Jack Henry & Associates (JKHY) 10-K risk factor changes: FY2021 vs FY2020

[removed: Security problems] [added: Data security breaches, failures or other incidents] could damage our reputation and business. Our business relies upon receiving, processing, storing and transmitting sensitive information relating to our operations, employees and customers.

[added: Other potential attacks include attempts] to [added: obtain unauthorized access to] confidential information or destroy data, often through the introduction of computer viruses, ransomware or malware, cyber-attacks and other means, which are constantly evolving and difficult to detect.

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

Failure to maintain sufficient technological infrastructure or [added: an] operational failure in our outsourcing facilities could expose us to damage claims, increase regulatory scrutiny and cause us to lose customers. Our products and services require substantial investments in technological [removed: infrastructure.][added: infrastructure, and we have experienced significant growth in the number of users, transactions and data that our technological infrastructure supports.]

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

These agencies regulate services we provide and the manner in which we operate, and we are required to comply with a broad range of applicable [added: federal and state] laws and regulations.

If [added: we, or third parties with whom] we [added: contract or partner,] fail to comply with applicable regulations or guidelines, we could be subject to regulatory actions and suffer harm to our customer relationships and reputation.

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

This includes rules enacted by the New York Department of Financial Services that require covered financial institutions to have a cybersecurity program along with other compliance requirements and the California Consumer Privacy [removed: Act effective as of January 2020.][added: Act.]

A widespread public health crisis could adversely affect our results of operations. The widespread outbreak of a communicable illness or disease, such as the [removed: outbreak of] [added: ongoing] COVID-19 [removed: during 2020,] [added: outbreak,] or other public health crises, including government mandates in response to such events, can result in significant economic disruptions and uncertainties and could adversely affect our business, results of operation and financial condition.

If the economic environment worsens such that customers are less willing or able to pay the cost of our products and services, we could face a reduction in demand from current and potential clients for our products and services, which could have [added: a material adverse effect on our business, results of operations and financial condition.]

Consolidation and failures of financial institutions will continue to reduce the number of our customers and potential customers. Our primary market consists of approximately [removed: 5,131] [added: 4,950] commercial and savings banks and more than [removed: 5,340] [added: 5,200] credit unions.

The number of commercial banks and credit unions in the United States has experienced a steady decrease over recent decades due to [removed: financial failures and] mergers and acquisitions and [added: financial failures and] we expect this trend to continue as more consolidation occurs.

Failure to achieve favorable renewals of service contracts could negatively affect our business. Our contracts with our customers for outsourced data processing and electronic payment transaction processing services generally run for a period of [removed: five] [added: seven] or more years.

We will continue to experience [removed: greater numbers] [added: a significant number] of these contracts coming up for renewal each year.

If we are not successful in achieving high renewal rates upon favorable terms, [added: or if inflation or costs outpace] our [added: contractual ability to adjust pricing during our contractual terms, our] revenues and profit margins will suffer.

The loss of key employees [added: and difficulties in hiring and retaining employees] could adversely affect our business. We depend on the contributions and abilities of our senior management and other key employees.

If we fail to comply with these [added: rules and] standards, we could be 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.

Changes made by the networks, even when complied with, may result in reduction in revenues and increased [removed: cost] [added: costs] of operations.

[added: If we are unable to develop or acquire new products and services as] planned, or if we fail to sell our new or enhanced products and services, we may incur unanticipated expenses or fail to achieve anticipated revenues, as well as lose prospective sales.

The impairment of a significant portion of our goodwill and intangible assets would adversely affect our results of operations. Our balance sheet includes goodwill and intangible assets that represent a significant portion of our total assets at June 30, [removed: 2020.][added: 2021.]

On an annual basis, and whenever circumstances require, we review our [added: goodwill and] intangible assets for impairment.

An impairment of a significant portion of [removed: these] [added: our goodwill or] intangible assets could have a material negative effect on our operating results.

Business and Operating Risks

We also use third-party vendors to store and process data for us and they face similar risks.

The significant amount of capital and other resources we currently expend to protect against the threat of security breaches may prove insufficient to prevent a breach.

We cannot ensure that any limitation-of-liability provisions in our customer and user agreements, contracts with third-party vendors or other contracts are sufficient to protect us from liabilities or damages with respect to claims relating to a security breach or similar matters.

The insurance coverage we maintain to address data security risks may be insufficient to cover all types of claims or losses that may arise, and there is not assurance that such insurance coverage will continue to be available to us on economically reasonable terms, or at all.

Implementing modifications and upgrades to our technological infrastructure subject us to inherent costs and risks associated with changing systems, policies, procedures and monitoring tools.

Regulatory and Compliance Risks

Economic Conditions Risks

Acquisition Risks

Intellectual Property Risks

General Risk Factors

Further, we are facing an increasingly competitive market for hiring and retaining skilled employees, which is exacerbated by the effects of the COVID-19 pandemic and increased acceptance of hiring remote working employees by our competitors and other companies.

Difficulties in hiring and retaining skilled employees may restrict our ability to adequately support our business needs and/or result in increased personnel costs.

Other potential attacks include attempts to obtain unauthorized access

failures of their own systems or employees.

a material adverse effect on our business, results of operations and financial condition.

If we are unable to develop or acquire new products and services as

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

All dollar and share amounts, except per share amounts, are in thousands and discussions compare fiscal [removed: 2020] [added: 2021] to fiscal [removed: 2019.][added: 2020.]

Discussions of fiscal [removed: 2018] [added: 2019] items and comparisons between fiscal [removed: 2018] [added: 2019] and fiscal [removed: 2019] [added: 2020] that are not included in this Form 10-K can be found in Part II, Item 7 “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in our Annual Report on Form 10-K for the fiscal year ended June 30, [removed: 2019.][added: 2020.]

Jack Henry & Associates, Inc. is headquartered in Monett, Missouri, employs approximately 6,800 [added: full-time and part-time] associates nationwide, and is a leading provider of technology solutions and payment processing services primarily for financial services organizations.

Its solutions serve nearly [removed: 8,700] [added: 8,400] customers and are marketed and supported through three primary brands.

Jack Henry Banking® is a [removed: top] [added: leading] provider of [removed: information and transaction] [added: integrated data] processing [added: systems] solutions to U.S. banks ranging from [removed: community banks] [added: de novo] to multi-billion-dollar [removed: asset] institutions with assets up to $50 billion.

Symitar® is a leading provider of [removed: information and transaction] [added: core data] processing solutions for credit unions of all sizes.

ProfitStars® provides highly specialized [added: core agnostic] 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.

[removed: JHA's] [added: JKHY's] integrated solutions are available for [removed: in-house] [added: on-premise] installation and [removed: outsourced] delivery in our private cloud.

[added: The quality] of our solutions, our high service standards, and the fundamental way we do business typically foster long-term customer relationships, attract prospective customers, and have enabled us to capture substantial market share.

We provide compatible computer hardware for our [removed: in-house] [added: on-premise] installations and secure processing environments for our outsourced solutions in our private cloud.

Our two primary revenue streams are "services and support" and "processing." Services and support includes: [added: "private and public cloud" fees (formerly known as] "outsourcing and cloud" fees [added: - see Note 2 to the consolidated financial statements)] that predominantly have contract terms of [removed: five] [added: seven] years or longer at inception; "product delivery and services" revenue, which includes revenue from the sales of licenses, implementation services, deconversion fees, consulting, and hardware; and [added: "on-premise support" revenue (formerly known as] "in-house support" [removed: revenue,] [added: revenue - see Note 2 to the consolidated financial statements),] composed of maintenance fees which primarily contain annual contract terms.

Processing revenue includes: "remittance" revenue from payment processing, remote capture, and [removed: ACH] [added: automated clearinghouse ("ACH")] transactions; "card" fees, including card transaction processing and monthly fees; and "transaction and digital" revenue, which includes transaction and mobile processing fees.

[removed: In March] 2020, we established an internal task force composed of executive officers and other members of management to frequently assess updates to the COVID-19 situation and recommend Company actions.

We offered remote working as a recommended option to employees whose job duties [removed: allow] [added: allowed] them to work [removed: off-site.][added: off-site and we suspended all non-essential business travel.]

We [removed: are working] [added: work] closely with our customers who are scheduled for on-site visits to ensure their needs are met while taking necessary safety precautions when our employees are required to be at a customer site.

We expect these processes to provide flexibility and value both during and after the [added: COVID-19 pandemic.]

We believe our technological capabilities are well positioned to allow our employees to work remotely [removed: for the foreseeable future] without materially impacting our business.

We experienced positive operating cash flows during [removed: the fourth quarter,] [added: fiscal 2021,] and we do not expect that to change in the near term.

However, we are unable to accurately predict the future impact of COVID-19 due to a number of uncertainties, including further government [removed: actions,] [added: actions;] the duration, severity and recurrence of the outbreak, [added: including] the [added: onset of variants of the virus; the] speed [added: and effectiveness] of [removed: economic recovery] [added: vaccine] and [added: treatment developments;] the [added: speed of economic recovery; the] potential impact to our customers, vendors, and [removed: employees, as well as] [added: employees; and] how the potential impact might affect future customer services, processing [added: and installation-related] revenue, and processes and efficiencies within the Company directly or indirectly impacting financial results.

FISCAL [removed: 2020] [added: 2021] COMPARED TO FISCAL [removed: 2019][added: 2020]

We move into fiscal [removed: 2021] [added: 2022] following strong performance in fiscal [removed: 2020.][added: 2021.]

A detailed discussion of the major components of the results of operations for the fiscal year ended June 30, [removed: 2020] [added: 2021] follows.

