10-K comparison

Jack Henry & Associates (JKHY) 10-K risk factor changes: FY2023 vs FY2022

The 2023-06-30 10-K against the 2022-06-30 one, compared heading by heading and sentence by sentence.

Item 1A36 rewritten11 added6 removed108 unchanged

All filing items680 rewritten283 added294 removed1,143 unchanged

Read the changesGo to Item 1A

Jack Henry & Associates Form 10-K, every itemFY2023, filed 24 August 2023, against FY2022, filed 25 August 2022FY2023 on sec.govFY2022 on sec.govRead this filingJSON

Summary

counted, not written

New Item 1A headings (2)

  1. Natural disasters, public health crises, wars, acts of terrorism, other armed conflict, and workforce shortages could adversely affect our results of operations.
  2. Unfavorable future tax law changes could adversely affect our tax expense.

Removed Item 1A headings (2)

  1. The software and services we provide to our customers are subject to government regulation that could hinder the development of our business, increase costs, or impose constraints on the way we conduct our operations.
  2. A widespread public health crisis could adversely affect our results of operations.

A heading is new when no FY2022 heading matches it after ignoring case and punctuation, and reworded when it shares at least 60 percent of its words with one that went away. All current risk factor headings.

Sentences by item

23 items, with every count and a link to each item that changed
ItemAddedRemovedRewrittenUnchanged
Item 1A. RISK FACTORS11636108
Item 7. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS866299154
Item 7A. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK0015
Item 1. BUSINESS2853124155
Item 3. LEGAL PROCEEDINGS0004
Cover and table of contents2029101
Item 1B. UNRESOLVED STAFF COMMENTS0001
Item 2. PROPERTIES0055
Item 4. MINE SAFETY DISCLOSURES0002
Item 5. MARKET FOR REGISTRANT'S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES816916
Item 6. [RESERVED]0000
Item 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA139152339530
Item 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURES0001
Item 9A. CONTROLS AND PROCEDURES0053
Item 9B. OTHER INFORMATION2100
Item 9C. DISCLOSURE REGARDING FOREIGN JURISDICTIONS THAT PREVENT INSPECTIONS.0012
Item 10. DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE0001
Item 11. EXECUTIVE COMPENSATION0010
Item 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS0001
Item 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE0001
Item 14. PRINCIPAL ACCOUNTANT FEES AND SERVICES0002
Item 15. EXHIBITS AND FINANCIAL STATEMENT SCHEDULES741928
Item 16. FORM 10-K SUMMARY001223

Underlined words on a shaded ground are new in FY2023; struck-through words were in FY2022. Sentences that are wholly new or wholly gone are labelled rather than marked.

Item 1A. RISK FACTORS

36 rewritten, 11 added, 6 removed, 108 unchanged

Rewritten

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

Rewritten

A security failure by one of these third parties could expose our [added: data or subject our] information systems to interruption of operations and security vulnerabilities.

Rewritten

Computer networks and the Internet are vulnerable to [removed: unauthorized access, computer viruses and other] disruptive problems such as denial of service attacks or other cyber-attacks carried out by cyber criminals or state-sponsored actors.

Rewritten

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

Rewritten

[removed: Although none of these types of attacks have had a material effect on our business or operations to date, we] [added: We] anticipate that attempts to attack our systems, services, and infrastructure, and those of our customers and vendors, may grow in frequency and sophistication.

Rewritten

Those same parties may also attempt to fraudulently induce employees, customers, vendors, or other users of our systems through phishing schemes or other [added: social engineering] methods to disclose sensitive information in order to gain access to our data or that of our [removed: customers or clients.][added: customers.]

Rewritten

We are also subject to the risk that our employees may intercept and transmit unauthorized confidential or proprietary information or that employee corporate-owned computers are [removed: stolen] [added: stolen,] or customer data media is lost in shipment.

Rewritten

[removed: Although we believe] [added: We cannot be certain that] our security controls and infrastructure [removed: are] [added: will be] adequate to [added: continue to] protect our systems and [removed: data, we cannot be certain that these] [added: data and our] efforts [removed: will] [added: may not] be sufficient to combat all current and future technological risks and threats.

Rewritten

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

Rewritten

We direct the settlement of funds on behalf of financial institutions, other [removed: businesses] [added: businesses,] and [removed: consumers] [added: consumers,] and receive funds from clients, card issuers, payment [removed: networks] [added: networks,] and consumers on a daily basis for a variety of transaction types.

Rewritten

Transactions facilitated by us include debit card, credit card, electronic bill payment transactions, Automated Clearing House (“ACH”) payments, real-time payments through faster payment [removed: networks,] [added: networks (such as Zelle, RTP,] and [added: FedNow), and] check clearing that support consumers, financial institutions, and other businesses.

Rewritten

[removed: In addition, we rely on various third parties to] process transactions and provide services in support of the processing of transactions and funds settlement for certain of our products and services that we cannot provide ourselves.

Rewritten

If we are unable to obtain such services in the future or if the price of such services becomes unsustainable, our business, financial [removed: position] [added: position,] and results of operations could be materially and adversely affected.

Rewritten

In addition, we may issue short-term credit to consumers, financial [removed: institutions] [added: institutions,] or other businesses as part of the funds settlement process.

Rewritten

We also rely on third party service providers to provide [removed: part] [added: part,] or all [removed: of] [added: of,] certain services we deliver to customers.

Rewritten

These third-party vendors are subject to similar risks as us including, but not limited to, compliance with applicable laws and regulations, hardware and software defects, breakdowns or malfunctions, cybersecurity incidents, human error, [added: failures in internal controls,] power losses, disruptions in telecommunications services, computer viruses or other malware, natural disasters or severe weather events, or other events.

Rewritten

Competition may result in decreased demand or require price reductions or other concessions to customers, which could result in lower margins and reduce income. We vigorously compete with a variety of software vendors and service providers in all [removed: of] our major product lines.

Rewritten

If competitors offer more favorable pricing, payment or other contractual terms, warranties, or functionality, or otherwise attract our customers or prevent us from capturing new [removed: customers] [added: customers,] we may need to lower prices or offer other terms that negatively impact our results of operations in order to successfully compete.

Rewritten

These factors and new product introductions by our existing competitors or by new market entrants could reduce the demand for our existing products and [removed: services] [added: services,] and we may be required to develop or acquire new products and services.

Rewritten

Defects in our software, installation problems or [removed: delays] [added: delays,] or other difficulties could result in negative publicity, loss of revenues, loss of competitive [removed: position] [added: position,] or claims against us by customers.

Rewritten

The software and services we provide to our customers are subject to government regulation that could hinder the development of our business, increase costs, or impose constraints on the way we conduct our [removed: operations. The financial services industry is subject to extensive and complex federal and state regulation.][added: operations.]

Rewritten

In addition, existing laws, regulations, and policies could be amended or interpreted differently by regulators in a manner that imposes additional costs and has a negative impact on our existing operations or that limits our future [added: growth or expansion.]

Rewritten

This includes [added: industry-specific] rules [added: such as those] enacted by the New York Department of Financial Services that require covered financial institutions to have a cybersecurity program along with other compliance requirements [removed: and] [added: as well as comprehensive consumer data privacy rules such as] the California Consumer Privacy [added: Act, the Iowa Consumer Data Protection Act, and the Virginia Consumer Data Protection] Act.

Rewritten

Failure to comply or readily address compliance and regulatory rule changes made by payment card networks could adversely affect our business. We are subject to card association and network compliance rules governing the payment networks we serve, including Visa, MasterCard, Zelle, [added: FedNow,] and The Clearing House’s RTP network, and all rules governing the Payment Card Data Security Standards.

Rewritten

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

Rewritten

[removed: A widespread] [added: Natural disasters,] public health [removed: crisis] [added: crises, wars, acts of terrorism, other armed conflict, and workforce shortages] could adversely affect our results of operations. The [removed: widespread outbreak of a communicable illness or disease, such as the COVID-19 outbreak,] [added: occurrence of,] or [removed: other] [added: threat of, natural disasters, widespread] public health crises, [removed: including government mandates in response to such events,] [added: political unrest, war, acts of terrorism, other armed conflicts involving the United States or foreign countries, or general workforce shortages] can result in significant economic disruptions and uncertainties and could adversely affect our business, results of operation, and financial condition.

Rewritten

If the general economic environment worsens, [added: including if inflation] or [added: interest rates continue to increase or remain at higher than recent historical levels, or] if conditions or regulatory requirements within the financial services industry change, such as if financial institutions are required to increase reserve [removed: amounts,] [added: amounts or become subject to new regulatory assessments,] customers may be less willing or able to pay the cost of our products and services, and we could face a reduction in demand from current and potential clients for our products and services, which could have a material adverse effect on our business, results of operations, and financial condition.

Rewritten

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: 4,790] [added: 4,660] commercial and savings banks and more than [removed: 5,000] [added: 4,850] credit unions.

Rewritten

This strategy depends on our ability to identify, [removed: negotiate] [added: negotiate,] and finance suitable acquisitions.

Rewritten

[removed: Acquisitions, including the Payrailz acquisition,] [added: Acquisitions subject us to risks and may be costly and difficult to integrate. Acquisitions] are difficult to evaluate, and our due diligence may not identify all potential liabilities or valuation issues.

Rewritten

We may not be able to successfully integrate [removed: Payrailz or any other] acquired companies.

Rewritten

To finance [removed: the Payrailz acquisition or other] future acquisitions, we may have to increase our borrowing or sell equity or debt securities to the public.

Rewritten

We also use certain [removed: open] [added: open-] source software in our products, which may subject us to suits by persons claiming ownership of what we believe to be [removed: open source] [added: open-source] software.

Rewritten

If material weaknesses in our internal controls are discovered or occur in the future, our consolidated financial statements may contain material misstatements and we could be required to restate our financial results, which could materially and adversely affect our business and results of operations or financial condition, restrict our ability to access the capital markets, require us to expend significant resources to correct the weaknesses or deficiencies, subject us to fines, penalties or judgments, harm our [removed: reputation] [added: reputation,] or otherwise cause a decline in investor confidence.

Rewritten

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 [removed: at] [added: as of] June 30, [removed: 2022.][added: 2023.]

Rewritten

Our current [removed: revolving] credit [removed: facility bears] [added: facilities bear] interest at [removed: a] variable [removed: rate.][added: rates.]

New in FY2023

We rely on third parties for various business purposes, and these third parties face similar security risks.

New in FY2023

Other potential attacks include attempts to obtain unauthorized access to confidential information or destroy data, often through the

New in FY2023

In addition, we rely on various third parties to

New in FY2023

This reliance is further concentrated as we use certain third-party vendors to provide large portions of our hosting needs.

New in FY2023

The financial services industry is subject to extensive and complex federal and state regulation.

New in FY2023

The number of state privacy and cybersecurity laws and regulations has grown tremendously over the past several years, creating an increasingly complex patchwork of data privacy and security requirements.

New in FY2023

Though several privacy concepts are common across the laws, each state requires compliance with standards and policies that are not cohesive with other laws and are often further amended by regulatory action.

New in FY2023

ability to service our customers and result in reductions in revenues and increased costs of operations.

New in FY2023

Further, we continue to face a competitive market for hiring and retaining skilled employees.

New in FY2023

Unfavorable future tax law changes could adversely affect our tax expense. Our income tax positions result in a significant net deferred income tax liability on our consolidated balance sheet.

New in FY2023

Unfavorable future tax law changes, including increasing U.S. corporate tax rates, could increase this net liability and negatively impact our provision for income taxes and net income.

Dropped from FY2022

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

Dropped from FY2022

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

Dropped from FY2022

growth or expansion.

Dropped from FY2022

Acquisitions subject us to risks and may be costly and difficult to integrate. On August 5, 2022, we entered into an Agreement and Plan of Merger to acquire 100% of the equity interests of Payrailz, LLC, which offers digital payment capabilities, including real-time person-to-person ("P2P") payments.

Dropped from FY2022

The acquisition is anticipated to close on August 31, 2022, subject to the satisfaction of customary closing conditions.

Dropped from FY2022

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.

Item 7. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

99 rewritten, 86 added, 62 removed, 154 unchanged

Rewritten

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 audited consolidated financial statements, and related notes included [removed: elsewhere in this report.]

Rewritten

All dollar and share amounts, except per share amounts, are in thousands and discussions compare fiscal [removed: 2022] [added: 2023] to fiscal [removed: 2021.][added: 2022.]

