Table of Contents
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON,Washington, D.C. 20549
Form 10-K
Annual Report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
For the fiscal year ended August 31, 20202022
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: 1-11869
FACTSET RESEARCH SYSTEMS INC.
(Exact name of Registrantregistrant as specified in its charter)
fds-20220831_g1.jpg
Delaware13-3362547
(State or other jurisdiction of incorporation or organization)(I.R.S. Employer Identification No.)
45 Glover Avenue, Norwalk, Connecticut 06850
(Address of principal executive office,offices, including zip code)
Registrant’s telephone number, including area code: (203) 810-1000
Securities registered pursuant to Section 12(b) of the Act:
Title of each classTrading Symbols(s)Name of each exchange on which registered
Common Stock, $0.01 Par ValueFDSNew York Stock Exchange LLC
NASDAQ Global SelectThe Nasdaq Stock Market
Securities registered pursuant to Section 12(g) of the Act: None
Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act.
Yes x    No o
Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act.
Yes o    No x
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 x    No o
Indicate by check mark whether the registrant has submitted electronically if any, every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).    Yes x    Noo
Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K (§229.405 of this chapter) is not contained herein, and will not be contained, to the best of registrant's knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K. o
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or 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 filerSmaller 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.o  
Indicate by check mark whether the registrant has filed a report on and attestation to its management's assessment of the effectiveness of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firm that prepared or issued its audit report.                               x
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act).      Yes o    No x
The aggregate market value of the registrant’s common stock held by non-affiliates of the registrant based upon the closing price of a share of the registrant’s common stock on February 28, 2020,2022, the last business day of the registrant’s most recently completed second fiscal quarter, as reported by the New York Stock Exchange on that date, was $9,934,201,702.was $15,374,820,800.
As of October 22, 2020,10, 2022, there were 37,991,89238,079,436 shares of the registrant's common stock outstanding.



Table of Contents
DOCUMENTS INCORPORATED BY REFERENCE
Certain information required by Part III of this annual reportAnnual Report on Form 10-K is incorporated by reference to our definitive Proxy Statement for our 20202022 Annual Meeting of Stockholders, which will be filed with the Securities and Exchange Commission not later than 120 days after August 31, 2020.2022.


Table of Contents
FACTSET RESEARCH SYSTEMS INC.
FORM 10-K
For The Fiscal Year Ended August 31, 2020
2022
Page






















3

Table of Contents
Special Note Regarding Forward-Looking Statements
FactSet Research Systems Inc. has made statements under the captions Item 1. Business, Item 1A. Risk Factors, Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations and in other sections of this Annual Report on Form 10-K that are forward-looking statements. In some cases, you can identify these statements by words such as "may," "might," "will," "should," "expects," "plans," "anticipates," "believes," "estimates," "intends," "projects," "indicates," "predicts," "potential," or "continue," and similar expressions.
These forward-looking statements, which are subject to risks, uncertainties and assumptions about us, may include projections of our future financial performance and anticipated trends in our business. These statements are only predictions based on our current expectations, estimates, forecasts and projections about future events. These statements are not guarantees of future performance and involve a number of risks, uncertainties and assumptions. There are many important factors that could cause our actual results, level of activity, performance or achievements to differ materially from the results, level of activity, performance or achievements expressed or implied by the forward-looking statements, including the numerous factors discussed under Item 1A. Risk Factors in this Annual Report on Form 10-K, that should be specifically considered.
Although we believe the expectations reflected in the forward-looking statements are reasonable, we cannot guarantee future results, level of activity, performance or achievements. Moreover, neither we nor any other person assumes responsibility for the accuracy and completeness of any of these forward-looking statements. Forward-looking statements speak only as of the date they are made, and actual results could differ materially from those anticipated in forward-looking statements. We do not intend, and are under no duty, to update any of these forward-looking statements after the date of this Annual Report on Form 10-K to reflect actual results, future events or circumstances, or revised expectations.
We intend that all forward-looking statements we make will be subject to safe harbor protection of the federal securities laws as found in Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934.

4

Table of Contents
Part I
ITEM 1. BUSINESS
Business Overview
FactSet Research Systems Inc. and its wholly-owned subsidiaries (collectively, "we," "our," "us," the "Company" or "FactSet") is a global provider of integrated financial information, analytical applicationsdata and industry-leading services foranalytics company with an open and flexible digital platform that drives the investment community to see more, think bigger, and corporate communities. do its best work. Our strategy is to build the leading open content and analytics platform to deliver a differentiated advantage for our clients’ success.
For overmore than 40 years, the FactSet platform has delivered expansive data, sophisticated analytics, and flexible technology used by global financial professionals have utilized our contentto power their critical investment workflows. As of August 31, 2022, we had more than 7,500 clients comprised of approximately 180,000 investment professionals, including asset managers, bankers, wealth managers, asset owners, channel partners, hedge funds, corporate users, private equity and multi-asset classventure capital professionals. Our on- and off-platform solutions across each stage ofspan the investment process. Our goal islifecycle to provide a seamless user experience spanning idea generation,include investment research, portfolio construction and analysis, trade execution, performance measurement, risk management and reporting, in which we serve the front, middle, and back officesreporting. Our revenues are primarily derived from subscriptions to drive productivity and improved performance. Our flexible, openour multi-asset class data and technology solutions can be implemented both across the investmentpowered by our connected content ("content refinery"). Our products and services include workstations, portfolio lifecycle or as standalone components serving different workflows in an organization. We are focused on growing our business through three segments: the Americas (formerly known as U.S.), EMEA (Europeanalytics and Africa, formerly known as Europe), and Asia Pacific. Within each of our segments, we primarily deliver insight and information through our four workflow solutions of Research, Analytics and Trading, Content and Technology Solutions ("CTS") and Wealth.enterprise solutions.
We currently serve a wide range ofprovide financial professionals, which include but are not limited to portfolio managers, investment research professionals, investment bankers, riskdata and performance analysts, wealth advisors, and corporate clients. We provide both insights on global market trends and intelligence on securities, companies, industries and industries,people to enable our clients to research investment ideas, as well as capabilities to analyze, monitor portfolio risk and performance and execute trades.manage their portfolios. We combine dedicated client service with open and flexible technology offerings, such asincluding a configurable desktop and mobile platform, comprehensive data feeds, an open marketplace,cloud-based digital portalssolutions and application programming interfaces ("APIs"). Our revenue is primarily derived from subscriptionsCUSIP Global Services ("CGS") business supports security master files relied on by the investment industry for critical front, middle and back office functions.
We drive our business based on our detailed understanding of our clients’ workflows, which helps us to productssolve their most complex challenges. We provide them with an open digital platform, connected and services such as workstations, portfolio analytics, enterprisereliable data, next-generation workflow solutions and research management.highly committed service specialists.
We operate our business through three reportable segments: the Americas, EMEA and Asia Pacific. Refer to Note 18, Segment Information, in the Notes to the Consolidated Financial Statements included in Part II, Item 8. of this Annual Report on Form 10-K for further discussion. For each of our reportable segments, we execute our strategy through three workflow solutions: Research & Advisory; Analytics & Trading; and Content & Technology Solutions ("CTS").
Corporate History
FactSet was founded in 1978 and has been publicly heldtraded since June 1996. We are dual listeddual-listed on the New York Stock Exchange ("NYSE") and the NASDAQ Stock Market ("NASDAQ") under the symbol "FDS". Fiscal 20202022 marked our 42nd44th year of operations, and while much has changed in both marketswe continue to focus on providing integrated and technology, our focus has always been to provideconnected content, best-in-class products and exceptional client service.
5

