Jack Henry & Associates 10-Q 2026-03-31

Filed 2026-05-07. 7 sections, 158K characters. Original on sec.gov · Markdown · JSON

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 10-Q

☒QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended March 31, 2026

OR
☐TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from ______________ to ________________

Commission file number 0-14112

JACK HENRY & ASSOCIATES, INC.

(Exact name of registrant as specified in its charter)

Delaware43-1128385
(State or Other Jurisdiction of Incorporation)(I.R.S. Employer Identification No.)

663 Highway 60, P.O. Box 807, Monett, MO 65708

(Address of Principal Executive Offices)

(Zip Code)

417-235-6652

(Registrant’s telephone number, including area code)

Securities registered pursuant to Section 12(b) of the Act:

Title of each classTrading SymbolName of each exchange on which registered
Common Stock ($0.01 par value)JKHYNasdaq Global Select Market

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.

Yes ☒ No ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).

Yes ☒ No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” ”accelerated filer,” “smaller reporting company,” and "emerging growth company" in Rule 12b-2 of the Exchange Act.

Large accelerated filer☒Accelerated filer☐
Non-accelerated filer☐Smaller reporting company☐
Emerging growth company☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act)

Yes ☐ No ☒

As of April 24, 2026, the Registrant had 71,050,780 shares of Common Stock outstanding ($0.01 par value).

TABLE OF CONTENTS

Page Reference
PART IFINANCIAL INFORMATION
ITEM 1.Condensed Consolidated Balance Sheets as of March 31, 2026, and June 30, 2025 (Unaudited)4
Condensed Consolidated Statements of Income for the Three and Nine Months Ended March 31, 2026 and 2025 (Unaudited)5
Condensed Consolidated Statements of Changes in Stockholders' Equity for the Three and Nine Months Ended March 31, 2026 and 2025 (Unaudited)6
Condensed Consolidated Statements of Cash Flows for the Nine Months Ended March 31, 2026 and 2025 (Unaudited)7
Notes to Condensed Consolidated Financial Statements (Unaudited)8
ITEM 2.Management's Discussion and Analysis of Financial Condition and Results of Operations21
ITEM 3.Quantitative and Qualitative Disclosures about Market Risk31
ITEM 4.Controls and Procedures31
PART IIOTHER INFORMATION31
ITEM 1.Legal Proceedings31
ITEM 2.Unregistered Sales of Equity Securities and Use of Proceeds32
ITEM 5.Other Information32
ITEM 6.Exhibits33
Signatures34

In this report, all references to “Jack Henry,” the “Company,” “we,” “us,” and “our,” refer to Jack Henry & Associates, Inc., and its wholly owned subsidiaries.

FORWARD LOOKING STATEMENTS

Certain statements in this report, other than purely historical information, including estimates, projections, statements relating to our business plans, objectives and expected operating results, and the assumptions upon which those statements are based, are “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995, Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934 (the “Exchange Act”). Forward-looking statements may appear throughout this report, including without limitation, in Management's Discussion and Analysis of Financial Condition and Results of Operations. Forward-looking statements generally are identified by the words “believe,” “project,” “expect,” “seek,” “anticipate,” “estimate,” “future,” “intend,” “plan,” “strategy,” “predict,” “likely,” “should,” “will,” “would,” “could,” “can,” “may,” and similar expressions. Forward-looking statements are based only on management’s current beliefs, expectations and assumptions regarding the future of the Company, future plans and strategies, projections, anticipated events and trends, the economy and other future conditions. Because forward-looking statements relate to the future, they are subject to inherent risks and uncertainties that could cause actual results to differ materially from those expressed or implied by such statements. Such risks and uncertainties include, but are not limited to, those discussed in this Quarterly Report on Form 10-Q, those discussed in our Annual Report on Form 10-K for the fiscal year ended June 30, 2025, in particular, those included in Item 1A, “Risk Factors” of such report, and those discussed in other documents we file with the Securities and Exchange Commission (“SEC”). Any forward-looking statement made in this report speaks only as of the date of this report, and the Company expressly disclaims any obligation to publicly update or revise any forward-looking statement, whether because of new information, future events or otherwise.

PART I. FINANCIAL INFORMATION

Item 1. FINANCIAL STATEMENTS

JACK HENRY & ASSOCIATES, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS (Unaudited)
(In Thousands, Except Share and Per Share Data)
March 31, 2026June 30, 2025
ASSETS
CURRENT ASSETS:
Cash and cash equivalents$20,573$101,953
Receivables, net282,463317,977
Income tax receivable3,532—
Prepaid expenses and other201,321180,151
Deferred costs81,21875,777
Assets held for sale5,7325,606
Total current assets594,839681,464
PROPERTY AND EQUIPMENT, net214,005220,964
OTHER ASSETS:
Non-current deferred costs218,507207,861
Computer software, net of amortization651,709617,029
Other non-current assets480,758443,624
Customer relationships, net of amortization44,45348,440
Other intangible assets, net of amortization18,54619,791
Goodwill827,740804,797
Total other assets2,241,7132,141,542
Total assets$3,050,557$3,043,970
LIABILITIES AND STOCKHOLDERS' EQUITY
CURRENT LIABILITIES:
Accounts payable$19,923$28,186
Accrued expenses192,210207,434
Accrued income taxes—9,679
Deferred revenues128,999290,485
Total current liabilities341,132535,784
LONG-TERM LIABILITIES:
Non-current deferred revenues79,74372,889
Deferred income tax liability340,373240,026
Debt90,000—
Other long-term liabilities64,49864,439
Total long-term liabilities574,614377,354
Total liabilities915,746913,138
STOCKHOLDERS' EQUITY
Preferred stock - $1 par value; 500,000 shares authorized, none issued——
Common stock - $0.01 par value; 250,000,000 shares authorized; 104,569,731 shares issued at March 31, 2026; 104,415,989 shares issued at June 30, 20251,0461,044
Additional paid-in capital676,517652,218
Retained earnings3,636,8863,372,794
Less treasury stock at cost 33,360,668 shares at March 31, 2026; 31,579,598 shares at June 30, 2025(2,179,638)(1,895,224)
Total stockholders' equity2,134,8112,130,832
Total liabilities and equity$3,050,557$3,043,970

See notes to condensed consolidated financial statements.

