 14, 2012,] [added: 9, 2017,] attached as Exhibit [removed: 10.1] [added: 10.63] to the Company's Current Report on Form 8-K filed November [removed: 16, 2012.] [added: 13, 2017.] (SEC File No. [removed: 0-14112)] [added: 0-14112).](http://www.sec.gov/Archives/edgar/data/779152/000077915217000090/exhibit1063-2017annualince.htm)] |

| [removed: 10.46] [added: 10.46*] | [removed: Jack] [added: [Jack] Henry & Associates, Inc. 2005 Non-Qualified Stock Option Plan, as amended August 20, 2010, attached as Exhibit 10.1 to the Company's Quarterly Report on form 10-Q filed February 7, 2013 (SEC File No. [removed: 0-14112).] [added: 0-14112).](http://www.sec.gov/Archives/edgar/data/779152/000077915213000004/jkhy-20121231xex101.htm)] |

| [removed: 10.47] [added: 10.47*] | [removed: Form] [added: [Form] of Restricted Stock Agreement (independent directors) attached as Exhibit 10.47 to the Company’s Quarterly Report on Form 10-Q filed November 8, 2013 (SEC File No. [removed: 0-14112).] [added: 0-14112).](http://www.sec.gov/Archives/edgar/data/779152/000077915213000047/jkhy-2013930xex1047.htm)] |

| [removed: 10.48] [added: 10.48*] | [removed: Form] [added: [Form] of Termination Benefits Agreements (executives) attached as Exhibit 10.48 to the Company’s Quarterly Report on Form 10-Q filed February 6, 2014 (SEC File No. [removed: 0-14112).] [added: 0-14112).](http://www.sec.gov/Archives/edgar/data/779152/000077915214000006/jkhy-20131231xex1048.htm)] |

| [removed: 10.49] [added: 10.49*] | [removed: Jack] [added: [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 (SEC File No. [removed: 0-14112).] [added: 0-14112).](http://www.sec.gov/Archives/edgar/data/779152/000077915214000053/jkhy-2014930xex1049.htm)] |

| [removed: 10.50] [added: 10.50*] | [removed: Jack] [added: [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 (SEC File No. [removed: 0-14112).] [added: 0-14112).](http://www.sec.gov/Archives/edgar/data/779152/000077915214000053/jkhy-2014930xex1050.htm)] |

| [removed: 10.51] [added: 10.51*] | [removed: Form] [added: [Form] of Performance Shares Agreement (executives) attached as Exhibit 10.51 to the Company’s Quarterly Report on Form 10-Q filed November 5, 2014 (SEC File No. [removed: 0-14112).] [added: 0-14112).](http://www.sec.gov/Archives/edgar/data/779152/000077915214000053/jkhy-2014930xex1051.htm)] |

| 10.52 | [removed: Credit] [added: [Credit] Agreement among Jack Henry & Associates, Inc., U.S. Bank National Association and certain other Lenders, attached as Exhibit 10.52 to the Company’s Current Report on Form 8-K filed February 24, 2015 (SEC File No. [removed: 0-14112).] [added: 0-14112).](http://www.sec.gov/Archives/edgar/data/779152/000077915215000013/ex10-52.htm)] |

| [removed: 10.53] [added: 10.53*] | [removed: Form] [added: [Form] of Restricted Stock Unit Agreement (Non-Employee Directors) attached as Exhibit 10.52 to the Company’s Quarterly Report on Form 10-Q filed June 25, 2015 (SEC File No. [removed: 0-14112).] [added: 0-14112).](http://www.sec.gov/Archives/edgar/data/779152/000077915215000041/jkhy-20141231xex1052.htm)] |

| 10.54 | [removed: First] [added: [First] Amendment to Credit Agreement attached as Exhibit 10.53 to the Company’s Quarterly Report on Form 10-Q filed June 25, 2015 (SEC File No. [removed: 0-14112).] [added: 0-14112).](http://www.sec.gov/Archives/edgar/data/779152/000077915215000042/jkhy-2015331xcreditamend1.htm)] |