Rewritten

Discussions of fiscal [removed: 2020] [added: 2021] items and comparisons between fiscal [removed: 2020] [added: 2021] and fiscal [removed: 2021] [added: 2022] 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: 2021.][added: 2022.]

Rewritten

Jack Henry & Associates, Inc. is a well-rounded financial technology company headquartered in Monett, Missouri, that employs approximately [removed: 6,900] [added: 7,120] full-time and part-time [removed: associates] [added: employees] nationwide, and is a leading provider of technology solutions and payment processing services primarily [removed: for] [added: to community and regional] financial [removed: services organizations.][added: institutions.]

Rewritten

[removed: Its] [added: Our] solutions serve over [removed: 7,800] [added: 7,500] customers and consist of integrated data processing systems solutions to [removed: U.S.] banks ranging from de novo to multi-billion-dollar institutions with assets up to $50 billion, core data processing solutions for credit unions of all sizes, and non-core highly specialized 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.

Rewritten

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

Rewritten

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

Rewritten

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

Rewritten

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

Rewritten

FISCAL [removed: 2022] [added: 2023] COMPARED TO FISCAL [removed: 2021][added: 2022]

Rewritten

Reducing total revenue for [removed: the effects of] deconversion fees of [removed: $53,279 for] [added: $31,775 in] the current fiscal year and [removed: $20,635 for] [added: $53,279 in] the prior fiscal year, and for [added: Payrailz related] revenue [removed: from acquisitions and divestitures in fiscal 2022] of [removed: $274 and] [added: $8,482] in [added: the current] fiscal [removed: 2021 of $1,182,] [added: year,] results in [removed: a 9%] [added: an 8%] increase, or [removed: $152,923.][added: $147,840.]

Rewritten

We move into fiscal [removed: 2023] [added: 2024] following strong performance in fiscal [removed: 2022.][added: 2023.]

Rewritten

A detailed discussion of the major components of the results of operations for the fiscal year ended June 30, [removed: 2022] [added: 2023] compared to the fiscal year ended June 30, [removed: 2021] [added: 2022] follows.

Rewritten

| Services and support | | | $ | [removed: 1,156,365] [added: 1,214,701] | | | | | $ | [removed: 1,048,206] [added: 1,156,365] | | | | | [removed: 10] [added: 5%] | | [removed: %] |

Rewritten

| Percentage of total revenue | | | [removed: 60] [added: 7%] | | [removed: %] | | | | [removed: 60] [added: 6%] | | [removed: %] | | | | | | |

Rewritten

In the fiscal year ended June 30, [removed: 2022,] [added: 2023,] services and support revenue increased [added: 5%] compared to the prior fiscal year.

Rewritten

Reducing total services and support revenue by [removed: the effects of] deconversion fees for each year, which totaled [removed: $53,279] [added: $31,775] in fiscal [removed: 2022] [added: 2023] and [removed: $20,635] [added: $53,279] in fiscal [removed: 2021,] [added: 2022,] and for [added: Payrailz related] revenue [added: of $46] from [removed: acquisitions and divestitures in] [added: the current] fiscal [removed: 2021 of $1,181,] [added: year, services and support] revenue grew [removed: 7.5%.][added: 7%.]

Rewritten

This increase was primarily driven by higher [added: data processing and hosting fees within] private and public cloud revenue resulting from [removed: organic growth in data processing and hosting fee revenue reflecting a continuing shift of] [added: new] customers [removed: to our term license model.][added: being added and volumes expanding.]

Rewritten

| Percentage of total revenue | | | [removed: 40] [added: 11%] | | [removed: %] | | | | [removed: 40] [added: 11%] | | [removed: %] | | | | | | |

Rewritten

| Cost of revenue | | | $ | [removed: 1,128,614] [added: 1,219,062] | | | | | $ | [removed: 1,063,399] [added: 1,128,614] | | | | | [removed: 6] [added: 8%] | | [removed: %] |

Rewritten

| Percentage of total revenue | | | [removed: 58] [added: 58%] | | [removed: %] | | | | [removed: 60] [added: 60%] | | [removed: %] | | | | | | |

Rewritten

Cost of revenue [removed: decreased 2%] [added: increased 1%] as a percentage of total revenue for fiscal [removed: 2022] [added: 2023] compared to fiscal [removed: 2021.][added: 2022.]

Rewritten

| Research and development | | | $ | [removed: 121,355] [added: 142,678] | | | | | $ | [removed: 109,047] [added: 121,355] | | | | | [removed: 11] [added: 18%] | | [removed: %] |

Rewritten

| Percentage of total revenue | | | [removed: 6] [added: 42%] | | [removed: %] | | | | [removed: 6] [added: 40%] | | [removed: %] | | | | | | |

Rewritten

We devote significant effort and expense to develop new [removed: software,] [added: software and] service products and continually upgrade and enhance our existing offerings.

Rewritten

Research and development expense [removed: remained consistent] [added: increased 1%] as a percentage of total revenue for fiscal [removed: 2022 and] [added: 2023 compared to] fiscal [removed: 2021.][added: 2022.]

Rewritten

The [removed: consistency of] [added: increase in] this expense category for the [added: current] fiscal [removed: years presented reflected] [added: year reflects] our continuing commitment to the development of strategic products.

Rewritten

| Selling, general, and administrative | | | $ | [removed: 218,296] [added: 235,274] | | | | | $ | [removed: 187,060] [added: 218,296] | | | | | [removed: 17] [added: 8%] | | [removed: %] |

Rewritten

| Percentage of total revenue | | | [removed: 11] [added: 59%] | | [removed: %] | | | | [removed: 11] [added: 58%] | | [removed: %] | | | | | | |

Rewritten

Selling, general, and administrative expenses for fiscal [removed: 2022] [added: 2023] increased [removed: 17%] [added: 8%] compared to fiscal [removed: 2021.][added: 2022.]

Rewritten

Reducing total selling, general, and administrative expense for [removed: the effects of] deconversion [removed: fees] [added: costs] from each year, which totaled [removed: $2,485] [added: $2,216] in fiscal [removed: 2022] [added: 2023] and [removed: $489] [added: $2,485] in fiscal [removed: 2021,] [added: 2022,] and [removed: removing the effects] [added: Payrailz related costs] of [removed: acquisitions, divestitures,] [added: $2,144,] and [removed: gain/loss of $29 for] the [removed: current fiscal year and] [added: gain on assets, net,] of [removed: $(2,012)] [added: $4,567] for the [removed: prior] [added: current] fiscal year, [removed: selling, general, and administrative expense increased 14% compared to fiscal 2021.][added: results in a 9% increase.]

Rewritten

Selling, general, and administrative [removed: expense] [added: expenses] remained consistent as a percentage of total revenue for fiscal [removed: 2022] [added: 2023] compared to fiscal [removed: 2021.][added: 2022.]

Rewritten

| Interest income | | | $ | [removed: 32] [added: 8,959] | | | | | $ | [removed: 150] [added: 32] | | | | | [removed: (79)] [added: 27,897%] | | [removed: %] |

Rewritten

| Interest expense | | | $ | [removed: (2,384)] [added: (15,073)] | | | | | $ | [removed: (1,144)] [added: (2,384)] | | | | | [removed: 108] [added: 532%] | | [removed: %] |

Rewritten

Interest expense increased in fiscal [removed: 2022] [added: 2023] mainly due to the timing and amounts of borrowed [removed: balances.][added: balances and increases in interest rates.]

Rewritten

| [removed: PROVISION/ (BENEFIT)] [added: PROVISION] FOR INCOME TAXES | | | Year Ended June 30, | | | | | | | | | | | | % Change | | |

Rewritten

| [removed: Provision/ (Benefit)] [added: Provision] for income taxes | | | $ | [removed: 109,351] [added: 107,928] | | | | | $ | [removed: 86,256] [added: 109,351] | | | | | [removed: 27] [added: (1)%] | | [removed: %] |

Rewritten

The [removed: increase] [added: decrease] in the Company's effective tax rate in fiscal [removed: 2022] [added: 2023] compared to fiscal [removed: 2021] [added: 2022] was primarily the result of [removed: an increase] [added: a decrease] in the state tax rate applied to net deferred tax liabilities and [removed: less] [added: an increase in] rate benefit received from research and development credits.

Rewritten

| Net income | | | $ | [removed: 362,916] [added: 366,646] | | | | | $ | [removed: 311,469] [added: 362,916] | | | | | [removed: 17] [added: 1%] | | [removed: %] |

Rewritten

| Diluted earnings per share | | | $ | [removed: 4.94] [added: 5.02] | | | | | $ | [removed: 4.12] [added: 4.94] | | | | | [removed: 20] [added: 2%] | | [removed: %] |

New in FY2023

elsewhere in this report.

New in FY2023

We consistently measure customer satisfaction using a variety of surveys, such as an annual survey on the customer's anniversary date and randomly-generated surveys initiated each day by routine support requests.

New in FY2023

On August 31, 2022, the Company acquired all of the equity interest in Payrailz, LLC ("Payrailz").

New in FY2023

Payrailz related revenue and operating expenses mentioned in the discussion below are for the 10 months from the date of acquisition through our fiscal year ended June 30, 2023.

New in FY2023

In fiscal 2023, total revenue increased 7% or $134,818, compared to fiscal 2022.

New in FY2023

This increase was primarily driven by growth in data processing and hosting and card processing revenue, as new customers were added and

New in FY2023

volumes expanded, payment processing revenues, digital revenues (including Banno), as new customers were added and active users increased, and software usage and subscription fee revenues, as more customers chose time-based licenses rather than perpetual, compared to the prior fiscal year.

New in FY2023

Operating expenses increased 9% in fiscal 2023 compared to fiscal 2022.

New in FY2023

Reducing total operating expenses for deconversion costs of $4,261 in the current fiscal year and $6,277 in the prior fiscal year, and for Payrailz related expenses of $22,467, and gain on assets, net, of $4,567 in the current fiscal year, results in an 8% increase, or $112,864.

New in FY2023

This increase was primarily due to higher personnel costs, including commissions and benefits expenses, increased direct costs consistent with increases in the related revenue, amortization of intangible assets, and internal licenses and fees.

New in FY2023

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

New in FY2023

Growth in software usage and subscription fee revenues, as more customers chose time-based licenses rather than perpetual, and hardware revenue also contributed to the increase.

New in FY2023

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

New in FY2023

| Processing | | | $ | 863,001 | | | | | $ | 786,519 | | | | | 10% | | |

New in FY2023

Processing revenue increased 10% for the fiscal year ended June 30, 2023, compared to the fiscal year ended June 30, 2022.

New in FY2023

Reducing total processing revenue by Payrailz related revenue of $8,436 from the current fiscal year, processing revenue grew 9%.

New in FY2023

This increase was driven by growth in card processing, payment processing (including iPay), digital revenue (including Banno), and other processing fee revenues, as new customers were added, the active user base expanded, and transaction volumes increased.

New in FY2023

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

New in FY2023

Cost of revenue for fiscal 2023 increased 8% compared to fiscal 2022.

New in FY2023

Reducing total cost of revenue for deconversion costs of $2,046 in the current fiscal year and $3,793 in the prior fiscal year, and for Payrailz related costs of $18,193 in the current fiscal year, results in a 7% increase.

New in FY2023

This increase was driven by higher direct costs consistent with increases in the related revenue, higher personnel costs, including benefits expenses, and increased amortization of intangible assets.

New in FY2023

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

New in FY2023

Research and development expenses for fiscal 2023 increased 18% compared to fiscal 2022.

New in FY2023

Reducing total research and development expenses for Payrailz related costs of $2,130 in the current fiscal year, results in a 16% increase.

New in FY2023

This increase is primarily due to higher personnel costs including benefits expenses, net of capitalization, due to a headcount increase of 9% in the trailing twelve months, and higher internal licenses and fees.

New in FY2023

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

New in FY2023

This increase was primarily due to higher personnel costs, including commissions and benefits expenses.

New in FY2023

This consistency reflects our continuing commitment to control costs.

New in FY2023

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

New in FY2023

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

New in FY2023

| Effective rate | | | 22.7% | | | | | | 23.2% | | | | | | | | |

New in FY2023

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

New in FY2023

During fiscal 2023, the Company transferred a product, Remit, from the Complementary segment to the Payments segment, due to better alignment with the Payments segment.