JACK HENRY & ASSOCIATES, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF INCOME (Unaudited)
(In Thousands, Except Per Share Data)
Three Months EndedNine Months Ended
March 31,March 31,
2026202520262025
REVENUE$636,245$585,087$1,900,316$1,759,916
EXPENSES
Cost of Revenue363,922340,5861,063,4761,016,868
Research and Development45,11039,411126,615120,192
Selling, General, and Administrative72,16666,350211,965209,839
Total Expenses481,198446,3471,402,0561,346,899
OPERATING INCOME155,047138,740498,260413,017
INTEREST INCOME
Interest Income4,8695,89918,19421,406
Interest Expense(1,375)(2,731)(3,402)(8,336)
Total Interest Income3,4943,16814,79213,070
INCOME BEFORE INCOME TAXES158,541141,908513,052426,087
PROVISION FOR INCOME TAXES35,64730,800121,50397,943
NET INCOME$122,894$111,108$391,549$328,144
Basic earnings per share$1.71$1.53$5.42$4.50
Basic weighted average shares outstanding71,76772,85172,26272,893
Diluted earnings per share$1.71$1.52$5.41$4.49
Diluted weighted average shares outstanding

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Item 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

This discussion and analysis should be read in conjunction with the condensed consolidated financial statements and the accompanying notes to the condensed consolidated financial statements included in this Form 10-Q for the fiscal quarter ended March 31, 2026.

OVERVIEW

Jack Henry & Associates, Inc. is a well-rounded financial technology company headquartered in Monett, Missouri, that employs approximately 7,300 full-time and part-time associates nationwide, and is a leading provider of technology solutions and payment processing services primarily to community and regional banks and credit unions. Our solutions serve approximately 7,400 clients and consist of integrated data processing systems solutions to U.S. banks ranging from de novo to multi-billion-dollar institutions with up to $55 billion and above in assets, core data processing solutions for credit unions of all sizes, and non-core highly specialized core-agnostic products and services that enable banks and credit unions 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. Our integrated solutions are available for on-premise installation and delivery in our private and public cloud.

Each of our solutions shares the fundamental commitment to provide high-quality business systems, service levels that consistently exceed client expectations, and integration of solutions and practical new technologies. The quality of our solutions, our high service standards, and the fundamental way we do business typically foster long-term client relationships, attract prospective clients, and have enabled us to capture substantial market share.

Through internal product development, disciplined acquisitions, and alliances with companies offering niche solutions that complement our proprietary solutions, we regularly introduce new products and services and generate new cross-sales opportunities. We provide compatible computer hardware for our on-premise installations and secure processing environments for our outsourced solutions in our private and public cloud. We perform data conversions, software implementations, initial and ongoing client training, and ongoing client support services.

We believe our primary competitive advantage is client service. Our support infrastructure and strict standards provide service levels that generate high levels of client satisfaction and retention. We consistently measure client satisfaction using a variety of surveys, such as an annual survey on the client's anniversary date and randomly-generated surveys initiated each day by routine support requests. Dedicated surveys are also used to grade specific aspects of our client experience, including product implementation, education, and consulting services.

Our two primary revenue streams are “services and support” and “processing.” Services and support includes: “private and public cloud” revenues that predominantly have contract terms of six years at inception; “product delivery and services” revenues, which include revenues from the sales of licenses, implementation services, deconversions, consulting, and hardware; and “on-premise support” revenues, composed of maintenance fees that primarily contain annual contract terms. Processing includes: "remittance” revenues from payment processing, remote capture, and ACH transactions; “card” revenues, including card transaction processing and monthly fees; and “transaction and digital” revenues, which include transaction and mobile processing revenues. We continually seek opportunities to increase revenue while at the same time containing costs to expand margins.

We have four reportable segments: Core, Payments, Complementary, and Corporate Services. The respective segments include all related revenues along with the related cost of revenue.

A detailed discussion of the major components of the results of operations follows. All amounts in the following discussion are in thousands, except per share amounts.

RESULTS OF OPERATIONS

For the third quarter of fiscal 2026, total revenue increased 8.7%, or $51,158, compared to the same quarter in fiscal 2025. Total revenue less deconversion revenue of $18,665 and acquisition revenue of $1,651 for the current fiscal quarter and less deconversion revenue of $9,644 and revenue related to a contractual change of $1,201 for the prior fiscal year third quarter results in an increase of 7.3% quarter over quarter. This increase was primarily driven by organic growth in our revenue lines including data processing and hosting within private and public cloud, Jack Henry digital and transaction, card, and faster payments.

Operating expenses increased 7.8%, or $34,851, for the third quarter of fiscal 2026 compared to the third quarter of fiscal 2025. Total operating expenses less deconversion operating expenses of $4,030 and operating expenses for the acquired company of $2,484 for the current fiscal quarter and less operating expenses related to deconversion operating expenses of $2,794 and a contractual change of $992 for the prior fiscal year third quarter results in an increase of 7.3% quarter over quarter. This increase was primarily driven by higher personnel costs and increased direct costs, quarter over quarter.

Operating income increased 11.8%, or $16,307, for the third quarter of fiscal 2026 compared to the third quarter of fiscal 2025. Total operating income less the impact of deconversion operating income of $14,635 and an operating loss for the acquired company of $833 for the current fiscal quarter and less deconversion operating income of $6,851 and operating income related to a contractual change of $209 for the prior fiscal year third quarter results in an increase of 7.3%, quarter over quarter. This increase was primarily driven by organic revenue growth, partially offset by increased operating expenses detailed above tempered by our disciplined approach to controlling costs, quarter over quarter.

The provision for income taxes increased 15.7%, or $4,847, for the third quarter of fiscal 2026 compared to the third quarter of fiscal 2025. This increase was primarily driven by the increase in income before income taxes. The effective tax rate for the current fiscal quarter was 22.5% compared to 21.7% for the same quarter a year ago.

Net income increased 10.6%, or $11,786, for the third quarter of fiscal 2026 compared to the third quarter of fiscal 2025. The total net income increase, quarter over quarter, was lower when adjusted for the impact of deconversion net income and a net loss for the acquired company in the current fiscal quarter and the net income related to deconversion net income and a contractual change in the prior fiscal year third quarter. The increase, excluding these one-time items, was primarily driven by net organic growth in our lines of revenue for the third quarter of fiscal 2026 partially offset by commensurate higher operating expenses detailed above that were tempered by our disciplined approach to controlling costs and the increased provision for income taxes.

For the fiscal nine months ended March 31, 2026, total revenue increased 8.0%, or $140,400, compared to the same period in fiscal 2025. Total revenue less deconversion revenue of $33,504 and revenue for the acquired company of $3,595 for the current fiscal year period and revenue from a contractual change of $14,672 and deconversion revenue of $13,410 for the prior fiscal year period results in an increase of 7.6%, period over period. This increase was primarily driven by organic growth in our revenue lines including data processing and hosting within private and public cloud, card, Jack Henry digital and transaction, and faster payments.