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

| Services and [removed: Support] [added: support] | | | $ | [removed: 1,051,451] [added: 1,048,206] | | | | | $ | [removed: 958,489] [added: 1,051,451] | | | | | [removed: 10] [added: —] | | % | [removed: | | | | | |]

| Percentage of total revenue | | | [removed: 62] [added: 60] | | % | | | | 62 | | % | | | | | | | [removed: | | | | | |]

Services and support includes: [removed: "outsourcing] [added: "private] and [added: public] cloud" fees that predominantly have contract terms of [removed: five] [added: seven] years or greater at inception; "product delivery and services" revenue, which includes revenue from the sales of licenses, implementation services, deconversion fees, consulting, and hardware; and [removed: "in-house] [added: "on-premise] support" revenue, which is composed [added: primarily] of maintenance fees [removed: which primarily contain] [added: with] annual contract terms.

In the fiscal year ended June 30, [removed: 2020,] [added: 2021,] services and support revenue [removed: grew 10% over] [added: remained consistent compared to] the prior fiscal year.

[removed: Excluding] [added: Reducing total services and support revenue by the effects of] deconversion fees [removed: from] [added: for] each [removed: period,] [added: year,] which totaled [removed: $53,914] [added: $20,635] in fiscal [removed: 2020] [added: 2021] and [removed: $30,230] [added: $53,914] in fiscal [removed: 2019] [added: 2020,] and [removed: excluding] [added: for] revenue from [removed: the] [added: acquisitions and divestitures in] fiscal 2020 [removed: acquisition totaling $8,969, adjusted services and support] [added: of $3,572,] revenue grew [removed: 6%.][added: 3%.]

[removed: The adjusted] [added: This] increase was primarily driven by [removed: an increase in outsourcing] [added: higher private] and [added: public] cloud revenue resulting from organic growth in data processing and hosting fee [removed: revenue, as well as higher implementation fee] revenue [removed: primarily related] [added: reflecting a continuing shift of customers] to our [removed: private cloud offerings.][added: term license model.]

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

| Processing | | | $ | [removed: 645,616] [added: 710,019] | | | | | $ | [removed: 594,202] [added: 645,616] | | | | | [removed: 9] [added: 10] | | % | [removed: | | | | | |]

| Percentage of total revenue | | | [removed: 38] [added: 40] | | % | | | | 38 | | % | | | | | | | [removed: | | | | | |]

Processing revenue increased [removed: 9%] [added: 10%] for the fiscal year ended June 30, [removed: 2020] [added: 2021] compared to the fiscal year ended June 30, [removed: 2019,] [added: 2020,] with strong organic growth in [removed: each component.][added: the card, transaction and digital, and remittance revenue components primarily due to expanding volumes.]

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

| Cost of [removed: Revenue] [added: revenue] | | | $ | [removed: 1,008,464] [added: 1,063,399] | | | | | $ | [removed: 923,030] [added: 1,008,464] | | | | | [removed: 9] [added: 5] | | % | [removed: | | | | | |]

| Percentage of total revenue | | | [removed: 59] [added: 60] | | % | | | | 59 | | % | | | | | | | [removed: | | | | | |]

Cost of revenue for fiscal [removed: 2020] [added: 2021] increased [removed: 9%] [added: 5%] compared to fiscal [removed: 2019.][added: 2020.]

Cost of revenue remained consistent as a percentage of [removed: total] revenue for fiscal [removed: 2020 and] [added: 2021 compared to] fiscal [removed: 2019.][added: 2020.]

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

Since its outbreak in early 2020, COVID-19 has rapidly spread and continues to represent a public health concern.

In March

This company-wide recommendation extended until July 1, 2021, at which point we began transition to a return to our facilities and normalization of travel activities.

Individual decisions on returning to the office were manager-coordinated and based on conversations with specific teams and departments.

A large number of our employees requested to remain fully remote or participate in a hybrid approach where they would split their time between remote and in-person working.

We have not required employees who return to our facilities to receive vaccinations, but we have provided information on vaccine providers, as well as hosted on-site COVID-19 vaccination clinics at several of our facilities for our employees and their families.

On August 3, 2021, we reimplemented our company-wide recommendation for remote work and are encouraging a cautious approach to business travel based on the spread of the Delta variant and increased infection rates.

For those employees who are at our facilities, we have introduced enhanced sanitation procedures and we require face masks for both vaccinated and unvaccinated employees.

As of August 13, 2021, the majority of our employees were continuing to work remotely either full time or in a hybrid capacity.

In fiscal 2021, total revenue increased 4% or $61,158, compared to fiscal 2020.

Reducing total revenue for the effects of deconversion fees of $20,635 for the current fiscal year and $53,914 for the prior fiscal year, and for revenue from acquisitions and divestitures in fiscal 2021 of $9 and in fiscal 2020 of $3,574, results in a 6% increase, or $98,002.

This increase was primarily driven by growth in card processing, data processing and hosting fee, Jack Henry digital and remittance fee, and software usage fee revenues, partially offset by lower hardware revenues and decreased pass-through billable travel and user group expenses year over year due to COVID-19 travel limitations (see "COVID-19 Impact and Response" above).

Operating expenses increased 3% in fiscal 2021 compared to fiscal 2020, primarily due to higher costs related to our card payment processing platform associated with corresponding increases in revenue, higher personnel costs, and increased operating licenses and fees, partially offset by more capitalized costs related to research and development, travel expense savings as a result of COVID-19 travel limitations (see "COVID-19 Impact and Response" above), the gain on sale of assets this fiscal year compared to the loss last fiscal year, and lower hardware costs associated with a corresponding decrease in revenues.

| | | | 2021 | | | | | | 2020 | | | | | | | | |

Growth in software usage revenue also contributed to the increase.

Decreased pass-through expenses due to COVID-19 travel limitations (see "COVID-19 Impact and Response" above) and lower hardware revenues partially offset revenue increases.

| | | | 2021 | | | | | | 2020 | | | | | | | | |

| | | | 2021 | | | | | | 2020 | | | | | | | | |

Reducing total cost of revenue for the effects of deconversion fees from each year, which totaled $1,425 in fiscal 2021 and $4,055 in fiscal 2020, and for the effects of acquisitions, divestitures, and gain/loss of $123 in the current fiscal year and $2,151 in the prior fiscal year, cost of revenue increased 6%.

This increase was driven by higher direct costs associated with our card processing platform in correlation with related revenue increases; higher personnel costs and operating licenses and fees, partially offset by savings realized from travel limitations due to COVID-19 (see "COVID-19 Impact and

Response" above) and lower hardware costs corresponding with decreased hardware revenue.

| | | | 2021 | | | | | | 2020 | | | | | | | | |

The decrease was primarily due to higher capitalized research and development costs partially offset by an increase in personnel costs.

The consistency of this expense category for the fiscal years presented reflected our continuing commitment to the development of strategic products.

| | | | 2021 | | | | | | 2020 | | | | | | | | |

Selling, general, and administrative expenses for fiscal 2021 decreased 6% compared to fiscal 2020.

Reducing total selling, general, and administrative expense for the effects of deconversion fees from each year, which totaled $489 in fiscal 2021 and $973 in fiscal 2020, and for the effects of acquisitions, divestitures, and gain/loss of $(1,950) for the current fiscal year and of $4,893 for the prior fiscal year, selling, general, and administrative expense decreased 2% compared to fiscal 2020.

This decrease was primarily due to travel expense and other savings as a result of COVID-19 travel limitations partially offset by increased personnel costs.

COVID-19 related savings included our national sales meeting, Jack Henry Annual Conference, and Symitar Education Conference being held virtually during the current fiscal year (see "COVID-19 Impact and Response" above).

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| NET INCOME | | | Year Ended June 30, | | | | | | | | | | | | % Change | | |

| | | | 2021 | | | | | | 2020 | | | | | | | | |

| Diluted earnings per share | | | $ | 4.12 | | | | | $ | 3.86 | | | | | 7 | | % |

The quality

In March 2020, the World Health Organization declared the outbreak of COVID-19 as a pandemic and the President of the United States declared the outbreak as a national emergency.

As COVID-19 has rapidly spread, federal, state and local governments have responded by imposing varying degrees of restrictions, including widespread “stay-at-home” orders, social distancing requirements, travel limitations, quarantines, and forced closures or limitations on operations of non-essential businesses.

Such restrictions have resulted in significant economic disruptions and uncertainty.

This recommended remote working option is currently extended until at least January 4, 2021, and our internal task force will continue to evaluate recommending further extensions.

Based on guidance from the U.S. Department of Homeland Security’s Cybersecurity and Infrastructure Security Agency, the Company was designated as essential critical infrastructure because of our support of the financial services industry.

As of August 13, 2020, the majority of our employees were working remotely.

Our internal task force considers federal, state and local guidance, as well as employee-specific and facility-specific factors, when recommending Company actions.

At such time that our internal task force recommends that our remote employees begin to return to our facilities, we have prepared procedures to assist with a safe, gradual and deliberate approach, including a return-to-office training, enhanced sanitation procedures and face mask requirements, which are currently being utilized by our employees who are required to be on site to perform their required job functions.

We have suspended all non-essential business travel until at least January 4, 2021, and our internal task force will continue to evaluate the need for further extensions.

We have put additional safety precautions into place for travel that is essential.

We have also updated the health benefits available to our employees by waiving out-of-pocket expenses related to testing and treatment of COVID-19.

Despite the move to a principally remote workforce, we honored our 2020 summer internship program through virtual methods.

COVID-19 pandemic.

However, we have experienced delays related to continuing customer migrations to our new card processing platform.

We are on track to meet the revised schedule to complete migrations of our core customers by September 30, 2020, and non-core customers by March 31, 2021, to the new platform.

We continue to work with our customers to support them during this difficult time, and, to that end, have waived certain late fees in connection with our products and services.

We have also enhanced our lending service offerings to support the Paycheck Protection Program that was introduced by the CARES Act, which was signed into law on March 27, 2020.

