ACN 10-K & 10-Q changes, risk factors and insider trading

In addition to the other information set forth in this report, you should carefully consider the following factors which could materially adversely affect our business, financial condition, results of operations (including revenues and profitability) and/or stock price. The disclosures in this section reflect our beliefs and opinions as to factors that could materially and adversely affect us in the future. References to past events are provided by way of example only and are not intended to be a complete listing or a representation as to whether or not such factors have occurred in the past. Our business is also subject to general risks and uncertainties that may broadly affect companies, including us. Additional risks and uncertainties not currently known to us or that we currently deem to be immaterial also could materially adversely affect our business, financial condition, results of operations and/or stock price. Risks in this section are grouped in the following categories: (1) Business Risks; (2) Financial Risks; (3) Operational Risks; and (4) Legal and Regulatory Risks. Many risks affect more than one category, and the risks are not in order of significance or probability of occurrence because they have been grouped by categories.

Ongoing economic and geopolitical volatility and uncertainty and changing demand patterns affect our business in a number of other ways, including making it more difficult to accurately forecast client demand and effectively build our revenue and resource plans, particularly in consulting. Economic and geopolitical volatility and uncertainty is particularly challenging because it may take some time for the effects and changes in demand patterns resulting from these and other factors to manifest themselves in our business and results of operations. Changing demand patterns from increased economic and political volatility and uncertainty, including as a result of increasing geopolitical tensions, inflation, economic downturns, changes in global trade policies, including the threat or imposition of tariffs or other trade restrictions and related retaliatory actions, protectionism, nationalism, global health emergencies and their impact on us, our clients and the industries we serve, have in the past had a negative impact and could in the future have a significant negative impact on our results of operations. For example, some of these conditions slowed the pace and level of client spending, particularly for smaller contracts with a shorter duration and for our consulting services during fiscal 2024. Clients continue to prioritize large-scale transformations, which convert to revenue over a longer period.

Our business depends on generating and maintaining client demand for our servicessolutions and solutions,services, including through the adaptation and expansion of our servicessolutions and solutionsservices in response to ongoing changes in technology and offerings, and a significant reduction in such demand or an inability to respond to the evolving technological environment could materially affect our results of operations.

Our financial results depend in part on the demand for our servicessolutions and solutions,services, which could be negatively affected by numerous factors, many of which are beyond our control and unrelated to our work product. As described above, volatile, negative or uncertain global economic and political conditions and lower growth or contraction in the markets we serve have adversely affected and could in the future adversely affect client demand for our servicessolutions and solutions.services. Our success depends, in part, on our ability to continue to develop and implement servicessolutions and solutionsservices that anticipate and respond to rapid and continuing changes in technology and offerings to serve the evolving needs of our clients. Examples of areas of significant change include advanced AI, which includes generative, agentic and physical AI, digital-, cloud- and security-related offerings, which are continually evolving, as well as developments in areas such as AI, including generative AI,software, augmented and virtual reality, automation, blockchain, Internet of Things, quantum and edge computing, infrastructure and network engineering, intelligent connected products, digital engineering and manufacturing, and robotics solutions. As we continue to expand our solutions and services into these new areas, we are exposed to operational, legal, regulatory, ethical, technological and other risks specific to such new areas, which may negatively affect our reputation and demand for our solutions and services.

Technological developments may materially affect the cost and use of technology by our clients and, in the case of cloud, dataAI and AIdata solutions, could affect the nature of how we generate revenue. Some of these technological developments have reduced and replaced, in whole or in part, some of our historical servicessolutions and solutionsservices and will continue to do so in the future. This has caused, and may in the future cause, clients to delay spending under existing contracts and engagements and to delay entering into new contracts while they evaluate new technologies. Such technological developments and spending delays can negatively impact our results of operations if we are unable to introduce new pricing or commercial models that reflect the value of these technological developments or if the pace and level of spending on new technologies are not sufficient to make up any shortfall.

Developments in the industries we serve, which may be rapid, also could shift demand to new servicessolutions and solutions.services. If, as a result of new technologies or changes in the industries we serve, our clients demand new servicessolutions and solutions,services, we may be less competitive in these new areas or need to make significant investment to meet that demand. Our growth strategy focuses on responding to these types of developments by driving innovation and making strategic investments in acquisitions, joint venturesventures, partnerships and adjacencies to our current offerings that will enable us to expand our business into new growth areas. If we do not sufficiently invest in new technology and adapt to industry developments, or evolve and expand our business at sufficient speed and scale, or if we do not make the right strategic investments to respond to these developments and successfully drive innovation, our servicessolutions and solutions,services, our results of operations, and our ability to develop and maintain a competitive advantage and to execute on our growth strategy could be adversely affected.

In a particular geographic market, service or industry group, a small number of clients have contributed, or may, in the future contribute, a significant portion of the revenues of such geographic market, service or industry group, and any decision by such a client to delay, reduce, or eliminate spending on our servicessolutions and solutionsservices have had and could in the future have a disproportionate impact on the results of operations in the relevant geographic market, service or industry group.

Many of our consulting contracts are less than 12 months in duration, and these contracts typically permit a client to terminate the agreement with as little as 30 days’ notice. Longer-term, larger and more complex contracts, such as the majority of our managed services contracts, generally require a longer notice period for termination and often include an early termination charge to be paid to us, but this charge might not be sufficient to cover our costs or make up for anticipated ongoing revenues and profits lost upon termination of the contract. Many of our contracts allow clients to terminate, delay, reduce or eliminate spending on the servicessolutions and solutionsservices we provide. Additionally, a client could choose not to retain us for additional stages of a project, try to renegotiate the terms of its contract or cancel or delay additional planned work. When contracts are terminated or not renewed, we lose the anticipated revenues, and it may take significant time to replace the level of revenues lost. Consequently, our results of operations in subsequent periods could be materially lower than expected. The specific business or financial condition of a client, changes in management and changes in a client’s strategy are also all factors that can result in terminations, cancellations or delays.

Risks and uncertainties related to the development and use of AIAI, including advanced AI, could harm our business, damage our reputation or give rise to legal or regulatory action.

We are increasingly applying AI-based technologies, including generative AI,technologies to our servicessolutions and solutions,services, to how we deliver work to our clients, and to our own internal operations. In addition, we are creating new offerings to implement AI solutions for clients. We have made significant investments in AI and are continuing to incur significant development and operational costs to develop and deploy our AI servicessolutions and solutionsservices for ourselves and for our clients. If we fail to continue to develop leading AI servicessolutions and solutions,services includingthat generativemeet AI,our clients’ and our own internal needs, we may lose our leadership position in this area and fail to realize the anticipated benefits of our investments in advanced AI.

AI technologies are complex and rapidly evolving, and we face significant competition, including from our ownclients clients,and ecosystem partners, who may develop their own internal AI-related capabilities, as well as new AI-native companies, which can lead to reduced demand for our servicessolutions or solutions.services. As these technologies evolve, some services and tasks currently performed by our people have been and will continue to be replaced by automation, including AI-enabled solutions, which will lead to reduced demand for our services and/or adversely affect the utilization rate of our professionals, if demand for those services is not replaced by demand for new services.solutions and services or if the pace and level of spending on new solutions or services are not sufficient to make up any shortfall. If we are unable to introduce or if our clients do not accept new pricing or commercial models that reflect the value of these AI-enabled solutions, our results of operations may be adversely affected. Leveraging AI capabilities for our internal functions and operations presents additional risks, costs,costs and challenges, including those discussed in these risk factors.

The development, adoption,adoption and use of AI technologies is still in the early stages and involve significant risks and uncertainties, which may expose us to legal, reputational and financial harm. AI algorithms and training methodologies may be flawed and datasets may be overbroad, insufficient,insufficient or contain biased or inaccurate information. Moreover, the use of AI may give rise to risks related to harmful content, accuracy, bias, intellectual property infringement or misappropriation, defamation, data privacy, cybersecurity and health and safety, among others, and also bring the possibility of new or enhanced governmental or regulatory scrutiny, litigation or other legal liability, or ethical concerns that could adversely affect our business, reputation or financial results.