New in FY2023

As a result of this transfer, adjustments were made during fiscal 2023 to reclassify related revenue and cost of revenue for the fiscal year ended June 30, 2022, from the Complementary to the Payments segment.

New in FY2023

Revenue reclassed for the fiscal year ended June 30, 2022, was $12,049.

New in FY2023

Cost of revenue reclassed for the fiscal year ended June 30, 2022, was $2,059.

New in FY2023

Immaterial adjustments were also made in fiscal 2023 to reclassify cost of revenue that was recognized in fiscal 2022 from the Complementary to the Payments and Corporate and Other segments.

New in FY2023

These reclasses were made to be consistent with the current allocation of revenue and cost of revenue by segment.

New in FY2023

Revenue reclassed for the fiscal year ended June 30, 2022, from Complementary to Corporate and Other was $4,917.

New in FY2023

Cost of revenue reclassed for the fiscal year ended June 30, 2022, from Complementary to Payments was $3,396, and from Complementary to Corporate and Other was $403.

Dropped from FY2022

We consistently measure customer satisfaction using comprehensive annual surveys and randomly generated daily surveys we receive in our everyday business.

Dropped from FY2022

processing fees.

Dropped from FY2022

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

Dropped from FY2022

COVID-19 Impact and Response

Dropped from FY2022

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

Dropped from FY2022

The health, safety, and well-being of our employees and customers is of paramount importance to us.

Dropped from FY2022

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.

Dropped from FY2022

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

Dropped from FY2022

As of August 15, 2022, the majority of our employees were continuing to work remotely either full time or in a hybrid capacity.

Dropped from FY2022

We have announced that our official return-to-office date is September 6, 2022, though employees have been permitted to voluntarily return to the office since May 2, 2022.

Dropped from FY2022

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

Dropped from FY2022

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

Dropped from FY2022

While our business travel is normalizing, we do not expect it to return to pre-pandemic levels and continue to encourage a cautious approach to business travel activities.

Dropped from FY2022

*Customers*

Dropped from FY2022

We 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.

Dropped from FY2022

Delays of customer system installations due to COVID-19 have been limited, and we have developed processes to handle remote installations when available.

Dropped from FY2022

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

Dropped from FY2022

Even though a substantial portion of our workforce has worked remotely during the outbreak and business travel has been limited, we have not yet experienced significant disruption to our operations.

Dropped from FY2022

We believe our technological capabilities are well positioned to allow our employees to work remotely without materially impacting our business.

Dropped from FY2022

*Financial Impact*

Dropped from FY2022

Despite the changes and restrictions caused by COVID-19, the overall financial and operational impact on our business has been limited and our liquidity, balance sheet, and business trends remain strong.

Dropped from FY2022

We experienced positive operating cash flows during fiscal 2022, and we do not expect that to change in the near term.

Dropped from FY2022

However, we are unable to accurately predict the future impact of COVID-19 due to a number of uncertainties, including further government actions; the duration, severity and recurrence of the outbreak, including the onset of variants of the virus; the effectiveness of vaccines against new variants; the development and effectiveness of treatments; the effect on the economy generally; the potential impact to our customers, vendors, and employees; and how the potential impact might affect future customer services, processing and installation-related revenue, and processes and efficiencies within the Company directly or indirectly impacting financial results.

Dropped from FY2022

We will continue to monitor COVID-19 and its possible impact on the Company and to take steps necessary to protect the health and safety of our employees and customers.

Dropped from FY2022

For a further discussion of the uncertainties and risks associated with COVID-19, see Part II, Item 1A “Risk Factors” in this Annual Report on Form 10-K.

Dropped from FY2022

In fiscal 2022, total revenue increased 11% or $184,659, compared to fiscal 2021.

Dropped from FY2022

This increase was primarily driven by growth in private and public cloud, card processing, remittance, implementation, and transaction and digital revenues, partially offset by a decrease in license fee revenue compared to the prior fiscal year.

Dropped from FY2022

Operating expenses increased 8% in fiscal 2022 compared to fiscal 2021, primarily due to higher costs related to our card payment processing platform associated with corresponding increases in revenue, higher personnel costs, increased operating licenses and fees, and higher travel expenses.

Dropped from FY2022

| | | | 2022 | | | | | | 2021 | | | | | | | | |

Dropped from FY2022

Growth in implementation and software usage revenues also contributed to the increase, partially offset by a decrease in license fee revenue compared to the prior fiscal year.

Dropped from FY2022

| Processing | | | $ | 786,519 | | | | | $ | 710,019 | | | | | 11 | | % |

Dropped from FY2022

Processing revenue increased 11% for the fiscal year ended June 30, 2022, compared to the fiscal year ended June 30, 2021, with strong organic growth in the card processing, transaction and digital, and remittance revenue components primarily due to expanding volumes.

Dropped from FY2022

Cost of revenue for fiscal 2022 increased 6% compared to fiscal 2021, driven by higher direct costs associated with our card processing platform in line with related revenue increases, higher personnel costs, and higher operating licenses and fees.

Dropped from FY2022

Research and development expenses for fiscal 2022 increased 11% compared to fiscal 2021, primarily due to higher personnel costs, net of capitalization.

Dropped from FY2022

This increase was primarily due to higher personnel costs, increased travel expenses, and a smaller gain on sale of assets in the current fiscal year.

Dropped from FY2022

| Effective rate | | | 23.2 | | % | | | | 21.7 | | % | | | | | | |

Dropped from FY2022

Growth in net income and

Dropped from FY2022

The amounts reclassified for the fiscal year ended June 30, 2021 were $135.

Dropped from FY2022

| Revenue | | | $ | 707,019 | | | | | 10 | | % | | | | $ | 642,308 | |

Dropped from FY2022

| Cost of Revenue | | | $ | 380,954 | | | | | 8 | | % | | | | $ | 353,581 | |

An excerpt. Shown here: 40 of 99 rewritten, 40 of 86 added and 40 of 62 removed. The counts are complete. For every sentence, read Item 7. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS in the FY2023 filing and the FY2022 filing.

Item 7A. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

1 rewritten, 0 added, 0 removed, 5 unchanged

Rewritten

We have [removed: $115 million] [added: $275,000] outstanding debt with variable interest rates as of June 30, [removed: 2022,] [added: 2023,] and a 1% increase in our borrowing rate would increase our annual interest expense by [removed: $1.15] [added: $2.75] million.

Item 1. BUSINESS

124 rewritten, 28 added, 53 removed, 155 unchanged

Rewritten

[removed: JKHY provides its] [added: We provide] products and services primarily to [added: community and regional] financial institutions:

Rewritten

- Core bank integrated data processing systems are provided to [removed: over 950] [added: 940] banks ranging from de novo to multi-billion-dollar institutions with assets of up to $50 billion.

Rewritten

The number of banks we serve has decreased in the last year due to acquisitions and mergers within the banking industry, which are discussed further under the heading [removed: "Industry Background"] [added: "Our Industry"] in this Item 1.

Rewritten

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

Rewritten

- Core credit union data processing solutions are provided to credit unions of all sizes, with a [removed: growing] client base of [removed: nearly 720] [added: over 710] credit union customers.

Rewritten

[removed: There is one] [added: We offer a] flagship core processing platform and [removed: more than 100] integrated complementary solutions that support both on-premise and private cloud operating environments.

Rewritten

[removed: There are more than 100] [added: We offer] complementary solutions that [removed: offer] [added: include] highly specialized financial performance, imaging and payments processing, information security and risk management, retail delivery, and online and mobile [removed: solutions.][added: functionality.]

Rewritten

These products and services enhance the performance of traditional financial services organizations of all asset sizes and charters, and non-traditional diverse corporate [removed: entities with over 7,800 customers, comprised of nearly 1,650 of our core customers included in our bank and credit union customers listed above, as well as over 6,150 other non-core customers.][added: entities.]

Rewritten

We are committed to exceeding our customers’ [removed: service-related] expectations.

Rewritten

We measure and monitor customer satisfaction using [added: a variety of surveys, such as an] annual [removed: surveys] [added: survey on the customer's anniversary date] and randomly-generated online surveys initiated each day by routine support [removed: requests.][added: requests to ensure feedback is received throughout the year.]

Rewritten

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

Rewritten

We [removed: also focus] [added: are focused] on establishing long-term customer relationships, continually expanding and strengthening those relationships with cross sales of additional products and [removed: services,] [added: services that support our clients' strategy,] earning new financial and non-financial clients, and ensuring our product offerings are highly competitive.

Rewritten

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

Rewritten

[removed: Less predictable] software [removed: license fees, paid by customers implementing our software] solutions 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.

Rewritten

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

Rewritten

[removed: The health, safety,] [added: We emphasize the safety] and well-being of our employees [removed: and customers is of paramount importance to us.][added: as a top priority.]

Rewritten

According to the Federal Deposit Insurance Corporation (“FDIC”), there were approximately [removed: 4,790] [added: 4,660] commercial banks and savings institutions in this asset range as of December 31, [removed: 2021,] [added: 2022,] and we currently support [removed: over 950] [added: 940] of these banks with one of our three core information processing [removed: platform] [added: platforms] and complementary products and services.

Rewritten

According to the Credit Union National Association (“CUNA”), there were more than [removed: 5,000] [added: 4,850] domestic credit unions as of December 31, [removed: 2021,] [added: 2022,] and we currently support [removed: nearly 720] [added: over 710] of these credit unions with one flagship core information processing platform and complementary products and services.

Rewritten

We currently support over [removed: 7,800] [added: 7,500] institutions with specialized solutions for generating additional revenue and growth, increasing security, mitigating operational risks, and controlling operating costs.

Rewritten

The FDIC reports the number of commercial banks and savings institutions declined [removed: 18%] [added: 17%] from the beginning of calendar year [removed: 2016] [added: 2017] to the end of calendar year [removed: 2021,] [added: 2022,] due mainly to mergers.

Rewritten

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: 9.0%] [added: 6%] and totaled [removed: $23.7] [added: $23.6] trillion as of December 31, [removed: 2021.][added: 2022.]

Rewritten

There were [removed: nine] [added: 15] new bank charters issued in calendar year [removed: 2021,] [added: 2022,] compared to [removed: six] [added: 10] in the [removed: 2020] [added: 2021] calendar year.

Rewritten

Comparing calendar years [removed: 2021] [added: 2022] to [removed: 2020,] [added: 2021,] the number of mergers decreased [removed: 2%.][added: 19%.]

Rewritten

CUNA reports the number of credit unions declined 15% from the beginning of calendar year [removed: 2016] [added: 2017] to the end of calendar year [removed: 2021.][added: 2022.]

Rewritten

Although the number of credit unions declined at a 3% compound annual rate during this [added: period, aggregate assets increased at a compound annual rate of 9% and totaled $2.2 trillion as of December 31, 2022.]

Rewritten

Community and mid-tier banks and credit unions are [added: vitally] important [removed: in the communities and] to the [removed: consumers] [added: communities, consumers, and businesses] they serve.

Rewritten

- [removed: Implement] [added: Offer] e-commerce, mobile, and digital strategies that provide the convenience-driven services required in today’s financial services [removed: industry;][added: industry.]

Rewritten

- Maximize performance with accessible, accurate, and timely business intelligence [removed: information;][added: information.]

Rewritten

- [removed: Offer] [added: Provide] the high-demand products and services needed to successfully compete with traditional [removed: competitors] and non-traditional competitors created by convergence within the financial services [removed: industry;][added: industry.]

Rewritten

- Enhance the customer/member experience at [removed: varied] [added: multiple] points of [removed: contact;][added: contact.]

Rewritten

- Expand existing customer/member relationships and strengthen exit barriers by cross selling additional products and [removed: services;][added: services.]

Rewritten

- Capitalize on new [removed: revenue] [added: revenue,] and deposit [added: and loan portfolio] growth [removed: opportunities;][added: opportunities.]

Rewritten

- Increase operating efficiencies and reduce operating [removed: costs;][added: costs.]

Rewritten

- Protect mission-critical information assets and operational [removed: infrastructure;][added: infrastructure.]

Rewritten

- Protect customers/members with various security tools from fraud and related financial [removed: losses;][added: losses.]

Rewritten

- Maximize the day-to-day use of technology and return on technology [removed: investments; and][added: investments.]

Rewritten

[removed: JKHY’s] [added: Jack Henry’s] extensive product and service offerings [removed: enable] [added: help] diverse financial institutions [removed: to capitalize on these] [added: meet] business [removed: opportunities] [added: challenges] and [removed: respond to these business challenges.][added: capitalize on opportunities.]