Operating expenses increased 4.1%, or $55,157, for the fiscal nine months ended March 31, 2026, compared to the same period in fiscal 2025. Total operating expenses less deconversion operating expenses of $8,167, the impact of the gain on assets, net, of $6,829, and operating expenses for the acquired company of $5,413 for the current fiscal year period and less operating expenses related to a contractual change of $12,494 and deconversion operating expenses of $3,686 for the prior fiscal year period results in an increase of 4.9%, period over period. This increase was primarily driven by higher personnel costs and higher direct costs, period over period.

Operating income increased 20.6%, or $85,243, for the fiscal nine months ended March 31, 2026, compared to the same period in fiscal 2025. Total operating income less deconversion operating income of $25,337, the impact of the gain on assets, net, of $6,829, and an operating loss for the acquired company of $1,817 for the current fiscal year period and deconversion operating income of $9,724 and operating income related to a contractual change of $2,178 for the prior fiscal year period results in an increase of 16.7%, period over period. This increase was primarily driven by organic revenue growth, partially offset by increased operating expenses detailed above tempered by our disciplined approach to controlling costs.

The provision for income taxes increased 24.1%, or $23,560, for the fiscal nine months ended March 31, 2026, compared to the same period in fiscal 2025. This increase was primarily driven by the increase in income before income taxes. The effective tax rate for the current fiscal year period was 23.7% compared to 23.0% for the same period a year ago.

Net income increased 19.3%, or $63,405, for the fiscal nine months ended March 31, 2026, compared to the same period in fiscal 2025. The total net income increase, period over period, was lower when adjusted for the impact of the deconversion net income, a gain on assets, net, and a net loss for the acquired company in the current fiscal year period and deconversion net income and the net income related to a contractual change in the prior fiscal year period. The increase excluding these one-time items was primarily driven by net organic growth in our lines of revenue for the nine months ended March 31, 2026, partially offset by commensurate higher operating expenses detailed above tempered by our disciplined approach to controlling costs and the increased provision for income taxes.

As we move into the fourth quarter of fiscal 2026 – our 50th year in business – we are excited and confident about our future, and we remain well-positioned to deliver durable, consistent growth and attractive results for our stockholders. Technology spending by financial institutions remains strong, and there is clear demand for our differentiated and innovative technology solutions. We have a very healthy sales pipeline and a proven ability to attract and win deals, especially with larger financial institutions. Our unwavering focus on culture, service, innovation, strategy, and execution continues to set us apart in the market and will enable us to drive continued industry-leading revenue growth with strong margin expansion, benefiting our associates, clients, and stockholders.

A detailed discussion of the major components of the results of operations for the fiscal three and nine months ended March 31, 2026, follows.

Discussions compare the current fiscal year's three and nine months ended March 31, 2026, to the prior fiscal year's three and nine months ended March 31, 2025.

REVENUE

Services and SupportThree Months Ended March 31,% ChangeNine Months Ended March 31,% Change
2026202520262025
Services and Support$365,149$330,79210.4%$1,087,808$1,010,4987.7%
Percentage of total revenue57%57%57%57%

Services and support revenue increased 10.4% for the third quarter of fiscal 2026 compared to the same quarter a year ago. Total services and support revenue less deconversion revenue of $18,665 for the current fiscal quarter and less deconversion revenue of $9,644 and services and support revenue related to a contractual change of $1,201 for the prior fiscal year third quarter, results in growth of 8.3%, quarter over quarter. This increase was primarily driven by growth in data processing and hosting revenues within private and public cloud as new and existing clients continue to migrate to our private cloud and processing volumes expand.

Services and support revenue increased 7.7% for the fiscal nine months ended March 31, 2026, compared to the same period in fiscal 2025. Total services and support revenue less deconversion revenue of $33,504 for the current fiscal period and less services and support revenue for a contractual change of $14,672 and deconversion revenue of $13,410 for the prior fiscal year period, results in growth of 7.3%, period over period. This increase was primarily driven by growth in data processing and hosting revenues within private and public cloud as new and existing clients migrate to our private cloud and processing volumes expand as well as higher work order and consulting revenues.

ProcessingThree Months Ended March 31,% ChangeNine Months Ended March 31,% Change
2026202520262025
Processing$271,096$254,2956.6%$812,508$749,4188.4%
Percentage of total revenue43%43%43%43%

Processing revenue increased 6.6% for the third quarter of fiscal 2026 compared to the same quarter last fiscal year. Total processing revenue less processing revenue for the acquired company of $1,651 for the current fiscal quarter, results in growth of 6.0%, quarter over quarter. This increase was primarily driven by improvement in Jack Henry digital and transaction revenues from a higher number of active users and the ramping up of add-on products, growth in card revenue from monthly service and risk management fees, and higher faster payments revenue from expanding transactional volumes.

Processing revenue increased 8.4% for the fiscal nine months ended March 31, 2026, compared to the same period in fiscal 2025. Total processing revenue less processing revenue for the acquired company of $3,595 for the current fiscal year period, results in growth of 7.9%, period over period. This increase was primarily driven by growth in card revenue primarily from monthly service and risk management fees, improvement in Jack Henry digital and transaction revenues from a higher number of active users and expanding volumes and the ramping up of add-on products, and higher faster payments revenue from expanding transactional volumes.

OPERATING EXPENSES

Cost of RevenueThree Months Ended March 31,% ChangeNine Months Ended March 31,% Change
2026202520262025
Cost of Revenue$363,922$340,5866.9%$1,063,476$1,016,8684.6%
Percentage of total revenue57%58%56%58%

Cost of revenue for the third quarter of fiscal 2026 increased 6.9% over the prior fiscal year third quarter. Total cost of revenue less deconversion costs of $2,584 and cost of revenue for the acquired company of $1,612 for the current fiscal quarter and less deconversion costs of $1,873 and costs related to a contractual change of $992 for the prior fiscal year third quarter, results in a 6.5% increase, quarter over quarter. This increase was primarily due to higher personnel costs partially related to a headcount increase in the trailing twelve months, higher direct costs generally consistent with increases in the related lines of revenue, as well as increased amortization of intangible assets. Cost of revenue decreased 1% as a percentage of total revenue compared to the prior fiscal year third quarter.