Evolving rules, regulations,regulations and industry standards governing AI may require us to incur significant costs to modify, maintain, or align our business practices, servicessolutions and solutionsservices to comply with USU.S. and non-USnon-U.S. rules and regulations, the nature of which cannot be determined at this time and may be inconsistent from jurisdiction to jurisdiction. Several jurisdictions where we operate are considering or have proposed or enacted legislation and policies regulating AI and non-personal data, such as the European Union’s AI Act and the U.S.’s Executive Order on AI.Act. These regulations may impose significant requirements on how we design, build and deploy AI and handle non-personal data for ourselves and our clients or limit our ability to incorporate certain AI capabilities into our offerings. There is increasing divergence globally among AI regulations, which will require us to navigate different obligations in different geographies. Violations of these laws may lead to reputational damage, financial penalties and increased regulatory scrutiny and oversight.

While we aim to develop and use AI responsibly and attempt to identify and mitigate ethical and legal issues presented by its use, we may be unsuccessful in identifying or resolving issues before they arise. Any failure to address concerns relating to the responsible use of AI technology in our servicessolutions and solutionsservices may cause harm to our reputation or financial liability and, as such, may increase our costs to address or mitigate such risks and issues.

Our success is dependent, in large part, on our ability to keep our people with market-leading skills and capabilities in balance with client demand around the world and our ability to attract and retain people with the knowledge and skills to lead our business globally. We must hire or reskill,upskill, retain and inspire appropriate numbers of talented people with diverse skills, backgrounds, perspectives, and lived experiences in order to serve clients across the globe, respond quickly to rapid and ongoing changes in demand, technology, industry and the macroeconomic environment, and continuously innovate to grow our business. For example, if we are unable to hire or retrainupskill our employees to keep pace with the rapid and continuous changes in technology and the industries we serve, we may not be able to innovate and deliver new servicessolutions and solutionsservices to fulfill client demand. There is competition for scarce talent with market-leading skills and capabilities in new technologies, and our people have been directly targeted because of their highly sought-after skills and this will likely continue.

There is a risk that at certain points in time, as a result of technological developments or changes in demand, we may have more people than we need in certain skill sets or geographies or at compensation levels that are not aligned with skill sets. In these situations, we have engaged, and may in the future engage, in actions to rebalance our workforce, including reducing the rate of new hires and increasing involuntary terminations as a means to keep our supply of people and skills in balance with client demand.demand, such as the three-pronged talent strategy initiated in the fourth quarter of fiscal 2025. The timing and amount of costs related to these business optimization actions and the nature and extent of benefits realized from such actions are subject to uncertainties and other factors, including local country consultation processes and regulations, and may differ from our current expectations and estimates. In some countries we are required by local law to consult with employee representative bodies such as works councils, which may constrain our operational flexibility and efficiency in balancing our workforce with client demand and make us less competitive. In addition, while an immaterial percentage of our global workforce is currently unionized, the unionization of significant employee populations could result in higher costs and other operational impediments.

At certain times and in certain geographical regions, we will find it difficult to hire and retain a sufficient number of employees with the skills or backgrounds to meet current and/or future demand. In these cases, we might need to upskill and redeploy existing people or increase our reliance on subcontractors to fill certain labor needs. If we are not successful in these initiatives, our results of operations could be adversely affected. Although only a very small percentage of our people in the U.S. are on H-1B visas, changes in immigration laws or policies, or the application of those laws and policies, could limit the availability of H-1B or other visas in the U.S.

Our equity-based incentive compensation plans and other variable cash compensation programs, as well as promotions, are designed to reward high-performing individuals for their contributions and provide incentives for them to remain with us. If the anticipated value of such incentives or the pace of promotions does not materialize because of company performance or volatility or lack of positive performance in our stock price, or if our total compensation package is not viewed as being competitive, our ability to attract and retain the people we need could be adversely affected. In addition, if we do not obtain the shareholder approval needed to continue granting equity awards under our share plans in the amounts we believe are necessary, our ability to attract and retain people could be negatively affected.

We are dependent on information technology networks and systems to securely process, transmit and store electronic information and to communicate among our locations around the world and with our people, clients, ecosystem partners and vendors. As the breadth and complexity of this infrastructure continues to grow, including as a result of the increasing reliance on, and use of, mobile technologies, social media and cloud-based services, as more of our employees continue to work remotely, and as cyberattacks become increasingly sophisticated (e.g. deepfakes and AI generated social engineering), the risk of security incidents and cyberattacks has increased. Threat actors mayare leverage emergingleveraging AI technologies to develop new hacking tools and attack vectors, exploit vulnerabilities, obscure their activities, and increase the difficulty of threat attribution. Such incidents could lead to shutdowns or disruptions of or damage to our systems and those of our clients, ecosystem partners and vendors, and unauthorized disclosure of sensitive or confidential information, including personal data and proprietary business information. In the past, we have experienced, and in the future, we may again experience, data security incidents resulting from unauthorized access to our and our service providers’ systems and unauthorized acquisition of our data and our clients’ data including: inadvertent disclosure, misconfiguration of systems, phishing ransomware or malware attacks. In addition, our clients have experienced, and may in the future experience, breaches of systems and cloud-based services enabled, managed or provided by us. To date these incidents have not had a material impact on our or our clients’ operations; however, there is no assurance that such impacts will not be material in the future, and such incidents have in the past and may in the future have the impacts discussed below.

In providing servicessolutions and solutionsservices to clients, we often manage, utilize and store sensitive or confidential client, Accenture or other third-party data, including customer and other personal data and proprietary information, and we expect these activities to increase, including through the use of AI, the Internet of Things and analytics.increase. Unauthorized disclosure or use of, denial of access to, or other incidents involving sensitive or confidential client, vendor, ecosystem partner or Accenture data, whether through systems failure, employee negligence, fraud, misappropriation, or cybersecurity, ransomware or malware attacks, or other intentional or unintentional acts, could damage our reputation and our competitive positioning in the marketplace, disrupt our or our clients’ business, cause us to lose clients and result in significant financial exposure and legal liability. Similarly, unauthorized access to or through, denial of access to, downtime or other incidents involving, our software and IT supply chain or software-as-a-service providers, our or our service providers’ information systems or those we develop for our clients, whether by our employees or third parties, including a cyberattack by computer programmers, hackers, members of organized crime and/or state-sponsored organizations, who continuously develop and deploy social engineering methods, phishing frameworks and viruses, ransomware, malware or other malicious software programs or social engineering attacks,programs, has and could in the future result in negative publicity, significant remediation costs, legal liability, damage to our reputation and government sanctions and could have a material adverse effect on our results of operations — see risk factor below entitled “Our business could be materially adversely affected if we incur legal liability.” Cybersecurity threats are constantly expanding and evolving, becoming increasingly sophisticated and complex, including as a result of evolving AI technologies and threat actors’ increasingly mature infrastructure and systems capable of broadly deploying zero-day attacks. These developments are increasing the difficulty of detecting and defending against themcybersecurity attacks and maintaining effective security measures and protocols.

We are subject to numerous laws and regulations designed to protect this information, including privacy and cybersecurity laws such as the European Union’s General Data Protection Regulation (“GDPR”), Digital Operational Resilience Act and Network and Information Security 2 Directive, the United Kingdom’s GDPR, U.S. states’ recent comprehensive privacy legislation, as well as various other U.S. federal and state laws governing the protection of privacy, health or other personally identifiable information and data privacy and cybersecurity laws in other regions, and related contractual obligations. These laws and regulations continue to evolve, are increasing in complexity and number and increasingly conflict among the various countries in which we operate, which has resulted in greater compliance risk and cost for us. Various privacy laws impose compliance obligations regarding the handling of personal data, including localization of data and the cross-border transfer of data, and significant financial penalties for noncompliance. For example, failure to comply with the GDPR may lead to regulatory enforcement actions, which can result in monetary penalties of up to 4% of worldwide revenue, orders to discontinue certain data processing operations, civil lawsuits, or reputational damage. If any person, including any of our employees, negligently disregards or intentionally breaches our established controls with respect to client, third-party or Accenture data, or otherwise mismanages or misappropriates that data, we could be subject to significant litigation, monetary damages, regulatory enforcement actions, fines and/or criminal prosecution in one or more jurisdictions. These monetary damages might not be subject to a contractual limit of liability or an exclusion of consequential or indirect damages and could be significant. In addition, our liability insurance, which includes cyber insurance, might not be sufficient in type or amount to cover us against claims related to security incidents, cyberattacks and other related incidents.