Rewritten

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

Rewritten

- Expanding each core customer relationship by cross-selling complementary products and services that enhance the functionality provided by our core [removed: information] processing systems.

Rewritten

- Providing non-core highly specialized core-agnostic complementary products and services to financial institutions, including institutions not utilizing [removed: a JKHY] [added: one of our] core [removed: operating system,] [added: processing systems,] and diverse corporate entities.

New in FY2023

Jack Henry & Associates, Inc.® is a well-rounded financial technology company that strengthens connections between financial institutions and the people and businesses they serve.

New in FY2023

For more than 47 years, we have provided technology solutions to help banks and credit unions innovate faster, strategically differentiate, and successfully compete while serving the evolving needs of their accountholders.

New in FY2023

We empower over 7,500 financial institutions and diverse corporate entities with people-inspired innovation, personal service, and insight-driven solutions that help reduce the barriers to financial health.

New in FY2023

This philosophy has always been part of our foundation and the roots on which Jack Henry was built.

New in FY2023

Our founders, Jack Henry and Jerry Hall, were committed to their community and believed they could help financial institutions better serve the needs of people and businesses using more modern technology and services.

New in FY2023

While much has changed since we opened for business in 1976, we continue to be focused on helping community and regional financial institutions, and we are guided by our founding principles: do the right thing, do whatever it takes, and have fun.

New in FY2023

Who We Serve

New in FY2023

In total, we serve over 7,500 customers, over 1,650 of our core customers included in our bank and credit union customers listed above, and nearly 5,880 non-core customers.

New in FY2023

Less predictable software license fees, paid by customers implementing our

New in FY2023

Our Industry

New in FY2023

We strive to get to know our customers, understand their strategies and challenges, and provide innovative solutions that help them achieve short- and long-term success.

New in FY2023

- Developing and deploying a long-term technology modernization strategy to provide public cloud native solutions that provide clients with greater flexibility, optionality, open integration, speed to market, and other benefits.

New in FY2023

- Building, maintaining, and enhancing a protected environment and tools that help our clients and us protect customer data, assets, and comply with regulations.

New in FY2023

- Accelerate our internal development efforts.

New in FY2023

| 2023 | | | Payrailz, LLC ("Payrailz") | | | Provider of cloud-native modern digital payment capabilities leveraging AI and machine learning features for the financial services industry. | | |

New in FY2023

Our core banking

New in FY2023

Each is backed by our company-wide commitment to provide exceptional personal service.

New in FY2023

configuration across multiple physical locations.

New in FY2023

implementations that occur during the fiscal year.

New in FY2023

- PayrailzTM supports our technology modernization strategy by adding next generation digital payment capabilities to our payment’s ecosystem based on cloud native microservices.

New in FY2023

Our new Money Movement payments platform includes native artificial intelligence ("AI"), Action Insights (which is predictive and proactive recommendations through AI), a flexible modern user experience, a layered security model, an automated fraud feature leveraging machine learning, and a modern and flexible administrative portal.

New in FY2023

In addition to bill payment capabilities, we have a ‘pay a loan’ feature, an ‘open looped’ real-time person-to-person ("P2P") solution, and account-to-account ("A2A") transfer features.

New in FY2023

We prioritize

New in FY2023

JHAnywhere, a BIG formed previously to provide community and resources for the then minority of employees working remotely, was discontinued in July 2023 due to the proliferation of remote work resulting from the COVID-19 pandemic to the extent that such efforts became a company-wide focus that went beyond the capacity of a single BIG to support.

New in FY2023

The Company remains focused on equipping all employees with the tools necessary to effectively communicate, collaborate, and build connections in a remote environment, including ensuring leaders have the skills needed to effectively lead dispersed teams.

New in FY2023

Employees can learn about changes

New in FY2023

We continue to strengthen our leadership capacity by providing training on effective coaching practices to leaders of the Company.

New in FY2023

When there is a critical skill need or where the technology landscape is rapidly changing, we provide unique learning solutions to align employees' development with our strategic initiatives.

Dropped from FY2022

Jack Henry & Associates, Inc. ("JKHY") is a well-rounded financial technology company.

Dropped from FY2022

JKHY was founded in 1976 as a provider of core information processing solutions for banks.

Dropped from FY2022

Today, the Company’s extensive array of products and services includes processing transactions, automating business processes, and managing information for over 7,800 financial institutions and diverse corporate entities.

Dropped from FY2022

JKHY’s progress and performance have been guided by the focused work ethic and fundamental ideals fostered by the Company’s founders 46 years ago:

Dropped from FY2022

- Do the right thing

Dropped from FY2022

- Do whatever it takes

Dropped from FY2022

- Have fun

Dropped from FY2022

COVID-19 Impact and Response

Dropped from FY2022

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

Dropped from FY2022

In

Dropped from FY2022

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.

Dropped from FY2022

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

Dropped from FY2022

As of August 15, 2022, the majority of our employees were continuing to work remotely either full time or in a hybrid capacity.

Dropped from FY2022

We have announced that our official return-to-office date is September 6, 2022, though employees have been permitted to voluntarily return to the office since May 2, 2022.

Dropped from FY2022

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

Dropped from FY2022

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

Dropped from FY2022

While our business travel is normalizing, we do not expect it to return to pre-pandemic levels and continue to encourage a cautious approach to business travel activities.

Dropped from FY2022

*Customers*

Dropped from FY2022

We 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.

Dropped from FY2022

Delays of customer system installations due to COVID-19 have been limited, and we have developed processes to handle remote installations when available.

Dropped from FY2022

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

Dropped from FY2022

Even though a substantial portion of our workforce has worked remotely during the outbreak and business travel has been limited, we have not yet experienced significant disruption to our operations.

Dropped from FY2022

We believe our technological capabilities are well positioned to allow our employees to work remotely without materially impacting our business.

Dropped from FY2022

*Financial impact*

Dropped from FY2022

Despite the changes and restrictions caused by COVID-19, the overall financial and operational impact on our business has been limited and our liquidity, balance sheet, and business trends remain strong.

Dropped from FY2022

We experienced positive operating cash flows during fiscal 2022, and we do not expect that to change in the near term.

Dropped from FY2022

However, we are unable to accurately predict the future impact of COVID-19 due to a number of uncertainties, including further government actions; the duration, severity and recurrence of the outbreak, including the onset of variants of the virus; the effectiveness of vaccines against new variants; the development and effectiveness of treatments; the effect on the economy generally; the potential impact to our customers, vendors, and employees; and how the potential impact might affect future customer services, processing and installation-related revenue, and processes and efficiencies within the Company directly or indirectly impacting financial results.

Dropped from FY2022

We will continue to monitor COVID-19 and its possible impact on the Company and to take steps necessary to protect the health and safety of our employees and customers.

Dropped from FY2022

For a further discussion of the uncertainties and risks associated with COVID-19, see Part II, Item 1A “Risk Factors” in this Annual Report on Form 10-K.

Dropped from FY2022

Industry Background

Dropped from FY2022

period, aggregate assets increased at a compound annual rate of 10% and totaled $2.1 trillion as of December 31, 2021.

Dropped from FY2022

We strive to establish a long-term, value-added technology partnership with each customer, and to continually expand our offerings with the specific solutions our customers need to prosper in the evolving financial services industry.

Dropped from FY2022

Purpose Statement

Dropped from FY2022

To empower people and communities to gain the financial freedom to move forward.

Dropped from FY2022

| 2020 | | | DebtFolio, Inc. ("Geezeo") | | | Provider of technology solutions and next-generation financial management capabilities primarily for the financial services industry | | |

Dropped from FY2022

We are a recognized market leader, currently supporting over 950 banks with our technology platforms.

Dropped from FY2022

We currently support nearly 720 credit union customers.

Dropped from FY2022

We have over 7,800 customers, including over 6,150 unique non-core customers.

Dropped from FY2022

These core systems are available for on-premise

Dropped from FY2022

Each basic, intermediate, and advanced course is delivered by system experts, supported by professional materials and training tools, and incorporates different educational media in a blended learning approach.

An excerpt. Shown here: 40 of 124 rewritten, all 28 added and 40 of 53 removed. The counts are complete. For every sentence, read Item 1. BUSINESS in the FY2023 filing and the FY2022 filing.

Cover and table of contents

29 rewritten, 2 added, 0 removed, 101 unchanged

Rewritten

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

Rewritten

(Address of [removed: Principle] [added: Principal] Executive Offices)

Rewritten

On December 31, [removed: 2021,] [added: 2022,] the aggregate market value of the Common Stock held by persons other than those who may be deemed affiliates of Registrant was [removed: $12,115,984,998] [added: $12,739,269,127] (based on the [removed: average of the reported high and low sales prices] [added: closing stock price] on Nasdaq on December 31, [removed: 2021).][added: 2022).]

Rewritten

As of August 15, [removed: 2022,] [added: 2023,] the Registrant had [removed: 72,902,797] [added: 72,935,131] shares of Common Stock outstanding ($0.01 par value).

Rewritten

Portions of the Company's [removed: Notice of Annual Meeting of Stockholders and] Proxy Statement for its [removed: 2022] [added: 2023] Annual Meeting of Stockholders (the "Proxy Statement") are incorporated by reference into Part III of this Report to the extent stated herein.

Rewritten

Such [removed: proxy statement] [added: Proxy Statement] will be filed with the Securities and Exchange Commission ("SEC") within 120 days of the Company's fiscal year ended June 30, [removed: 2022.][added: 2023.]

Rewritten

| ITEM 1. | | | [removed: [BUSINESS](#i3e760ad3c5f94c5892b7ddc949ade806_13)] [added: [BUSINESS](#ie22df9a0e3ab4c20872d6ce1f399e345_13)] | | | [removed: [5](#i3e760ad3c5f94c5892b7ddc949ade806_13)] [added: [5](#ie22df9a0e3ab4c20872d6ce1f399e345_13)] | | |

Rewritten

| ITEM 1A. | | | [RISK [removed: FACTORS](#i3e760ad3c5f94c5892b7ddc949ade806_16)] [added: FACTORS](#ie22df9a0e3ab4c20872d6ce1f399e345_16)] | | | [removed: [15](#i3e760ad3c5f94c5892b7ddc949ade806_16)] [added: [14](#ie22df9a0e3ab4c20872d6ce1f399e345_16)] | | |

Rewritten

| ITEM 1B. | | | [UNRESOLVED STAFF [removed: COMMENTS](#i3e760ad3c5f94c5892b7ddc949ade806_19)] [added: COMMENTS](#ie22df9a0e3ab4c20872d6ce1f399e345_19)] | | | [removed: [20](#i3e760ad3c5f94c5892b7ddc949ade806_19)] [added: [20](#ie22df9a0e3ab4c20872d6ce1f399e345_19)] | | |

Rewritten

| ITEM 2. | | | [removed: [PROPERTIES](#i3e760ad3c5f94c5892b7ddc949ade806_22)] [added: [PROPERTIES](#ie22df9a0e3ab4c20872d6ce1f399e345_22)] | | | [removed: [20](#i3e760ad3c5f94c5892b7ddc949ade806_22)] [added: [20](#ie22df9a0e3ab4c20872d6ce1f399e345_22)] | | |

Rewritten

| ITEM 3. | | | [LEGAL [removed: PROCEEDINGS](#i3e760ad3c5f94c5892b7ddc949ade806_25)] [added: PROCEEDINGS](#ie22df9a0e3ab4c20872d6ce1f399e345_25)] | | | [removed: [20](#i3e760ad3c5f94c5892b7ddc949ade806_25)] [added: [20](#ie22df9a0e3ab4c20872d6ce1f399e345_25)] | | |

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| ITEM 4. | | | [MINE SAFETY [removed: DISCLOSURES](#i3e760ad3c5f94c5892b7ddc949ade806_28)] [added: DISCLOSURES](#ie22df9a0e3ab4c20872d6ce1f399e345_28)] | | | [removed: [20](#i3e760ad3c5f94c5892b7ddc949ade806_28)] [added: [20](#ie22df9a0e3ab4c20872d6ce1f399e345_28)] | | |

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| ITEM 5. | | | [MARKET FOR REGISTRANT'S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY [removed: SECURITIES](#i3e760ad3c5f94c5892b7ddc949ade806_34)] [added: SECURITIES](#ie22df9a0e3ab4c20872d6ce1f399e345_34)] | | | [removed: [21](#i3e760ad3c5f94c5892b7ddc949ade806_34)] [added: [21](#ie22df9a0e3ab4c20872d6ce1f399e345_34)] | | |