Table of Contents
The following timeline depicts the Company’s history since our founding in 1978:
fds-20200831_g2.jpg
Business Strategy
Current technology trendsAs the needs of our clients evolve, they seek personalized and connected data, tools for multi-asset class investing, and reduced costs. Clients are also seeking cloud-based solutions, open and flexible systems, and increased efficiencies to support their digital transformations.
Our strategy is to build the leading to a greater demand to deliver a fully digital and integrated client experience. To take advantage of these developments we have focused our innovations and strategic investments in cloud computing, data lakes, APIs and our hosted proprietary dataopen content and analytics platform to provide real-time, predictive business intelligence for a seamless client experience. We continue to expand our broad financial content to provide supportdeliver differentiated advantages for our clients' most sophisticated investment strategies, including enhancedclients’ success. To execute this strategy, we plan on:
Growing our digital platform: We are scaling up our content refinery to offer a comprehensive and connected inventory of industry, proprietary, and third-party data infor the financial community. This data includes granular data for key industry verticals, private markets, industry specific deep sectorcompanies, wealth management, real-time data, and environmental, social and governance data ("ESG"). We are driving personalized workflow solutions for financial professionals, including asset managers, bankers, wealth managers, asset owners, channel partners, hedge funds, corporate users and private equity and venture capital professionals. We offer an open ecosystem with solutions and content that is accessible and flexible through a myriad of delivery methods. Our goal is to deliver cloud-based data and analytics to our clients, enabling them to more efficiently manage their workflows.
Delivering execution excellence: We are building an agile organization that accelerates product creation and content collection. We offer new products designed for delivery via the cloud, making them highly efficient for our clients. We will continue to employ technology to accelerate the pace of content collection and drive expertise in complex data sets such as private companies, ESG and deep sector. Additionally, we are improving our price realization through consistent packaging and internal governance.
Driving a growth mindset: To drive sustainable growth, we are recruiting, training and empowering a diverse and operationally efficient workforce. As a premier financial solutions provider for the global financial community,performance-based culture, we provide workfloware investing in talent that can create leading technological solutions and leading analytical applications,efficiently execute our strategy. We use partnerships and acquisitions to accelerate our growth in strategic areas.
Our strategy centers on relentless focus on our clients and their FactSet experience. We aim to be a trusted partner and service provider, offering personalized digital products powered by cognitive computing to research ideas and uncover relevant insights. Additionally, we continually evaluate business opportunities such as partnerships and acquisitions to increase our capabilities and robust technology, across the investment portfolio lifecycle. competitive differentiation.
We bring the front, middle and back offices together to drive productivity and performance at every step of the investment process using our open and scalable solutions. Our strategy isare focused on growing our global business in ourthrough three segments: the Americas, EMEA and Asia Pacific. We believe this geographical strategic alignment helps us better manage our resources, directtarget our solutions and interact with our clients. ToWe further execute on our businessgrowth strategy of broad-based growth, we continue to look at ways to create value for our clients by offering data, products, and analytical applications within our fourthree workflow solutions: Research & Advisory; Analytics & Trading; and CTS.
Research & Advisory
Research & Advisory delivers essential content and workflow solutions of Research, Analyticsin one flexible platform for investment bankers, wealth advisors, buy and Trading, CTSsell-side analysts, corporate users, portfolio managers and Wealth.

Research
Research focuses oninvestment relationship professionals. Our workstation, advisor dashboard, research management solutions (“RMS”), and FactSet for client relationship management (CRM) enable our clients to personalize and automate their workflows. These tools provide insight and efficiency for idea generation, company and market analysis, idea generation,fundamental research, presentation building and distribution, and research management. The tools withinOur Research provide& Advisory solutions to analyze public and private companies, generate ideas and discover opportunities. Research also allows users to monitor the global markets, to gain industry and market insights, and to collaborate on and share information across teams. FactSet
6

Table of Contents
combinesoffer global coverage, deep history, and transparency with thousands of FactSet-sourcedthrough proprietary and third-party databases integrated in one flexible platform.
Analyticssourced databases. These solutions provide deep company and Trading
Analyticssector-specific analyses, spanning the public and Trading addresses processes around portfolio analytics, risk management and performance measurement and attribution. Analytics and Trading also focuses on client reporting, portfolio construction, trade execution and order management. The applications within Analytics and Trading are modularized and deployed to fulfill both targeted and holistic needs in the front and middle offices. Analytics and Trading integratesprivate markets. Our solutions easily integrate with our clients’ proprietary data along with FactSettechnology, offering additional flexibility through mobile, API, and third-party contentweb-based components. Our RMS and advisory solutions also enable our wealth clients to bring actionable insights to the portfolio management process. Analytics and Trading tools are accessible through a variety of mediums, including the FactSet workstation and application programming interfaces.
Wealth
Wealth is focused on the wealth management industry and creates offerings that enable wealth professionals across an entire enterprise,provide market-leading support for their businesses, including home office, advisory, and client engagement. Wealth empowers wealthengagement work.
Analytics & Trading
Analytics & Trading provides solutions for institutional asset managers to demonstrate value to clients and prospects while growingasset owners across the investment portfolio lifecycle, connecting essential front and protecting their assets with FactSet’s combined solution set ofmiddle office investment functions. Our tools connect together fundamental and quantitative research, portfolio construction, order management and trade execution. These outputs can then tie into advanced portfolio attribution and performance measurement, risk management, and reporting functions. An open framework supports our proprietary and third-party models, connected data, analytics market monitoring tools,and reporting. Our platform and APIs can be deployed as an enterprise system that meets multi-asset class needs or as individual workflow components.

Additionally, Analytics & Trading's tools can integrate client holdings data with global market data for fundamental and quantitative research, portfolio construction, and customized client facing digital solutions.trade simulation. Our researchorder management and trade execution solutions products enable our wealthalso efficiently connect to portfolio attribution and performance measurement requirements, risk management clients to increase collaborationfunctions and communication between home office and advisory functions within the firm and deliver consistent and scalable messaging to the clients of the advisor.reporting requirements.
CTS
CTS focuses on delivering contentdata directly to our clients.clients by leveraging our core content and technology. Clients can seamlessly discover, explore, and access organized and connected content via multiple delivery channels. Whether a client needs market data, company ordata, alternative data, ourcustomized client facing digital solutions or data delivery serviceselements uniquely identifying financial instruments, we provide normalizedstructured data through a variety of technologies, such asincluding APIs and cloud infrastructure, database loadersinfrastructures. Through our data management services (DMS), we provide entity mapping and formats that meet the needsintegration of our clients’ workflows.client data. Our symbology links and aggregates a diverse set of content sources to ensure consistency, transparency, and data integrity acrossintegrity. We are the exclusive provider of the Committee on Uniform Security Identification Procedures ("CUSIP") and CUSIP International Number System ("CINS") identifiers globally, acting as the official numbering agency for International Securities Identification Number ("ISIN") identifiers in the United States and as a client’s business.substitute number agency for more than 35 other countries. By enabling our clients to utilize their preferred choice of cloud infrastructure and industry standard databases, programming languages and data
visualization tools, we empower themour clients to focus on the core competencies needed to drive their business.centralize, integrate, and analyze disparate data sources for faster and more cost-effective decision making.
FactSet Clients
Buy-side
Buy-side clients continue to shift increasingly towardstoward multi-asset class investment strategies and FactSet iswe are well-positioned to be a partner of choice in this space. Our ability to provide enterprise-wide solutions to our clients across their entire workflow, covering virtually everyleveraging their portfolio data across multiple asset classclasses, enables us to compete for greater market share. Buy-side clients primarily include portfolio managers, analysts, traders, wealth managers, performance teams and risk and compliance teams at a variety of firms, such as traditional asset managers, wealth advisors, corporations,managers, asset owners, channel partners, hedge funds insurance companies, plan sponsors and fund of funds.corporate firms. They access our multi-asset-classmulti-asset class tools by utilizing our workstations, analyticsAnalytics & Trading tools, proprietary and trading tools, proprietarythird-party content, data feeds, APIs and portfolio services.
The buy-side organic annual subscription value ("Organic ASV") growth rate for fiscal 20202022 was 5.4%8.5%. Buy-side clients accounted for approximately 84%83% of our ASV as of August 31, 2020. ASV at any given point in time represents the forward-looking revenue2022. Refer to Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations, Annual Subscription Value ("ASV") of this Annual Report on Form 10-K for the next 12 months from all subscription services currently being supplied to clients and excludes professional service fees, which are not subscription-based.definitions of Organic ASV.
Sell-side
FactSet deliversWe deliver comprehensive solutions to sell-side clients including workstation, data feeds, API's, proprietary and third-party content, productivity tools for Microsoft® Office, web and mobile, and research management solutionsRMS for research authoring and publishing. Our focus remains on expanding the depth of content offered and increasing workflow efficiency for our sell-side clients,firms. These firms primarily including investment bankers andinclude broker-dealers, private equity and research analysts.venture capital, and banking and advisory firms.
The sell-side Organic ASV growth rate for fiscal 20202022 was 4.6%13.8%. Sell-side clients accounted for approximately 16%17% of our ASV as of August 31, 2020.
7

Table of Contents
2022.
Client and User Additions
Our total client count as of August 31, 20202022 was 5,875,7,538, representing a net increase of 30116.8%, or 5.4%1,085 clients in the last 12 months. The net increase was primarilymonths, mainly due to an increase in corporate andclients, wealth management clients, partially offset by a decrease in institutional asset management clients. and private equity and venture capital firms. The count includes clients with ASV of $10,000 and above.
As of August 31, 20202022, there were 133,051179,982 professionals using FactSet, representing a net increase of 6,22919,050 or 4.9%11.8% in the last 12 months, mainly driven primarily by an increase in wealth advisory professionals from our wealth management and corporate professionals.clients, as well as an increase in sell-side users from our banking clients.
Annual clientASV retention was greater than 95% of ASV for the period ended August 31, 20202022 and August 31, 2019.2021. When expressed as a percentage of clients, annual retention increased to approximately 90%92% for the period ended August 31, 2020,2022, compared towith approximately 89%91% for the period ended August 31, 2019.2021.
Organic ASV plus Professional Services Growth
Organic ASV growth at any given point in time represents the forward-looking revenue for the next 12 months from all subscription services currently being supplied to clients and excludes ASV from acquisitions and dispositions completed within the last 12 months, the effects of foreign currency movements on the current year period and professional services. With proper notice provided to us, our clients can add to, delete portions of, or terminate service, subject to certain contractual limitations.
As of August 31, 2020,2022, our organicOrganic ASV plus Professional Services totaled $1.53$1.8 billion, up 5.2% over9.3% compared with August 31, 2021. Organic ASV increased across all our geographic segments with the prior year comparable period. The majority of the ASV increase was inrelated to the Americas, followed by increased sales in EMEA and Asia Pacific, as well as the benefit from our annual pricePacific. This increase partially offset by cancellations. The increase in ASV was driven by growthadditional sales in all our workflow solutions, mainly driven by an increaseprimarily in Research & Advisory and Analytics and& Trading, followed by CTSCTS. Refer to Item 7. Management's Discussion and Wealth.Analysis of Financial Condition and Results of Operations, Annual Subscription Value ("ASV") of this Annual Report on Form 10-K for the definitions of Organic ASV plus Professional Services.
The following chart provides a snapshot of FactSet’sour historic organicOrganic ASV plus Professional Services growth:
fds-20200831_g3.jpg(in millions)
fds-20220831_g2.jpg
Financial Information on Geographic Areas
Operating segments are defined as components of an enterprise that have the following characteristics: (i) it engagesthey engage in business activities from which itthey may earn revenues and incur expenses, (ii) itstheir operating results are regularly reviewed by the company’s chief operating decision maker ("CODM") for resource allocation decisions and performance assessment, and (iii) itstheir discrete financial information is available. FactSet'sOur Chief Executive Officer ("CEO") functions as our CODM.
8