The markets in which we offer our servicessolutions and solutionsservices are highly competitive. Our competitors include:

•accounting firms and consultancies that provide consulting, managed services and other IT servicessolutions and solutionsservices;

•solution or service providers that compete with us in a specific geographic market, industry or service area, including advertising agency holding companies, engineering services providers and technology start-ups and other companies that can scale rapidly to focus on or disrupt certain markets and provide new or alternative products, servicesend-to-end solutions, services, or commercial or delivery models; and

Some competitors may have greater financial, marketing or other resources than we do and, therefore, may be better able to compete for new work and skilled professionals, may be able to innovate and provide new servicessolutions and solutionsservices faster than we can or may be able to anticipate the need for servicessolutions and solutionsservices before we do. Our competitors may also team together to create competing offerings.

Even if we have potential offerings that address marketplace or client needs, competitors may be more successful at selling similar services they offer, including to companies that are our clients. Some competitors are more established in certain markets, and may make executing our growth strategy to expand in these markets more challenging. Additionally, competitors may also offer more aggressive pricing or contractual terms, or alternative commercial models, which may affect our ability to win work. Our future performance is largely dependent on our ability to compete successfully and expand in the markets we currently serve. If we are unable to compete successfully, we could lose market share and clients to competitors, which could materially adversely affect our results of operations.

In addition, we may face greater competition due to consolidation of companies in the technology sector through strategic mergers, acquisitions or teaming arrangements. Consolidation activity may result in new competitors with greater scale, a broader footprint or offerings that are more attractive than ours. New services or technologies offered by competitors, ecosystem partners or new entrants may make our offerings less differentiated or less competitive when compared to other alternatives, which may adversely affect our results of operations. The technology companies described above, including many of our ecosystem partners,partners and new AI-native companies, are increasingly able to offer services related to their AI, software, platform, cloud migration and other solutions, or are developing AI, software, platform, cloud migration and other solutions that require integration services to a lesser extent or replace them in their entirety. These more integrated servicessolutions and solutionsservices may represent more attractive alternatives to clients than some of our servicessolutions and solutions,services, which may materially adversely affect our competitive position and our results of operations.

If we do not successfully manage and develop our relationships with keyour ecosystem partners or if we fail to anticipate and establish new alliances in new technologies, our results of operations could be adversely affected.

We have alliances with companies whose capabilities complement our own. A very significant portion of our revenue and servicessolutions and solutionsservices are based on technologytechnology, orincluding softwareplatforms and software, provided by a few majorour ecosystem partners. See “Business—Services.Ecosystem Partner Relationships.”

The business that we conduct through these alliances could decrease or fail to grow for a variety of reasons. The priorities and objectives of our ecosystem partners may differ from ours. They offer servicessolutions and solutionsservices that compete with some of our servicessolutions and solutions.services. They may also form closer or preferred arrangements with our competitors.

Our ecosystem partners may at times be impacted by global events, the changing macroeconomic environment and supply chain or service disruptions, as well as rapid increases in demand for their products and services, any of which may impact their ability to provide their products and services within our expected timeframes or at anticipated prices. In addition, our ecosystem partners may also experience reduced demand for their technology or software, including, for example, in response to changes in technology, which could lessen related demand for our servicessolutions and solutions.services.

Pricing pressures have had and may continue to have a negative impact on our profitability. The rates we are able to charge for our servicessolutions and solutionsservices are affected by a number of factors, including:

•the introduction of new technologies (such as generativeadvanced AI), services or products by competitors, ecosystem partners and clients, which could reduce our ability to obtain favorable pricing and impact our overall economics for the servicessolutions or solutionsservices we offer;

Our profitability could suffer if we are not able to remain competitive. The competitive environment in our industry affects our ability to secure new contracts at our target economics in a number of ways, any of which could have a material negative impact on our results of operations. The less we are able to differentiate our servicessolutions and solutionsservices and/or clearly convey the value of our services and solutions, the more risk we have in winning new work in sufficient volumes and at our target pricing and overall economics. Competitors may be willing, at times, to take on more risk or price contracts lower than us in an effort to enter the market or increase market share.

Our profitability could suffer if our cost-management strategies are unsuccessful, and we may not be able to improve our profitability. Our ability to improve or maintain our profitability is dependent on our being able to successfully manage our costs, including taking actions to reduce certain costs and optimize our business.business including through the use of new technologies, such as advanced AI. Our cost management strategies include maintaining appropriate alignment between the demand for our servicessolutions and solutionsservices and the workforce needed to deliver them. If we are not effective in managing our operating costs in response to changes in demand or pricing, or if we are unable to cost-effectively hirehire, develop, upskill and retain enough people with the knowledge and skills necessary to deliver our servicessolutions and solutions,services, particularly in areas of new technologies and offerings and in the right geographic locations, we may incur increased costs, which could reduce our ability to continue to invest in our business in an amount necessary to achieve our planned rates of growth and our desired levels of profitability.

If we do not accurately anticipate the cost, risk and complexity of performing our work or if third parties upon whom we rely do not meet their commitments, then our contracts could have delivery inefficiencies and be less profitable than expected or unprofitable. Our contract profitability is highly dependent on our forecasts regarding the effort and cost necessary to deliver our servicessolutions and solutions,services, which are based on available data and could turn out to be materially inaccurate. If we do not accurately estimate the effort, costs or timing for meeting our contractual commitments and/or completing engagements to a client’s satisfaction, our contracts could yield lower profit margins than planned or be unprofitable.

We are increasingly entering into contracts for large, complex client engagements to transform our clients’ businesses.businesses, which convert to revenue over a longer period. These deals may involve transforming a client’s business, transitioning it to the cloud and updating their technology, increasing their operational efficiency and improving their customers’ experience with AI and data, while operating portions of their business. The scale and complexity of these projects present risks in execution and profitability challenges as a result of the costs we incur and investments we make at the beginning of these transactions. In particular, large and complex arrangements often require that we utilize subcontractors or that our servicessolutions and solutionsservices incorporate or coordinate with the software, systems or infrastructure requirements of other vendors and service providers, including companies with which we have alliances. Our profitability depends on the ability of these subcontractors, vendors and service providers to deliver their products and services in a timely manner, at the anticipated cost, and in accordance with the project requirements, as well as on our effective oversight of their performance. In some cases, these subcontractors are small firms, and they might not have the resources or experience to successfully integrate their services or products with large-scale engagements or enterprises. Some of this work involves new technologies, which may not work as intended or provide anticipated productivity gains, or may take more effort to implement than initially predicted. In addition, certain client work requires the use of unique and complex structures and alliances, some of which require us to assume responsibility for the performance of third parties whom we do not control. Any of these factors could adversely affect our ability to perform and subject us to additional liabilities, which could have a material adverse effect on our relationships with clients and on our results of operations.

We are subject to taxes in numerous jurisdictions. We calculate and provide for taxes in each tax jurisdiction in which we operate. Tax accounting often involves complex matters and requires our judgment to determine our worldwide provision for income taxes and other tax liabilities. We are subject to ongoing audits, investigations and tax proceedings in various jurisdictions. Tax authorities have disagreed, and may in the future disagree, with our judgments, and are taking increasingly aggressive positions opposing the judgments we make, including with respect to our intercompany transactions. We regularly assess the likely outcomes of our audits, investigations and tax proceedings to determine the appropriateness of our tax liabilities. However, our judgments might not be sustained as a result of these audits, investigations and tax proceedings, and the amounts ultimately paid could be materially different from the amounts previously recorded.

In addition, our effective tax rate in the future could be adversely affected by challenges to our intercompany transactions, changes in the valuation of deferred tax assets and liabilities, changes in tax laws or in their interpretation or enforcement, changes in the mix of earnings in countries with differing statutory tax rates and changes in accounting principles, including the U.S. generally accepted accounting principles. Tax rates and policies in the jurisdictions in which we operate may change materially as a result of shifting economic, social and political conditions. In addition, changes in tax laws, treaties or regulations, or their interpretation or enforcement, have become more unpredictable and may become more stringent, which could materially adversely affect our tax position. A number of countries where we do business, including the United States and many countries in the European Union, have implemented, and are considering implementing, changes in relevant tax, accounting and other laws, regulations and interpretations. There remains significant uncertainty around whether these changes will ultimately be implemented and, if implemented, the extent of their impact.