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| ITEM 6. | | | [removed: [\[RESERVED\]](#i3e760ad3c5f94c5892b7ddc949ade806_37)] [added: [\[RESERVED\]](#ie22df9a0e3ab4c20872d6ce1f399e345_37)] | | | [removed: [23](#i3e760ad3c5f94c5892b7ddc949ade806_37)] [added: [22](#ie22df9a0e3ab4c20872d6ce1f399e345_37)] | | |

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| ITEM 7. | | | [MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF [removed: OPERATIONS](#i3e760ad3c5f94c5892b7ddc949ade806_40)] [added: OPERATIONS](#ie22df9a0e3ab4c20872d6ce1f399e345_40)] | | | [removed: [23](#i3e760ad3c5f94c5892b7ddc949ade806_40)] [added: [22](#ie22df9a0e3ab4c20872d6ce1f399e345_40)] | | |

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| ITEM 7A. | | | [QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET [removed: RISK](#i3e760ad3c5f94c5892b7ddc949ade806_61)] [added: RISK](#ie22df9a0e3ab4c20872d6ce1f399e345_61)] | | | [removed: [32](#i3e760ad3c5f94c5892b7ddc949ade806_61)] [added: [32](#ie22df9a0e3ab4c20872d6ce1f399e345_61)] | | |

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| ITEM 8. | | | [FINANCIAL STATEMENTS AND SUPPLEMENTARY [removed: DATA](#i3e760ad3c5f94c5892b7ddc949ade806_64)] [added: DATA](#ie22df9a0e3ab4c20872d6ce1f399e345_64)] | | | [removed: [33](#i3e760ad3c5f94c5892b7ddc949ade806_64)] [added: [33](#ie22df9a0e3ab4c20872d6ce1f399e345_64)] | | |

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| ITEM 9. | | | [CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL [removed: DISCLOSURE](#i3e760ad3c5f94c5892b7ddc949ade806_157)] [added: DISCLOSURE](#ie22df9a0e3ab4c20872d6ce1f399e345_163)] | | | [removed: [60](#i3e760ad3c5f94c5892b7ddc949ade806_157)] [added: [60](#ie22df9a0e3ab4c20872d6ce1f399e345_163)] | | |

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| ITEM 9A. | | | [CONTROLS AND [removed: PROCEDURES](#i3e760ad3c5f94c5892b7ddc949ade806_160)] [added: PROCEDURES](#ie22df9a0e3ab4c20872d6ce1f399e345_166)] | | | [removed: [60](#i3e760ad3c5f94c5892b7ddc949ade806_160)] [added: [60](#ie22df9a0e3ab4c20872d6ce1f399e345_166)] | | |

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| ITEM 9B. | | | [OTHER [removed: INFORMATION](#i3e760ad3c5f94c5892b7ddc949ade806_163)] [added: INFORMATION](#ie22df9a0e3ab4c20872d6ce1f399e345_169)] | | | [removed: [60](#i3e760ad3c5f94c5892b7ddc949ade806_163)] [added: [60](#ie22df9a0e3ab4c20872d6ce1f399e345_169)] | | |

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| ITEM 9C. | | | [DISCLOSURE REGARDING FOREIGN JURISDICTIONS THAT PREVENT [removed: INSPECTIONS](#i3e760ad3c5f94c5892b7ddc949ade806_1694)] [added: INSPECTIONS](#ie22df9a0e3ab4c20872d6ce1f399e345_172)] | | | [removed: [60](#i3e760ad3c5f94c5892b7ddc949ade806_1694)] [added: [60](#ie22df9a0e3ab4c20872d6ce1f399e345_172)] | | |

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| ITEM 10. | | | [DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE [removed: GOVERNANCE](#i3e760ad3c5f94c5892b7ddc949ade806_169)] [added: GOVERNANCE](#ie22df9a0e3ab4c20872d6ce1f399e345_178)] | | | [removed: [61](#i3e760ad3c5f94c5892b7ddc949ade806_169)] [added: [61](#ie22df9a0e3ab4c20872d6ce1f399e345_178)] | | |

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| ITEM 11. | | | [EXECUTIVE [removed: COMPENSATION](#i3e760ad3c5f94c5892b7ddc949ade806_172)] [added: COMPENSATION](#ie22df9a0e3ab4c20872d6ce1f399e345_181)] | | | [removed: [61](#i3e760ad3c5f94c5892b7ddc949ade806_172)] [added: [61](#ie22df9a0e3ab4c20872d6ce1f399e345_181)] | | |

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| ITEM 12. | | | [SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER [removed: MATTERS](#i3e760ad3c5f94c5892b7ddc949ade806_175)] [added: MATTERS](#ie22df9a0e3ab4c20872d6ce1f399e345_184)] | | | [removed: [61](#i3e760ad3c5f94c5892b7ddc949ade806_175)] [added: [61](#ie22df9a0e3ab4c20872d6ce1f399e345_184)] | | |

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| ITEM 13. | | | [CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR [removed: INDEPENDENCE](#i3e760ad3c5f94c5892b7ddc949ade806_178)] [added: INDEPENDENCE](#ie22df9a0e3ab4c20872d6ce1f399e345_187)] | | | [removed: [61](#i3e760ad3c5f94c5892b7ddc949ade806_178)] [added: [61](#ie22df9a0e3ab4c20872d6ce1f399e345_187)] | | |

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| ITEM 14. | | | [PRINCIPAL ACCOUNTANT FEES AND [removed: SERVICES](#i3e760ad3c5f94c5892b7ddc949ade806_181)] [added: SERVICES](#ie22df9a0e3ab4c20872d6ce1f399e345_190)] | | | [removed: [61](#i3e760ad3c5f94c5892b7ddc949ade806_181)] [added: [61](#ie22df9a0e3ab4c20872d6ce1f399e345_190)] | | |

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| ITEM 15 | | | [EXHIBITS AND FINANCIAL STATEMENT [removed: SCHEDULES](#i3e760ad3c5f94c5892b7ddc949ade806_187)] [added: SCHEDULES](#ie22df9a0e3ab4c20872d6ce1f399e345_196)] | | | [removed: [62](#i3e760ad3c5f94c5892b7ddc949ade806_187)] [added: [62](#ie22df9a0e3ab4c20872d6ce1f399e345_196)] | | |

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| ITEM 16 | | | [FORM 10-K [removed: SUMMARY](#i3e760ad3c5f94c5892b7ddc949ade806_190)] [added: SUMMARY](#ie22df9a0e3ab4c20872d6ce1f399e345_199)] | | | [removed: [64](#i3e760ad3c5f94c5892b7ddc949ade806_190)] [added: [64](#ie22df9a0e3ab4c20872d6ce1f399e345_199)] | | |

Rewritten

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

New in FY2023

If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of the registrant included in the filing reflect the correction of an error to previously issued financial statements.

New in FY2023

Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-based compensation received by any of the registrant’s executive officers during the relevant recovery period pursuant to §240.10D-1(b).

Item 2. PROPERTIES

5 rewritten, 0 added, 0 removed, 5 unchanged

Rewritten

We also own buildings in Allen, Texas; [removed: Albuquerque, New Mexico;] Birmingham, Alabama; Lenexa, Kansas; Angola, Indiana; Shawnee Mission, Kansas; Oklahoma City, Oklahoma; [removed: Springfield, Missouri,] and [removed: San Diego, California.][added: Springfield, Missouri.]

Rewritten

Our owned facilities represent approximately [removed: 906,000] [added: 802,000] square feet of office space in [removed: eight] [added: six] states.

Rewritten

We have [removed: 25] [added: 21] leased office facilities in [removed: 24] [added: 17] states, which total approximately [removed: 550,000] [added: 477,000] square feet.

Rewritten

All [removed: of] our owned and leased office facilities are for normal business purposes.

Rewritten

We primarily use our [removed: airplanes] [added: aircraft] in connection with implementation, sales of systems and internal requirements for day-to-day operations.

Item 5. MARKET FOR REGISTRANT'S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES

9 rewritten, 8 added, 16 removed, 16 unchanged

Rewritten

On August 15, [removed: 2022,] [added: 2023,] there were approximately [removed: 271,813] [added: 311,805] holders of the Company’s common stock, including individual participants in security position listings.

Rewritten

The following shares of the Company were repurchased during the quarter ended June 30, [removed: 2022:][added: 2023:]

Rewritten

(1) Total stock repurchase authorizations approved by the Company's Board of Directors as of May [removed: 17,] [added: 14,] 2021 were for 35.0 million shares, which includes an authorization on that date of an additional 5.0 million shares.

Rewritten

Under these authorizations, the Company has repurchased and not re-issued [removed: 31,042,903] [added: 31,194,351] shares and has repurchased and re-issued 9,384 shares.

Rewritten

The following chart presents a comparison for the five-year period ended June 30, [removed: 2022,] [added: 2023,] of the market performance of the Company’s common stock with the Standard & Poor's 500 ("S&P 500") [removed: Index,] [added: Index and] the Standard & Poor's Composite 1500 Software & Services ("S&P 1500 Software & Services") [removed: Index, and a Peer Group of companies selected by the Company.][added: Index.]

Rewritten

Among Jack Henry & Associates, Inc., the S&P 500 Index, [added: and] the S&P 1500 Software & Services [removed: Index, and a Peer Group][added: Index]

Rewritten

[removed: ![jkhy-20220630_g1.jpg](https://www.sec.gov/Archives/edgar/data/779152/000077915222000076/jkhy-20220630_g1.jpg)][added: ![2708](https://www.sec.gov/Archives/edgar/data/779152/000077915223000062/jkhy-20230630_g1.jpg)]

Rewritten

| | | | [removed: 2017 | | |] 2018 | | | 2019 | | | 2020 | | | 2021 | | | 2022 | | | [added: 2023 | | |]

Rewritten

This comparison assumes $100 was invested on June 30, [removed: 2017] [added: 2018,] and assumes reinvestments of dividends.

New in FY2023

| April 1 - April 30, 2023 | | | — | | | | | | $ | | | | | | — | | | | | | 3,796,265 | | |

New in FY2023

| May 1 - May 31, 2023 | | | — | | | | | | $ | | | | | | — | | | | | | 3,796,265 | | |

New in FY2023

| June 1 - June 30, 2023 | | | — | | | | | | $ | | | | | | — | | | | | | 3,796,265 | | |

New in FY2023

| Total | | | — | | | | | | $ | | | | | | — | | | | | | 3,796,265 | | |

New in FY2023

| JKHY | | | 100.00 | | | 103.86 | | | 144.24 | | | 129.62 | | | 144.28 | | | 135.69 | | |

New in FY2023

| S&P 500 | | | 100.00 | | | 110.42 | | | 118.70 | | | 167.13 | | | 149.39 | | | 178.66 | | |

New in FY2023

| S&P Composite 1500 Software & Services | | | 100.00 | | | 120.01 | | | 153.51 | | | 204.88 | | | 171.21 | | | 222.19 | | |

New in FY2023

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

Dropped from FY2022

| April 1- April 30, 2022 | | | — | | | | | | $ | — | | | | | — | | | | | | 3,947,713 | | |

Dropped from FY2022

| May 1- May 31, 2022 | | | — | | | | | | $ | — | | | | | — | | | | | | 3,947,713 | | |

Dropped from FY2022

| June 1- June 30, 2022 | | | — | | | | | | $ | — | | | | | — | | | | | | 3,947,713 | | |

Dropped from FY2022

| Total | | | — | | | | | | $ | — | | | | | — | | | | | | 3,947,713 | | |

Dropped from FY2022

For comparisons in years following this five-year period ended June 30, 2022, JKHY will no longer present a comparison to the Peer Group of companies selected by the Company.

Dropped from FY2022

Management has determined that the S&P 1500 Software & Services index provides a more stable base of comparison to the Company's results than the peer group used historically and is less susceptible to outlier performances of individual companies.

Dropped from FY2022

Further, a large majority of the companies in the current peer group are also included in the S&P 1500 Software & Services index.

Dropped from FY2022

Comparisons to the S&P 500 and S&P 1500 Software & Services published indices only will be presented for the five-year period ended June 30, 2023 and ongoing periods.