Table of Contents
Our operating segments are alignedconsistent with our reportable segments ("segments") and how the Company,we, including our CODM, manages themanage our business and the geographic markets in which we serve, with a primary focus on providing integrated global financial and economic information.serve. Our internal financial reporting structure is based on three reportable segments,segments: the Americas, EMEAAmericas; EMEA; and Asia Pacific. Within each of our segments, we primarily deliver insight and information through our four workflow solutions of Research, Analytics and Trading, CTS and Wealth. These workflow solutions provide global financial and economic information to investment managers, investment banks and other financial services professionals.
The Americas segment serves our clients throughout North, Central, and South America, with offices in 1213 states throughout the United States ("U.S."), including our corporate headquarters in Norwalk, Connecticut, andas well as an office in both Brazil and Canada. The EMEA segment serves our clients in countries in Europe, the Middle East and Africa and maintains office locations in Bulgaria, England, France, Germany, Italy, Latvia, Luxembourg, the Netherlands, South Africa, Spain,Sweden and Switzerland.the United Arab Emirates. The Asia Pacific segment serves our clients in countries in Asia and Australia and includes office locations in Australia, UAE (Dubai), China, Hong Kong Special Administrative Region ("SAR") of China, India, Japan, the Philippines, and Singapore. These offices exclude any leases that we have fully vacated in advance of their originally scheduled lease term.
Segment revenue reflectsrevenues reflect sales to our clients based on theirthe respective geographic locations.
Each segment records compensation expense (including stock-based compensation), depreciationexpenses related to its individual operations with the exception of furniture and fixtures, amortization of lease right-of-use ("ROU") assets, leasehold improvements and intangible assets, as well as communication costs, professional fees, rent expense, travel, office and other direct expenses. Expendituresexpenditures associated with our data centers, third-party data costs and corporate headquarters charges, which are recorded by the Americas segment and are not allocated to the other segments. The expenses incurred at our content collection centers, located in India, the Philippines, and Latvia, benefit all our operating segments, and thus the expenses incurred at these locations are allocated to each segment based on a percentage of revenue.revenues as this reflects the benefits provided to each segment. Refer to Note 18, Segment Informationin the Notes to the Company’s Consolidated Financial Statements included in Part II, Item 8. of this Annual Report on Form 10-K for the results of operations and financial information including revenues, operating income and long-lived assets for each of our segments.
The following charts depict revenuegraphics illustrate revenues related to our reportable segments.
(in millions)
fds-20200831_g4.jpgfds-20220831_g3.jpg
TalentHuman Capital Management
Who We have built a collaborative culture that recognizes and rewards innovation and offers employees a variety of opportunities and experiences. Our employees are critical to our success and are the reason we continue to execute at a high level. We believe our continued focus on making employee engagement a top priority will help us provide high quality insights and information to clients globally.
We continuously cultivate a diverse and inclusive environment that promotes empowerment and engagement, which is key to our ability to attract, retain, and develop talent. We strive to achieve this successfully with various activities, including an annual global employee engagement survey. We share survey results with all employees to highlight areas that employees believe are strengths of the Company and reflect on areas where employees feel improvement may be needed. Each year, executive leadership focuses on key areas for improvement based upon the survey results and compiles initiatives to actively resolve or invest in improvements in a transparent manner. Progress on these initiatives is tracked and we survey employees again, to ensure that the actions taken addressed the underlying issues and to promote an environment of continuous improvement.
9