| 10.55 | [removed: Second] [added: [Second] Amendment to Credit Agreement attached as Exhibit 10.54 to the Company’s Quarterly Report on Form 10-Q filed June 25, 2015 (SEC File No. [removed: 0-14112).] [added: 0-14112).](http://www.sec.gov/Archives/edgar/data/779152/000077915215000042/jkhy-2015331xcreditamend2.htm)] |

| [removed: 10.56] [added: 10.56*] | [removed: Jack] [added: [Jack] Henry & Associates, Inc. 2015 Equity Incentive Plan attached as Exhibit 10.56 to the Company's Current Report on Form 8-K filed November 16, 2015 (SEC File No. [removed: 0-14112).] [added: 0-14112).](http://www.sec.gov/Archives/edgar/data/779152/000077915215000077/jkhy2015equityincentivepla.htm)] |

| [removed: 10.57] [added: 10.57*] | [removed: Form] [added: [Form] of Restricted Stock Unit Agreement (non-employee directors) attached as Exhibit 10.57 to the Company’s Quarterly Report on Form 10-Q filed February 5, 2016 (SEC File No. [removed: 0-14112).] [added: 0-14112).](http://www.sec.gov/Archives/edgar/data/779152/000077915216000101/jkhy-20151231xex1057.htm)] |

| [removed: 10.58] [added: 10.58*] | [removed: Form] [added: [Form] of Nonqualified Stock Option Agreement (executives) attached as Exhibit 10.58 to the Company’s Current Report on Form 8-K filed July 1, 2016 (SEC File No. [removed: 0-14112).] [added: 0-14112).](http://www.sec.gov/Archives/edgar/data/779152/000077915216000128/jkhy-20160701xexhibit1058.htm)] |

| [removed: 10.59] [added: 10.59*] | [removed: Form] [added: [Form] of Restricted Stock Agreement (executives) attached as Exhibit 10.59 to the Company’s Current Report on Form 8-K filed July 1, 2016 (SEC File No. [removed: 0-14112).] [added: 0-14112).](http://www.sec.gov/Archives/edgar/data/779152/000077915216000128/jkhy-20160701xexhibit1059.htm)] |

| [removed: 10.60] [added: 10.60*] | [removed: Form] [added: [Form] of Performance Shares Agreement attached as Exhibit 10.60 to the Company's Current Report [removed: of] [added: on] Form 8-K filed September 13, 2016 (SEC File No. [removed: 0-14112).] [added: 0-14112).](http://www.sec.gov/Archives/edgar/data/779152/000077915216000144/exhibit1060-performancesha.htm)] |

| [removed: 10.61] [added: 10.61*] | [removed: Jack] [added: [Jack] Henry & Associates, Inc. 2006 Employee Stock Purchase Plan, as amended and restated effective November 10, 2016, attached as Exhibit 99.1 to the Company's Registration Statement on Form S-8 filed November 16, 2016 (SEC File No. [removed: 333-214631).] [added: 333-214631).](http://www.sec.gov/Archives/edgar/data/779152/000077915216000171/jkhy-20161115xexhibit991xe.htm)] |

| [removed: 23.1*] [added: 23.1] | [removed: Consent] [added: [Consent] of Independent Registered Public Accounting Firm- PricewaterhouseCoopers [removed: LLP.] [added: LLP.](https://www.sec.gov/Archives/edgar/data/779152/000077915218000060/jkhy-20180630xex231.htm)] |

| [removed: 31.1*] [added: 31.1] | [removed: Certification] [added: [Certification] of the Chief Executive [removed: Officer.] [added: Officer.](https://www.sec.gov/Archives/edgar/data/779152/000077915218000060/jkhy-20180630xex311.htm)] |