We saw a decrease of card processing transaction volumes late in the third quarter of fiscal 2020 and into the early portion of the fourth quarter due to COVID-19, which slowed the rate of growth of our processing revenue for those periods versus a year ago.

In addition, installations have been delayed and the associated revenue pushed from the current period to future periods.

These headwinds may also impact our processing and installation revenues moving into fiscal 2021.

Although transaction levels have since returned to more normal levels, the recurrence of lower-than-normal card processing transaction rates is uncertain and will depend upon when requirements for business closures and other restrictions are normalized and how quickly economic recovery occurs.

In fiscal 2020, revenues increased 9% or $144,376 compared to fiscal 2019.

Deconversion fees increased $23,684 to $53,914, compared to the prior fiscal year.

Revenue from fiscal 2020 acquisitions totaled $8,969.

Excluding these factors, adjusted revenue increased 7%, with growth in each of our revenue streams as discussed in detail below.

Operating expenses increased 9% year over year, primarily due to costs related to our new card payment processing platform, increased salaries and benefits in fiscal 2020, partly due to increased headcount compared to fiscal 2019, increases in related revenue, and increased depreciation and amortization expense.

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| | | | 2020 | | | | | | 2019 | | | | | | | | | | | | | | |

Higher software usage revenue within in-house support also contributed to the increase, resulting partially from the addition of new customers.

These increases were partially offset by decreased maintenance fees within in-house support revenue and on-premise implementation fees within product delivery and services revenue due to more customers opting for outsourced delivery.

Excluding costs related to deconversion fees from each period, which totaled $4,055 in fiscal 2020 and $2,192 in fiscal 2019, and excluding costs related to the fiscal 2020 acquisition totaling $4,054, adjusted cost of revenue also increased 9%.

The adjusted increase was driven by higher direct costs of product, including spending related to the ongoing project to expand our credit and debit card platform, and increases in related revenue; higher salary and benefit expenses, in part due to a 5% increase in headcount at June 30, 2020 compared to a year ago that reflects organic growth within our product lines; and increased depreciation and amortization expense mainly related to capitalized software.

Partially offsetting adjusted cost of revenue increases were the savings realized from non-essential travel restrictions imposed at the Company due to the COVID-19 pandemic (see "COVID-19 Impact and Response" on page 23).

The Company continues to focus on management of costs which contributes to the consistency of this percentage.

Excluding costs related to the fiscal 2020 acquisition totaling $1,980, adjusted research and development expense increased 12%.

The adjusted increase was primarily due to increased salary and benefit expenses, in part due to a 4% increase in headcount at June 30, 2020 compared to a year ago that reflects organic growth within our product lines, as well as an increase in licenses and fees.

A portion of the adjusted research and development expense is a result of our investment in digital platforms.

Excluding costs related to deconversion fees from fiscal 2020 (there were no deconversion fees related to selling, general, and administrative for fiscal 2019), which totaled $973, the fiscal 2020 acquisition of $2,063, and the fiscal 2020 loss on disposal of certain assets, net, of $4,789, adjusted selling, general, and administrative expense increased 2% compared to fiscal 2019.

We have $100 million outstanding debt with variable interest rates as of June 30, 2021 and a 1% increase in our borrowing rate would increase our annual interest expense by $1 million.

We have no outstanding debt with variable interest rates as of June 30, 2020 and are therefore not currently exposed to interest rate risk.

Jack Henry & Associates, Inc. [removed: ("JHA")] [added: ("JKHY")] was founded in 1976 as a provider of core information processing solutions for banks.

Today, the Company’s extensive array of products and services includes processing transactions, automating business processes, and managing information for nearly [removed: 8,700] [added: 8,400] financial institutions and diverse corporate entities.

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

- Jack Henry Banking is a leading provider of integrated data processing systems to [removed: approximately] [added: nearly] 1,000 banks ranging from [removed: community banks] [added: de novo] to multi-billion-dollar institutions with assets of up to $50 billion.

Our banking solutions support both [removed: in-house] [added: on-premise] and [removed: outsourced] [added: private cloud] operating environments with three functionally distinct core processing platforms and more than 140 integrated complementary solutions.

- Symitar is a leading provider of core data processing solutions for credit unions of all sizes, with [removed: nearly 840] [added: over 700] credit union customers.

Symitar markets [removed: two functionally distinct] [added: one flagship] core processing [removed: platforms] [added: platform] and more than 100 integrated complementary solutions that support both [removed: in-house] [added: on-premise] and [removed: outsourced] [added: private cloud] operating environments.

- ProfitStars is a leading provider of highly specialized core agnostic products and services [removed: to] [added: for] financial [removed: institutions that are primarily not core customers of the Company.][added: institutions.]

ProfitStars’ products and services enhance the performance of traditional financial services organizations of all asset sizes and charters, and non-traditional diverse corporate entities with over [removed: 8,600] [added: 8,300] customers, [removed: including] [added: comprised of] over [removed: 6,800] [added: 1,600 of our core customers included in our bank and credit union customers listed above, as well as nearly 6,700] non-core customers.

The majority of our revenue is derived from support and services provided to our [removed: in-house] [added: on-premise] customers that are typically on a one-year contract, [removed: outsourcing] [added: private cloud] services for our hosted customers that are typically on a [removed: five-year] [added: seven-year] or greater contract, and recurring electronic payment solutions that are also generally on a contract term of [removed: five] [added: seven] years or greater.

Less predictable software license fees, paid by customers implementing our software solutions [removed: in-house,] [added: on-premise,] and hardware sales, including all non-software products that we re-market in order to support our software systems, complement our primary revenue sources.

[removed: JHA’s] [added: JKHY’s] progress and performance have been guided by the focused work ethic and fundamental ideals fostered by the Company’s founders [removed: 44] [added: 45] years ago:

We recognize that our associates and their collective contribution are ultimately responsible for [removed: JHA’s] [added: JKHY’s] past, present, and future success.

Recruiting and retaining high-quality employees is essential to our ongoing growth and financial performance, and we [added: believe we] have established a corporate culture that sustains high levels of employee satisfaction.

[removed: In March] 2020, we established an internal task force composed of executive officers and other members of management to frequently assess updates to the COVID-19 situation and recommend Company actions.

We offered remote working as a recommended option to employees whose job duties [removed: allow] [added: allowed] them to work [removed: off-site.][added: off-site and we suspended all non-essential business travel.]

We [removed: are working] [added: work] closely with our customers who are scheduled for on-site visits to ensure their needs are met while taking necessary safety precautions when our employees are required to be at a customer site.

We believe our technological capabilities are well positioned to allow our employees to work remotely [removed: for the foreseeable future] without materially impacting our business.

We experienced positive operating cash flows during [removed: the fourth quarter,] [added: fiscal 2021,] and we do not expect that to change in the near term.

However, we are unable to accurately predict the future impact of COVID-19 due to a number of uncertainties, including further government [removed: actions,] [added: actions;] the duration, severity and recurrence of the outbreak, [added: including] the [added: onset of variants of the virus; the] speed [added: and effectiveness] of [removed: economic recovery] [added: vaccine] and [added: treatment developments;] the [added: speed of economic recovery; the] potential impact to our customers, vendors, and [removed: employees, as well as] [added: employees; and] how the potential impact might affect future customer services, processing [added: and installation-related] revenue, and processes and efficiencies within the Company directly or indirectly impacting financial results.

According to the Federal Deposit Insurance Corporation (“FDIC”), there were approximately [removed: 5,131] [added: 4,950] commercial banks and savings institutions in this asset range as of December 31, [removed: 2019.][added: 2020.]

Jack Henry Banking currently supports [removed: approximately] [added: nearly] 1,000 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: 5,340] [added: 5,200] domestic credit unions as of December 31, [removed: 2019.][added: 2020.]

Symitar currently supports [removed: nearly 840] [added: over 700] of these credit unions with core information processing platforms and complementary products and services.

ProfitStars currently supports over [removed: 8,600] [added: 8,300] 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: 20%] [added: 19%] from the beginning of calendar year [removed: 2014] [added: 2015] to the end of calendar year [removed: 2019,] [added: 2020,] 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 [removed: 4%] [added: 7.0%] and totaled [removed: $17.5] [added: $20.5] trillion as of December 31, [removed: 2019.][added: 2020.]

There were [removed: thirteen] [added: six] new bank charters issued in calendar year [removed: 2019,] [added: 2020,] compared to [removed: eight] [added: thirteen] in the [removed: 2018] [added: 2019] calendar year.

Comparing calendar years [removed: 2019] [added: 2020] to [removed: 2018,] [added: 2019,] the number of mergers [removed: increased 63%.][added: decreased 54%.]

CUNA reports the number of credit unions declined [removed: 16%] [added: 15%] from the beginning of calendar year [removed: 2014] [added: 2015] to the end of calendar year [removed: 2019.][added: 2020.]

Although the number of credit unions declined at a [removed: 4%] [added: 3%] compound annual rate during this period, aggregate assets increased at a compound annual rate of [removed: 7%] [added: 9%] and totaled [removed: $1.6] [added: $1.9] trillion as of December 31, [removed: 2019.][added: 2020.]

[removed: JHA’s] [added: JKHY’s] extensive product and service [removed: offering enables] [added: offerings enable] diverse financial institutions to capitalize on these business opportunities and respond to these business challenges.

- Providing commercial banks and credit unions with core operating systems that provide excellent functionality and support [removed: in-house] [added: on-premise] and [removed: outsourced] [added: private cloud] delivery environments with identical functionality.

- Provide products and services that can be sold to both existing core and non-core customers and outside our base to new customers; [removed: and /or][added: and/or]

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

After [removed: 44] [added: 45] 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 banking solutions have state-of-the-art functional capabilities, and we can re-market the hardware required by [added: on-premise use of] each software system.