Table of Contents
FactSet works diligently to create and nourish a culture which engages employees through direct responsibility, by distributing leadership decision-making and providing opportunities for employees to help shape the Company’s strategic vision. We challenge our employees to make an impact regarding position responsibilities and their career growth by providing them multiple opportunities to make a positive impact.Are
As of August 31, 2020, our employee headcount was 10,484,2022, we had 39 offices across 20 countries with 11,203 employees, representing an increase of 8.3%2.9% in the last twelve months. Our employee workforce is located globally in 48 office locations in 22 countries. Of our total employees, 6,643 (63%7,401 (66%) were located in Asia Pacific, 2,477 (24%2,400 (21%) in the Americas and 1,3641,402 (13%) in EMEA. In order toTo optimize productivity, we have invested in expanding our footprint and talent pool in India and the Philippines, where we now have a combined workforce of approximately 6,4007,100 employees. Functionally, 22%21% of our employees arewere in Sales and Client Solutions; 31% are29% were in Technology & Product Development; 43% are45% were in Content Operations; and 4% are5% were in Corporate Support.
As of August 31, 2020 and August 31, 2019, 420 and 430 FactSet2022, 393 of our employees respectively, were represented by mandatory works councils within certain of our French and German subsidiaries. No othersubsidiaries and 24 of our employees arewere represented by collective bargaining agreements.agreements in the United States.
Our Purpose and Values
Our purpose is to drive the investment community to see more, think bigger, and do their best work. Intense client focus and support are critical components of our strategy and operational approach. Our employees are key to our success and enable us to execute at a high level. We have built a collaborative culture that recognizes and rewards innovation and offers employees a variety of opportunities and experiences. We believe that our continued focus on making our employees a top priority helps us provide high quality insights and information to clients globally.
Employee Engagement
We conduct an annual, anonymous and confidential global employee engagement survey administered by a third party to capture our employees’ constructive feedback on a broad range of topics. The survey's scores and comments provide insight on appropriate actions to improve our employees’ experience and overall effectiveness as an organization. Aggregated survey results are reviewed by executive and senior leadership and direct managers to analyze and identify company-wide and individual operational unit focus areas and action plans for improvement. We share survey results throughout our company to highlight areas that employees believe are our strengths and reflect on areas where employees feel there are opportunities for positive change. Progress on initiatives is tracked to ensure that the actions taken address the underlying issues and promote an environment of continuous improvement.
In our fiscal 2022 employee engagement survey, we achieved an 89% response rate, indicating that we heard from the vast majority of our employees. This strong response rate reflected stable engagement amidst ongoing challenges caused by the COVID-19 pandemic. We received more than 8,700 comments in response to the survey. Our highest scores were in the areas of fair treatment, authenticity, and inclusion, indicating that employees feel they are treated fairly, are comfortable being their authentic selves at work, and believe that diverse perspectives are valued at our Company. Our scores increased from the previous year's survey in the areas of authenticity, work-life balance, and employees feeling satisfied with the recognition they receive for their work.
Diversity, Equity & Inclusion
As part of our core values, we are committed to advancing Diversity, Equity, and Inclusion ("DE&I") at every level. To this end, we have developed a global DE&I strategy focusing on three impact areas: workforce, marketplace, and society. We are proud of the positive progress we have made in each of these areas as we deepen our DE&I commitment around the world.
DE&I at our Company has been governed by our DE&I Council, which we refreshed in 2022. The Council is chaired by our CEO, Phil Snow, and consists of 13 senior leaders who are empowered to drive our DE&I progress.
As part of this visible leadership commitment, we signed the CEO Action for Diversity and Inclusion Pledge, joining more than 2,000 companies actively supporting more inclusive workplaces and communities. We have also partnered with MLT Black Equity at Work to hold ourselves accountable for our DE&I progress.
Workforce
During fiscal 2022, we accelerated our accountability efforts by continuing to embed DE&I into our talent processes, including performance reviews, promotions, and the allocation of equity awards. This allows us to make a greater impact while investigating statistical differences and taking any resulting appropriate action. We also continue to publish our workforce demographics, including our annual EEO-1 Federal data, in our Sustainability Report. By reporting our workforce demographics, we make a visible step in our DE&I commitment as we aspire to change the composition of our employee demographics to better include underrepresented groups. Our goals include increasing the percentage of women at our Company overall, and specifically the percentage of women in our leadership group (vice president level and above) and in our technical areas. We report on our progress annually to increase transparency and to facilitate accountability.
We are building a culture of sponsorship across the organization to proactively provide growth opportunities and enhance retention through an initiative connecting senior leaders with underrepresented talent for advocacy and visibility. As we continue to diversify our talent pipelines, we have maintained our MESH (Mentor, Engage, Support & Hire) externship program for underrepresented college students interested in financial technology. This program continued for the second year in the U.S. and was launched for the first time in the U.K. In addition, we piloted an internship program at Norwalk Community College, located near our corporate headquarters in Norwalk, Connecticut, to provide career pathways for computer science students.
As a key component of our drive to ensure fair and equitable administration of pay, in fiscal 2022 we completed a global pay equity review. We engaged an outside firm to assess the degree of systemic gender equity in the salaries of our employees worldwide and the degree of systemic race/ethnicity equity in the U.S. After controlling for various salary-influencing factors, the study found that there was not a statistically significant association at our Company between salary and gender worldwide, or between salary and race/ethnicity in the U.S. The study found that, on a global basis at our Company, women are paid more than 99% on average of what men are paid and that, on a U.S. basis, minority employees are paid 100% on average of what non-minority employees are paid. Attention to pay equity will continue to be a DE&I priority.
Our Business Resource Groups ("BRGs") are a critical component in fostering an inclusive work environment for all employees. Our BRGs (Asian BRG, Black BRG, Families BRG, Pride BRG, Multicultural BRG, Latinx BRG, Women’s BRG, and Veterans BRG) host a variety of educational, informational, and aspirational events, including business networking opportunities, and heritage months. Our BRGs also host many co-sponsored external events and year-round engagement such as community events, expos, seminars, and summits. In addition, our senior leaders serve as executive sponsors for our BRGs to demonstrate leadership support for these efforts.
To recognize the significant contributions of our BRGs, we have launched the BRG Recognition Program which provides equity awards to BRG leaders at the co-chair level and steering committee level who have gone above and beyond in their commitment to DE&I at our Company. BRG Steering Committee leaders also have a 10% weighting of their overall review evaluation based upon their BRG leadership to elevate these contributions within their performance.
To further our efforts in building an inclusive workplace where all employees feel a sense of belonging, we have launched the Global Gender Inclusivity policy that supports and respects the rights and identities of all employees, and we have achieved a 100% score on the Human Rights Campaign Equality Index for seven consecutive years. Inclusive education also continues to be a priority through the provision of a variety of educational opportunities such as Conscious Inclusion training, the Interfaith Education series, Racial Justice Allies, and Unconscious Bias training. In addition, we have rolled out NameCoach, a name pronunciation tool.
Marketplace
During fiscal 2022, we created a Supplier Diversity function and are currently performing an audit of minority-owned spend and suppliers to assist in setting future goals. We have extended our DE&I programming and events to spread inclusivity and global influence, as well as embedding a multi-level culture of sponsorship through external organizations to help provide learning opportunities, enhance retention, and intentionally support our DE&I goals.
Society
In addition to signing the CEO Action for Diversity and Inclusion Pledge, we sponsored two employees to participate full-time in the CEO Action for Racial Equity Fellowship. This hands-on contribution has allowed us to take an active part in advancing policy change in the U.S. We are also going further to help strengthen and promote racial justice through economic opportunities, such as depositing funds during fiscal 2022 in a Black equity-focused financial institution, as a step toward creating real and tangible change in the communities in which we operate.
How We Work
Since the onset of the COVID-19 pandemic, our highest priority concern has been the health and safety of our employees, our families and our communities. We initially required the vast majority of our employees at our offices across the globe to work remotely and provided them with support to be able to ensure business continuity. We increased the frequency of all-company meetings led by our CEO and offered extensive benefit resources and mental health support. Employees were offered additional paid time off for COVID-19 illness and family care and to receive and recover from COVID-19 vaccinations.
We have since re-opened our offices and welcomed our employees back. Our offices did not re-open until local authorities permitted us to do so and our own criteria and conditions to ensure employees health and safety were satisfied.
In fiscal 2022, based on our success working in a remote environment during the COVID-19 pandemic, we rolled out our "How We Work" guide to flexible working arrangements under which employees in many of our locations, where permitted by local laws and regulations, and where the role permits, have the opportunity to choose between different work arrangements, including the ability to work in the office, remotely or in a hybrid arrangement with the ability to split time between working remotely and in the office. Additionally, employees whose positions are not aligned to fixed working hours may elect to work a flextime schedule, working the same number of hours as is considered standard in their office location or employment contract, but during different times in the working day. We have found that these new standards support our employees in being their most productive selves at work and in their personal lives. These arrangements preserve the benefit of flexibility while retaining talent, fostering creativity, innovation, collaboration, and enabling mentorship, all key drivers behind employees’ productivity, satisfaction, and success. Furthermore, these provisions support our commitment to creating a diverse, equitable, and inclusive workplace, removing barriers to augment our opportunity to attract and retain talent.
Learning & Development
We are lifelong learners. We believe that learning and development emboldens our employees, fosters outperformance with a growth mindset, demonstrates our commitment to our core values, and contributes to the success of our culture and business.
During fiscal 2022, we significantly increased our asynchronous learning opportunities in a variety of areas. We expanded our resources and built multiple learning paths to ensure our engineers have access to the best online learning resources on cutting-edge technologies. Our new Industry Development Program (IDP) is a 40-hour, on-demand program designed to onboard industry hires who have business experience and a sales focus. We also released career development resources which provide employees with access to tools such as Career Progression Plans, curated Skill Taxonomies, and relevant eLearning courses. In addition to our expanded partnerships and targeted programs, we created hundreds of in-house eLearning courses to help our employees learn about our business, industry, clients and products.
This year we also re-initiated in-person learning programs, hosting our campus onboarding programs for Sales and Engineering staff in three global locations: Manila, London, and Norwalk. We also invited all campus hires who joined our Company since March 2020 back to our regional headquarters for a two-day summit focused on network building and our core values.
We also conducted a shorter, topic-focused survey toward the end of fiscal 2022 to assess the impact of our Learning & Development strategy and programs on employee engagement. We achieved a 61% response rate, with more than 2,300 comments received. Our highest scores indicated that we are actively supporting employee efforts to acquire additional training and experiences and we are supporting employees to develop the professional skills needed to succeed at their jobs. Survey data also showed that we are providing opportunities for employees to have meaningful discussions with management about career development.
Compensation, Benefits and Wellbeing
We offer our employees a broad range of competitive compensation, benefits and wellbeing programs designed to meet the diverse needs of our global employee population and which are reflective of our values and culture. Offering competitive. performance-focused compensation is essential to our talent strategies regarding recruitment, development, and retention. Programs are designed to be competitive in the markets in which we compete for talent and align with the short and long-term objectives of our Company and our individual business units.
Our employee compensation may include one or more of the following elements: base salaries, annual incentive awards, sales incentive awards, and equity awards. We differentiate individual salary, bonus and equity awards based on performance against key objectives and how effectively our managers and employees demonstrate behaviors consistent with our values and culture. We are committed to offering high-quality, affordable, locally competitive benefits options designed to meet the needs of our employees and their families and to support our employees’ physical, emotional, financial, and social wellbeing at every stage of life. Employees in all our locations globally have access to an Employee Assistance Program, providing them and their immediate family members access to experienced counselors for personal and professional support. In addition to offering access to professional counseling services, we provide our employees and families with education and resources. We provide regular updates on health coverage and resources available through our health plans.
We are committed to building a culture of wellbeing that empowers employees to be their authentic selves and thrive in all areas of their lives. We believe that wellbeing is a unique journey, and we are invested in understanding the needs of every individual to meet them where they are. By enabling our employees to put their wellbeing first, they can be their best selves at home, work, and anywhere in between.
Third-Party Content
We aggregate content from thousands of third-party data suppliers, news sources, exchanges, brokers and contributors into our dedicated managed database,databases, which our clients access through our flexible delivery platforms to perform their analysis. We license content from premier providers of major global exchanges and data providers. We seek to maintain contractual relationships with a minimum of two content providers for each major type of financial data, though certain data sets on which we rely have a limited number of suppliers. We make every effort to assure that, where reasonable, alternative sources are available. We have entered into third-party content agreements of varying lengths, which in some cases can be terminated with one year’s notice, at predefined dates, and in other cases on shorter notice. We are not dependent on any one third-party data supplier in order to meet the needs of our clients. We have entered into third-party content agreements of varying lengths, which in some cases can be terminated on one year’s notice, at predefined dates, and in other cases on shorter notice. No single vendor orclients, with only two data supplier representedsuppliers each representing more than 10% of FactSet'sour total data costs during fiscal 2020, withfor the exception for one vendor, which is a supplier of risk models and portfolio optimizer data to FactSet and represented 11% of FactSet’s data costs in fiscal 2020.twelve months ended August 31, 2022.
Data Centers and Cloud Computing
Our business is dependent on our ability to process substantial volumes of data and transactions rapidly and efficiently on our networks and systems. Our global technology infrastructure supports our operations and is designed to facilitate the reliable and efficient processing and delivery of data and analytics to our clients. As part of our hybrid cloud strategy, we operate two fully redundant, physically separated data centers in the U.S. that provide client services, while also utilizing premier, market-leading cloud providers to run products and services that best benefit from cloud elasticity, resiliency, security, and regionalization. We currently use multiple providers of cloud services, however one supplier provided the majority of our cloud computing support for the twelve months ended August 31, 2022. Our physical data centers contain multiple layers of redundancy to enhance system performance, including maintaining, processing and storing data at multiple data centers. User connections are load balanced between data centers.locations. In the event of a single site failure equipment problem or localized disaster, the remaining centers have the capacityclient workloads will automatically move to handle the additional load.unaffected sites. We continue to be focused on maintaining a global technological infrastructure that allows us to support our growing business.