Cost of revenue for the fiscal nine months ended March 31, 2026, increased 4.6% compared to the same period in fiscal 2025. Total cost of revenue less deconversion costs of $4,616 and cost of revenue for the acquired company of $4,116 for the current fiscal year period and deconversion costs of $2,228 and costs related to a contractual change of $12,494 for the prior fiscal year period, results in a 5.2% increase, period over period. This increase was primarily due to higher personnel costs partially related to a headcount increase in the trailing twelve months, higher direct costs generally consistent with increases in the related lines of revenue, as well as higher amortization of intangible assets. Personnel cost increases were tempered by the impact of lower-than-normal medical claims earlier in the fiscal year. Cost of revenue decreased 2% as a percentage of total revenue compared to the prior fiscal year period.

Research and DevelopmentThree Months Ended March 31,% ChangeNine Months Ended March 31,% Change
2026202520262025
Research and Development$45,110$39,41114.5%$126,615$120,1925.3%
Percentage of total revenue7%7%7%7%

Research and development expense increased 14.5% for the third quarter of fiscal 2026 compared to the prior fiscal year third quarter. Total research and development costs less research and development costs for the acquired company of $841 for the current fiscal quarter, results in a 12.3% increase, quarter over quarter. This increase was primarily due to higher personnel costs (net of capitalization) partially related to a headcount increase in the trailing twelve months.

Research and development expense increased 5.3% for the fiscal nine months ended March 31, 2026, compared to the same period in fiscal 2025. Total research and development costs less research and development costs for the acquired company of $1,213 for the current fiscal year period, results in a 4.3% increase, period over period. This increase was primarily due to higher personnel costs (net of capitalization) partially related to a headcount increase in the trailing twelve months. Research and development expense remained consistent as a percentage of total revenue compared to the prior fiscal year third quarter and prior fiscal year period.

Selling, General, and AdministrativeThree Months Ended March 31,% ChangeNine Months Ended March 31,% Change
2026202520262025
Selling, General, and Administrative$72,166$66,3508.8%$211,965$209,8391.0%
Percentage of total revenue11%11%11%12%

Selling, general, and administrative expense increased 8.8% in the third quarter of fiscal 2026 compared to the same quarter in the prior fiscal year. Total selling, general, and administrative expense less deconversion costs of $1,446 and costs for the acquired company of $30 for the current fiscal quarter and deconversion costs of $920 for the prior fiscal year third quarter results in an 8.0% increase, quarter over quarter. This increase was primarily due to higher personnel costs partially related to a headcount increase in the trailing twelve months. Selling, general, and administrative expense remained consistent as a percentage of total revenue compared to the prior fiscal year third quarter.

Selling, general, and administrative expense increased 1.0% in the fiscal nine months ended March 31, 2026, compared to the same period in fiscal 2025. Total selling, general, and administrative expense less deconversion costs of $3,551, costs for the acquired company of $84, and the impact of the gain on assets, net, of $6,829 for the current fiscal year period and deconversion costs of $1,458 for the prior fiscal year period, results in a 3.3% increase, period over period. This increase was primarily due to higher personnel costs partially related to a headcount increase in the trailing twelve months. Personnel cost increases were tempered by the impact of lower-than-normal medical claims earlier in the fiscal year. Selling, general, and administrative expense decreased 1% as a percentage of total revenue compared to the prior fiscal year period.

INTEREST INCOMEThree Months Ended March 31,% ChangeNine Months Ended March 31,% Change
2026202520262025
Interest Income$4,869$5,899(17.5)%$18,194$21,406(15.0)%
Interest Expense$(1,375)$(2,731)(49.7)%$(3,402)$(8,336)(59.2)%

Interest income and interest expense decreased due to lower interest-earning and credit line balances, respectively, for the fiscal three and nine months ended March 31, 2026, compared to the fiscal three and nine months ended March 31, 2025.

PROVISION FOR INCOME TAXESThree Months Ended March 31,% ChangeNine Months Ended March 31,% Change
2026202520262025
Provision for Income Taxes$35,647$30,80015.7%$121,503$97,94324.1%
Effective Rate22.5%21.7%23.7%23.0%

The provision for income taxes increased 15.7% for the third quarter of fiscal 2026, compared to the third quarter of fiscal 2025. The effective tax rate for the current fiscal quarter was 22.5% compared to 21.7% for the same quarter a year ago. The increase in the Company's effective tax rate was primarily due to tax benefits from the purchase of investment tax credits during the prior fiscal year, combined with growth in current year operating income, which diluted the relative impact of tax benefits that were relatively consistent year over year.

The provision for income taxes increased 24.1% for the nine months ended March 31, 2026, compared to the same period a year ago. The effective tax rate for the current fiscal year-to-date period was 23.7% compared to 23.0% for the same period a year ago. The increase in the effective tax rate was primarily due to differences in the tax impacts of stock-based compensation between the two periods, tax benefits from the purchase of investment tax credits during the prior fiscal year, and growth in current year operating income, which diluted the relative impact of tax benefits that were relatively consistent year over year.

NET INCOMEThree Months Ended March 31,% ChangeNine Months Ended March 31,% Change
2026202520262025
Net income$122,894$111,10810.6%$391,549$328,14419.3%
Diluted earnings per share$1.71$1.5212.2%$5.41$4.4920.4%

Net income increased 10.6% to $122,894, or $1.71 per diluted share, for the third quarter of fiscal 2026 compared to $111,108, or $1.52 per diluted share, in the same quarter of fiscal 2025. The total net income increase, quarter over quarter, was lower when adjusted for the impact of deconversion net income and a net loss for the acquired company in the current fiscal quarter and deconversion net income and net income related to a contractual change in the prior fiscal year third quarter. The increase excluding these one-time items was primarily driven by net organic growth in our lines of revenue for the third quarter of fiscal 2026 partially offset by commensurate higher operating expenses detailed above that were tempered by our disciplined approach to controlling costs, as well as the increased provision for income taxes.

Net income increased 19.3% to $391,549, or $5.41 per diluted share, for the fiscal nine months ended March 31, 2026, compared to $328,144, or $4.49 per diluted share, in the same period of fiscal 2025. The total net income increase, period over period, was lower when adjusted for the impact of deconversion net income, the gain on assets, net, and a net loss for the acquired company in the current fiscal year period and deconversion net income and the net income related to a contractual change in the prior fiscal year period. The increase excluding these one-time items was primarily driven by net organic growth in our lines of revenue for the nine months ended March 31, 2026, partially offset by commensurate higher operating expenses detailed above, tempered by our disciplined approach to controlling costs and lower than normal medical claims earlier in the fiscal year, as well as the increased provision for income taxes.