Our banking solutions can be delivered [removed: in-house] [added: on-premise] or through [removed: outsourced delivery model in] our private cloud [added: delivery model] and are [added: backed by a company-wide commitment to provide exceptional personal service.]

Jack Henry Banking is a recognized market leader, currently supporting [removed: approximately] [added: nearly] 1,000 banks with its technology platforms.

- Symitar supports credit unions of all sizes with [added: an] information and transaction processing [removed: platforms] [added: platform] that [removed: provide] [added: provides] enterprise-wide automation.

For further discussion of our human capital considerations, see "Human Capital" below.

Since its outbreak in early 2020, COVID-19 has rapidly spread and continues to represent a public health concern.

In March

This company-wide recommendation extended until July 1, 2021, at which point we began transition to a return to our facilities and normalization of travel activities.

Individual decisions on returning to the office were manager-coordinated and based on conversations with specific teams and departments.

A large number of our employees requested to remain fully remote or participate in a hybrid approach where they would split their time between remote and in-person working.

We have not required employees who return to our facilities to receive vaccinations, but we have provided information on vaccine providers, as well as hosted on-site COVID-19 vaccination clinics at several of our facilities for our employees and their families.

On August 3, 2021, we reimplemented our company-wide recommendation for remote work and are encouraging a cautious approach to business travel based on the spread of the Delta variant and increased infection rates.

For those employees who are at our facilities, we have introduced enhanced sanitation procedures and we require face masks for both vaccinated and unvaccinated employees.

As of August 13, 2021, the majority of our employees were continuing to work remotely either full time or in a hybrid capacity.

Our mission is to provide quality solutions and industry-leading service to our customers while fostering our culture that is personally, professionally, and financially rewarding to our employees and increasing the value of our stockholders' investments.

- Episys®, a robust system designed specifically for credit unions.

and manages the introduction of new product offerings.

Digital Products and Services

plans and security.

These investments enable a comprehensive set of security controls that are maintained and tested on a consistent basis.

Human Capital

As of June 30, 2021, we had 6,714 full-time employees.

*Talent Attraction and Engagement*

Our people and culture strategy focuses on attracting, engaging, and retaining qualified, diverse, and innovative talent at all levels of the Company.

We are a committed equal opportunity employer and all qualified candidates receive consideration for employment without regard to race, color, religion, national origin, age, disability, sex, sexual orientation, gender, gender identity, pregnancy, genetic information, or other characteristics protected by applicable law.

Beyond nondiscrimination compliance, we are committed to fostering a respectful, diverse, and inclusive workplace in which all individuals are treated with respect and dignity.

In 2020, our President and Chief Executive Officer, David Foss, signed the CEO Action for Diversity and Inclusion Pledge, joining nearly 2,000 other chief executives and presidents who have made a pledge to act on supporting a more inclusive workplace for employees, communities, and society at large.

We actively engage our Business Innovation Groups (“BIGs”) to develop attraction and retention practices that exemplify and advance a diverse, equitable, and inclusive culture.

Our BIGs are company-sponsored and employee-driven groups open to all employees.

As of June 30, 2021, we had approximately 1,600 unique associates participating in six active BIGs, with five focused on inclusion for specific communities—women, people of color, remote associates, LGBTQ+, and veterans— and one focused on environmental and sustainability topics.

While BIGs allow associates to connect and support each other, they also function to address bona fide business problems.

For example, these groups work with executive leadership to actively improve our talent attraction processes for prospective employees.

They also provide education, training, and conversation opportunities to all employees to advance diversity, inclusion, understanding, and innovation throughout the Company.

We seek to actively listen to our employees throughout the year using a defined listening strategy designed to gather regular feedback on well-being, engagement, leadership, culture and values, and other top of mind topics.

These surveys allow us to respond to employee concerns, benefit from employee perspectives, and better design and develop processes to support our Company culture.

Employees can learn about changes through our quarterly employee update videos or all-employee town hall meetings delivered by senior management.

Based on periodic monitoring, we believe our voluntary attrition rate is low compared to competitive benchmarks.

We believe our strong retention rate demonstrates healthy engagement by our employees.

*Training and Development*

Our success depends not only on attracting and retaining talented employees, but also in developing our current employees and providing new opportunities for their growth.

We offer our employees numerous live and on-demand training programs and resources to help them build knowledge and improve skills.

These trainings include mandatory programs, such as security awareness, as well as recommended but optional programs, such as a recent training on mitigating unconscious bias that received a high level of participation and led many of our employees to take a personal pledge to support inclusion in the workplace.

Self-developer weeks specifically allow employees the opportunity to sign-up for curated courses covering topics such as technology trends and JKHY products and services.

Through our BIGs, we also offer opportunities for employees to advance their knowledge of diversity, equity, and inclusion matters.

In March 2020, the World Health Organization declared the outbreak of a novel coronavirus (“COVID-19”) as a pandemic and the President of the United States declared the outbreak as a national emergency.

As COVID-19 has

rapidly spread, federal, state and local governments have responded by imposing varying degrees of restrictions, including widespread “stay-at-home” orders, social distancing requirements, travel limitations, quarantines, and forced closures or limitations on operations of non-essential businesses.

Such restrictions have resulted in significant economic disruptions and uncertainty.

This recommended remote working option is currently extended until at least January 4, 2021, and our internal task force will continue to evaluate recommending further extensions.

Based on guidance from the U.S. Department of Homeland Security’s Cybersecurity and Infrastructure Security Agency, the Company was designated as essential critical infrastructure because of our support of the financial services industry.

As of August 13, 2020, the majority of our employees were working remotely.

Our internal task force considers federal, state and local guidance, as well as employee-specific and facility-specific factors, when recommending Company actions.

At such time that our internal task force recommends that our remote employees begin to return to our facilities, we have prepared procedures to assist with a safe, gradual and deliberate approach, including a return-to-office training, enhanced sanitation procedures and face mask requirements, which are currently being utilized by our employees who are required to be on site to perform their required job functions.

We have suspended all non-essential business travel until at least January 4, 2021, and our internal task force will continue to evaluate the need for further extensions.

We have put additional safety precautions into place for travel that is essential.

We have also updated the health benefits available to our employees by waiving out-of-pocket expenses related to testing and treatment of COVID-19.

Despite the move to a principally remote workforce, we honored our 2020 summer internship program through virtual methods.

However, we have experienced delays related to continuing customer migrations to our new card processing platform.

We are on track to meet the revised schedule to complete migrations of our core customers by September 30, 2020, and non-core customers by March 31, 2021, to the new platform.

We continue to work with our customers to support them during this difficult time, and, to that end, have waived certain late fees in connection with our products and services.

We have also enhanced our lending service offerings to support the Paycheck Protection Program that was introduced by the Coronavirus Aid, Relief, and Economic Security ("CARES") Act, which was signed into law on March 27, 2020.

We saw a decrease of card processing transaction volumes late in the third quarter of fiscal 2020 and into the early portion of the fourth quarter due to COVID-19, which slowed the rate of growth of our processing revenue for those periods versus a year ago.

In addition, installations have been delayed and the associated revenue pushed from the current period to future periods.

These headwinds may also impact our processing and installation revenues moving into fiscal 2021.

Although transaction levels have since returned to more normal levels, the recurrence of lower-than-normal card processing transaction rates is uncertain and will depend upon when requirements for business closures and other restrictions are normalized and how quickly economic recovery occurs.

Our mission is to provide quality solutions and industry-leading service to our customers.

In doing so, we encourage a work environment that is personally, professionally, and financially rewarding for our employees while we protect and increase the value of our stockholders' investment.

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

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

backed by a company-wide commitment to provide exceptional personal service.

- Episys®, a robust system primarily designed for credit unions with more than $50 million in assets.

- CruiseNet®, a cost-efficient system providing intuitive point-and-click, drag-and-drop operation designed primarily for credit unions with less than $50 million in assets.

It has been implemented by approximately 140 credit unions.

Digital Strategy

EPS offers an integrated suite of remote deposit

Backlog

Backlog consists of contracted in-house products and services that have not been delivered.

Backlog also includes the minimum monthly payments for the remaining portion of multi-year outsourcing contracts, and typically includes the minimum payments guaranteed for the remainder of the contract period.

Backlog as of June 30, 2020 totaled $904.3 million, consisting of contracts signed for future delivery of software, hardware, and implementation services (in-house backlog) of $68.9 million, and outsourcing services of $835.4 million.

Approximately $646.0 million of the outsourcing services backlog as of June 30, 2020 is not expected to be realized during fiscal 2021 due to the long-term nature of our outsourcing contracts.

Backlog as of June 30, 2019 totaled $785.2 million, consisting of $77.6 million for future delivery of in-house software, hardware, and implementation services (in-house backlog), and $707.6 million for outsourcing services.

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 2021, the backlog is expected to trend up gradually for the foreseeable future due to renewals of existing relationships, existing in-house customers electing to migrate to the outsourced model, and new contracting activities.

remain strong.

Ensuring this sensitive information remains private is a high priority, and JHA’s initiatives to protect confidential information include regular third-party application reviews intended to better secure information assets.

For the fiscal year ended June 30, [removed: 2020][added: 2021]

| ☐ | | | TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 | | | [removed: | | |]

| | | | For the transition period from ______________ to ________________ | | | [removed: | | |]

On December 31, [removed: 2019,] [added: 2020,] the aggregate market value of the Common Stock held by persons other than those who may be deemed affiliates of Registrant was [removed: $11,058,596,650] [added: $12,074,696,820] (based on the average of the reported high and low sales prices on Nasdaq on December 31, [removed: 2019).][added: 2020).]