| [removed: 31.2*] [added: 31.2] | [removed: Certification] [added: [Certification] of the Chief Financial [removed: Officer.] [added: Officer.](https://www.sec.gov/Archives/edgar/data/779152/000077915218000060/jkhy-20180630xex312.htm)] |

| [removed: 32.1*] [added: 32.1*] | [removed: Written] [added: [Written] Statement of the Chief Executive Officer Pursuant to 18 U.S.C. Section [removed: 1350.] [added: 1350.](https://www.sec.gov/Archives/edgar/data/779152/000077915218000060/jkhy-20180630xex321.htm)] |

| [removed: 32.2*] [added: 32.2*] | [removed: Written] [added: [Written] Statement of the Chief Financial Officer Pursuant to 18 U.S.C. Section [removed: 1350.] [added: 1350.](https://www.sec.gov/Archives/edgar/data/779152/000077915218000060/jkhy-20180630xex322.htm)] |

| [removed: 101.INS] [added: 101.INS] | XBRL Instance Document |

| [removed: 101.SCH] [added: 101.SCH] | XBRL Taxonomy Extension Schema Document |

| [removed: 101.CAL] [added: 101.CAL] | XBRL Taxonomy Extension Calculation Linkbase Document |

| [removed: 101.DEF] [added: 101.DEF] | XBRL Taxonomy Extension Definition Linkbase Document |

| [removed: 101.LAB] [added: 101.LAB] | XBRL Taxonomy Extension Label Linkbase Document |

| [removed: 101.PRE] [added: 101.PRE] | XBRL Taxonomy Extension Presentation Linkbase Document |

| 10.62* | [Form of Performance Shares Agreement attached as Exhibit 10.62 to the Company's Annual Report on From 10-K filed August 25, 2017 (SEC File No. 0-14112).](http://www.sec.gov/Archives/edgar/data/779152/000077915217000040/jkhy-20170630xex1062.htm) |

| 21.1 | [List of the Company’s subsidiaries.](https://www.sec.gov/Archives/edgar/data/779152/000077915218000060/jkhy-20180630xex211.htm) |

* Indicates management contract or compensatory plan or arrangement.

Filed with this report on Form 10-K

| | |

| --- | --- |

| 10.62* | Form of Performance Shares Agreement. |

| 21.1* | List of the Company’s subsidiaries. |

| 23.2* | Consent of Independent Registered Public Accounting Firm- Deloitte & Touche LLP. |

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: 25th] [added: 24th] day of August, [removed: 2017.][added: 2018.]

| /s/ David B. Foss David B. Foss | President, Chief Executive Officer, and Director (Principal Executive Officer) | August [removed: 25, 2017] [added: 24, 2018] |

| /s/ Kevin D. Williams Kevin D. Williams | Chief Financial Officer and Treasurer (Principal [added: Financial and] Accounting Officer) | August [removed: 25, 2017] [added: 24, 2018] |

| /s/ Matthew Flanigan Matthew Flanigan | Director | August [removed: 25, 2017] [added: 24, 2018] |

| /s/ Tom H. Wilson, Jr Tom H. Wilson, Jr | Director | August [removed: 25, 2017] [added: 24, 2018] |

| /s/ Jacqueline R. Fiegel Jacqueline R. Fiegel | Director | August [removed: 25, 2017] [added: 24, 2018] |

| /s/ Thomas A. Wimsett Thomas A. Wimsett | Director | August [removed: 25, 2017] [added: 24, 2018] |

| /s/ Laura G. Kelly Laura G. Kelly | Director | August [removed: 25, 2017] [added: 24, 2018] |

| /s/ Shruti Miyashiro Shruti S. Miyashiro | Director | August [removed: 25, 2017] [added: 24, 2018] |

| /s/ Wesley A. Brown Wesley A. Brown | Director | August [removed: 25, 2017] [added: 24, 2018] |

| /s/ John F. Prim John F. Prim | Director | August 24, 2018 |

| /s/ John F. Prim John F. Prim | Executive Chairman of the Board and Director | August 25, 2017 |