REPORTABLE SEGMENT DISCUSSION

The Company is a well-rounded financial technology company and is a leading provider of technology solutions and payment processing services primarily to community and regional banks and credit unions.

The Company’s operations are classified into four reportable segments: Core, Payments, Complementary, and Corporate Services. The Core segment provides core information processing platforms to banks and credit unions, which consist of integrated applications required to process deposit, loan, and general ledger transactions, and maintain centralized accountholder information. The Payments segment provides secure payment processing tools and services, including ATM, debit, and credit card processing services, online and mobile bill pay solutions, money movement and embedded payment capabilities, remote deposit capture processing, and risk management products and services. The Complementary segment provides additional software, hosted processing platforms, and services, including digital/mobile banking, treasury services, online account opening, fraud/AML and lending/deposit solutions that can be integrated with the Company's Core solutions, and many can be used independently. The Corporate Services segment includes revenue and direct costs from hardware and other products and services and our technology infrastructure costs.

The Company's Chief Executive Officer, who is also the Company's CODM, regularly evaluated segment performance and made strategic decisions on the allocation of resources to the segments based on various factors, including performance against trend, budget, and forecast for the fiscal three and nine months ended March 31, 2026, and 2025. The CODM also used reportable segment revenue, costs of revenue, and segment income to evaluate segment performance and allocate resources. The Company has not disclosed any additional asset information by segment, as the information is not generated for internal management reporting to the CODM.

During the fiscal nine months ended March 31, 2026, the Company transferred a product from the Corporate Services segment to the Complementary segment due to better alignment with the Complementary segment. As a result of this transfer, adjustments were made during the fiscal three and nine months ended March 31, 2026, to reclassify related revenue and cost of revenue recognized for the fiscal three and nine months ended March 31, 2025, from the Corporate Services segment to the Complementary segment. Revenue reclassed for the fiscal three and nine months ended March 31, 2025, was $3,327 and $9,799, respectively. Cost of revenue reclassed for the fiscal three and nine months ended March 31, 2025, was $762 and $2,208, respectively.

Immaterial adjustments have been made between segments during the fiscal three and nine months ended March 31, 2026, to reclassify revenue and cost of revenue that was recognized for the fiscal three and nine months ended March 31, 2025. These reclasses were made to be consistent with the current allocation of revenue and cost of revenue by segment. Revenue reclassed for the fiscal three and nine months ended March 31, 2025, from the Core segment to the Complementary segment, was $1,673 and $4,575, respectively. Cost of revenue reclassed for the fiscal three and nine months ended March 31, 2025, from the Core segment to the Complementary segment, was $479 and $1,367, respectively. Cost of revenue reclassed for the fiscal three and nine months ended March 31, 2025, from the Core segment to the Corporate Services segment, was $66 and $200, respectively.

CoreThree Months Ended March 31,% ChangeNine Months Ended March 31,% Change
2026202520262025
Revenue$195,448$179,0529.2%$576,841$544,9485.9%
Cost of Revenue$81,208$74,7138.7%$229,130$225,8501.5%

Revenue in the Core segment increased 9.2% and cost of revenue increased 8.7% for the fiscal three months ended March 31, 2026, compared to the fiscal three months ended March 31, 2025. Total Core revenue less Core deconversion revenue of $7,506 for the fiscal three months ended March 31, 2026, and less Core deconversion revenue of $4,838 and less Core revenue related to a contractual change of $1,201 for the fiscal three months

ended March 31, 2025, results in a 8.6% increase, quarter over quarter. This increase was primarily driven by organic growth in our Core revenue lines including data processing and hosting within private and public cloud as new and existing clients continue to migrate to our private cloud and processing volumes expand. Total Core cost of revenue less Core deconversion costs of $1,971 for the fiscal three months ended March 31, 2026, and less Core deconversion costs of $1,240 and Core costs related to a contractual change of $992 for the fiscal three months ended March 31, 2025, results in a 9.3% increase, quarter over quarter. This increase was primarily due to higher Core direct costs generally consistent with increases in related Core lines of revenue and higher Core personnel costs partially related to a headcount increase in the trailing twelve months. Core cost of revenue remained consistent as a percentage of Core revenue for the third quarter of fiscal 2026 compared to the same quarter in fiscal 2025.

Revenue in the Core segment increased 5.9% and cost of revenue increased 1.5% for the fiscal nine months ended March 31, 2026, compared to the fiscal nine months ended March 31, 2025. Total Core revenue less Core deconversion revenue of $13,775 for the fiscal nine months ended March 31, 2026, and Core deconversion revenue of $6,105 and Core revenue related to a contractual change of $14,672 for the fiscal nine months ended March 31, 2025, results in a 7.4% increase, period over period. This increase was primarily driven by organic growth in our Core revenue lines including data processing and hosting within private and public cloud as new and existing clients migrate to our private cloud and processing volumes expand. Total Core cost of revenue less Core deconversion costs of $3,117 for the fiscal nine months ended March 31, 2026, and Core costs related to a contractual change of $12,494 and Core deconversion costs of $1,365 for the fiscal nine months ended March 31, 2025, results in a 6.6% increase, period over period. This increase was primarily due to higher Core personnel costs partially related to a headcount increase in the trailing twelve months, tempered by our disciplined approach to controlling costs and lower than normal medical claims earlier in the fiscal year. Core cost of revenue decreased 1% as a percentage of Core revenue for the fiscal nine months ended March 31, 2026, compared to the same period in fiscal 2025.

PaymentsThree Months Ended March 31,% ChangeNine Months Ended March 31,% Change
2026202520262025
Revenue$232,720$217,4497.0%$695,588$644,2078.0%
Cost of Revenue$119,602$116,2662.9%$358,306$344,0234.2%

Revenue in the Payments segment increased 7.0% and cost of revenue increased 2.9% for the third quarter of fiscal 2026 compared to the same quarter last fiscal year. Total Payments revenue less Payments deconversion revenue of $5,923 and Payments revenue for the acquired company of $1,651 for the third quarter of fiscal 2026 and Payments deconversion revenue of $2,394 for the third quarter of fiscal 2025, results in a 4.7% increase, quarter over quarter. This increase was primarily due to higher Payments card revenue from an increase in volume and higher Payments faster payments revenue from expanding transactional volumes. Total Payments cost of revenue less Payments cost of revenue for the acquired company of $1,453 and Payments deconversion cost of revenue of $124 for the third quarter of fiscal 2026 and Payments deconversion cost of revenue of $108 for the third quarter of fiscal 2025, results in a 1.6% increase, quarter over quarter. This increase was primarily due to higher Payments personnel costs partially related to a headcount increase in the trailing twelve months and direct costs generally consistent with increases in Payments lines of revenue. Payments cost of revenue as a percentage of Payments revenue decreased 2% for the third quarter of fiscal 2026 compared to the same quarter in fiscal 2025.