Dropped from FY2022

| JKHY | | | 100.00 | | | 127.02 | | | 131.92 | | | 183.21 | | | 164.64 | | | 183.26 | | |

Dropped from FY2022

| S&P 500 | | | 100.00 | | | 114.37 | | | 126.29 | | | 135.77 | | | 191.15 | | | 170.86 | | |

Dropped from FY2022

| S&P Composite 1500 Software & Services | | | 100.00 | | | 130.96 | | | 157.16 | | | 201.04 | | | 268.31 | | | 224.21 | | |

Dropped from FY2022

| Peer Group | | | 100.00 | | | 138.79 | | | 171.60 | | | 187.88 | | | 242.66 | | | 152.09 | | |

Dropped from FY2022

For Peer Group members, total returns are calculated according to market capitalization at the beginning of each period.

Dropped from FY2022

Peer Group companies selected are in the business of providing specialized computer software, hardware and related services to financial institutions and other businesses.

Dropped from FY2022

Companies in the fiscal 2022 Peer Group are ACI

Dropped from FY2022

Worldwide Inc.; Black Knight, Inc.; Block Inc. (formerly Square Inc.); Broadridge Financial Solutions Inc.; Euronet Worldwide Inc.; ExlService Holdings Inc.; Fair Isaac Corp.; Fidelity National Information Services Inc.; Fiserv Inc.; Fleetcor Technologies Inc.; Global Payments Inc.; SS&C Technologies Holdings Inc.; Tyler Technologies Inc.; Verint Systems Inc.; and WEX Inc. Bottomline Technologies (de) Inc., was originally part of the fiscal 2022 peer group, but was acquired in fiscal 2022 and was thus removed from the 2022 peer group and stock performance graph.

Item 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA

339 rewritten, 139 added, 152 removed, 530 unchanged

Rewritten

| | | | [Report of Independent Registered Public Accounting [removed: Firm](#i3e760ad3c5f94c5892b7ddc949ade806_70)] [added: Firm](#ie22df9a0e3ab4c20872d6ce1f399e345_70)] | | | [removed: [34](#i3e760ad3c5f94c5892b7ddc949ade806_70)] [added: [34](#ie22df9a0e3ab4c20872d6ce1f399e345_70)] | | |

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| | | | [Management's Annual Report on Internal Control over Financial [removed: Reporting](#i3e760ad3c5f94c5892b7ddc949ade806_73)] [added: Reporting](#ie22df9a0e3ab4c20872d6ce1f399e345_73)] | | | [removed: [36](#i3e760ad3c5f94c5892b7ddc949ade806_73)] [added: [36](#ie22df9a0e3ab4c20872d6ce1f399e345_73)] | | |

Rewritten

| | | | [Consolidated Statements of [removed: Income,](#i3e760ad3c5f94c5892b7ddc949ade806_76)] [added: Income,](#ie22df9a0e3ab4c20872d6ce1f399e345_76)] | | | | | |

Rewritten

| | | | Years Ended June 30, [added: 2023,] 2022, [removed: 2021,] and [removed: 2020] [added: 2021] | | | [removed: [37](#i3e760ad3c5f94c5892b7ddc949ade806_76)] [added: [37](#ie22df9a0e3ab4c20872d6ce1f399e345_76)] | | |

Rewritten

| | | | [Consolidated Balance [removed: Sheets,](#i3e760ad3c5f94c5892b7ddc949ade806_79)] [added: Sheets,](#ie22df9a0e3ab4c20872d6ce1f399e345_79)] | | | | | |

Rewritten

[removed: | | | | June 30, 2022] [added: 2022,] and [removed: 2021 | | | [38](#i3e760ad3c5f94c5892b7ddc949ade806_79) | | |][added: 2021, respectively.]

Rewritten

| | | | [Consolidated Statements of Changes in Stockholders' [removed: Equity,](#i3e760ad3c5f94c5892b7ddc949ade806_82)] [added: Equity,](#ie22df9a0e3ab4c20872d6ce1f399e345_82)] | | | | | |

Rewritten

| | | | Years Ended June 30, [added: 2023,] 2022, [removed: 2021,] and [removed: 2020] [added: 2021] | | | [removed: [39](#i3e760ad3c5f94c5892b7ddc949ade806_82)] [added: [39](#ie22df9a0e3ab4c20872d6ce1f399e345_82)] | | |

Rewritten

| | | | [Consolidated Statements of Cash [removed: Flows,](#i3e760ad3c5f94c5892b7ddc949ade806_85)] [added: Flows,](#ie22df9a0e3ab4c20872d6ce1f399e345_85)] | | | | | |

Rewritten

| | | | Years Ended June 30, [added: 2023,] 2022, [removed: 2021,] and [removed: 2020] [added: 2021] | | | [removed: [40](#i3e760ad3c5f94c5892b7ddc949ade806_85)] [added: [40](#ie22df9a0e3ab4c20872d6ce1f399e345_85)] | | |

Rewritten

| | | | [Notes to Consolidated Financial [removed: Statements](#i3e760ad3c5f94c5892b7ddc949ade806_88)] [added: Statements](#ie22df9a0e3ab4c20872d6ce1f399e345_88)] | | | [removed: [41](#i3e760ad3c5f94c5892b7ddc949ade806_88)] [added: [41](#ie22df9a0e3ab4c20872d6ce1f399e345_88)] | | |

Rewritten

We have audited the accompanying consolidated balance sheets of Jack Henry & [removed: Associates] [added: Associates, Inc.] and its subsidiaries (the “Company”) as of June 30, [removed: 2022] [added: 2023] and [removed: 2021,] [added: 2022,] and the related consolidated statements of income, [added: of] changes in stockholders’ equity and [added: of] cash flows for each of the three years in the period ended June 30, [removed: 2022,] [added: 2023,] including the related notes (collectively referred to as the “consolidated financial statements”).

Rewritten

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

Rewritten

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: 2022] [added: 2023] and [removed: 2021,] [added: 2022,] and the results of its operations and its cash flows for each of the three years in the period ended June 30, [removed: 2022] [added: 2023] in conformity with accounting principles generally accepted in the United States of America.

Rewritten

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

Rewritten

Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may [removed: become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.]

Rewritten

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

Rewritten

As discussed in Notes 1 and 2 to the consolidated financial statements, the Company recorded revenue of [removed: $1.943] [added: $2.078] billion for the year ended June 30, [removed: 2022.][added: 2023.]

Rewritten

As of June 30, [removed: 2022,] [added: 2023,] 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").

Rewritten

Based on this assessment, management has concluded the Company’s internal control over financial reporting as of June 30, [removed: 2022,] [added: 2023,] was effective.

Rewritten

The Company’s internal control over financial reporting as of June 30, [removed: 2022,] [added: 2023,] has been audited by [removed: the Company’s] [added: PricewaterhouseCoopers LLP, an] independent registered public accounting firm, as stated in their report appearing in this Item 8.

Rewritten

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

Rewritten

| REVENUE | | | $ | [removed: 1,942,884] [added: 2,077,702] | | | | | $ | [removed: 1,758,225] [added: 1,942,884] | | | | | $ | [removed: 1,697,067] [added: 1,758,225] | |

Rewritten

| Cost of Revenue | | | [removed: 1,128,614] [added: 1,219,062] | | | | | | [removed: 1,063,399] [added: 1,128,614] | | | | | | [removed: 1,008,464] [added: 1,063,399] | | |

Rewritten

| Research and Development | | | [removed: 121,355] [added: 142,678] | | | | | | [removed: 109,047] [added: 121,355] | | | | | | [removed: 109,988] [added: 109,047] | | |

Rewritten

| Selling, General, and Administrative | | | [removed: 218,296] [added: 235,274] | | | | | | [removed: 187,060] [added: 218,296] | | | | | | [removed: 197,988] [added: 187,060] | | |

Rewritten

| Total Expenses | | | [removed: 1,468,265] [added: 1,597,014] | | | | | | [removed: 1,359,506] [added: 1,468,265] | | | | | | [removed: 1,316,440] [added: 1,359,506] | | |

Rewritten

| OPERATING INCOME | | | [removed: 474,619] [added: 480,688] | | | | | | [removed: 398,719] [added: 474,619] | | | | | | [removed: 380,627] [added: 398,719] | | |

Rewritten

| Interest Income | | | [removed: 32] [added: 8,959] | | | | | | [removed: 150] [added: 32] | | | | | | [removed: 1,137] [added: 150] | | |

Rewritten

| Interest Expense | | | [removed: (2,384)] [added: (15,073)] | | | | | | [removed: (1,144)] [added: (2,384)] | | | | | | [removed: (688)] [added: (1,144)] | | |

Rewritten

| Total Interest Income (Expense) | | | [removed: (2,352)] [added: (6,114)] | | | | | | [removed: (994)] [added: (2,352)] | | | | | | [removed: 449] [added: (994)] | | |

Rewritten

| INCOME BEFORE INCOME TAXES | | | [removed: 472,267] [added: 474,574] | | | | | | [removed: 397,725] [added: 472,267] | | | | | | [removed: 381,076] [added: 397,725] | | |

Rewritten

| PROVISION FOR INCOME TAXES | | | [removed: 109,351] [added: 107,928] | | | | | | [removed: 86,256] [added: 109,351] | | | | | | [removed: 84,408] [added: 86,256] | | |

Rewritten

| NET INCOME | | | $ | [removed: 362,916] [added: 366,646] | | | | | $ | [removed: 311,469] [added: 362,916] | | | | | $ | [removed: 296,668] [added: 311,469] | |

Rewritten

| Basic earnings per share | | | $ | [removed: 4.95] [added: 5.03] | | | | | $ | [removed: 4.12] [added: 4.95] | | | | | $ | [removed: 3.86] [added: 4.12] | |

Rewritten

| Basic weighted average shares outstanding | | | [removed: 73,324] [added: 72,918] | | | | | | [removed: 75,546] [added: 73,324] | | | | | | [removed: 76,787] [added: 75,546] | | |

Rewritten

| Diluted earnings per share | | | $ | [removed: 4.94] [added: 5.02] | | | | | $ | [removed: 4.12] [added: 4.94] | | | | | $ | [removed: 3.86] [added: 4.12] | |

Rewritten

| Diluted weighted average shares outstanding | | | [removed: 73,486] [added: 73,096] | | | | | | [removed: 75,658] [added: 73,486] | | | | | | [removed: 76,934] [added: 75,658] | | |

Rewritten

See notes to consolidated financial [removed: statements][added: statements.]

Rewritten

| | | | [removed: June] [added: June] 30, [removed: 2022] [added: 2022] | | | | | | [removed: June 30, 2021] | | | [added: | | | | | |]

New in FY2023

| | | | June 30, 2023, and 2022 | | | [38](#ie22df9a0e3ab4c20872d6ce1f399e345_79) | | |

New in FY2023

become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

New in FY2023

August 24, 2023

New in FY2023

See notes to consolidated financial statements.

New in FY2023

See notes to consolidated financial statements.

New in FY2023

Jack Henry & Associates, Inc. and subsidiaries ("Jack Henry" or the "Company") is a well-rounded financial technology company.

New in FY2023

Jack Henry was founded in 1976 as a provider of core processing solutions for banks.

New in FY2023

Today, the Company’s extensive array of products and services includes processing transactions, automating business processes, and managing information for over 7,500 financial institutions and diverse corporate entities.

New in FY2023

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

New in FY2023

This investment was

New in FY2023

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

New in FY2023

| June 30, 2023 | | | | | | | | | | | | | | | | | | | | | | | | | | |

New in FY2023

| Credit facilities | | | | | | $ | — | | | | | $ | 275,000 | | | | | $ | — | | | | | $ | 275,000 | |

New in FY2023

The Company

New in FY2023

At June 30, 2023, total operating lease liabilities of $50,269 were comprised of current operating lease liabilities of $9,776 and noncurrent operating lease liabilities of $40,493.

New in FY2023

| 2024 | | | | | | $ | 11,424 | |

New in FY2023

| 2025 | | | | | | 8,769 | | |

New in FY2023

| 2026 | | | | | | 7,888 | | |

New in FY2023

| 2027 | | | | | | 7,157 | | |

New in FY2023

| 2028 | | | | | | 6,771 | | |

New in FY2023

| Thereafter | | | | | | 13,872 | | |

New in FY2023

| | | | 672,375 | | | | | | 666,588 | | | | | | | | | | | |

New in FY2023

(2) Fully depreciated at June 30, 2023.

New in FY2023

The sale of this facility was completed during fiscal 2023.