We continue to operate fully redundant data centers in both Virginia and New Jersey in the U.S. that can handle our entire client capacity. In addition, we are migrating select systems and applications to diverse cloud computing regions utilizing premier, market-leading cloud providers.   
The Competitive Landscape
We are a part of the financial information services industry, providing financial data, analytics and workflow solutions to the global investment community. This competitive market is comprised of both large, well-capitalized companies and smaller, niche firms including market data suppliers, news and information providers, and many third partythird-party content providers that supply us with financial information included in FactSet'sour products. Our largest competitors are Bloomberg L.P., Refinitiv (formerly part of Thomson Reuters),(a London Stock Exchange Group business) and Market Intelligence (an S&P Global Market Intelligence.business). Other competitors and competitive products include online database suppliers and integrators and their applications, such as BlackRock Solutions, Morningstar Inc. and MSCI Inc. Many of these firms provide products or services similar to our own offerings.
We believe there are high barriers to entry and we expect it would be difficult for another vendor to quickly replicate the extensive data we currently offer. Through our in-depth analytics and client service, we believe we can offer clients a more comprehensive solution with one of the broadest sets of functionalities delivered through a desktop or mobile user interface,
cloud based platforms, or through a standardized or bespoke data feedfeeds, as well as an API.APIs. In addition, our applications including ourand client support and service offerings are entrenched in the workflow of many financial professionals given the downloadable functionality, instant data refreshmanagement and portfolio analysis/screening capabilities offered. We are entrusted with significant amounts of our clients' own
10

Table of Contents
proprietary data, including portfolio holdings. As a result, we believe our products are central to our clients’ investment analysis and decision-making.
Intellectual Property
We have registered trademarks and copyrights for many of our products and services and will continue to evaluate the registration of additional trademarks and copyrights as appropriate. We enter into confidentiality agreements with our employees, clients, data suppliers and vendors. We seek to protect our workflow solutions, documentation and other written materials under trade secret, copyright and patent laws. While we do not believe we are dependent on any one of our intellectual property rights, we do rely on the combination of intellectual property rights and other measures to protect our proprietary rights. Despite these efforts, existing intellectual property laws may afford only limited protection.
Research and& Product Development Costs
A key aspect of our growth strategy is to offer new solutions and enhance our existing products and applications by making them faster, with more reliable and greater depth of data. We strive to rapidly adopt new technology that can improve our products and services. At FactSet we do not have a separate research and product development department, but rather our product development and engineering departments work closely with our strategists, product managers, sales and other client-facing specialists to identify areas of improvement to provide increased value to our clients. Research and product development costs include the salary and benefits for our product development, software engineering and technical support staff working on these initiatives. These costs are expensed as incurred within our cost of services as employee compensation. We intend to continue to invest in the development of new products and enhancements that will allow us to respond quickly to market changes and efficiently meet the needs of our clients. We incurred research and product development costs of $224.0 million, $214.7 million and $217.1 million during fiscal years 2020, 2019 and 2018, respectively.
Government Regulation
FactSet isWe are subject to reporting requirements, disclosure obligations and other recordkeeping requirements of the Securities and Exchange Commission ("SEC") and the various local authorities that regulate each location in which we operate. The Company’sOur P.A.N. Securities, LP subsidiary is a member of the Financial Industry Regulatory Authority, Inc. and is a registered broker-dealer under Section 15 of the Securities Exchange Act of 1934. P.A.N. Securities, LP, as a registered broker-dealer, is subject to Rule 15c3-1 under the Securities Exchange Act of 1934, which requires that the Companywe maintain minimum net capital requirements. The Company claimsWe claim exemption under Rule 15c3-3(k)(2)(i). 
Corporate Contact Information
FactSet was founded as a Delaware corporation in 1978, and itsour principal executive office is in Norwalk, Connecticut.
Mailing address of the Company’sFactSet's headquarters: 45 Glover Avenue, Norwalk, CT 06850
Telephone number: +1 (203) 810-1000
Website address: www.factset.com
Available Information
Through the Investor Relations section of FactSet’sour website (https://investor.factset.com), we make available free of charge the following filings as soon as practicable after they are electronically filed with, or furnished to, the SEC: the Company’sour Annual Report on Form 10-K, Quarterly Reports on Form 10-Q, Current Reports on Form 8-K, Proxy Statements for the annual stockholder meetings, Reports on Forms 3, 4 and 5, and any amendments to those reports filed or furnished pursuant to Section 13(a) or 15(d) of the Securities Exchange Act of 1934, as amended. All such filings are available free of charge.The SEC maintains a website that contains reports, proxy and information statements and other information that we file with the SEC at www.sec.gov.
Additionally, we broadcast live our quarterly earnings calls live via the investor relations section of our website. We also provide notifications of news or announcements regarding our financial performance, including SEC filings, investor events and press and earnings releases and blogs as part ofon our investor relations website. The contents of this website section are not intended to be incorporated by reference into this Annual Report on Form 10-K or in any other report or document the Company fileswe file with the SEC and any reference to this section of our website is intended to be inactive textual references only.
In addition, the FactSet Code of Business Conduct and Ethics is posted in the Investor Relations section of the Company’s website. The same information is available in print to any stockholder who submits a written request to the Company’s Investor Relations department. Any amendments to or waivers of such code that are required to be publicly disclosed by the applicable
11

Table of Contents
exchange rules or the SEC will be posted on our website. The Corporate Governance Guidelines and the charters of each of the committees of the Company’s Board of Directors, including the Audit Committee, Compensation and Talent Committee, and Nominating and Corporate Governance Committee, are available on the Investor Relations section of our website. The same information is available in print, free of charge, to any stockholder who submits a written request to our Investor Relations department.
Executive Officers of the Registrant
The following table shows FactSet’sour current executive officers:
Name of OfficerAgeOffice Held with the Company Officer Since
F. Philip Snow56Chief Executive Officer2014
Helen L. Shan53Executive Vice President and Chief Financial Officer2018
Goran Skoko59Executive Vice President, Managing Director EMEA and Asia Pacific, Head of Wealth Solutions2019
Gene D. Fernandez53Executive Vice President, Chief Technology and Product Officer2017
Rachel R. Stern55Executive Vice President, Chief Legal Officer, Global Head of Strategic Resources and Secretary2009
Robert J. Robie42Executive Vice President, Head of Analytics and Trading Solutions2018
Daniel Viens63Senior Vice President, Chief Human Resources Officer2018
Name of OfficerAgeOffice Held with FactSet Officer Since
F. Philip Snow58Chief Executive Officer2014
Linda S. Huber64Executive Vice President, Chief Financial Officer2021
Rachel R. Stern57Executive Vice President, Chief Legal Officer, Global Head of Strategic Resources and Secretary2009
Robert J. Robie44Executive Vice President, Head of Analytics & Trading Solutions2018
Helen L. Shan55Executive Vice President, Chief Revenue Officer2018
Daniel Viens65Executive Vice President, Chief Human Resources Officer2018
Goran Skoko61Executive Vice President, Managing Director EMEA and Asia Pacific, Head of Research & Advisory Solutions2019
Kristina W. Karnovsky43Executive Vice President, Chief Product Officer2021
Jonathan Reeve54Executive Vice President, Head of Content & Technology Solutions2021
John Costigan53Executive Vice President, Chief Content Officer2022
Katherine M. Stepp37Executive Vice President, Chief Technology Officer2022
F. Philip Snow Chief Executive Officer. Mr. Snow was named Chief Executive Officer effective July 1, 2015. Prior to that, Mr. Snow held the title of President. He began his career at FactSet in 1996 as a Consultant, before moving to Asia to hold positions in the Tokyo and Sydney offices. Following his move back to the U.S. in 2000, Mr. Snow held various sales leadership roles prior to assuming the role of Senior Vice President, Director of U.S. Investment Management Sales in 2013. Mr. Snow received a Bachelor of Arts in Chemistry from the University of California at Berkeley and a Master of International Management from the Thunderbird School of Global Management. He has earned the right to use the Chartered Financial Analyst designation.
HelenLinda S. Huber – Executive Vice President, Chief Financial Officer. L.Shan –Ms. Huber was appointed Executive Vice President, Chief Financial Officer of FactSet in October 2021. As Chief Financial Officer, she is responsible for FactSet’s global finance organization and oversees all financial functions, including accounting, corporate development, financial planning and analysis, treasury, tax, and investor relations. Prior to joining FactSet, Ms. Huber served as Chief Financial Officer and Treasurer at MSCI Inc. Prior to joining MSCI, she served as Executive Vice President and Chief Financial Officer.Officer of Moody’s Corporation from May 2005 to June 2018. Earlier in her career, Ms. Shan joined FactSetHuber served in September 2018 from Marsh and McLennan Companies, where she was CFO for Mercer, a professionalseveral increasingly senior roles in financial services, firm. In her current role, she is responsible for activities related to accounting, finance, corporate development and strategy. Preceding her tenure as the CFO for Mercer, Ms. Shan served as theincluding Executive Vice President and Chief Financial Officer at U.S. Trust Company, a subsidiary of Charles Schwab & Company, Inc.; Managing Director at Freeman & Co.; Vice President of Corporate Strategy and Development and Vice President and Assistant Treasurer for Marshat PepsiCo.; Vice President of Energy Investment Banking Group at Bankers Trust Co.; and McLennan Companies, with additional prior experienceAssociate in the same position with Pitney Bowes Inc. and served as a Managing DirectorNatural Resources Group at The First Boston Corp. Ms. Huber also held the rank of Captain in investment banking at J.P. Morgan. In September 2018,the U.S. Army. Ms. Shan joined the Board of Directors of EPAM Systems Inc., a global provider of digital platform engineering and software development services. Ms. Shan holds dual degrees with a Bachelor of Science and a Bachelor of Applied ScienceHuber earned an MBA from the University of Pennsylvania’s WhartonStanford Graduate School of Business and School of Applied Sciencea B.S. degree in business and Engineering. Ms. Shan also has a Master of Business Administrationeconomics from Cornell University’s SC Johnson College of Business.
Goran Skoko –Executive Vice President, Managing Director EMEA and Asia Pacific, Head of Wealth Solutions. Mr. Skoko joined FactSet in 2004 as a Senior Product developer and has held a number of positions of increased responsibility. In his current role, Mr. Skoko is responsible for providing direction to address the product and content needs for EMEA and Asia Pacific clients while also focusing on increased deployment and building community within the wealth management space. Prior to FactSet, he spent 16 years in various engineering and product management roles at Thomson Financial. Mr. Skoko earned his B.S. in Physics and Computer Science from FordhamLehigh University.
Gene D. Fernandez– Executive Vice President, Chief Technology and Product Officer. Mr. Fernandez joined FactSet in November 2017 from J.P. Morgan, where he served as the Chief Technology Officer, New Product Development. In this role, he developed the strategy and built the engineering function responsible for new product innovation. During a decade at J.P. Morgan, Mr. Fernandez held various other roles, including Chief Technology Officer for Client Technology and Research and Banking Information Technology. Prior to J.P. Morgan, he worked at Credit Suisse and Merrill Lynch. Mr. Fernandez received a Bachelor of Science in Computer Science and Economics from Rutgers University.
12