As of August [removed: 14, 2020,] [added: 13, 2021,] the Registrant had [removed: 76,641,833] [added: 74,013,999] 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: 2020] [added: 2021] Annual Meeting of Stockholders (the "Proxy Statement") are incorporated by reference into Part III of this Report to the extent stated herein.

Such proxy statement will be filed with the Securities and Exchange Commission [added: ("SEC")] within 120 days of the Company's fiscal year ended June 30, [removed: 2020.][added: 2021.]

| ITEM 1. | | | BUSINESS | | | [removed: [5](#ie7664e9b167940a698307622678a11d0_13)] [added: [5](#i3ed6a039cea74fa0b3adf1fb8053d0e3_13)] | | |

| ITEM 1A. | | | RISK FACTORS | | | [removed: [14](#ie7664e9b167940a698307622678a11d0_16)] [added: [15](#i3ed6a039cea74fa0b3adf1fb8053d0e3_16)] | | |

| ITEM 1B. | | | UNRESOLVED STAFF COMMENTS | | | [removed: [19](#ie7664e9b167940a698307622678a11d0_19)] [added: [20](#i3ed6a039cea74fa0b3adf1fb8053d0e3_19)] | | |

| ITEM 2. | | | PROPERTIES | | | [removed: [19](#ie7664e9b167940a698307622678a11d0_22)] [added: [20](#i3ed6a039cea74fa0b3adf1fb8053d0e3_22)] | | |

| ITEM 3. | | | LEGAL PROCEEDINGS | | | [removed: [19](#ie7664e9b167940a698307622678a11d0_25)] [added: [20](#i3ed6a039cea74fa0b3adf1fb8053d0e3_25)] | | |

| ITEM 4. | | | MINE SAFETY DISCLOSURES | | | [removed: [19](#ie7664e9b167940a698307622678a11d0_28)] [added: [20](#i3ed6a039cea74fa0b3adf1fb8053d0e3_28)] | | |

| ITEM 5. | | | MARKET FOR REGISTRANT'S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES | | | [removed: [20](#ie7664e9b167940a698307622678a11d0_34)] [added: [21](#i3ed6a039cea74fa0b3adf1fb8053d0e3_34)] | | |

| ITEM 7. | | | MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS | | | [removed: [22](#ie7664e9b167940a698307622678a11d0_40)] [added: [23](#i3ed6a039cea74fa0b3adf1fb8053d0e3_40)] | | |

| ITEM 7A. | | | QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK | | | [removed: [34](#ie7664e9b167940a698307622678a11d0_67)] [added: [32](#i3ed6a039cea74fa0b3adf1fb8053d0e3_64)] | | |

| ITEM 8. | | | FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA | | | [removed: [35](#ie7664e9b167940a698307622678a11d0_70)] [added: [34](#i3ed6a039cea74fa0b3adf1fb8053d0e3_67)] | | |

| ITEM 9. | | | CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE | | | [removed: [69](#ie7664e9b167940a698307622678a11d0_160)] [added: [64](#i3ed6a039cea74fa0b3adf1fb8053d0e3_154)] | | |

| ITEM 9A. | | | CONTROLS AND PROCEDURES | | | [removed: [69](#ie7664e9b167940a698307622678a11d0_163)] [added: [64](#i3ed6a039cea74fa0b3adf1fb8053d0e3_157)] | | |

| ITEM 9B. | | | OTHER INFORMATION | | | [removed: [69](#ie7664e9b167940a698307622678a11d0_166)] [added: [64](#i3ed6a039cea74fa0b3adf1fb8053d0e3_160)] | | |

| ITEM 10. | | | DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE | | | [removed: [70](#ie7664e9b167940a698307622678a11d0_172)] [added: [65](#i3ed6a039cea74fa0b3adf1fb8053d0e3_166)] | | |

| ITEM 11. | | | EXECUTIVE COMPENSATION | | | [removed: [70](#ie7664e9b167940a698307622678a11d0_175)] [added: [65](#i3ed6a039cea74fa0b3adf1fb8053d0e3_169)] | | |

| ITEM 12. | | | SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS | | | [removed: [70](#ie7664e9b167940a698307622678a11d0_178)] [added: [65](#i3ed6a039cea74fa0b3adf1fb8053d0e3_172)] | | |

| ITEM 13. | | | CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE | | | [removed: [70](#ie7664e9b167940a698307622678a11d0_181)] [added: [65](#i3ed6a039cea74fa0b3adf1fb8053d0e3_175)] | | |

| ITEM 14. | | | PRINCIPAL ACCOUNTANT FEES AND SERVICES | | | [removed: [70](#ie7664e9b167940a698307622678a11d0_184)] [added: [65](#i3ed6a039cea74fa0b3adf1fb8053d0e3_178)] | | |

| ITEM 15 | | | EXHIBITS AND FINANCIAL STATEMENT SCHEDULES | | | [removed: [71](#ie7664e9b167940a698307622678a11d0_190)] [added: [66](#i3ed6a039cea74fa0b3adf1fb8053d0e3_184)] | | |

| ITEM 16 | | | FORM 10-K SUMMARY | | | [removed: [73](#ie7664e9b167940a698307622678a11d0_193)] [added: [68](#i3ed6a039cea74fa0b3adf1fb8053d0e3_187)] | | |

In this report, all references to [removed: “JHA”,] [added: “JKHY”,] the “Company”, “we”, “us”, and “our”, refer to Jack Henry & Associates, Inc., and its wholly owned subsidiaries.

Such risks and uncertainties include, but are not limited to, those discussed in this Annual Report on Form 10-K, in particular, those included in Item 1A, “Risk Factors” of this report, and those discussed in other documents we file with the [removed: Securities and Exchange Commission (“SEC”).][added: SEC.]

| | | | | | |

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

| OR | | | | | |

| ITEM 6. | | | \[RESERVED\] | | | [23](#i3ed6a039cea74fa0b3adf1fb8053d0e3_37) | | |

| | | | | | | | | |

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

| OR | | | | | | | | |

| ITEM 6. | | | SELECTED FINANCIAL DATA | | | [22](#ie7664e9b167940a698307622678a11d0_37) | | |

We have [removed: 42] [added: 38] leased office facilities in 24 states, which total approximately [removed: 775,000] [added: 730,000] square feet.

On [removed: August 14, 2020,] [added: July 20, 2021,] there were approximately [removed: 198,654] [added: 232,300] holders of the Company’s common stock, including individual participants in security position listings.

The following shares of the Company were repurchased during the quarter ended June 30, [removed: 2020:][added: 2021:]

| | | | Total Number of Shares Purchased [removed: (1)] [added: (1)] | | | | | | Average Price of Share | | | | | | Total Number of Shares Purchased as Part of Publicly Announced Plans [removed: (1)] [added: (1)] | | | | | | Maximum Number of Shares that May Yet Be Purchased Under the Plans [removed: (2)] [added: (2)] | | |

[removed: (1) No] [added: (1)300,000] shares were purchased through a publicly announced repurchase plan.

(2) Total stock repurchase authorizations approved by the Company's Board of Directors as of [removed: February] [added: May] 17, [removed: 2015] [added: 2021] were for [removed: 30.0] [added: 35.0] million [added: shares, which includes an authorization on that date of an additional 5.0 million] shares.

The following chart presents a comparison for the five-year period ended June 30, [removed: 2020,] [added: 2021,] of the market performance of the Company’s common stock with the Standard & Poor's 500 ("S&P 500") Index and an index of peer companies selected by the Company.

[removed: ][added: ]

| | | | [removed: 2015 | | |] 2016 | | | 2017 | | | 2018 | | | 2019 | | | 2020 | | | [added: 2021 | | |]

This comparison assumes $100 was invested on June 30, [removed: 2015] [added: 2016] and assumes reinvestments of dividends.

Companies in the [added: 2021] fiscal [removed: 2020] peer group are ACI [removed: Worldwide,] [added: Worldwide] Inc.; Black Knight, Inc.; Bottomline Technologies [removed: (de),] [added: (de)] Inc.; Broadridge Financial [removed: Solutions, Inc.; Cardtronics plc; CoreLogic,] [added: Solutions] Inc.; Euronet [removed: Worldwide,] [added: Worldwide] Inc.; ExlService [removed: Holdings,] [added: Holdings] Inc.; Fair Isaac [removed: Corporation;] [added: Corp.;] Fidelity National Information [removed: Services,] [added: Services] Inc.; [removed: Fiserv,] [added: Fiserv] Inc.; Fleetcor [removed: Technologies,] [added: Technologies] Inc.; Global Payments Inc.; [removed: Square,] [added: Square] Inc.; SS&C Technologies [removed: Holdings,] [added: Holdings] Inc.; Tyler [removed: Technologies,] [added: Technologies] Inc.; Verint [removed: Systems,] [added: Systems] Inc.; and WEX Inc. [removed: Total System Services, Inc. was acquired by Global Payments Inc. on September 17, 2019] [added: Cardtronics, plc] and [removed: was removed from] [added: CoreLogic, Inc. were originally part of] the [added: fiscal 2021] peer [removed: group.][added: group, but both were acquired in fiscal 2021.]

| April 1- April 30, 2021 | | | — | | | | | | $ | — | | | | | — | | | | | | 497,713 | | |

| May 1- May 31, 2021 | | | 300,000 | | | | | | $ | 157.17 | | | | | 300,000 | | | | | | 5,197,713 | | |

| June 1- June 30, 2021 | | | — | | | | | | $ | — | | | | | — | | | | | | 5,197,713 | | |

| Total | | | 300,000 | | | | | | $ | 157.17 | | | | | 300,000 | | | | | | 5,197,713 | | |

| JKHY | | | 100.00 | | | 120.54 | | | 153.10 | | | 159.01 | | | 220.83 | | | 198.45 | | |

| Peer Group | | | 100.00 | | | 117.44 | | | 159.43 | | | 196.84 | | | 213.37 | | | 270.60 | | |

| S&P 500 | | | 100.00 | | | 117.90 | | | 134.84 | | | 148.89 | | | 160.06 | | | 225.36 | | |

As a result, both companies were removed from the 2021 peer group and stock performance graph.

| April 1- April 30, 2020 | | | — | | | | | | $ | — | | | | | — | | | | | | 2,997,713 | | |

| May 1- May 31, 2020 | | | — | | | | | | $ | — | | | | | — | | | | | | 2,997,713 | | |

| June 1- June 30, 2020 | | | — | | | | | | $ | — | | | | | — | | | | | | 2,997,713 | | |

| Total | | | — | | | | | | $ | — | | | | | — | | | | | | 2,997,713 | | |

| JKHY | | | 100.00 | | | 136.74 | | | 164.83 | | | 209.35 | | | 217.43 | | | 301.97 | | |

| 2020 Peer Group | | | 100.00 | | | 112.09 | | | 130.82 | | | 175.85 | | | 216.00 | | | 234.43 | | |

| S&P 500 | | | 100.00 | | | 103.99 | | | 122.60 | | | 140.23 | | | 154.83 | | | 166.45 | | |

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

Fiscal 2018 and 2017 have been recast to reflect the Company's retrospective adoption of Accounting Standards Update ("ASU") 2014-09, *Revenue from Contracts with Customers,* and related amendments, collectively referred to as Accounting Standards Codification ("ASC") 606.