The overall tax environment remains highly uncertain and increasingly complex. The European Commission has been conducting investigations, focusing on whether local country tax rulings or tax legislation provides preferential tax treatment that violates European Union state aid rules. In the U.S., various proposals to raise corporate income taxes are periodically considered. Individual countries across the globe and the European Union have either enacted or plan to enact digital taxes to impose incremental taxes on companies based on where ultimate users are located. The Organization for Economic Co-operation and Development (“OECD”), a global coalition of member countries, further developed a two-pillar plan to reform international taxation. The plan aims to prevent the proliferation of separate new digital taxes and to ensure a fairer distribution of profits among countries by creating a new global system to tax income based on the location of users, and to impose a floor on tax competition through the introduction of a global minimum tax. Ireland and other countries where we operate have enacted Pillar Two, the OECD’s global minimum tax rate, which will applyapplies to us beginning with fiscal year 2025. Other countries are also actively considering changes to their tax laws to adopt certain parts of the OECD’s two-pillar framework. On June 28, 2025, the G7 released a statement on global minimum taxes that outlined, among other items, that work will be done to simplify the overall Pillar Two administration and compliance framework. We cannot predict the impact to our income taxes of future OECD guidance and interpretations, related local country tax legislation, and local challenges to our Pillar Two positions. However, we still expect Pillar Two to further increase complexity and uncertainty around income taxes. Ongoing volatility in global trade relations may prompt governments to implement new tax, tariff and compliance measures, which could extend to services. The increased focus of various jurisdictions on challenging tax positions and enacting new tax laws could have a material adverse effect on our effective tax rate, results of operations, cash flows and financial condition.

Unfavorable fluctuations in foreign currency exchange rates have had an adverse effect, and could in the future have a material adverse effect, on our results of operations. As we continue to leverage our global delivery model, more of our expenses are incurred in currencies other than those in which we bill for the related services. An increase in the value of certain currencies, such as the Indian rupee or Philippine peso, against the currencies in which our revenue is recorded could increase costs for delivery of services at off-shore sites by increasing labor and other costs that are denominated in local currency. Our contractual provisions or cost management efforts might not be able to offset their impact, and our currency hedging activities, which are designed to partially offset this impact, might not be successful. This could result in a decrease in the profitability of our contracts that are utilizing delivery center resources. In addition, our currency hedging activitiesactivities, which are designed to partially offset the impact on consolidated earnings related to the changes in value of certain balance sheet items, are themselves subject to risk.risk and might not be successful. These include risks related to counterparty performance under hedging contracts, risks related to ineffective hedges and risks related to currency fluctuations. Additionally, some transactions and balances may be denominated in currencies for which there is no available market to hedge. We also face risks that extreme economic conditions, political instability, or hostilities or disasters of the type described below could impact or perhaps eliminate the underlying exposures that we are hedging. Such an event could lead to losses being recognized on the currency hedges then in place that are not offset by anticipated changes in the underlying hedged exposure.

Our current debt, and any additional indebtedness we incur, may adversely affect our financial condition and future financial results by, among other things, requiring the dedication of a portion of our expected cash from operations to service our indebtedness, thereby reducing the amount of cash flow available for other purposes. We may also be required to raise additional financing, which will depend on, among other factors, our financial position and performance, as well as prevailing market conditions and other factors beyond our control. We may not be able to obtain additional financing or refinancing on terms acceptable to us, or at all, which could adversely impact our ability to service our outstanding indebtedness or to repay our outstanding indebtedness as it becomes due and could adversely impact our business and financial condition. Additionally, further indebtedness may increase the risk of a future downgrade in our credit ratings, which could increase future debt costs and limit the future availability of debt financing.

Health emergencies or pandemics; acts of terrorist violence; political, social and civil unrest; regional and international war and other hostilities and international responses to these wars and hostilities; natural disasters, sea level rise, floods, droughts and water scarcity, heat waves, wildfires and storms, occurrences of which may increase in frequency and severity as a result of climate changeearthquakes; or the threat of or perceived potential for these events; and other acts of god have had and could in the future have significantly negative impacts on us. These events could adversely affect our clients’ levels of business activity and precipitate sudden and significant changes in regional and global economic conditions and cycles. These events also pose significant risks to our people and to physical facilities and operations around the world, whether the facilities are ours or those of our ecosystem partners, suppliers or clients. By disrupting communications and travel and increasing the difficulty of obtaining and retaining highly skilled and qualified people, these types of events impact our ability to deliver our servicessolutions and solutionsservices to our clients. Extended disruptions of electricity, other public utilities or network or cloud services at our facilities or in the areas where our people are working remotely, as well as physical infrastructure damage to, system failures at, cyberattacks on, or security incidents involving, our facilities or systems, or those of our ecosystem partners, suppliers or clients, could also adversely affect our ability to conduct our business and serve our clients. If any of these circumstances occurs, we have a greater risk that interruptions in communications with our clients and other Accenture locations and people, and any down-time in important processes we operate for clients, could result in a material adverse effect on our results of operations and our reputation in the marketplace.

Our business model is dependent on our global delivery capability. While our delivery centers are located throughout the world, we have based large portions of our delivery capability in India and the Philippines, where we have the largest and second largest number of our people located, respectively. In addition, certain of our clients and markets are primarily supported by individual delivery centers. Concentrating our delivery capability in these locations presents a number of operational risks, including those discussed in this risk factor, many of which are beyond our control and which have been and may in the future be exacerbated by increasing geopolitical tensions. Sovereignty initiatives or other nationalist trends in our markets may result in local sourcing initiatives, conflicting local or regional requirements, or other developments that may make it more difficult or costly to operate in or negatively impact demand for our solutions and services in those markets. While these eventsdevelopments have not materially impacted our ability to deliver services to our clients, international conflicts are unpredictable and we might not be as successful in mitigating these operational risks in the future.

Our results of operations are affected by economic conditions, including macroeconomic conditions, the overall inflationary environmentenvironment, new and rapidly changing technologies, and levels of business confidence. ThereWe continuescontinue to besee significant economic and geopolitical uncertainty in many markets around the world, which has impacted and may continue to impact our business. These conditions have slowedWhile the pacediscretionary andenvironment levelis ofunchanged, client spending, particularly for smaller contracts with a shorter duration and for our consulting services. Clientsclients continue to prioritize large-scale transformations, which convertinclude tobecoming revenue over a longer period.AI-ready.

Key metrics for fiscal 20242025 compared to fiscal 20232024 are included below. We have presented operating income, operating margin, effective tax rate and diluted earnings per share for fiscal 2025 and 2024 on a non-GAAP or “adjusted” basis to exclude the impact of business optimization costs. During the fourth quarter of fiscal 2025, we initiated business optimization actions and recorded $615 million in related costs, which includes $344 million associated with a refreshed talent strategy, as well as asset impairments of approximately $271 million primarily related to the divestiture of two acquisitions that are no longer aligned with our strategic priorities. In fiscal 2024, we recorded $438 million and $1,063 million, respectively, in business optimization costs recorded during fiscal 2024 and 2023 and,associated with respectactions to effective tax rate and diluted earnings per share, the impact of a $253 million investment gain related to our investmentinitiated in Duck Creek Technologies recorded during fiscal 2023 asand discussed furthercompleted in ourfiscal Results of Operations.2024. For additional information regarding our business optimization actions and related costs, see Note 1 (Summary of Significant Accounting Policies) to our Consolidated Financial Statements under Item 8, “Financial Statements and Supplementary Data.”

•Revenues of $64.9$69.7 billion, an increase of 1%7% in both U.S. dollars and 2% in local currency;

•New bookings of $81.2$80.6 billion, ana increasedecrease of 13%1% in both U.S. dollars and 14% in local currency;

•Operating margin of 14.8%,14.7%, compareda todecrease 13.7%from 14.8% in fiscal 20232024; adjusted operating margin wasof 15.5%15.6%, an increase compared to 15.4%15.5% in fiscal 20232024;

•Diluted earnings per share of $11.44,$12.15, a 6% increase over $10.77diluted forearnings per share of $11.44 in fiscal 20232024; adjusted earnings per share increasedof 2%$12.93, toan 8% increase over adjusted earnings per share of $11.95 compared to $11.67 forin fiscal 20232024; and

•Cash returned to shareholders of $7.8$8.3 billion, including dividends of $3.7 billion and share purchases of $4.5 billion and dividends of $3.2$4.6 billion.

(1)InDuring the first quarter of fiscal 2025, our Latin America market unit will movemoved from Growth Markets to North America. With this change, North America will becomebecame the Americas market and Growth Markets will becomebecame the Asia Pacific market. Prior period amounts have been reclassified to conform with the current period presentation.