Table of Contents
Rachel R. Stern Executive Vice President, Chief Legal Officer, Global Head of Strategic Resources and Secretary. Ms. Stern joined FactSetwas appointed Executive Vice President, Chief Legal Officer and Global Head of Strategic Resources and Secretary in January 2001 as General Counsel.October 2018. In addition to her role in the Legal Department, Ms. Stern is also responsible for Compliance, Facilities Management and Real Estate Planning and the administration of our offices in Hyderabad, Manila and Riga. Ms. Stern joined FactSet in January 2001 as General Counsel. Ms. Stern is admitted to practice in New York, Washington D.C., and as House Counsel in Connecticut. Ms. Stern received a Bachelor of Arts from Yale University, a Master of Arts from the University of London and a Juris Doctor from the University of Pennsylvania Law School.
Robert J. Robie – Executive Vice President, Head of Analytics and& Trading Solutions. Mr. Robie joined FactSetwas appointed Executive Vice President, Head of Analytics & Tradition Solutions in July 2000 as a Product Sales Specialist.September 2018. In his current role, he oversees strategy, research, development and engineering for Analytics and& Trading platforms. Mr. Robie joined FactSet in July 2000 as a Product Sales
Specialist. During his tenure at FactSet, Mr. Robie has held several positions of increased responsibility, including Senior Director of Analytics and Director of Global Fixed Income. Although Mr. Robie joined FactSet in 2000, he did work at BTN Partners from 2004 through 2005 in their quantitative portfolio management and performance division, before returning to continue his career with FactSet. Mr. Robie holds a Bachelor of Arts in Economics and Fine Arts from Beloit College.

Helen
L.Shan –Executive Vice President, Chief Revenue Officer. Ms. Shan was appointed Executive Vice President, Chief Revenue Officer effective May 3, 2021. As the Chief Revenue Officer, she is responsible for driving revenue growth by managing global sales, client solutions, marketing and media relations. Ms. Shan joined FactSet as Chief Financial Officer in September 2018 where she oversaw all financial functions at FactSet. Prior to that, she was at Marsh McLennan Companies, where she served in a variety of roles, including as the company's Corporate Treasurer and also as Chief Financial Officer for Mercer, a professional services firm where she was responsible for global financial reporting and performance, operational finance, investments, and corporate strategy. Preceding that, Ms. Shan also served as the Vice President and Treasurer for Pitney Bowes Inc. and served as a Managing Director at J.P. Morgan. In September 2018, Ms. Shan joined the Board of Directors of EPAM Systems Inc., a global provider of digital platform engineering and software development services. Ms. Shan holds dual degrees with a Bachelor of Science and a Bachelor of Applied Science from the University of Pennsylvania’s Wharton School of Business and School of Applied Science and Engineering. Ms. Shan also has a Master of Business Administration from Cornell University’s SC Johnson College of Business.
Daniel Viens – SeniorExecutive Vice President, Chief Human Resources Officer. Mr. Viens was appointed Executive Vice President Chief Human Resources Officer in October 2021. Mr. Viens joined FactSet in September 1998 as a Vice President, Director of Human Resources and has held several leadership positions of increased responsibility in Human Resources. Prior to joining FactSet, Mr. Viens was a Director of Human Resources for First Data Solutions and Donnelly Marketing (a former company of Dun & Bradstreet), where he developed significant Human Resources acumen. Mr. Viens graduated from Boston University, and holds both a Master's Degree from Eastern Illinois University in Clinical Psychology and a Master of Business Administration from Columbia University.
Goran Skoko – Executive Vice President, Managing Director EMEA and Asia Pacific, Head of Research & Advisory Solutions. Mr. Skoko was appointed Executive Vice President, Managing Director EMEA and Asia Pacific and Head of Research & Advisory Solutions in July 2021. In his current role, Mr. Skoko is responsible for providing direction to address the product and content needs for EMEA and Asia Pacific clients while also focusing on increased deployment and building community with our Research & Advisory Solutions. Prior to that, Mr. Skoko was Executive Vice President, Managing Director EMEA and Asia Pacific and Head of Wealth Solutions. He joined FactSet in 2004 as a Senior Product developer and has held a number of positions of increased responsibility. Prior to FactSet, he spent 16 years in various engineering and product management roles at Thomson Financial. Mr. Skoko earned his B.S. in Physics and Computer Science from Fordham University.
Kristina W. Karnovsky – Executive Vice President, Chief Product Officer. Ms. Karnovsky was appointed Executive Vice President, Chief Product Officer in July 2021. In her current role she works across the entire product portfolio to deliver a differentiated advantage for clients and support their success. Prior to this role, Ms. Karnovsky was Head of Research Solutions. Ms. Karnovsky joined FactSet in 2001 as a Consultant and spent over a decade building FactSet's sell-side business in Sales leadership roles. Ms. Karnovsky earned a bachelor's degree from the University of Scranton.
Jonathan Reeve – Executive Vice President, Head of Content & Technology Solutions.Mr. Reeve was appointed Executive Vice President, Head of CTS at FactSet in October 2021. As Head of CTS, he oversees and leads the development of FactSet’s off-platform products, including financial data solutions, application technologies, CUSIP Global Services, and the delivery of FactSet proprietary and third-party content over our data feeds, API’s, Open FactSet Marketplace, and cloud-delivery solutions. Mr. Reeve joined FactSet in April 2020 as Senior Vice President and Head of Content & Technology Solutions. Prior to joining FactSet, Mr. Reeve led Connectivity, Feeds and Desktop Businesses at Intercontinental Exchange (ICE). Earlier in his career, he held various positions at S&P Global, including Chief Data Officer and Head of Product & Content for the S&P Market Intelligence Division. Mr. Reeve earned a B.A. in Economics from Concordia University in Montreal.
John Costigan – Executive Vice President, Chief Content Officer. Mr. Costigan was appointed Chief Content Officer of FactSet in April 2022. As Chief Content Officer, he is responsible for FactSet's enterprise-wide Content Strategy and leads Content Development from planning through production. This includes Content's Digital Transformation using modern techniques and technology to drive timeliness, accuracy, coverage, consistency and usability across all FactSet Content assets. Mr. Costigan has been at FactSet since September 2007 in a variety of roles. Prior to joining FactSet, Mr. Costigan served as Vice President, Product Management at Thomson Financial, and spent 11 years in a variety of Product Management roles at First Call, Autex, ILX, and Tradeweb. Mr. Costigan earned a bachelor's degree in Economics from St. Michael's College.
Katherine M. Stepp – Executive Vice President, Chief Technology Officer. Ms. Stepp was appointed Chief Technology Officer, effective September 1, 2022. As Chief Technology Officer, she is responsible for leading FactSet's technology organization and overseeing its digital transformation strategy. Ms. Stepp joined FactSet in 2008 and previously served as Senior Director of Product Management within FactSet's Research and Advisory workflow solutions business. Prior to that role, she was Senior Director of Engineering within FactSet's Research workflow solutions business. Ms. Stepp holds a B.S. in Computer Science from Carnegie Mellon University.
Additional Information
Additional information with respect to FactSet’sour business is included in the following pages and is incorporated herein by reference:
Page(s)