Fiscal 2016 was not recast.

Net income for fiscal 2020, 2019, and 2018 has been impacted by the reduced U.S. corporate tax rate enacted by the Tax Cuts and Jobs Act of 2017 ("TCJA"), and fiscal 2018 net income contains the related adjustment for the re-measurement of deferred taxes.

Acquisitions have affected revenue and net income in fiscal 2020, 2019, and 2018.

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

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

| Selected Financial Data | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| (In Thousands, Except Per Share Data) | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| | | | | | | YEAR ENDED JUNE 30, | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| Income Statement Data | | | | | | 2020 | | | | | | 2019 | | | | | | 2018 | | | | | | 2017 | | | | | | 2016 | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | *Unadjusted | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| Revenue (1) | | | | | | $ | 1,697,067 | | | | | $ | 1,552,691 | | | | | $ | 1,470,797 | | | | | $ | 1,388,290 | | | | | $ | 1,354,646 | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| Net Income | | | | | | $ | 296,668 | | | | | $ | 271,885 | | | | | $ | 365,034 | | | | | $ | 229,561 | | | | | $ | 248,867 | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| Basic earnings per share | | | | | | $ | 3.86 | | | | | $ | 3.52 | | | | | $ | 4.73 | | | | | $ | 2.95 | | | | | $ | 3.13 | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| Diluted earnings per share | | | | | | $ | 3.86 | | | | | $ | 3.52 | | | | | $ | 4.70 | | | | | $ | 2.93 | | | | | $ | 3.12 | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| Dividends declared per share | | | | | | $ | 1.66 | | | | | $ | 1.54 | | | | | $ | 1.36 | | | | | $ | 1.18 | | | | | $ | 1.06 | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| Balance Sheet Data | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| Total deferred revenue | | | | | | $ | 389,622 | | | | | $ | 394,306 | | | | | $ | 369,915 | | | | | $ | 368,151 | | | | | $ | 521,054 | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| Total assets | | | | | | $ | 2,428,474 | | | | | $ | 2,184,829 | | | | | $ | 2,033,058 | | | | | $ | 1,868,199 | | | | | $ | 1,815,512 | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| Long-term debt | | | | | | $ | 208 | | | | | $ | — | | | | | $ | — | | | | | $ | 50,000 | | | | | $ | — | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| Stockholders’ equity | | | | | | $ | 1,549,688 | | | | | $ | 1,429,013 | | | | | $ | 1,322,844 | | | | | $ | 1,099,693 | | | | | $ | 996,210 | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

(1) Revenue includes license sales, support and service revenues, and hardware sales, less returns and allowances.

| | | | Report of Independent Registered Public Accounting Firm | | | [removed: [36](#ie7664e9b167940a698307622678a11d0_76)] [added: [35](#i3ed6a039cea74fa0b3adf1fb8053d0e3_73)] | | |

| | | | Management's Annual Report on Internal Control over Financial Reporting | | | [removed: [38](#ie7664e9b167940a698307622678a11d0_79)] [added: [37](#i3ed6a039cea74fa0b3adf1fb8053d0e3_76)] | | |

| | | | Years Ended June 30, [added: 2021,] 2020, [removed: 2019,] and [removed: 2018] [added: 2019] | | | [removed: [39](#ie7664e9b167940a698307622678a11d0_82)] [added: [38](#i3ed6a039cea74fa0b3adf1fb8053d0e3_79)] | | |

| | | | [added: Years Ended] June 30, [removed: 2020] [added: 2021, 2020,] and 2019 | | | [removed: [40](#ie7664e9b167940a698307622678a11d0_85)] [added: [40](#i3ed6a039cea74fa0b3adf1fb8053d0e3_85)] | | |

| | | | Years Ended June 30, [added: 2021,] 2020, [removed: 2019,] and [removed: 2018] [added: 2019] | | | [removed: [41](#ie7664e9b167940a698307622678a11d0_88)] [added: [41](#i3ed6a039cea74fa0b3adf1fb8053d0e3_88)] | | |

| | | | Notes to Consolidated Financial Statements | | | [removed: [43](#ie7664e9b167940a698307622678a11d0_94)] [added: [42](#i3ed6a039cea74fa0b3adf1fb8053d0e3_91)] | | |

We have audited the accompanying consolidated balance sheets of Jack Henry & Associates, Inc. and its subsidiaries (the “Company”) as of June 30, [removed: 2020] [added: 2021] and [removed: 2019,] [added: 2020,] 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: 2020,] [added: 2021,] including the related notes (collectively referred to as the “consolidated financial statements”).

We also have audited the Company's internal control over financial reporting as of June 30, [removed: 2020,] [added: 2021,] based on criteria established in *Internal Control - Integrated Framework* (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO).

In our opinion, the consolidated financial statements referred to above present fairly, in all material respects, the financial position of the Company as of June 30, [removed: 2020] [added: 2021] and [removed: 2019,] [added: 2020,] and the results of its operations and its cash flows for each of the three years in the period ended June 30, [removed: 2020] [added: 2021] 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: 2020,] [added: 2021,] based on criteria established in *Internal Control - Integrated Framework* (2013) issued by the COSO.

[removed: Revenue] [added: *Revenue] Recognition - estimating variable consideration and identification of and accounting for performance [removed: obligations][added: obligations*]

As discussed in Notes 1 and 2 to the consolidated financial statements, the Company recorded revenue of [removed: $1.697] [added: $1.758] billion for the year ended June 30, [removed: 2020.][added: 2021.]

Testing the estimation of variable consideration included evaluating the terms and conditions of the long-term contracts and the related significant assumptions used in the estimate of the variable consideration, principally, the [added: use of historical transaction volumes to estimate the] varying volume of transactional activity.

The management of Jack Henry & Associates, Inc. is responsible for establishing and maintaining adequate internal control over financial reporting, as such term is defined in Exchange Act [removed: Rule 13a-15(f).][added: Rules 13a-15(f) and 15d-15(e).]

As of June 30, [removed: 2020,] [added: 2021,] 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: 2020] [added: 2021] was effective.

The Company’s internal control over financial reporting as of June 30, [removed: 2020] [added: 2021] has been audited by the Company’s independent registered public accounting firm, as stated in their report appearing in this Item 8.

| JACK HENRY & ASSOCIATES, INC. AND SUBSIDIARIES | | | | | | | | | | | | | | | | | | [removed: | | | | | | | | | | | | | | |]

| CONSOLIDATED STATEMENTS OF INCOME | | | | | | | | | | | | | | | | | | [removed: | | | | | | | | | | | | | | |]

| (In Thousands, Except Per Share Data) | | | | | | | | | | | | | | | | | | [removed: | | | | | | | | | | | | | | |]

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

| | | | June 30, | | | | | | | | | | | | | | | [removed: | | | | | | | | | | | | | | |]

| | | | [removed: 2020 | | | | | | 2019 | | | | | | 2018 | | |] [added: 2021] | | | | | | [added: 2020] | | | | | | [added: 2019] | | |

| REVENUE | | | $ | [removed: 1,697,067] [added: 1,758,225] | | | | | $ | [removed: 1,552,691] [added: 1,697,067] | | | | | $ | [removed: 1,470,797 | | | | | | | | | | | | | | |] [added: 1,552,691] | |