Revenues for fiscal 20242025 increased 1%7% in both U.S. dollars and 2% in local currency compared to fiscal 2023.2024. During fiscal 2024,2025, revenue growth in local currency was very strong in Growththe MarketsAmericas, strong in EMEA and modestsolid in NorthAsia America, while EMEA was flat.Pacific. We experienced local currency revenue growth that was very strong in Financial Services & Products, strong in Health & Public Service, solid in ResourcesService and modest in Products, partially offset by a decline in Communications, Media & Technology and a modest declinesolid in Financial Services.Resources. Revenue growth in local currency was solidvery strong in managed services,services partiallyand offset by a slight declinesolid in consultingconsulting. duringWhile fiscal 2024. Thethe business environment isremained competitive, and we continue to experience lower pricing acrossimproved thein several areas of our business. We define pricing as the contract profitability or margin on the work that we sell.

In our consulting business, revenues for fiscal 20242025 decreasedincreased 1%6% in both U.S. dollars and 5% in local currency compared to fiscal 2023.2024. The decline in consultingConsulting revenue growth in local currency infor fiscal 20242025 was driven by astrong declinegrowth in EMEA,the partiallyAmericas, offsetsolid bygrowth in EMEA and modest growth in GrowthAsia Markets and slight growth in North America.Pacific. Our consulting revenue continues to be driven by helping our clients accelerate their reinvention, inleveraging particularcloud, technology,enterprise platforms, security, AI and data, andincluding AIadvanced ledAI, digitalas transformations.well This includes moving to the cloud, embedding security and responsible AI across the enterprise and leveragingas our change capabilities to help our clients build new skills and drive the successful adoption of new processes and technologies. In addition, clients continue to be focused on initiatives designed to deliver cost savings andsavings, supply chain and operational resilience, as well as projects to accelerate growth and improve customer experiences. While we continue to experience demand for these services, we are seeing a slower pace and level of client spending, especiallyparticularly for smaller contracts with a shorter duration.

In our managed services business, revenues for fiscal 20242025 increased 4%9% in both U.S. dollars and 5% in local currency compared to fiscal 2023.2024. Managed services revenue growth in local currency infor fiscal 20242025 was driven by very strong growth in Growththe Markets,Americas solidand strong growth in EMEA and modestAsia growth in North America.Pacific. We continue to experience growing demand to assist clients with reinvented operations, application modernizationdevelopment and maintenance, and infrastructure management including cloud enablement and cybersecurity-as-a-service.security. In addition, clientsClients continue to be focused on transforming their operations through technology, dataAI and AI,data, and leveraging our digitalproprietary assets and platforms and talent to drive productivity and operational cost savings.

As we are a global company, our revenues are denominated in multiple currencies and may be significantly affected by currency exchange rate fluctuations. While a significant portion of our revenues are in U.S. dollars, the majority of our revenues are denominated in other currencies, including the Euro, Japanese yen and U.K. pound. There continues to be volatility in foreign currency exchange rates. Unfavorable fluctuations in foreign currency exchange rates have had and could in the future have a material effect on our financial results. If the U.S. dollar weakens against other currencies, resulting in favorable currency translation, our revenues, revenue growth and results of operations in U.S. dollars may be higher. If the U.S. dollar strengthens against other currencies, resulting in unfavorable currency translation, our revenues, revenue growth and results of operations in U.S. dollars may be lower. The U.S. dollar strengthened against various currencies during fiscal 2024, resulting in unfavorable currency translation and U.S. dollar revenue growth that was approximately 1% lower than our

U.S. dollar strengthens against other currencies, resulting in unfavorable currency translation, our revenues, revenue growth and results of operations in localU.S. dollars may be lower. There was minimal currency translation impact for thefiscal year.2025 compared to fiscal 2024. Assuming that exchange rates stay within recent ranges, we estimate that our fiscal 20252026 revenue growth in U.S. dollars will be approximately 1.5%2% higher than our revenue growth in local currency.

Utilization for fiscal 20242025 was 92%, upconsistent from 91% inwith fiscal 2023.2024. We hire to meet current and projected future demand. We proactively plan and manage the size and composition of our workforce and take actions as needed to address changes in the anticipated demand for our servicessolutions and solutions,services, given that compensation costs are the most significant portion of our operating expenses. Our workforce, the majority of which serves our clients, increased to approximately 779,000 as of August 31, 2025, compared to approximately 774,000 as of August 31, 2024, compared to approximately 733,000 as of August 31, 2023. The year-over-year increase in our workforce reflects people added in connection with acquisitions and hiring for specific skills.2024.

For fiscal 2024,2025, attrition, excluding involuntary terminations, was 13%,14%, consistentcompared withto 13% in fiscal 2023.2024. For the fourth quarter of fiscal 2024,2025, annualized attrition, excluding involuntary terminations, was 14%,15%, consistentdown withfrom 16% in the third quarter of fiscal 2024.2025. We evaluate voluntary attrition, adjust levels of new hiring and use involuntary terminations as a means to keep our supply of skills and resources in balance with changes in client demand.

Our ability to grow our revenues and maintain or increase our margin could be adversely affected if we are unable to: match people and skills with the types or amounts of servicessolutions and solutionsservices clients are demanding; recover or offset increases in compensation; deploy our employees globally on a timely basis; manage attrition; and/or effectively assimilate new employees.

We provide information regarding our new bookings, which include new contracts, including those acquired through acquisitions, as well as renewals, extensions and changes to existing contracts, because we believe doing so provides useful trend information regarding changes in the volume of our new business over time. New bookings can vary significantly quarter to quarter depending in part on the timing of the signing of a small number of large managed services contracts. The types of servicessolutions and solutionsservices clients are demanding and the pace and level of their spending may impact the conversion of new bookings to revenues. For example, managed services bookings, which are typically for multi-year contracts, generally convert to revenue over a longer period of time compared to consulting bookings.

Our three reportable operating segments are our geographic markets, Norththe America,Americas, EMEA and GrowthAsia Markets.Pacific. In addition to reporting revenues by geographic market and industry group, we also report revenues by two types of work: consulting and managed services, which represent the services sold by our geographic markets. Consulting revenues, which include strategy, management and technology consulting and technology integration consulting, reflect a finite, distinct project or set of projects with a defined outcome and typically a defined set of specific deliverables. Managed services revenues typically reflect ongoing, repeatable services or capabilities provided to transition, run and/or manage operations of client systems or business functions.

(1)InDuring the first quarter of fiscal 2025, our Latin America market unit will movemoved from Growth Markets to North America. With this change, North America will becomebecame the Americas market and Growth Markets will becomebecame the Asia Pacific market. Prior period amounts have been reclassified to conform with the current period presentation.

•North AmericaAmericas revenues increased 2%9% in local currency, led by growth in Public Service and Industrial, partially offset by declines in Banking & Capital Markets, Communications & MediaIndustrials and Software & Platforms. Revenue growth was driven by the United States.

•Growth MarketsEMEA revenues increased 7%6% in local currency, led by growth in BankingPublic Service, Life Sciences, Insurance, Health and Consumer Goods, Retail & CapitalTravel Markets, Industrial and Chemicals & Natural Resources.Services. Revenue growth was driven by Japanthe United Kingdom and Argentina,Germany, partially offset by declinesa decline in Australia and Brazil. Argentina revenues grew in local currency due primarily to hyperinflation.France.

Operating expenses for fiscal 20242025 decreasedincreased $1$4,147 million fromover fiscal 2023,2024, and decreasedincreased as a percentage of revenues to 85.2%85.3% from 86.3%85.2% duringin thisfiscal period.2024.

The primary categories of operating expenses include Cost of services, Sales and marketing and General and administrative costs. Cost of services is primarily driven by the cost of people serving our clients, which consists mainly of compensation, subcontractorcompensation and other payroll costs, andas well as non-payroll costs such as subcontractors, facilities, technology and travel. Cost of services and the related gross margin may be impacted by several factors, including contract profitability, which includes athe varietypricing ofon activitiesthe work that we sell, as well as by the investments we make in our business and our people, such as: contract delivery; recruitingresearch and training;development softwareto development;build assets, platforms and integrationindustry ofand functional solutions, learning and professional development and strategic acquisitions. Sales and marketing costs are driven primarily by compensation costs for business development activities; marketing- and advertising-related activities; and certain acquisition-related costs. General and administrative costs primarily include costs for people that are non-client-facing, information systems, office space and certain acquisition-related costs.