New in FY2023

| | | | June 30, 2023 | | | | | | | | | | | | | | |

New in FY2023

| Customer relationships | | | $ | 306,036 | | | | | $ | (240,508) | | | | | $ | 65,528 | |

New in FY2023

| Computer software | | | $ | 1,386,291 | | | | | $ | (820,577) | | | | | $ | 565,714 | |

New in FY2023

| Other intangible assets: | | | $ | 108,826 | | | | | $ | (88,828) | | | | | $ | 19,998 | |

New in FY2023

Computer software includes cost of software to be sold, leased, or marketed of $171,310 and costs of internal-use software of $394,404 at June 30, 2023.

New in FY2023

| 2024 | | | $ | 120,305 | | | | | $ | 8,771 | | | | | $ | 5,752 | | | | | $ | 134,828 | |

New in FY2023

| 2025 | | | 101,776 | | | | | | 8,317 | | | | | | 3,454 | | | | | | 113,547 | | |

New in FY2023

| 2026 | | | 80,122 | | | | | | 7,952 | | | | | | 2,589 | | | | | | 90,663 | | |

New in FY2023

| 2027 | | | 56,718 | | | | | | 7,858 | | | | | | 2,227 | | | | | | 66,803 | | |

New in FY2023

| 2028 | | | 31,200 | | | | | | 7,821 | | | | | | 1,157 | | | | | | 40,178 | | |

New in FY2023

*Credit facilities*

New in FY2023

On August 31, 2022, the Company entered into a five-year senior, unsecured amended and restated credit agreement that replaced the prior credit facility described below.

New in FY2023

The credit agreement allows for borrowings of up to $600,000, which may be increased to $1,000,000 by the Company at any time until maturity.

New in FY2023

The credit agreement bears interest at a variable rate equal to (a) a rate based on an adjusted Secured Overnight Financing Rate ("SOFR") term rate or (b) an alternate base rate (the highest of (i) 0%, (ii) the Prime Rate for such day, (iii) the sum of the Federal Funds Effective Rate for such day *plus* 0.50% per annum and (iv) the Adjusted Term SOFR Screen Rate (without giving effect to the Applicable Margin) for a one month Interest Period on such day for Dollars *plus* 1.0%), plus an applicable percentage in each case determined by the Company's leverage ratio.

New in FY2023

As of June 30, 2023, the Company was in compliance with all such covenants.

New in FY2023

The amended and restated credit facility terminates August 31, 2027.

Dropped from FY2022

August 25, 2022

Dropped from FY2022

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

Dropped from FY2022

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

Dropped from FY2022

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

Dropped from FY2022

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

Dropped from FY2022

The Company has developed and acquired a number of banking and credit union software systems.

Dropped from FY2022

The Company's revenues are predominately earned by marketing those systems to financial institutions nationwide by providing the conversion and implementation services for financial institutions to utilize JKHY systems, and by providing payment processing other related services.

Dropped from FY2022

JKHY also provides continuing support and services to customers using on-premise or JKHY cloud-based systems.

Dropped from FY2022

*Risks and Uncertainties*

Dropped from FY2022

The novel coronavirus ("COVID-19") pandemic adversely impacted global economic activity and contributed to significant volatility in financial markets during calendar 2020 through calendar 2022 year to date.

Dropped from FY2022

The Company has not, to this point in time, experienced material impacts from the COVID-19 pandemic, but did assess certain accounting matters that generally require consideration of forecasted financial information in context with the information reasonably available to the Company as of and for its fiscal year ended June 30, 2022 and through the date of this report.

Dropped from FY2022

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.

Dropped from FY2022

While there was not a material impact to the Company’s consolidated financial statements for fiscal 2022 and no material impacts expected for foreseeable future, the Company will continue to monitor assessments of COVID-19, as well as other factors that could result in material impacts to the Company’s consolidated financial statements in future reporting periods.

Dropped from FY2022

degree of uncertainty as to the final consideration amount.

Dropped from FY2022

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

Dropped from FY2022

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

Dropped from FY2022

The accounting policy pursuant to CECL is disclosed below.

Dropped from FY2022

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

Dropped from FY2022

| Cumulative effect of accounting standards update adoption | | | — | | | | | | 493 | | |

Dropped from FY2022

Recently Adopted Accounting Guidance

Dropped from FY2022

In December of 2019, the FASB issued ASU No. 2019-12, Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes, which removes certain exceptions and simplifies other requirements of Topic 740 guidance.

Dropped from FY2022

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

Dropped from FY2022

The Company adopted ASU 2019-12 effective July 1, 2021 and the adoption did not have a material impact on its consolidated financial statements.

Dropped from FY2022

The Company’s arrangements for these services

Dropped from FY2022

| June 30, 2021 | | | | | | | | | | | | | | | | | | | | | | | | | | |

Dropped from FY2022

| Revolving credit facility | | | | | | $ | — | | | | | $ | 100,000 | | | | | $ | — | | | | | $ | 100,000 | |

Dropped from FY2022

The Company adopted ASU 2016-02 and its related amendments (collectively known as “ASC 842”) on July 1, 2019 using the optional transition method in ASU 2018-11.

Dropped from FY2022

to extend or terminate the lease when it is reasonably certain that the option will be exercised.

Dropped from FY2022

At June 30, 2021, total operating lease liabilities of $60,828 were comprised of current operating lease liabilities of $11,460 and noncurrent operating lease liabilities of $49,368, and total financing lease liabilities of $193 were comprised of current financing lease liabilities of $110 and noncurrent financing lease liabilities of $83.

Dropped from FY2022

Financing lease assets are included within property and equipment, net and financing lease liabilities are included within notes payable (current portion) and long-term debt (noncurrent portion) in the Company’s consolidated balance sheet.

Dropped from FY2022

Financing lease assets were recorded net of accumulated amortization of $255 and $153 as of June 30, 2022, and 2021, respectively.

Dropped from FY2022

As of June 30, 2022, 2021, and 2020, the weighted-average remaining lease terms for the Company's financing leases were 9 months, 21 months, and 33 months, respectively, and the weighted-average discount rates were 2.29%, 2.39%, and 2.42%, respectively.

Dropped from FY2022

| 2023 | | | | | | $ | 11,917 | |

Dropped from FY2022

| 2024 | | | | | | 10,246 | | |

Dropped from FY2022

| 2025 | | | | | | 7,490 | | |

Dropped from FY2022

| 2026 | | | | | | 6,572 | | |

Dropped from FY2022

| 2027 | | | | | | 5,777 | | |

Dropped from FY2022

| Thereafter | | | | | | 13,899 | | |

Dropped from FY2022

*Financing leases were immaterial to the fiscal year, so a maturity of lease liabilities table has only been included for operating leases.

Dropped from FY2022

| | | | 666,588 | | | | | | 687,650 | | | | | | | | | | | |

An excerpt. Shown here: 40 of 339 rewritten, 40 of 139 added and 40 of 152 removed. The counts are complete. For every sentence, read Item 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA in the FY2023 filing and the FY2022 filing.

Item 9A. CONTROLS AND PROCEDURES

5 rewritten, 0 added, 0 removed, 3 unchanged

Rewritten

[removed: Disclosure] [added: Disclosure] Controls and [removed: Procedures][added: Procedures]

Rewritten

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

Rewritten

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: 2022;] [added: 2023;] their report is included in Item 8 of this Form 10-K.

Rewritten

[removed: Changes] [added: Changes] in Internal Control over Financial [removed: Reporting][added: Reporting]

Rewritten

During the quarter ended June 30, [removed: 2022,] [added: 2023,] 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.

Item 9B. OTHER INFORMATION

0 rewritten, 2 added, 1 removed, 0 unchanged

New in FY2023

Rule 10b-5(1) Trading Plans

New in FY2023

During the three months ended June 30, 2023, no director or officer of the Company adopted or terminated a “Rule 10b5-1 trading arrangement” or “non-Rule 10b5-1 trading arrangement,” as each term is defined in Item 408(a) of Regulation S-K.

Dropped from FY2022

None.

Item 9C. DISCLOSURE REGARDING FOREIGN JURISDICTIONS THAT PREVENT INSPECTIONS.

1 rewritten, 0 added, 0 removed, 2 unchanged

Rewritten

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: 2022,] [added: 2023,] fiscal year end in the definitive proxy statement for our [removed: 2022] [added: 2023] Annual Meeting of Stockholders (the “Proxy Statement”).

Item 11. EXECUTIVE COMPENSATION

1 rewritten, 0 added, 0 removed, 0 unchanged

Rewritten

See the information under captions “Corporate Governance," [removed: “Compensation] [added: “Human Capital & Compensation] Committee Report," “Compensation Discussion and Analysis," "Compensation and Risk," and “Executive Compensation” in the Proxy Statement, which is incorporated herein by reference.

Item 15. EXHIBITS AND FINANCIAL STATEMENT SCHEDULES

19 rewritten, 7 added, 4 removed, 28 unchanged

Rewritten

\- Consolidated Statements of Income for the fiscal years ended June 30, [added: 2023,] 2022, [removed: 2021,] and [removed: 2020][added: 2021]

Rewritten

\- Consolidated Balance Sheets as of June 30, [removed: 2022,] [added: 2023,] and [removed: 2021][added: 2022]

Rewritten

\- Consolidated Statements of Changes in Stockholders’ Equity for the fiscal years ended June 30, [added: 2023,] 2022, [removed: 2021,] and [removed: 2020][added: 2021]

Rewritten

\- Consolidated Statements of Cash Flows for the fiscal years ended June 30, [added: 2023,] 2022, [removed: 2021,] and [removed: 2020][added: 2021]

Rewritten

There are no schedules included because they are not [removed: applicable] [added: applicable,] or the required information is shown in the consolidated financial statements or notes thereto.

Rewritten

3.2.8 [Restated and Amended Bylaws attached as Exhibit [removed: 3.2.](https://www.sec.gov/Archives/edgar/data/0000779152/000077915221000075/jkhy-amendedandrestatedbyl.htm)[8](https://www.sec.gov/Archives/edgar/data/0000779152/000077915221000075/jkhy-amendedandrestatedbyl.htm) [to] [added: 3.2.8 to] the Company’s Current Report on Form 8-K [removed: filed](https://www.sec.gov/Archives/edgar/data/0000779152/000077915221000075/jkhy-amendedandrestatedbyl.htm) [August] [added: filed August] 26, 2021](https://www.sec.gov/Archives/edgar/data/0000779152/000077915221000075/jkhy-amendedandrestatedbyl.htm).

Rewritten

4.1 [Description of [removed: Securities](https://www.sec.gov/Archives/edgar/data/779152/000077915222000076/jkhy-20220630xex41.htm)][added: Securities](https://www.sec.gov/Archives/edgar/data/779152/000077915223000062/jkhy-20230630xex41.htm)]

Rewritten

[removed: 10.59*] [added: 10.70*] [Form of Restricted Stock [added: Unit] Agreement [removed: (executives)] attached as Exhibit [removed: 10.59] [added: 10.70] to the [removed: Company’s Current] [added: Company's Annual] Report on Form [removed: 8-K] [added: 10-K] filed [removed: July 1, 2016.](http://www.sec.gov/Archives/edgar/data/779152/000077915216000128/jkhy-20160701xexhibit1059.htm)][added: August 25, 2021.](https://www.sec.gov/Archives/edgar/data/779152/000077915221000073/jkhy-20210630xex1070.htm)]

Rewritten

[removed: 10.62*] [added: 10.69*] [Form of Performance Shares Agreement attached as Exhibit [removed: 10.62] [added: 10.69] to the Company's Annual Report on [removed: From] [added: Form] 10-K filed August 25, [removed: 2017.](http://www.sec.gov/Archives/edgar/data/779152/000077915217000040/jkhy-20170630xex1062.htm)][added: 2021.](https://www.sec.gov/Archives/edgar/data/779152/000077915221000073/jkhy-20210630xex1069.htm)]

Rewritten

[removed: 10.66 [Credit] [added: 10.73 [Amended and Restated Credit] Agreement, dated as of [removed: February 10, 2020] [added: August 31, 2022,] among Jack Henry & Associates, Inc., as Borrower, the lenders parties thereto, U.S. Bank National Association, as Administrative Agent, LC Issuer and Swing Line Lender, and certain other financial institutions as co-syndication agents and joint lead arrangers and joint book runners attached as Exhibit [removed: 10.66] [added: 10.73] to the Company’s Current Report on Form 8-K filed [removed: February 11, 2020.](https://www.sec.gov/Archives/edgar/data/779152/000077915220000019/jackhenry02102020credi.htm)][added: September 1, 2022.](https://www.sec.gov/Archives/edgar/data/779152/000077915222000081/jackhenryamendedandrestate.htm)]