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

| Cost of Revenue | | | [removed: 1,008,464 | | | | | | 923,030 | | | | | | 853,138 | | |] [added: 1,063,399] | | | | | | [added: 1,008,464] | | | | | | [added: 923,030] | | |

| Research and Development | | | [removed: 109,988 | | | | | | 96,378 | | | | | | 90,340 | | |] [added: 109,047] | | | | | | [added: 109,988] | | | | | | [added: 96,378] | | |

| Selling, General, and Administrative | | | [removed: 197,988 | | | | | | 185,998 | | | | | | 171,710 | | |] [added: 187,060] | | | | | | [added: 197,988] | | | | | | [added: 185,998] | | |

| Total Expenses | | | [removed: 1,316,440 | | | | | | 1,205,406 | | | | | | 1,113,294 | | |] [added: 1,359,506] | | | | | | [added: 1,316,440] | | | | | | [added: 1,205,406] | | |

| OPERATING INCOME | | | [removed: 380,627 | | | | | | 347,285 | | | | | | 357,503 | | |] [added: 398,719] | | | | | | [added: 380,627] | | | | | | [added: 347,285] | | |

| INTEREST INCOME (EXPENSE) | | | | | | | | | | | | | | | | | | [removed: | | | | | | | | | | | | | | |]

| Interest Income | | | [removed: 1,137 | | | | | | 876 | | | | | | 575 | | |] [added: 150] | | | | | | [added: 1,137] | | | | | | [added: 876] | | |

| Interest Expense | | | [removed: (688) | | | | | | (926) | | | | | | (1,920) | | |] [added: (1,144)] | | | | | | [added: (688)] | | | | | | [added: (926)] | | |

| Total Interest Income (Expense) | | | [removed: 449 | | | | | | (50) | | | | | | (1,345) | | |] [added: (994)] | | | | | | [added: 449] | | | | | | [added: (50)] | | |

| INCOME BEFORE INCOME TAXES | | | [removed: 381,076 | | | | | | 347,235 | | | | | | 356,158 | | |] [added: 397,725] | | | | | | [added: 381,076] | | | | | | [added: 347,235] | | |

| PROVISION/ (BENEFIT) FOR INCOME TAXES | | | [removed: 84,408 | | | | | | 75,350 | | | | | | (8,876) | | |] [added: 86,256] | | | | | | [added: 84,408] | | | | | | [added: 75,350] | | |

| NET INCOME | | | $ | [removed: 296,668] [added: 311,469] | | | | | $ | [removed: 271,885] [added: 296,668] | | | | | $ | [removed: 365,034 | | | | | | | | | | | | | | |] [added: 271,885] | |

| Basic earnings per share | | | $ | [removed: 3.86] [added: 4.12] | | | | | $ | [removed: 3.52] [added: 3.86] | | | | | $ | [removed: 4.73 | | | | | | | | | | | | | | |] [added: 3.52] | |

| Basic weighted average shares outstanding | | | [removed: 76,787 | | | | | | 77,160 | | | | | | 77,252 | | |] [added: 75,546] | | | | | | [added: 76,787] | | | | | | [added: 77,160] | | |

| Diluted earnings per share | | | $ | [removed: 3.86] [added: 4.12] | | | | | $ | [removed: 3.52] [added: 3.86] | | | | | $ | [removed: 4.70 | | | | | | | | | | | | | | |] [added: 3.52] | |

| | | | June 30, 2021 and 2020 | | | [39](#i3ed6a039cea74fa0b3adf1fb8053d0e3_82) | | |

August 25, 2021

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| Cumulative effect of ASU 2016-13 adoption | | | (493) | | | | | | — | | | | | | — | | |

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| JACK HENRY & ASSOCIATES, INC. AND SUBSIDIARIES | | | | | | | | | | | | | | | | | |

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| Proceeds from investments | | | 5,000 | | | | | | — | | | | | | — | | |

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Jack Henry & Associates, Inc. and subsidiaries ("Jack Henry," "JKHY," or the "Company") is a leading provider of technology solutions and payment processing services primarily for the financial services industry.

The extent to which the COVID-19 pandemic will directly or indirectly impact our business and financial results, including revenue, expenses, cost of revenues, research and development, and selling, general and administrative expenses, will depend on future developments that are highly uncertain, such as new information that may emerge concerning COVID-19 and the actions taken to contain or treat COVID-19 (including the efficacy and distribution of vaccines), as well as the economic impact on local, regional, national and international customers and markets.

The Company assessed certain accounting matters that generally require consideration of forecasted financial information in context with the information reasonably available to the Company and the unknown future impacts of COVID-19 as of and for its fiscal year ended June 30, 2021 and through the date of this report.

The accounting matters assessed included, but were not limited to, the Company’s allowance for credit losses, as well as the carrying value of goodwill and other long-lived assets.

While there was not a material impact to the Company’s consolidated financial statements, the Company’s future assessment of the magnitude and duration of COVID-19, as well as other factors, could result in material impacts to the Company’s consolidated financial statements in future reporting periods.

On July 1, 2020, the Company adopted FASB Accounting Standards Codification ("ASC") Topic 326, Financial Instruments - Credit Losses, ("CECL") (see "Recent Accounting Pronouncements" below).

As a result, the Company changed its accounting policy for allowance for credit losses.

The accounting policy pursuant to CECL is disclosed below.

The adoption of CECL resulted in an immaterial cumulative effect adjustment recorded in retained earnings as of July 1, 2020.

The Company monitors trade and other receivable balances and contract assets and estimates the allowance for lifetime expected credit losses.

Estimates of expected credit losses are based on historical collection experience and other factors, including those related to current market conditions and events.

The following table summarizes allowance for credit losses activity for the year ended June 30, 2021:

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| | | | | | | | | | Year Ended June 30, 2021 | | |

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

| | | | Years Ended June 30, 2020, 2019, and 2018 | | | [42](#ie7664e9b167940a698307622678a11d0_91) | | |

August 25, 2020

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

| Gain on Disposal of Businesses | | | — | | | | | | — | | | | | | (1,894) | | | | | | | | | | | | | | | | | |

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| Assets held for sale | | | — | | | | | | 6,355 | | | | | | | | | | | |

*Retained earnings as of June 30, 2018 and net income for fiscal year 2018 have been adjusted as a result of the adoption of ASC 606.

| Proceeds from the sale of assets | | | 11,130 | | | | | | 127 | | | | | | 306 | | | | | | | | | | | | | | | | | |

Business and in Item 7.

Management’s Discussion and Analysis of Financial Condition and Results of Operations).

These changing conditions may affect the estimates and assumptions made by management.

Such estimates and assumptions affect, among other things, the valuations of the Company’s long-lived assets, goodwill, and definite-lived intangible assets.

If conditions significantly deteriorate, changes in any assumptions used may result in future goodwill impairment charges that, if incurred, could have a material adverse impact on the Company’s results of operations, total assets and total equity in the period recognized.

Events and changes in circumstances arising subsequent to June 30, 2020, including those resulting from the impacts of the COVID-19 pandemic, will be reflected in management’s estimates for future periods.

degree of uncertainty as to the final consideration amount.

A reasonable estimate of the realizability of customer receivables is made through the establishment of an allowance for doubtful accounts, which is estimated based on a combination of write-off history, aging analysis, and any specifically known collection issues.

During fiscal 2020, the Company repurchased 485 treasury shares for $71,549.

In August of 2018, the FASB issued ASU No. 2018-15, Intangibles, Goodwill and Other - Internal-Use Software (Subtopic 350-40), which broadens the scope of Subtopic 350-40 to include costs incurred to implement a hosting arrangement that is a service contract.

The costs are capitalized or expensed depending on the nature of the costs and the project stage during which they are incurred, consistent with costs for internal-use software.

The amendments in this update can be applied either retrospectively or prospectively to all implementation costs incurred after the date of adoption.

The Company early-adopted ASU No. 2018-15 for its fiscal 2020 third quarter.

The Company chose prospective adoption and there was no material impact on its consolidated financial statements for the quarter or year-to-date period.

The FASB issued ASU No. 2016-02, Leases, in February 2016.

This ASU aims to increase transparency and comparability among organizations by recognizing lease assets and liabilities on the balance sheet and requiring disclosure of key information regarding leasing arrangements to enable users of financial statements to assess the amount, timing, and uncertainty of cash flows arising from leases.

Specifically, the standard requires operating lease commitments to be recorded on the balance sheet as operating lease liabilities and right-of-use assets, and the cost of those operating leases to be amortized on a straight-line basis.

The Company adopted the new standard effective July 1, 2019 using the optional transition method in ASU 2018-11.

Under this method, the Company did not adjust its comparative period financial statements for the effects of the new standard or make the new, expanded required disclosures for periods prior to the effective date.

The Company elected the package of practical expedients permitted under the new standard, which among other things, allows it to carry forward its historical lease classifications.

In addition, the Company has made a policy election to keep leases with an initial term of twelve months or less off of the balance sheet.

The Company also elected the practical expedient to not separate the non-lease components of a contract from the lease component to which they relate.

The adoption of the standard resulted in the recognition of lease liabilities of $77,393 and right-to-use assets of $74,084 as of July 1, 2019.

Adoption of the standard did not have a material impact on the Company’s condensed consolidated statements of income or condensed consolidated statements of cash flows.

The ASU will be effective for the Company on July 1, 2021.

Early adoption of the amendments is permitted, including adoption in any interim period for public business entities for periods for which financial statements have not yet been issued.

An entity that elects to early adopt the amendments in an interim period should reflect any adjustments as of the beginning of the annual period that includes that interim period.

Additionally, an entity that elects early adoption must adopt all the amendments in the same period.

The Company will adopt ASU No. 2019-12 when required, or sooner as allowed, and is assessing the timing of adoption and evaluating the impact on its consolidated financial statements.

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 our Company’s Chief Executive Officer ("CEO") and Chief Financial Officer ("CFO"), of the effectiveness of the design and operation of our disclosure controls and procedures [removed: pursuant to] [added: as defined in] Exchange Act Rules [removed: 13a-15] [added: 13a-15(e)] and [removed: 15d-15.][added: 15d-15(e).]

Based upon that [removed: evaluation,] [added: evaluation (required in Exchange Act Rules 13a-15(b) and 15d-15(b)),] the CEO and CFO concluded that our disclosure controls and procedures are 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.

Management’s [added: Annual] Report on Internal Control over Financial Reporting

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: 2020;] [added: 2021;] their report is included in Item 8 of this Form 10-K.

During the quarter ended June 30, 2021, there were no changes in the Company’s internal control over financial reporting which were identified in connection with management’s evaluation required by Rules 13a-15(d) and 15d-15(d) under the Exchange Act that have materially affected, or are reasonably likely to materially affect, the Company’s internal control over financial reporting.

There has been no change in internal control over financial reporting that has materially affected, or is reasonably likely to affect, the Company’s internal control over financial reporting.