Cost of services for fiscal 20242025 increased $354$3,703 million, or 1%,8%, over fiscal 2023,2024, and increased as a percentage of revenues to 68.1% over 67.4% during this period. Gross margin for fiscal 2025 decreased as a percentage of revenues to 67.4%31.9% from 67.7%32.6% during this period. Gross margin for fiscal 2024 increased to 32.6% compared to 32.3% in fiscal 2023.2024. The increasedecrease in gross margin for fiscal 2024 was primarily due to lower labor costs, partially offset by higher non-payrollpayroll costs, primarily for travel compared to fiscal 2023.costs.

Sales and marketing expense for fiscal 20242025 increased $264$197 million, or 4%,3%, over fiscal 2023,2024, and increaseddecreased as a percentage of revenues to 10.1% from 10.6% over 10.3% during this period due to higherlower sellingpayroll and other business developmentnon-payroll costs.

General and administrative costs for fiscal 20242025 increased $5$70 millionmillion, or 2%, over fiscal 2023,2024, and decreased as a percentage of revenues to 6.6%6.2% from 6.7%6.6% during this period.period primarily due to lower payroll costs.

During the fourth quarter of fiscal 2025, we initiated business optimization actions and recorded $615 million in related costs, which includes $344 million related to a talent rotation that we are making in a compressed timeline, as well as asset impairments of approximately $271 million primarily related to the divestiture of two acquisitions that are no longer aligned with our strategic priorities. During fiscal 2024 and 2023,2024, we recorded business optimization costs of $438 million associated with actions initiated in fiscal 2023 and $1,063completed million,in respectively,fiscal 2024, primarily for employee severance. These business optimization initiatives were completed as of August 31, 2024. For additional information, see Note 1 (Summary of Significant Accounting Policies) to our Consolidated Financial Statements under Item 8, “Financial Statements and Supplementary Data.”

We have presented operating income, operating margin, effective tax rate and diluted earnings per share on a non-GAAP or “adjusted” basis excluding the business optimization costs recorded in fiscal 20242025 and fiscal 2023, and, with respect to effective tax rate and diluted earnings per share, the impact of an investment gain recorded in fiscal 2023,2024 as we believe doing so facilitates understanding as to the impact of these items and our performance in comparison to the prior periods. While we believe that this non-GAAP financial information is useful in evaluating our operations, this information should be considered as supplemental in nature and not as a substitute for the related financial information prepared in accordance with GAAP.

Operating income and operating margin for each of the geographic markets areis as follows:

(1)During the first quarter of fiscal 2024, we revised the reporting of2025, our geographicLatin markets for the movement of our Middle East and AfricaAmerica market unitsunit moved from Growth Markets to Europe,North America. With this change, North America became the Americas market and theGrowth Europe marketMarkets became ourthe EMEAAsia (Europe, Middle East and Africa) geographicPacific market. Prior period amounts have been reclassified to conform with the current period presentation.

We estimate that the aggregate percentage impact of foreign currency exchange rates on our operating income during fiscal 20242025 was similar to that disclosed for revenue for each geographic market. Additionally, operating costs for our geographic markets increased in line with revenues. The commentary below provides insight into other factors affecting geographic market performance and operating income, including the impact of foreign currency exchange rates where significant,income for fiscal 20242025 compared with fiscal 20232024:

•North AmericaAmericas operating income increased primarily due to revenue growth, lower business optimization costs and lower labor costs, partially offset by a decline in consulting contract profitability and higher acquisition-relatedbusiness optimization costs.

The business optimization costs reduced operating margin for fiscal 20242025 and 2023fiscal 2024 by 7090 and 17070 basis points, respectively. Adjusted operating margin for fiscal 20242025 increasedwas 1015.6% basis pointscompared to 15.5%adjusted comparedoperating withmargin for fiscal 2023.2024 of 15.5%.

(12)Costs recorded in connection with our business optimization initiatives,actions initiated in fiscal 2023 and completed in fiscal 2024, primarily for employee severance.

(23)During the first quarter of fiscal 2024, we revised the reporting of2025, our geographicLatin markets for the movement of our Middle East and AfricaAmerica market unitsunit moved from Growth Markets to Europe,North America. With this change, North America became the Americas market and theGrowth Europe marketMarkets became ourthe EMEAAsia (Europe, Middle East and Africa) geographicPacific market. Prior period amounts have been reclassified to conform with the current period presentation.

Other income (expense), net primarily consists of foreign currency gains and losses, non-operating components of pension expense, as well as gains and losses associated with our investments. During fiscal 2024,2025, Other income (expense), net decreased $206$47 millionmillion, or 43%, from fiscal 2023,2024, primarily due to lowerhigher gains on investments.

Income Tax Expense Excluding Business Optimization Costs and Investment Gain (Non-GAAP)

Net income attributable to noncontrolling interests reflects the income earned or expense incurred attributable to the equity interest that some current and former members of Accenture Leadership and their permitted transferees have in our Accenture Canada Holdings Inc. subsidiary. See “Business—Organizational Structure.” Noncontrolling interests also includesinclude amounts primarily attributable to noncontrolling shareholders in our Avanade Inc. subsidiary. Net income attributable to Accenture plc represents the income attributable to the shareholders of Accenture plc.

Earnings Per Share Excluding Business Optimization Costs and Investment Gain (Non-GAAP)

The business optimization costs of $489 million and $327 million, net of related taxes, decreased diluted earnings per share by $0.78 and $0.51 for fiscal 2024.2025 and fiscal 2024, respectively. Adjusted diluted earnings per share were $12.93 and $11.95 for fiscal 2024. The business optimization costs of $816 million, net of related taxes, decreased diluted earnings per share by $1.282025 and the investment gain of $244 million, net of related taxes, increased diluted earnings per share by $0.38 for fiscal 2023.2024, Adjusted diluted earnings per share were $11.67 for fiscal 2023.respectively.

This Quarterly Report on Form 10-Q contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934 (the “Exchange Act”) relating to our operations, results of operations and other matters that are based on our current expectations, estimates, assumptions and projections. Words such as “may,” “will,” “should,” “likely,” “anticipates,” “aspires,” “expects,” “intends,” “plans,” “projects,” “believes,” “estimates,” “positioned,” “outlook,” “goal,” “target,” “strategy,” and similar expressions are used to identify these forward-looking statements. These statements are not guarantees of future performance and involve risks, uncertainties and assumptions that are difficult to predict. Forward-looking statements are based upon assumptions as to future events that may not prove to be accurate. Actual outcomes and results may differ materially from what is expressed or forecast in these forward-looking statements. Risks, uncertainties and other factors that might cause such differences, some of which could be material, include but are not limited to those identified below. Many of the following risks, uncertainties and other factors identified below may be amplified by conflict in the Middle East, as well as any escalation or expansion of economic disruption or the conflict’s current scope.

Accenture is a leading solutions and services company that helps enterprises reinvent by building their digital core and unleashing the power of AI to create value at speed for organizations across industries. We bring together the enterprise,talent bringing togetherof our people, with proprietary assets and platforms, deep process and deepindustry expertise, and ecosystem relationships.relationships to deliver end-to-end solutions and measurable outcomes at scale. Through our Reinvention ServicesServices, we bringoffer togetherbroad ourexpertise across Cybersecurity, Digital Core, Finance, Industry and Enterprise, Song, Supply Chain and Engineering and Talent, with advanced capabilities acrossin strategy, consulting, technology, operations, SongAI and Data, Industry X with our deep industry expertise to create and deliver solutionsProcess, and services for our clients.Technology. We serve clients in three geographic markets: the Americas, EMEA (Europe, Middle East and Africa) and Asia Pacific.

Our results of operations are affected by economic conditions, including macroeconomic conditions, the overall inflationary environment, new and rapidly changing technologies, and levels of business confidence. We continue to see significant economic and geopolitical uncertainty in many markets around the world, including as a result of conflict in the Middle East, which has impacted and may continue to impact our business. While the discretionary environment is unchanged, clients continue to prioritize large-scale transformations, which include becoming AI-ready.

Key metrics for the secondthird quarter of fiscal 2026 compared to the secondthird quarter of fiscal 2025 are included below.