ITEM 1A. RISK FACTORS
The following risks could materially and adversely affect our business, financial condition, cash flows, and results of operations, and cash flows and, as a result, the trading price of our common stock could decline. These risk factors do not identify all risks that we face; our operations could also be affected by factors that are not presently known to us or that we currently consider to be immaterial to our operations. Due to risks and uncertainties, known and unknown, our past financial results may not be a reliable indicator of future performance, and historical trends should not be used to anticipate results or trends in future periods. Investors should also refer to the other information set forth in this Annual Report on Form 10-K, including Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations and the Company’sour Consolidated Financial Statements including the related Notes. Investors should carefully consider all risks, including those disclosed here, before making an investment decision.
Technology & Data Security Risks
Loss, corruption and misappropriation of data and information relating to clients and others
Many of our products, as well as our internal systems and processes, involve the collection, retrieval, processing, storage and transmission through a variety of media channels of our own, as well as supplier and customer, proprietary information and sensitive or confidential data. This includesWe rely on, and continuously invest in, a complex system of internal processes and controls, along with policies, procedures and training, designed to protect data that we receive in the ordinary course of business, including information from client portfolios and strategies. BreachesHowever, these measures do not guarantee security, and improper access to or release of this confidentiality, should theyconfidential information may still occur could result in the loss of clientsthrough, for example, employee error or malfeasance, system error, other inadvertent release, failure to properly purge and termination of arrangements with suppliers for the use of their data. If we fail to maintain the adequacy of our internalprotect data, controls, unauthorized access or misappropriation of client or supplier data by an employee or an external third-party could occur.cyberattack. Additionally, the maintenance and enhancement of our systems may not be completely effective in preventing loss, unauthorized access or misappropriation. Data misappropriation, unauthorized access or data loss could instill a lack of confidence in our products and systems and damage our brand, reputation and business. Breaches of security measures could expose us, our clients or the individuals affected to a risk of loss or misuse of this information, potentially resulting in litigation and liability for us, as well as the loss of existing or potential clients.clients and suppliers. Many jurisdictions in which we operate have laws and regulations relating to data privacy and protection of personal information, including, for example, the European Union General Data Protection Regulation, which became effective
13

Table of Contents
May 25, 2018, andthe laws of multiple U.S. states such as California's Consumer Privacy Act, which became effective January 1, 2020. Both require companies to satisfy2020, and China's Personal Information Protection Law, which became effective November 1, 2021. These laws contain requirements regarding the handling of personal and sensitive data, including our use, protection and the ability of persons whose data is stored to correct or delete such data about themselves. The law in this area continues to develop and the changing nature of privacy laws could impact our processing of personal and sensitive information related to our content, operations, employees, clients, and suppliers, and may expose us to claims of violations.
Successful prohibited data access and other cyber-attacks and the failure of cyber-security systems and procedures
In providing our digital-enabled services to clients, we rely on information technology infrastructure that is managed internally along with placing reliance on third-party service providers.providers for critical functions. We and these third-party service providers are subject to the risks of system failures and security breaches, including cyber-attacks (including those sponsored by nation-states, terrorist organizations, or global corporations seeking to illicitly obtain technology or other intellectual property), such as phishing scams, hacking, viruses, and denials of service attacks, tampering, intrusions, physical break-ins, ransomware and malware as well as employee errors or malfeasance. In some cases, these risks might be heightened when employees are working remotely. Our and our vendors' use of mobile and cloud technologies may increase our risk for such threats. Our protective
5

Table of Contents
systems and procedures and those of third parties to which we are connected, such as cloud computing providers, may not be effective against these threats. Our information technology systems must be constantly updated and patched to protect against known vulnerabilities and to optimize performance.
While we have dedicated resources responsible for maintaining appropriate levels of cybersecurity and implemented systems and processes intended to help identify cyberattacks and protect and remediate our network infrastructure, we are aware that these attacks have become increasingly frequent, sophisticated, and difficult to detect and, as a result, we may not be able to anticipate, prevent or detect all such attacks. We also may be impacted by a cyberattack targeting one of our vendors or within our technology supply chain or infrastructure. Our contracts with service providers typically require them to implement and maintain adequate security controls, but we may not have the ability to effectively monitor these security measures. As a result, inadequacies of the third partythird-party security technologies and practices may not be detected until after a security breach has occurred. These risks may be heightened in connection with employees working from remote work environments, as our dependency on certain service providers, such as video conferencing and web conferencing services, has significantly increased. In addition, to access our network, products and services, customers and other third parties may use personal mobile devices or computing devices that are outside of our network environment and are subject to their own security risk.
We could suffer significant damage to our brand and reputation: if a cyber-attack or other security incident were to allow unauthorized access to, or modification of, clients’ or suppliers’ data, other external data, internal data or information technology systems; if the services provided to clients were disrupted; or if products or services were perceived as having security vulnerabilities. The costs we would incur to address and resolve these security incidents would increase our expenses. These types of security incidents could also lead to lawsuits, regulatory investigations and claims, loss of business and increased legal liability. Cyberattacks, security breaches or third-party reports of perceived security vulnerability to our systems, even if no breach has occurred, also could damage our brand and reputation, result in litigation, regulatory actions, loss of client confidence and increased legal liability. We also make acquisitions periodically. While significant effort is placed on addressing information technology security issues with respect to the acquired companies, we may inherit such risks when these acquisitions are integrated into our infrastructure.
A prolonged or recurring outage at our data centers and other business continuity disruptions at facilities could result in reduced service and the loss of clients
Our clients rely on us for the delivery of time-sensitive, up-to-date data and applications. Our business is dependent on our ability to process substantial volumes of data and transactions rapidly and efficiently on our computer-based networks, database storage facilities, and systems.other network infrastructure, which are located across multiple facilities globally. If we experience significant growth of our customer base or increases in the number of products or services or in the speed at which we are required to provide products and services, it may strain our systems. Additionally, our systems and networks may become strained due to aging or end-of-life technology that we have not yet updated or replaced.
Our computer operations, as well as our other business centers, and those of our suppliers and clients, are vulnerable to interruption by fire, natural disaster, power loss, telecommunications failures, terrorist attacks, acts of war, civil unrest, Internetinternet failures, computer viruses, security breaches, and other events beyond our reasonable control. In addition, in the remote work environments, the daily activities and productivity of our workforce is now more closely tied to key vendors, such as video conferencing services, consistently delivering their services without material disruption. Our ability to deliver information using the internet and to operate in a remote working environment may be impaired because of infrastructure failures, service outages at third-party internet providers, malicious attacks, or other factors.
We also currently use multiple providers of cloud services; however, one supplier provided the majority of our cloud computing support for the twelve months ended August 31, 2022. While we believe this provider to be reliable, we have limited control over its performance, and a disruption or loss of service from this provider could impair our system's operation and our ability to operate for a period of time. We maintain back-up facilities and certain other redundancies for each of our major data centers to minimize the risk that any such event will disrupt those operations. However, a loss of our services involving our significant facilities may materially disrupt our business and may induce our clients to seek alternative data suppliers. Any such losses or damages we incur could have a material adverse effect on our business. Although we seek to minimize these risks through security measures, controls, back-up data centers and emergency planning, there can be no assurance that such efforts will be successful or effective. Additionally, we may also face significant increases in our use of power and data storage and may experience a shortage of capacity and increased costs associated with such usage.
Transition to new technologies, applications and processes could expose us to unanticipated disruptions
The technology landscape is constantly evolving. To remain competitive, we must adapt and migrate to new technologies, applications and processes. Use of more advanced technologies and infrastructure is critical to the development of our products
6