Rewritten

[removed: 10.67 [Aircraft] [added: Carsley and Swearingen (supersedes Aircraft] Time Sharing [removed: Agreement, dated as of November 10, 2020 between the Company and David Foss attached] [added: Agreement for Mr. Foss, originally filed] as Exhibit 10.67 to the Company’s Quarterly Report on Form 10-Q filed February 9, [removed: 2021.](https://www.sec.gov/Archives/edgar/data/0000779152/000077915221000009/jkhy-20201231xex1067timesh.htm)][added: 2021).](https://www.sec.gov/Archives/edgar/data/779152/000077915223000062/formofaircrafttimesharinga.htm)]

Rewritten

10.72* [Jack Henry & Associates, Inc. Executive Severance Plan attached as Exhibit 10.72 to the Company's Current Report on Form 8-K filed July 29, [removed: 2022](https://www.sec.gov/Archives/edgar/data/779152/000077915222000051/jkhy-executiveseverancepla.htm)[.](https://www.sec.gov/Archives/edgar/data/779152/000077915222000051/jkhy-executiveseverancepla.htm)][added: 2022.](https://www.sec.gov/Archives/edgar/data/779152/000077915222000051/jkhy-executiveseverancepla.htm)]

Rewritten

21.1 [List of the Company’s [removed: subsidiaries.](https://www.sec.gov/Archives/edgar/data/779152/000077915222000076/jkhy-20220630xex211.htm)][added: subsidiarie](https://www.sec.gov/Archives/edgar/data/779152/000077915223000062/jkhy-20230630xex211.htm)[s.](https://www.sec.gov/Archives/edgar/data/779152/000077915223000062/jkhy-20230630xex211.htm)]

Rewritten

23.1 [Consent of Independent Registered Public Accounting Firm- PricewaterhouseCoopers [removed: LLP.](https://www.sec.gov/Archives/edgar/data/779152/000077915222000076/jkhy-20220630xex231.htm)][added: LLP.](https://www.sec.gov/Archives/edgar/data/779152/000077915223000062/jkhy-20230630xex231.htm)]

Rewritten

31.1 [Certification of the Chief Executive [removed: Officer.](https://www.sec.gov/Archives/edgar/data/779152/000077915222000076/jkhy-20220630xex311.htm)][added: Officer.](https://www.sec.gov/Archives/edgar/data/779152/000077915223000062/jkhy-20230630xex311.htm)]

Rewritten

31.2 [Certification of the Chief Financial [removed: Officer.](https://www.sec.gov/Archives/edgar/data/779152/000077915222000076/jkhy-20220630xex312.htm)][added: Officer.](https://www.sec.gov/Archives/edgar/data/779152/000077915223000062/jkhy-20230630xex312.htm)]

Rewritten

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/779152/000077915222000076/jkhy-20220630xex321.htm)][added: 1350.](https://www.sec.gov/Archives/edgar/data/779152/000077915223000062/jkhy-20230630xex321.htm)]

Rewritten

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/779152/000077915222000076/jkhy-20220630xex322.htm)][added: 1350.](https://www.sec.gov/Archives/edgar/data/779152/000077915223000062/jkhy-20230630xex322.htm)]

Rewritten

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: 2022,] [added: 2023,] and June 30, [removed: 2021,] [added: 2022,] (ii) the Consolidated Statements of Income for the years ended June 30, [added: 2023,] 2022, [removed: 2021,] and [removed: 2020,] [added: 2021,] (iii) the Consolidated Statements of Shareholders’ Equity for the years ended June 30, [added: 2023,] 2022, [removed: 2021,] and [removed: 2020,] [added: 2021,] (iv) the Consolidated Statements of Cash Flows for the years ended June 30, [added: 2023,] 2022, [removed: 2021,] and [removed: 2020,] [added: 2021,] and (v) Notes to Consolidated Financial Statements.

New in FY2023

10.74 [Amendment No. 1 to Amended and Restated Credit Agreement, dated as of May 16, 2023 among Jack Henry & Associates, Inc., as Borrower, the affiliates of Borrower party thereto as Guarantors, the lenders parties thereto, and U.S. Bank National Association, as Administrative Agent](https://www.sec.gov/Archives/edgar/data/779152/000077915223000028/jackhenry-amendmentno1toam.htm) [attached as Exhibit 10.74 to the Company’s Current Report on Form 8-K filed May 22, 2023.](https://www.sec.gov/Archives/edgar/data/779152/000077915223000028/jackhenry-amendmentno1toam.htm)

New in FY2023

10.75 [Term Loan Agreement, dated as of May 16, 2023, among Jack Henry & Associates, Inc., as Borrower, the lenders parties thereto, Truist Bank, as Administrative Agent, and certain other financial institutions as joint lead arrangers and joint book runners attached as Exhibit 10.75](https://www.sec.gov/Archives/edgar/data/779152/000077915223000028/jackhenry-termloanagreemen.htm) [to the Company’s Current Report on Form 8-K filed May 22, 20](https://www.sec.gov/Archives/edgar/data/779152/000077915223000028/jackhenry-termloanagreemen.htm)[23.](https://www.sec.gov/Archives/edgar/data/779152/000077915223000028/jackhenry-termloanagreemen.htm)

New in FY2023

10.76* [](https://www.sec.gov/Archives/edgar/data/779152/000077915223000062/exhibit-jhapsuawardxex1076.htm)[Form of Performance Shares Agreement.](https://www.sec.gov/Archives/edgar/data/779152/000077915223000062/exhibit-jhapsuawardxex1076.htm)

New in FY2023

10.77 [Form of Aircraft Time Sharing Agreement between](https://www.sec.gov/Archives/edgar/data/779152/000077915223000062/formofaircrafttimesharinga.htm) [the Company and](https://www.sec.gov/Archives/edgar/data/779152/000077915223000062/formofaircrafttimesharinga.htm) [each of Messrs.

New in FY2023

Foss, Adelson,](https://www.sec.gov/Archives/edgar/data/779152/000077915223000062/formofaircrafttimesharinga.htm) [](https://www.sec.gov/Archives/edgar/data/779152/000077915223000062/formofaircrafttimesharinga.htm)[Morgan, and Zengel and Mses.

New in FY2023

10.78* [Jack Henry & Associates, Inc. 2006 Employee Stock Purchase Plan, as amended and restated on August](https://www.sec.gov/Archives/edgar/data/779152/000077915223000062/jha2006espp-amendedandrest.htm) [18](https://www.sec.gov/Archives/edgar/data/779152/000077915223000062/jha2006espp-amendedandrest.htm)[, 2023, effective January 1, 2024.](https://www.sec.gov/Archives/edgar/data/779152/000077915223000062/jha2006espp-amendedandrest.htm)

New in FY2023

104 Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit (101)), except registrant name, JACK HENRY & ASSOCIATES INC, tagged in non-printing section.

Dropped from FY2022

10.65* [Form of Restricted Stock Unit Agreement attached as Exhibit 10.65 to the Company’s Current Report on Form 8-K filed January 3, 2020.](https://www.sec.gov/Archives/edgar/data/779152/000077915220000003/a1065formofrestricteds.htm)

Dropped from FY2022

10.68* [Form of](https://www.sec.gov/Archives/edgar/data/779152/000077915221000073/jkhy-20210630xex1068.htm) [Restricted Stock Unit](https://www.sec.gov/Archives/edgar/data/779152/000077915221000073/jkhy-20210630xex1068.htm) [Agreement attached as Exhibit 10.](https://www.sec.gov/Archives/edgar/data/779152/000077915221000073/jkhy-20210630xex1068.htm)[68](https://www.sec.gov/Archives/edgar/data/779152/000077915221000073/jkhy-20210630xex1068.htm) [to the Company's](https://www.sec.gov/Archives/edgar/data/779152/000077915221000073/jkhy-20210630xex1068.htm) [Annual](https://www.sec.gov/Archives/edgar/data/779152/000077915221000073/jkhy-20210630xex1068.htm) [Report on Form](https://www.sec.gov/Archives/edgar/data/779152/000077915221000073/jkhy-20210630xex1068.htm) [10](https://www.sec.gov/Archives/edgar/data/779152/000077915221000073/jkhy-20210630xex1068.htm)[\-K filed](https://www.sec.gov/Archives/edgar/data/779152/000077915221000073/jkhy-20210630xex1068.htm) [August 25, 2021](https://www.sec.gov/Archives/edgar/data/779152/000077915221000073/jkhy-20210630xex1068.htm)[.](https://www.sec.gov/Archives/edgar/data/779152/000077915221000073/jkhy-20210630xex1068.htm)

Dropped from FY2022

10.69* [Form of](https://www.sec.gov/Archives/edgar/data/779152/000077915221000073/jkhy-20210630xex1069.htm) [Performance Shares](https://www.sec.gov/Archives/edgar/data/779152/000077915221000073/jkhy-20210630xex1069.htm) [Agreement attached as Exhibit 10.6](https://www.sec.gov/Archives/edgar/data/779152/000077915221000073/jkhy-20210630xex1069.htm)[9](https://www.sec.gov/Archives/edgar/data/779152/000077915221000073/jkhy-20210630xex1069.htm) [to the Company's Annual Report on Form 10-K filed August 25, 2021.](https://www.sec.gov/Archives/edgar/data/779152/000077915221000073/jkhy-20210630xex1069.htm)

Dropped from FY2022

10.70* [Form of Restricted Stock Unit Agreement attached as Exhibit 10.](https://www.sec.gov/Archives/edgar/data/779152/000077915221000073/jkhy-20210630xex1070.htm)[70](https://www.sec.gov/Archives/edgar/data/779152/000077915221000073/jkhy-20210630xex1070.htm) [to the Company's Annual Report on Form 10-K filed August 25, 2021.](https://www.sec.gov/Archives/edgar/data/779152/000077915221000073/jkhy-20210630xex1070.htm)

Item 16. FORM 10-K SUMMARY

12 rewritten, 0 added, 0 removed, 23 unchanged

Rewritten

Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized this [removed: 25th] [added: 24th] day of August, [removed: 2022.][added: 2023.]

Rewritten

| /s/ David B. Foss David B. Foss | | | Chief Executive Officer and Board Chair (Principal Executive Officer) | | | August [removed: 25, 2022] [added: 24, 2023] | | |

Rewritten

| /s/ [removed: Kevin D. Williams Kevin D. Williams] [added: Mimi L. Carsley Mimi L. Carsley] | | | Chief Financial Officer and Treasurer (Principal Financial Officer) | | | August [removed: 25, 2022] [added: 24, 2023] | | |

Rewritten

| /s/ Renee A. Swearingen Renee A. Swearingen | | | Senior Vice President and Chief Accounting Officer (Principal Accounting Officer) | | | August [removed: 25, 2022] [added: 24, 2023] | | |

Rewritten

| /s/ Matthew C. Flanigan Matthew C. Flanigan | | | Vice Chair and Lead Director | | | August [removed: 25, 2022] [added: 24, 2023] | | |

Rewritten

| /s/ Thomas H. Wilson, Jr Thomas H. Wilson, Jr | | | Director | | | August [removed: 25, 2022] [added: 24, 2023] | | |

Rewritten

| /s/ Jacqueline R. Fiegel Jacqueline R. Fiegel | | | Director | | | August [removed: 25, 2022] [added: 24, 2023] | | |

Rewritten

| /s/ Thomas A. Wimsett Thomas A. Wimsett | | | Director | | | August [removed: 25, 2022] [added: 24, 2023] | | |

Rewritten

| /s/ Laura G. Kelly Laura G. Kelly | | | Director | | | August [removed: 25, 2022] [added: 24, 2023] | | |

Rewritten

| /s/ Shruti S. Miyashiro Shruti S. Miyashiro | | | Director | | | August [removed: 25, 2022] [added: 24, 2023] | | |

Rewritten

| /s/ Wesley A. Brown Wesley A. Brown | | | Director | | | August [removed: 25, 2022] [added: 24, 2023] | | |

Rewritten

| /s/ Curtis A. Campbell Curtis A. Campbell | | | Director | | | August [removed: 25, 2022] [added: 24, 2023] | | |