•New bookings of $22.1$19.3 billion, ana increasedecrease of 6%2% in U.S. dollars and 1%3% in local currency;

•Operating margin of 13.8%,17.0%, compared to operating margin of 13.5%16.8% in the secondthird quarter of fiscal 2025;

•Diluted earnings per share of $2.93,$3.80, compared to diluted earnings per share of $2.82,$3.49, a 4%9% increase over the secondthird quarter of fiscal 2025;

Revenues for the secondthird quarter of fiscal 2026 increased 8%6% in U.S. dollars and 4%3% in local currency compared to the secondthird quarter of fiscal 2025. During the secondthird quarter of fiscal 2026, revenue growth in local currency was very strong in Asia PacificPacific, solid in EMEA and modestslight in the Americas and EMEA.Americas. We experienced local currency revenue growth that was very strong in Communications, Media & Technology, strongmodest in Financial Services and modestProducts, slight in ProductsResources and Resources, partially offset by a slight declineflat in Health & Public Service. Revenue growth in local currency was solid in managed services and modestslight in consulting. While the business environment remained competitive, pricing improvedwas inrelatively some areas of our business.stable. We define pricing as the contract profitability or margin on the work that we sell.

In our consulting business, revenues for the secondthird quarter of fiscal 2026 increased 7%4% in U.S. dollars and 3%1% in local currency compared to the secondthird quarter of fiscal 2025. Consulting revenue growth in local currency for the secondthird quarter of fiscal 2026 was driven by very strong growth in Asia PacificPacific, while the Americas and modestEMEA growthwere inflat. theOur Americas,consulting partiallyrevenue offsetcontinues byto a modest decline inbe

EMEA. Our consulting revenue continues to be driven by helping our clients accelerate their reinvention, leveraging cloud, enterprise platforms, security, AI and data, including advanced AI, as well as our change capabilities to help clients build new skills and drive the successful adoption of new processes and technologies. In addition, clients continue to be focused on initiatives designed to deliver cost savings, supply chain and operational resilience, as well as to accelerate growth and improve customer experiences. While we continue to experience demand for these services, we also continue to see a slower pace and level of client spending, particularly for smaller contracts with a shorter duration.

In our managed services business, revenues for the secondthird quarter of fiscal 2026 increased 10%8% in U.S. dollars and 5% in local currency compared to the secondthird quarter of fiscal 2025. Managed services revenue growth in local currency for the secondthird quarter of fiscal 2026 was driven by very strong growth in Asia Pacific,EMEA, strong growth in EMEAAsia Pacific and solidmodest growth in the Americas. We continue to experience growing demand to assist clients with reinvented operations, application development and maintenance, and infrastructure management including cloud and security. Clients continue to be focused on transforming their operations through technology, AI and data, and leveraging our proprietary assets and platforms and talent to drive productivity and cost savings.

As we are a global company, our revenues are denominated in multiple currencies and may be significantly affected by currency exchange rate fluctuations. While a significant portion of our revenues are in U.S. dollars, the majority of our revenues are denominated in other currencies, including the Euro, JapaneseU.K. yenpound and U.K.Japanese pound.yen. There continues to be volatility in foreign currency exchange rates. Unfavorable fluctuations in foreign currency exchange rates have had and could in the future have a material effect on our financial results. If the U.S. dollar weakens against other currencies, resulting in favorable currency translation, our revenues, revenue growth and results of operations in U.S. dollars may be higher. If the U.S. dollar strengthens against other currencies, resulting in unfavorable currency translation, our revenues, revenue growth and results of operations in U.S. dollars may be lower. The U.S. dollar weakened against various currencies during the three and sixnine months ended FebruaryMay 28,31, 2026 compared to the three and sixnine months ended FebruaryMay 28,31, 2025, resulting in favorable currency translation and U.S. dollar revenue growth that was approximately 4.4%2.5% and 2.8%2.7% higher, respectively, than our revenue growth in local currency. Assuming that exchange rates stay within recent ranges for the remainder of fiscal 2026, we estimate that our full fiscal 2026 revenue growth in U.S. dollars will be approximately 2% higher than our revenue growth in local currency.

Utilization for the secondthird quarter of fiscal 2026 was 93%, compared to 91%92% in the secondthird quarter of fiscal 2025. We hire to meet current and projected future demand. We proactively plan and manage the size and composition of our workforce and take actions as needed to address changes in the anticipated demand for our solutions and services, given that compensation costs are the most significant portion of our operating expenses. Our workforce, the majority of which serves our clients, was approximately 786,000799,000 as of FebruaryMay 28,31, 2026, compared to approximately 779,000 as of August 31, 2025 and 801,000791,000 as of FebruaryMay 28,31, 2025.

For the secondthird quarter of fiscal 2026, annualized attrition, excluding involuntary terminations, was 13%,14%, consistentdown withfrom 16% in the secondthird quarter of fiscal 2025. We evaluate voluntary attrition, adjust levels of new hiring and use involuntary terminations as a means to keep our supply of skills and resources in balance with changes in client demand.

Results of Operations for the Three and SixNine Months Ended FebruaryMay 28,31, 2026 Compared to the Three and SixNine Months Ended FebruaryMay 28,31, 2025

The following revenues commentary discusses the primary drivers of local currency revenue changes by geographic market for the three and sixnine months ended FebruaryMay 28,31, 2026 compared to the three and sixnine months ended FebruaryMay 28,31, 2025:

•Three Months. Revenues increased 3%1% in local currency, led by growth in Banking & Capital Markets, Software & PlatformsPlatforms, High Tech and Industrials, partially offset by a decline in Public Service, driven by our U.S. federal business.Service. Revenue growth was driven by the United States.

•SixNine Months. Revenues increased 4%3% in local currency, led by growth in Banking & Capital Markets, Industrials and Software & Platforms, partially offset by a decline in Public Service, driven by our U.S. federal business. Revenue growth was driven by the United States.

•Three Months. Revenues increased 2%4% in local currency, led by growth in Insurance,Public Life SciencesService and PublicSoftware Service.& Platforms. Revenue growth was driven by the United Kingdom and Italy.Italy, partially offset by a decline in Germany.

•SixNine Months. Revenues increased 3% in local currency, led by growth in Insurance,Public Service, Insurance and Banking & Capital Markets and Life Sciences.Markets. Revenue growth was driven by the United Kingdom and Italy.

•Three Months. Revenues increased 10%8% in local currency, led by growth in Public Service, Banking & Capital Markets, Communications & MediaMarkets and Public Service.Insurance. Revenue growth was driven by JapanJapan, Australia and Australia.Singapore.

•SixNine Months. Revenues increased 9% in local currency, led by growth in Banking & Capital Markets, Public Service and Communications & Media and Public Service.Media. Revenue growth was driven by JapanJapan, Australia and Australia.Singapore.

Operating expenses for the secondthird quarter of fiscal 2026 increased $1,136$798 million, or 8%,5%, compared to the secondthird quarter of fiscal 2025, and decreased as a percentage of revenues to 86.2%83.0% from 86.5%83.2% during this period. Operating expenses for the sixnine months ended FebruaryMay 28,31, 2026 increased $2,263$3,061 million, or 8%,7%, compared to the sixnine months ended FebruaryMay 28,31, 2025, and increased as a percentage of revenues to 85.4%84.6% over 84.9%84.3% during this period.

Cost of services for the secondthird quarter of fiscal 2026 increased $900$683 million, or 8%,6%, over the secondthird quarter of fiscal 2025, and increased as a percentage of revenues to 67.2% compared to 67.1% during this period. Gross margin for the third quarter of fiscal 2026 decreased as a percentage of revenues to 69.7%32.8% compared to 70.1%32.9% during this period. Gross margin for the secondthird quarter of fiscal 20262025. increasedThe asdecrease ain percentagegross ofmargin revenues to 30.3% compared to 29.9% during the second quarter of fiscal 2025was primarily due to lowerhigher non-payroll costs, including lowerhigher subcontractor costs, largely offset by lower payroll costs.

Cost of services for the sixnine months ended FebruaryMay 28,31, 2026 increased $1,579$2,261 million, or 7%,6%, over the sixnine months ended FebruaryMay 28,31, 2025, and decreased as a percentage of revenues to 68.3%67.9% compared to 68.6%68.1% during this period. Gross margin for the sixnine months ended FebruaryMay 28,31, 2026 increased as a percentage of revenues to 31.7%32.1% compared to 31.4%31.9% during the sixnine months ended FebruaryMay 28,31, 20252025. The increase in gross margin was primarily due to lower non-payrollpayroll costs, includingpartially loweroffset subcontractorby an increase in non-payroll costs.