Revenue in the Payments segment increased 8.0% and cost of revenue increased 4.2% for the fiscal nine months ended March 31, 2026, compared to the same period of the prior fiscal year. Total Payments revenue less Payments deconversion revenue of $10,804 and Payments revenue for the acquired company of $3,595 for the fiscal nine months ended March 31, 2026, and Payments deconversion revenue of $4,341 for the fiscal nine months ended March 31, 2025, results in a 6.5% increase, period over period. This increase was primarily due to higher Payments card revenue from an increase in volumes and higher Payments faster payments revenue from expanding transactional volumes. Total Payments cost of revenue less Payments cost of revenue for the acquired company of $3,862 and Payments deconversion costs of $413 for the fiscal nine months ended March 31, 2026, and Payments deconversion costs of $179 for the fiscal nine months ended March 31, 2025, results in a 3.0% increase, period over period. This increase was primarily due to higher direct costs generally consistent with increases in Payments lines of revenue. Payments cost of revenue as a percentage of Payments revenue decreased 1% for the fiscal nine months ended March 31, 2026, compared to the same period in fiscal 2025.

ComplementaryThree Months Ended March 31,% ChangeNine Months Ended March 31,% Change
2026202520262025
Revenue$187,489$172,4428.7%$563,414$514,4549.5%
Cost of Revenue$72,192$69,0774.5%$213,717$200,7636.5%

Revenue in the Complementary segment increased 8.7% and cost of revenue increased 4.5% for the third quarter of fiscal 2026 compared to the same quarter last fiscal year. Total Complementary revenue less Complementary deconversion revenue of $5,054 for the third quarter of fiscal 2026 and Complementary deconversion revenue of $2,324 for the third quarter of fiscal 2025, results in a 7.2% increase, quarter over quarter. This increase was primarily driven by organic growth in Complementary hosting revenue as new and existing clients continue to migrate to our private cloud and processing volumes expanded and Complementary Jack Henry digital and transaction revenue from a higher number of active users and the ramping up of add-on products. Complementary cost of revenue less Complementary deconversion costs of $482 for the third quarter of fiscal 2026 and Complementary deconversion costs of $519 for the third quarter of fiscal 2025, results in a 4.6% increase, quarter over quarter. This increase was primarily driven by higher direct costs generally consistent with increases in related Complementary lines of revenue and increased amortization of Complementary intangibles from capital software development projects. Complementary cost of revenue as a percentage of Complementary revenue decreased 1% for the third quarter of fiscal 2026 compared to the same quarter in fiscal 2025.

Revenue in the Complementary segment increased 9.5% and cost of revenue increased 6.5% for the fiscal nine months ended March 31, 2026, compared to the equivalent period of the prior fiscal year. Total Complementary revenue less Complementary deconversion revenue of $8,632 for the fiscal nine months ended March 31, 2026, and Complementary deconversion revenue of $2,857 for the fiscal nine months ended March 31, 2025, results in an 8.4% increase, period over period. This increase was primarily driven by organic growth in Complementary hosting revenues as new and existing clients continued to migrate to our private cloud and processing volumes expanded and increased Complementary Jack Henry digital and transaction revenue as the number of active users increased and volumes expanded and from the ramping up of add-on products. Total Complementary cost of revenue less Complementary deconversion costs of $1,078 for the fiscal nine months ended March 31, 2026, and Complementary deconversion costs of $678 for the fiscal nine months ended March 31, 2025, results in a 6.3% increase, period over period. This increase was primarily driven by higher direct costs generally consistent with increases in related Complementary lines of revenue and increased amortization of Complementary intangibles from capital software development projects. Complementary cost of revenue as a percentage of Complementary revenue decreased 1% for the fiscal nine months ended March 31, 2026, compared to the same period in fiscal 2025.

Corporate ServicesThree Months Ended March 31,% ChangeNine Months Ended March 31,% Change
2026202520262025
Revenue$20,588$16,14427.5%$64,473$56,30714.5%
Cost of Revenue$90,920$80,53012.9%$262,323$246,2326.5%

Revenue classified in the Corporate Services segment includes revenues from hardware and other products and services. Revenue in the Corporate Services segment increased 27.5% for the third quarter of fiscal 2026 compared to the same quarter last fiscal year. Total Corporate Services revenue less Corporate Services deconversion revenue of $182 for the third quarter of fiscal 2026 and Corporate Services deconversion revenue of $88 for the third quarter of fiscal 2025, results in a 27.1% increase, quarter over quarter. This increase was primarily due to the growth in Corporate Services hardware revenue and digital and transaction revenue, quarter over quarter. Cost of revenue for the Corporate Services segment includes direct costs from hardware and other products and services and our technology infrastructure costs. The Corporate Services cost of revenue in the third quarter of fiscal 2026 increased 12.9% when compared to the prior fiscal year quarter. Total Corporate Services cost of revenue less Corporate Services deconversion costs of $6 and Corporate Services cost of revenue for the acquired company of $159 for the third quarter of fiscal 2026 and Corporate Services deconversion costs of $5 for the third quarter of fiscal 2025, results in a 12.7% increase, quarter over quarter. This increase was primarily due to higher Corporate Services personnel costs partially related to a headcount increase in the trailing twelve months, tempered by our disciplined approach to controlling costs and lower than normal medical claims earlier in the fiscal year, a loss on Corporate Services assets, net, and higher Corporate Services internal licenses and fees, quarter over quarter.

Revenue in the Corporate Services segment increased 14.5% for the fiscal nine months ended March 31, 2026, compared to the same period last fiscal year. Total Corporate Services revenue less Corporate Services deconversion revenue of $293 for the for the fiscal nine months ended March 31, 2026, and $107 for the fiscal nine months ended March 31, 2025, results in a 14.2% increase, period over period. This increase was primarily due to higher Corporate Services digital and transaction revenues and growth in Corporate Services software usage and subscription revenue. The Corporate Services cost of revenue in the fiscal nine months ended March 31, 2026, increased 6.5% when compared to the prior fiscal year period. Total Corporate Services cost of revenue less Corporate Services cost of revenue for the acquired company of $253 and Corporate Services deconversion costs of $7 for the for the fiscal nine months ended March 31, 2026 and Corporate Services deconversion costs of $5 for the fiscal nine months ended March 31, 2025, results in a 6.4% increase, period over period. This increase was primarily due to higher Corporate Services personnel costs partially related to a headcount increase in the trailing twelve months, tempered by our disciplined approach to controlling costs and lower than normal medical claims earlier in the fiscal year, higher Corporate Services internal licenses and fees, and a loss on Corporate Services assets, net, period over period.