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: 2020] [added: 2021] fiscal year end in the definitive proxy statement for our [removed: 2020] [added: 2021] Annual Meeting of Stockholders (the “Proxy Statement”).

See the information under the captions “Election of Directors”, “Corporate Governance”, “Delinquent Section 16(a) [removed: Reports",] [added: Reports" (if applicable),] and “Executive [removed: Officers and Significant Employees”] [added: Officers”] in the Proxy Statement, which is incorporated herein by reference.

See the information under the captions ”Audit Committee Report” and “Ratification of the Selection of [added: the Company's] Independent Registered Public Accounting Firm” in the Proxy Statement, which is incorporated herein by reference.

\- Consolidated Statements of Income for the fiscal years ended June 30, [removed: 2020, 2019] [added: 2021, 2020] and [removed: 2018][added: 2019]

\- Consolidated Balance Sheets as of June 30, [removed: 2020] [added: 2021] and [removed: 2019][added: 2020]

\- Consolidated Statements of Changes in Stockholders’ Equity for the fiscal years ended June 30, [removed: 2020, 2019] [added: 2021, 2020] and [removed: 2018][added: 2019]

\- Consolidated Statements of Cash Flows for the fiscal years ended June 30, [removed: 2020, 2019] [added: 2021, 2020] and [removed: 2018][added: 2019]

4.1 [Description of [removed: Securities](https://www.sec.gov/Archives/edgar/data/779152/000077915220000064/jkhy-20200630xex41.htm)][added: Securities](https://www.sec.gov/Archives/edgar/data/779152/000077915221000073/jkhy-20210630xex41.htm)]

21.1 [List of the Company’s [removed: subsidiaries.](https://www.sec.gov/Archives/edgar/data/779152/000077915220000064/jkhy-20200630xex211.htm)][added: subsidiaries.](https://www.sec.gov/Archives/edgar/data/779152/000077915221000073/jkhy-20210630xex211.htm)]

23.1 [Consent of Independent Registered Public Accounting Firm- PricewaterhouseCoopers [removed: LLP.](https://www.sec.gov/Archives/edgar/data/779152/000077915220000064/jkhy-20200630xex231.htm)][added: LLP.](https://www.sec.gov/Archives/edgar/data/779152/000077915221000073/jkhy-20210630xex231.htm)]

31.1 [Certification of the Chief Executive [removed: Officer.](https://www.sec.gov/Archives/edgar/data/779152/000077915220000064/jkhy-20200630xex311.htm)][added: Officer.](https://www.sec.gov/Archives/edgar/data/779152/000077915221000073/jkhy-20210630xex311.htm)]

31.2 [Certification of the Chief Financial [removed: Officer.](https://www.sec.gov/Archives/edgar/data/779152/000077915220000064/jkhy-20200630xex312.htm)][added: Officer.](https://www.sec.gov/Archives/edgar/data/779152/000077915221000073/jkhy-20210630xex312.htm)]

32.1* [Written Statement of the Chief Executive Officer Pursuant to 18 U.S.C. Section [removed: 1350.](https://www.sec.gov/Archives/edgar/data/779152/000077915220000064/jkhy-20200630xex321.htm)][added: 1350.](https://www.sec.gov/Archives/edgar/data/779152/000077915221000073/jkhy-20210630xex321.htm)]

32.2* [Written Statement of the Chief Financial Officer Pursuant to 18 U.S.C. Section [removed: 1350.](https://www.sec.gov/Archives/edgar/data/779152/000077915220000064/jkhy-20200630xex322.htm)][added: 1350.](https://www.sec.gov/Archives/edgar/data/779152/000077915221000073/jkhy-20210630xex322.htm)]

Filed 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: 2020] [added: 2021] and June 30, [removed: 2019,] [added: 2020,] (ii) the Consolidated Statements of Income for the years ended June 30, [removed: 2020, 2019] [added: 2021, 2020] and [removed: 2018,] [added: 2019,] (iii) the Consolidated Statements of Shareholders’ Equity for the years ended June 30, [removed: 2020, 2019] [added: 2021, 2020] and [removed: 2018,] [added: 2019,] (iv) the Consolidated Statements of Cash Flows for the years ended June 30, [removed: 2020, 2019] [added: 2021, 2020] and [removed: 2018,] [added: 2019,] and (v) Notes to Consolidated Financial Statements.

3.1.8 [Restated Certificate of Incorporation attached as Exhibit 3.1.](https://www.sec.gov/Archives/edgar/data/0000779152/000077915221000009/jkhy-20201231xex318restate.htm)[8](https://www.sec.gov/Archives/edgar/data/0000779152/000077915221000009/jkhy-20201231xex318restate.htm) [to the Company’s](https://www.sec.gov/Archives/edgar/data/0000779152/000077915221000009/jkhy-20201231xex318restate.htm) [Quarterly](https://www.sec.gov/Archives/edgar/data/0000779152/000077915221000009/jkhy-20201231xex318restate.htm) [Report on Form 10-](https://www.sec.gov/Archives/edgar/data/0000779152/000077915221000009/jkhy-20201231xex318restate.htm)[Q filed February 9, 2021](https://www.sec.gov/Archives/edgar/data/0000779152/000077915221000009/jkhy-20201231xex318restate.htm)[.](https://www.sec.gov/Archives/edgar/data/0000779152/000077915221000009/jkhy-20201231xex318restate.htm)

10.67 [Aircraft Time Sharing Agreement, dated as of November 10, 2020 between the Company and David Foss attached as Exhibit 10.67 to the Company’s Quarterly Report on Form 10-Q filed February 9, 2021.](https://www.sec.gov/Archives/edgar/data/0000779152/000077915221000009/jkhy-20201231xex1067timesh.htm)

10.68* [Form of Restricted Stock](https://www.sec.gov/Archives/edgar/data/779152/000077915221000073/jkhy-20210630xex1068.htm) [Unit](https://www.sec.gov/Archives/edgar/data/779152/000077915221000073/jkhy-20210630xex1068.htm) [Agreemen](https://www.sec.gov/Archives/edgar/data/779152/000077915221000073/jkhy-20210630xex1068.htm)[t.](https://www.sec.gov/Archives/edgar/data/779152/000077915221000073/jkhy-20210630xex1068.htm)

10.69* [Form of Performance Shares Agreement](https://www.sec.gov/Archives/edgar/data/779152/000077915221000073/jkhy-20210630xex1069.htm)[.](https://www.sec.gov/Archives/edgar/data/779152/000077915221000073/jkhy-20210630xex1069.htm)

10.70* [Form of Restricted Stock](https://www.sec.gov/Archives/edgar/data/779152/000077915221000073/jkhy-20210630xex1070.htm) [Unit](https://www.sec.gov/Archives/edgar/data/779152/000077915221000073/jkhy-20210630xex1070.htm) [Agreemen](https://www.sec.gov/Archives/edgar/data/779152/000077915221000073/jkhy-20210630xex1070.htm)[t.](https://www.sec.gov/Archives/edgar/data/779152/000077915221000073/jkhy-20210630xex1070.htm)

3.1.7 [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.](http://www.sec.gov/Archives/edgar/data/779152/000092623603000149/exh3-17.txt)

10.44* [Form of Performance Shares Agreement attached as Exhibit 10.1 to the Company's Current Report on Form 8-K filed September 12, 2012.](http://www.sec.gov/Archives/edgar/data/779152/000077915212000059/exhibit101-performanceshar.htm)

10.47* [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.](http://www.sec.gov/Archives/edgar/data/779152/000077915213000047/jkhy-2013930xex1047.htm)

10.51* [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.](http://www.sec.gov/Archives/edgar/data/779152/000077915214000053/jkhy-2014930xex1051.htm)

10.53* [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.](http://www.sec.gov/Archives/edgar/data/779152/000077915215000041/jkhy-20141231xex1052.htm)

10.60* [Form of Performance Shares Agreement attached as Exhibit 10.60 to the Company's Current Report on Form 8-K filed September 13, 2016.](http://www.sec.gov/Archives/edgar/data/779152/000077915216000144/exhibit1060-performancesha.htm)

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 25th day of August, [removed: 2020.][added: 2021.]

| /s/ David B. Foss David B. Foss | | | President, Chief Executive Officer, and [removed: Director] [added: Board Chair] (Principal Executive Officer) | | | August 25, [removed: 2020] [added: 2021] | | |

| /s/ Kevin D. Williams Kevin D. Williams | | | Chief Financial Officer and Treasurer (Principal Financial and Accounting Officer) | | | August 25, [removed: 2020] [added: 2021] | | |

| /s/ Matthew Flanigan Matthew Flanigan | | | Director | | | August 25, [removed: 2020] [added: 2021] | | |

| /s/ Tom H. Wilson, Jr Tom H. Wilson, Jr | | | Director | | | August 25, [removed: 2020] [added: 2021] | | |

| /s/ Jacqueline R. Fiegel Jacqueline R. Fiegel | | | Director | | | August 25, [removed: 2020] [added: 2021] | | |

| /s/ Thomas A. Wimsett Thomas A. Wimsett | | | Director | | | August 25, [removed: 2020] [added: 2021] | | |

| /s/ Laura G. Kelly Laura G. Kelly | | | Director | | | August 25, [removed: 2020] [added: 2021] | | |

| /s/ Shruti Miyashiro Shruti S. Miyashiro | | | Director | | | August 25, [removed: 2020] [added: 2021] | | |

| /s/ Wesley A. Brown Wesley A. Brown | | | Director | | | August 25, [removed: 2020] [added: 2021] | | |

| /s/ Curtis A. Campbell Curtis A. Campbell | | | Director | | | August 25, 2021 | | |

| /s/ John F. Prim John F. Prim | | | Director | | | August 25, 2020 | | |