Sales and marketing expense for the secondthird quarter of fiscal 2026 increased $72$49 million, or 4%,3%, over the secondthird quarter of fiscal 2025, and decreased as a percentage of revenues to 9.7% from 10.1%9.9% during this period. Sales and marketing expense for the sixnine months ended FebruaryMay 28,31, 2026 increased $136$184 million, or 4%, over the sixnine months ended FebruaryMay 28,31, 2025, and decreased as a percentage of revenues to 9.9%9.8% from 10.2%10.1% during this period. The decrease as a percentage of revenues for the three and sixnine months ended FebruaryMay 28,31, 2026 was primarily due to lower selling and business development costs.

General and administrative costs for the secondthird quarter of fiscal 2026 increased $163$67 million, or 16%,6%, over the secondthird quarter of fiscal 2025, and remained flat as a percentage of revenues at 6.1% during this period. General and administrative costs for the nine months ended May 31, 2026 increased $308 million, or 10%, over the nine months ended May 31, 2025, and increased as a percentage of revenues to 6.7%6.3% over 6.3% during this period primarily due to higher non-payroll costs, partially offset by lower payroll costs. General and administrative costs for the six months ended February 28, 2026 increased $241 million, or 11%, over the six months ended February 28, 2025, and increased as a percentage of revenues to 6.4% over 6.2%6.1% during this period.

Operating income for the secondthird quarter of fiscal 2026 increased $249$193 million, or 11%,6%, compared with the secondthird quarter of fiscal 2025. Operating margin for the secondthird quarter of fiscal 2026 was 13.8%,17.0%, compared with 13.5%16.8% for the secondthird quarter of fiscal 2025. Operating income for the sixnine months ended FebruaryMay 28,31, 2026 increased $174$367 million, or 3%,4%, compared with the sixnine months ended FebruaryMay 28,31, 2025. Operating margin for the sixnine months ended FebruaryMay 28,31, 2026 was 14.6%,15.4%, compared with 15.1%15.7% for the sixnine months ended FebruaryMay 28,31, 2025.

We estimate that the aggregate percentage impact of foreign currency exchange rates on our operating income during the three and sixnine months ended FebruaryMay 28,31, 2026 was similar to that disclosed for revenue for each geographic market. Additionally, payroll costs for our geographic markets increased in line with revenues.revenues, except as described below. The commentary below provides insight into other factors affecting geographic market performance and operating income for the three and sixnine months ended FebruaryMay 28,31, 2026 compared with the three and sixnine months ended FebruaryMay 28,31, 2025:

•Three Months. Operating income increaseddecreased due toas revenue growth.growth was offset by higher non-payroll costs.

•SixNine Months. Operating income increased due to revenue growth, partially offset by the impact of business optimization costs.

•SixNine Months. Operating income decreasedincreased asdue to revenue growth wasin local currency and the positive impact of foreign currency exchange rates, which resulted in an increase in U.S. dollar revenues, partially offset by higher non-payroll costs and the impact of business optimization costs.

•SixThree Months. Operating income decreased as revenue growth was offset by higher non-payroll costscosts, including an increase in facility and the impact of business optimizationtechnology costs.

The business optimization costs reduced operating margin for the sixnine months ended FebruaryMay 28,31, 2026 by 80approximately 60 basis points. Adjusted operating margin for the sixnine months ended FebruaryMay 28,31, 2026 was 15.4%.15.9%.

Interest income for the secondthird quarter of fiscal 2026 was $79$75 million, ana increasedecrease of $2$4 million, or 3%,5%, overfrom the secondthird quarter of fiscal 2025. Interest income for the sixnine months ended FebruaryMay 28,31, 2026 was $185$260 million, an increase of $33$29 million, or 21%,12%, over the sixnine months ended FebruaryMay 28,31, 2025. The increase for the sixnine months ended FebruaryMay 28,31, 2026 was primarily due to a higher average cash balance.

Interest expense for the secondthird quarter of fiscal 2026 was $64$71 million, aan decreaseincrease of $1$3 million, or 2%,5%, fromover the secondthird quarter of fiscal 2025. Interest expense for the sixnine months ended FebruaryMay 28,31, 2026 was $129$200 million, an increase of $34$37 million, or 36%,23%, over the sixnine months ended FebruaryMay 28,31, 2025. The increase for the sixnine months ended FebruaryMay 28,31, 2026 was primarily due to a higher average long-term debt balance.

Other income (expense), net primarily consists of foreign currency gains and losses, non-operating components of pension expense, as well as gains and losses associated with our investments. During the secondthree quarterand of fiscal 2026, Other income (expense), net decreased $84 million from the second quarter of fiscal 2025 primarily due to lower gains on investments. During the sixnine months ended FebruaryMay 28,31, 2026, Other income (expense), net increased $8$13 million and $21 million over the sixthree and nine months ended FebruaryMay 28,31, 2025.2025, respectively, primarily due to lower foreign currency exchange losses.

Excluding the business optimization costs of $308 million, and related reduction in tax expense of $57 million, our adjusted effective tax rate was 24.1% for the sixnine months ended FebruaryMay 28,31, 2026.

Diluted earnings per share were $2.93$3.80 for the secondthird quarter of fiscal 2026, compared with $2.82$3.49 for the secondthird quarter of fiscal 2025. Diluted earnings per share were $6.47$10.27 for the sixnine months ended FebruaryMay 28,31, 2026, compared with $6.42$9.90 for the sixnine months ended FebruaryMay 28,31, 2025. For information regarding our earnings per share calculations, see Note 3 (Earnings Per Share) to our Consolidated Financial Statements under Item 1, “Financial Statements.”

The increase in diluted earnings per share for the secondthird quarter of fiscal 2026 compared to the secondthird quarter of fiscal 2025 was due to the following factors:

The business optimization costs of $250 million, net of related taxes, decreased diluted earnings per share by $0.40 for the sixnine months ended FebruaryMay 28,31, 2026. Adjusted diluted earnings per share were $6.87$10.67 for the sixnine months ended FebruaryMay 28,31, 2026.

The increase in adjusted diluted earnings per share for the sixnine months ended FebruaryMay 28,31, 2026 compared to diluted earnings per share for the sixnine months ended FebruaryMay 28,31, 2025 was due to the following factors:

As of FebruaryMay 28,31, 2026, Cash and cash equivalents was $9.4$10.2 billion, compared with $11.5 billion as of August 31, 2025.

Financing activities: The $5,871$5,417 million decreaseincrease in financing cash flowsused was primarily due to lower net proceeds from borrowings,borrowings asand well as an increase in thehigher net purchases of shares. For additional information, see Note 9 (Borrowings and Indebtedness) to our Consolidated Financial Statements under Item 1, “Financial Statements.”

On September 30, 2024, we filed a registration statement on Form S-3, pursuant to which Accenture plc’s wholly owned finance subsidiaries Accenture Capital and Accenture Global Capital DAC may issue debt securities. As of FebruaryMay 28,31, 2026, we had outstanding long-term debt in the form of senior unsecured notes issued by Accenture Capital in an aggregate principal amount of $5 billion, which mature from 2027 through 2034. Accenture plc fully and unconditionally guarantees these notes, as well as all future debt securities that may be issued by these entities.

Our share purchase activity during the sixnine months ended FebruaryMay 28,31, 2026 is as follows:

(2)During the sixnine months ended FebruaryMay 28,31, 2026, as authorized under our various employee equity share plans, we acquired Accenture plc Class A ordinary shares primarily via share withholding for payroll tax obligations due from employees and former employees in connection with the delivery of Accenture plc Class A ordinary shares under those plans. These purchases of shares in connection with employee share plans do not affect our aggregate available authorization for our publicly announced open-market share purchase and the other share purchase programs.

We intend to continue to use a significant portion of cash generated from operations for share repurchases during the remainder of fiscal 2026. The number of shares ultimately repurchased under our open-market share purchase program may vary depending on numerous factors, including, without limitation, share price and other market conditions, our ongoing capital allocation planning, the levels of cash and debt balances, other demands for cash, such as acquisition activity, general economic and/or business conditions, and board and management discretion. Additionally, as these factors may change over the course of the year, the amount of share repurchase activity during any particular period cannot be predicted and may fluctuate from time to time. Share repurchases may be made from time to time through open-market purchases, in respect of purchases and redemptions of Accenture Canada Holdings Inc. exchangeable shares, through the use of Rule 10b5-1 plans and/or by other means. The repurchase program may be accelerated, suspended, delayed or discontinued at any time, without notice.