LIQUIDITY AND CAPITAL RESOURCES

The Company's cash and cash equivalents decreased to $20,573 at March 31, 2026, from $101,953 at June 30, 2025.

The following table summarizes net cash from operating activities in the statement of cash flows:

Nine Months Ended
March 31,
20262025
Net income$391,549$328,144
Non-cash expenses280,559162,907
Change in receivables37,37950,871
Change in deferred revenues(154,631)(167,104)
Change in other assets and liabilities*(95,570)(60,426)
Net cash provided by operating activities$459,286$314,392

*For the fiscal nine months ended March 31, 2026, the change in other assets and liabilities includes the change in prepaid expenses, deferred costs and other of $(61,680), the change in accrued expenses of $(19,137), and the change in income taxes of $(8,383). For the fiscal nine months ended March 31, 2025, the change in other assets and liabilities includes the change in prepaid expenses, deferred costs and other of $(42,989) and the change in accrued expenses of $(23,436), partially offset by the change in income taxes of $15,540.

Cash provided by operating activities for the first nine months of fiscal 2026 increased 46% compared to the same period last year primarily due to the change in deferred income taxes period over period. Cash from operations is primarily used to repay debt, to pay dividends, to repurchase stock, for capital expenditures, and for acquisitions.

Cash used in investing activities for the first nine months of fiscal 2026 totaled $220,145 and included: $140,003 for the ongoing enhancement and development of existing and new product and service offerings; capital expenditures for facilities and equipment of $46,616; $42,390 for an acquisition; the purchase of investments of $13,710, and $2,998 for the purchase and development of internal use software. Cash uses were partially offset by proceeds from the sale of assets of $24,572 and proceeds from investments of $1,000. Cash used in investing activities for the first nine months of fiscal 2025 totaled $176,317 and included: $130,298 for the development of software; $41,186 for capital expenditures; $3,833 for the purchase and development of internal use software; and $2,000 for the purchase of investments. Cash uses were partially offset by proceeds from investments of $1,000.

Financing activities used cash of $320,521 for the first nine months of fiscal 2026 and included: $284,414 for the purchase of treasury stock; repayments on credit facilities of $270,000; and dividends paid to stockholders of $127,457. Cash uses were partially offset by borrowings on credit facilities of $360,000 and $1,350 net cash inflow from the issuance of stock and tax withholding related to stock-based compensation. Financing activities used cash of $136,489 in the first nine months of fiscal 2025 and included: $235,000 for the repayments on credit facilities; $122,464 for the payment of dividends; and $35,052 for the purchase of treasury stock. Cash uses were partially offset by borrowings on credit facilities of $255,000 and $1,027 net cash inflow from the issuance of stock and tax withholding related to stock-based compensation.

Capital Requirements and Resources

The Company generally uses existing resources and funds generated from operations to meet its capital requirements. Capital expenditures totaling $46,616 and $41,186 for the fiscal nine months ended March 31, 2026, and March 31, 2025, respectively, were made primarily for additional equipment and the improvement of existing facilities. These additions were funded from cash generated by operations. Total consolidated capital expenditures on facilities and equipment for the Company for fiscal year 2026 are expected to be between approximately $100,000 and $130,000 and have been or will be funded from our credit facilities and cash generated by operations.

On September 30, 2025, the Company acquired substantially all the assets of Victor for $42,390 paid in cash. The primary reason for the acquisition was to expand the Company's capabilities in the Payments-as-a-Service market. Victor is a cloud-native, API-first provider of direct-to-core embedded payments solutions.

On December 23, 2025, the Company signed a contract addendum with a cloud services provider for $450,000 in contractual purchase obligations for the period of December 30, 2025, through June 30, 2033. This commitment replaced $182,000 of the total contractual purchase obligations that were reported in the Company's Annual Report on Form 10-K for the year ended June 30, 2025.

The Board of Directors has authorized the Company to repurchase shares of its common stock. Under this authorization, the Company may finance its share repurchases with available cash reserves or borrowings on its existing credit facilities. The share repurchase program does not include specific price targets or timetables and may be suspended at any time. At March 31, 2026, there were 33,361 shares in treasury stock and the Company had the remaining authority to repurchase up to 1,630 additional shares. The total cost of treasury stock at March 31, 2026, was $2,179,638. During the first nine months of fiscal 2026, the Company repurchased 1,781 shares. At June 30, 2025, there were 31,580 shares in treasury stock and the Company had the remaining authority to repurchase up to 3,411 additional shares. The total cost of treasury stock at June 30, 2025, was $1,895,224. During the first nine months of fiscal 2025, the Company repurchased 207 shares.

Credit facilities

On March 25, 2026, the Company entered into a five-year, revolving, unsecured credit agreement that replaced the prior credit agreement described below. The credit agreement allows for borrowings of up to $1,000,000 and allows for additional revolving credit commitments and/or term loan commitments, pursuant to the terms and subject to certain limitations set forth in the credit agreement. The credit agreement bears interest at a variable rate equal to, at the option of the Company, either (a) a rate based on adjusted Term Secured Overnight Financing Rate ("SOFR") rate or (b) an alternate base rate (the highest of (i) 0.0%, (ii) U.S. Bank's prime rate, (iii) the Federal Funds Rate plus 0.50% and (iv) a one month adjusted Term SOFR rate plus 1.0%), plus an applicable percentage in each case determined based on the Company's leverage ratio. The credit agreement is guaranteed by certain subsidiaries of the Company and is subject to various financial covenants that require the Company to maintain certain financial ratios as defined in the credit agreement. As of March 31, 2026, the Company was in compliance with all such covenants. The credit agreement terminates March 25, 2031. There was $90,000 outstanding under the credit facility at March 31, 2026.

The credit agreement described above replaced a prior five-year senior, unsecured amended and restated credit agreement that was entered into on August 31, 2022. The prior credit agreement allowed for borrowings of up to $600,000, which could be increased to $1,000,000 by the Company at any time until maturity. The prior credit agreement bore interest at a variable rate equal to (a) a rate based on an adjusted SOFR term rate or (b) an alternate base rate (the highest of (i) 0.0%, (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. The prior credit agreement was guaranteed by certain subsidiaries of the Company and was subject to various financial covenants that required the Company to maintain certain financial ratios as defined in the prior credit agreement. The prior credit agreement's

termination date was August 31, 2027. There was no balance outstanding under the prior credit facility at June 30, 2025.

Other lines of credit

On October 31, 2024, the Company entered into a discretionary line of credit demand note, which provided for funding of up to $50,000 and bore interest at the prime rate less 2.0%. The note did not constitute a committed line of credit. The line of credit expired on October 31, 2025. There was no balance outstanding at June 30, 2025.

On July 18, 2025, the Company entered into an unsecured committed revolving line of credit facility with a commercial bank in the amount of $50,000, which bears interest at the prime rate less 1.0%. The line of credit expires on July 17, 2026. There was no balance outstanding at March 31, 2026.

Item 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

Dollar amounts in this item are in thousands.

Market risk refers to the risk that a change in the level of one or more market prices, interest rates, indices, volatilities, correlations or other market factors such as liquidity, will result in losses for a certain financial instrument or group of financial instruments. We are currently exposed to credit risk on credit extended to clients and interest risk on outstanding debt. We do not currently use any derivative financial instruments. We actively monitor these risks through a variety of controlled procedures involving senior management.

Based on the controls in place and the credit worthiness of the client base, we believe the credit risk associated with the extension of credit to our clients will not have a material adverse effect on our consolidated financial position, results of operations, or cash flows.

We had $90,000 outstanding debt with variable interest rates as of March 31, 2026, and a 1% increase in our borrowing rate would increase our annual interest expense by $900.

Item 4. CONTROLS AND PROCEDURES

As of the end of the period covered by this Quarterly Report on Form 10-Q, an evaluation was carried out under the supervision and with the participation of our management, including the Company's Chief Executive Officer (“CEO”) and Chief Financial Officer (“CFO”), of the effectiveness of the design and operation of our disclosure controls and procedures as defined in Exchange Act Rules 13a-15(e) and 15d-15(e). Based upon that evaluation (required in Exchange Act Rules 13a-15(b) and 15d-15(b)), the CEO and CFO concluded that our disclosure controls and procedures are effective to provide reasonable assurance that information we are required to disclose in reports that we file or submit under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in SEC rules and forms. For this purpose, disclosure controls and procedures include controls and procedures designed to ensure that information required to be disclosed under the Exchange Act is accumulated and communicated to the Company's management, including the CEO and CFO, as appropriate, to allow timely decisions regarding required disclosure.

Changes in Internal Control over Financial Reporting

During the fiscal quarter ended March 31, 2026, 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.

PART II. OTHER INFORMATION

ITEM 1. LEGAL PROCEEDINGS

We are subject to various routine legal proceedings and claims arising in the ordinary course of our business. In the opinion of management, any liabilities resulting from current lawsuits are not expected, either individually or in the aggregate, to have a material adverse effect on our consolidated financial statements. In accordance with U.S. GAAP, we record a liability when it is both probable that a liability has been incurred and the amount of the loss can be reasonably estimated. These liabilities are reviewed at least quarterly and adjusted to reflect the impacts of negotiations, settlements, rulings, advice of legal counsel, and other information and events pertaining to a particular case or proceeding.

ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS

Issuer Purchases of Equity Securities

The following shares of the Company were repurchased during the quarter ended March 31, 2026:

Total Number of Shares PurchasedAverage Price of ShareTotal Number of Shares Purchased as Part of Publicly Announced PlansMaximum Number of Shares that May Yet Be Purchased Under the Plans (1)
January 1, 2026 - January 31, 2026—$——2,615,516
February 1, 2026 - February 28, 2026826,701160.14826,7011,788,815
March 1, 2026 - March 31, 2026158,867168.64158,8671,629,948
Total985,568$161.51985,5681,629,948

(1) Total stock repurchase authorizations approved by the Company's Board of Directors as of May 14, 2021, were for 35,000,000 shares. Under these authorizations, the Company has repurchased and not re-issued 33,360,668 shares and has repurchased and re-issued 9,384 shares. These authorizations have no specific dollar or share price targets and no expiration dates.

Item 5. OTHER INFORMATION

Rule 10b-5(1) Trading Plans

During the fiscal three months ended March 31, 2026, 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.

Item 6. EXHIBITS

10.82 Credit Agreement, dated as of March 25, 2026 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 attached as Exhibit 10.82 to the Company’s Current Report on Form 8-K filed March 26, 2026.*

31.1 Certification of the Chief Executive Officer.

31.2 Certification of the Chief Financial Officer.

32.1 Certification of the Chief Executive Officer Pursuant to 18 U.S.C. Section 1350.

32.2 Certification of the Chief Financial Officer Pursuant to 18 U.S.C. Section 1350.

101.INS** XBRL Instance Document- the instance document does not appear in the Interactive Data File as its XBRL tags are embedded within the Inline XBRL document

101.SCH** XBRL Taxonomy Extension Schema Document

101.CAL** XBRL Taxonomy Extension Calculation Linkbase Document

101.DEF** XBRL Taxonomy Extension Definition Linkbase Document

101.LAB** XBRL Taxonomy Extension Label Linkbase Document

101.PRE** XBRL Taxonomy Extension Presentation Linkbase Document

104** Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101)

  • Certain schedules and other attachments have been omitted. The Company undertakes to furnish the omitted schedules and attachments to the SEC upon request.

** Furnished with this quarterly report on Form 10-Q are the following documents formatted in XBRL (Extensible Business Reporting Language): (i) the Condensed Consolidated Balance Sheets at March 31, 2026, and June 30, 2025, (ii) the Condensed Consolidated Statements of Income for the three and nine months ended March 31, 2026, and 2025, (iii) the Condensed Consolidated Statements of Changes in Stockholders' Equity for the three and nine months ended March 31, 2026, and 2025, (iv) the Condensed Consolidated Statements of Cash Flows for the nine months ended March 31, 2026, and 2025, and (v) Notes to Condensed Consolidated Financial Statements.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this quarterly report on Form 10-Q to be signed on its behalf by the undersigned, thereunto duly authorized.

JACK HENRY & ASSOCIATES, INC.
Date:May 7, 2026/s/ Gregory R. Adelson
Gregory R. Adelson
Chief Executive Officer and President
Date:May 7, 2026/s/ Mimi L. Carsley
Mimi L. Carsley
Chief Financial Officer and Treasurer