Table of Contents
and services, the scaling of our business for future growth, and the accurate maintenance of our data and operations. The implementation of new technologies and infrastructure, such as migration to new cloud-based systems, is complex and can involve substantial expenditures as well as risks inherent in the conversion to any new system, including potential loss of information and disruption to operations. We may experience unanticipated interruption and delay in the performance and delivery of certain of our products and services. Certain of our technologies are also dependent upon third partythird-party providers to maintain adequate systems to protect the security of our confidential information and data. Failure by our providers to maintain appropriate security could result in unauthorized access to our systems or a network disruption that could further lead to improper disclosure of confidential information or data, regulatory penalties and remedial costs. Any disruption to either the provider’s systems or the communication links between us and the provider could negatively affect our ability to operate our data systems and could impair our ability to provide services to our clients. If the services to our clients are disrupted, or if there is unauthorized access to the confidential information of our clients or our vendors, we could suffer significant damage to our brand and reputation and lose clients. We also may incur increased operating expenses to recover data, repair or remediate systems, equipment or facilities, and to protect ourselves from such disruptions. As we increase our reliance on third partythird-party systems, our exposure to damages from services disruptions may increase, and we may incur additional costs to remedy damages caused by these disruptions.
14

Table of Contents
Use of open source software could introduce security vulnerabilities, impose unanticipated restrictions on our ability to commercialize our products and services, and subject us to increased costs
We use open source code in our software development and incorporate it into our products and internal systems. The use of open source code may entail greater risks than the use of third-party commercial software. Open source licensors generally do not provide warranties or other contractual protections regarding infringement claims or the quality or security of the code. Some open source licenses provide that if we combine our proprietary applications with the open source software in a certain manner, we could be required to release the source code of our proprietary applications to the public. This would allow our competitors to create similar products with less development effort and time and ultimately put us at a competitive disadvantage. We have implemented procedures to control the use of open source code so wasas to mitigate this risk; however, the terms of many open source licenses are also ambiguous and have not been interpreted by U.S. or other courts. Therefore, there is a risk that our internal procedures controlling the use of open source code could fail, or that the licenses could be construed in a manner that imposes unanticipated conditions or restrictions on us. If any of this were to occur, we could be required to seek alternative third-party licenses at increased costs or reduced scope, to re-engineer products or systems, or potentially to discontinue the licensing of certain products. Any remedial actions could divert resources away from our development efforts, be time intensive and have a significant cost.
Strategy & Market Demand Risks
Competition in our industry may cause price reductions or loss of market share
We continue to experience intense competition across all markets for our products, with competitors ranging in size from smaller, highly specialized, single-product businesses to multi-billion-dollar companies. While we believe the breadth and depth of our suite of products and applications offer benefits to our clients that are a competitive advantage, our competitors may offer price incentives to attract new business. Future competitive pricing pressures may result in decreased sales volumes and price reductions, resulting in lower revenue.revenues and ASV. Weak economic conditions may also result in clients seeking to utilize lower-cost information that is available from alternative sources. The impact of cost-cutting pressures across the industries we serve could lower demand for our products. Clients within the financial services industry that strive to reduce their operating costs may seek to reduce their spending on financial market data and related services, such as ours. If our clients consolidate their spending with fewer suppliers, by selecting suppliers with lower-cost offerings or by self-sourcing their needs for financial market data, our business could be negatively affected.
The continued shift from active to passive investing could negatively impact user count growth and revenuerevenues
The predominant investment strategy today is still active investing, which attempts to outperform the market. The main advantage of active management is the expectation that the investment managers will be able to outperform market indices. They make informed investment decisions based on their experiences, insights, knowledge and ability to identify opportunities that can translate into superior performance. The main advantage of passive investing is that it closely matches the performance of market indices. Passive investing requires little decision-making by investment managers and low operating costs which result in lower fees for the investor. A continued shift to passive investing, resulting in an increased outflow to passively managed index funds, could reduce demand for the services of active investment managers and consequently, the demand of our clients for our services.
7

Table of Contents
A decline in equity and/or fixed income returns may impact the buying power of investment management clients
Approximately 84%The majority of our ASV is derived from our investment management clients. Theclients, and the profitability and management fees of many of these clients are tied to assets under management. An equity market decline not only depresses the value of assets under management but also could cause a significant increase in redemption requests from our clients’ customers, further reducing their assets under management. Reduced client profits and management fees may cause our clients to cut costs. Moreover, extended declines in the equity and fixed income markets may reduce new fund or client creation. Each of these developments may result in lower demand from investment managers for our services and workstations, which could negatively affect our business.
Uncertainty or downturns in the global economy and consolidation in the financial services industry may cause us to lose clients and users

Many of our clients are investment banks, asset managers, wealth advisors, and other financial services entities. Uncertainty or downturns in the global economy or a lack of confidence in the global financial system could negatively impact our clients, which could cause a corresponding negative impact on our business results. Mergers, consolidation or contraction of our clients in the financial services industry also could directly impact the number of clients and prospective clients and users of our products and services. If our clients merge with or are acquired by other entities that are not our clients, or that use fewer of our products and services, they may discontinue or reduce their use of our products and services. Thus, economic uncertainty, economic downturns, lack of confidence
15

Table of Contents
in the global financial system, and consolidation in this sector could adversely affect our business, financial results and future growth.
Volatility or downturns in the financial markets may delay the spending pattern of clients and reduce future ASV growth
The decision on the part of large institutional clients to purchase our services often requires management-level sponsorship and typically depends upon the size of the client, with larger clients having more complex and time-consuming purchasing processes. The process is also influenced by market volatility.volatility and market downturns. These characteristics often lead us to engage in relatively lengthy sales efforts. Purchases (and incremental ASV) may therefore be delayed as uncertainties or downturns in the financial markets may cause clients to remain cautious about capital and data content expenditures, particularly in uncertain economic environments. The COVID-19 pandemic may increase this risk as itMarket volatility or market downturns may curtail our client's spending and lead them to delay or defer purchasing decisions or product service implementations, or cause them to cancel or reduce their spending with us, which could negatively impact our revenues and future growth.
Failure to develop and market new products and enhancements that maintain our technological and competitive position and failure to anticipate and respond to changes in the marketplace for our products and customer demands
The market for our products is characterized by rapid technological change, including methods and speed of delivery, changes in client demands, development of new investment instruments and evolving industry standards. The direction of these trends can render our existing products less competitive, obsolete or unmarketable. As a result, our future success will continue to depend upon our ability to identify and develop new products and enhancements that address the future needs of our target markets and to respond to their changing standards and practices. We may not be successful in developing, introducing, marketing, licensing and implementing new products and enhancements on a timely and cost-effective basis or without impacting the stability and efficiency of existing products and customer systems. Further, any new products and enhancements may not adequately meet the requirements of the marketplace or achieve market acceptance. We must make long-term investments and commit significant resources before knowing whether these investments will eventually result in products and services that satisfy our clients' needs and generate revenues required to provide the desired results. Our failure or inability to anticipate and respond to changes in the marketplace, including competitor and supplier developments, may also adversely affect our business, operations and growth.
Errors or defects can exist at any point in a product's life cycle, but are more frequently found after the introduction of new products or enhancements to existing products. Despite internal testing and testing by clients, our products may contain errors. We may also experience delays while developing and introducing new products for various reasons, such as difficulties in licensing data inputs. Defects, errors, or delays in our products that are significant, or are perceived to be significant, could result in rejection or delay in market acceptance, damage to our reputation, loss of revenue,revenues, lower rate of license renewals or upgrades, diversion of development resources, product liability claims or regulatory actions, or increases in service and support costs.
We have provisions in our client contracts to limit our exposure to potential liability claims brought by clients based on the use of our products or services or our delay or failure to provide services. Contracts with customers also increasingly include service level requirements and auditsaudit rights to review our security. Many of our customers in the financial services sector are
8

Table of Contents
also subject to regulations and requirements to adopt risk management processes commensurate with the level of risk and complexity of their third-party relationships, and provide rigorous oversight of relationships that involve certain "critical activities," some of which may be deemed to be provided by us. Any failure on our part to comply with the specific provisions in customer contracts could result in the imposition of various penalties, which may include termination of contracts, service credits, suspension of payments, contractual penalties, adverse monetary judgments, and, in the case of government contracts, suspension from future government contracting. Even if the outcome of any claims brought against us were ultimately favorable, such a claim would require the time and attention of our management, personnel, as well as financial and other resources and potentially pose a significant disruption to our normal business operations.
Failure to identify, integrate, or realize anticipated benefits of acquisitions and strains on resources as a result of growth
There can be no assurance that we will be able to identify suitable candidates for successful acquisition at acceptable prices. Additionally, there may be integration risks or other risks resulting from acquired businesses.businesses, including our acquisition of CGS during fiscal 2022. Our ability to achieve the expected returns and synergies from past and future acquisitions and alliances depends in part upon our ability to integrate the offerings, technology, sales, administrative functions and personnel of these businesses effectively into our core business. We cannot guarantee that our acquired businesses will perform at the levels anticipated. In addition, past and future acquisitions may subject us to unanticipated risks or liabilities or disrupt operations.
Growth, such as the addition of new clients and acquisitions, puts demands on our resources, including our internal systems and infrastructure. These may require improvements or replacement to meet the additional demands of a larger organization. Further, the addition of new clients and the implementation of such improvements would require additional management time
16

Table of Contents
and resources. These needs may result in increased costs that could negatively impact results of operations. Failure to implement needed improvements, such as improved scalability, could result in a deterioration in the performance of our internal systems and negatively impact the performance of our business.
Failure to maintain reputation
We enjoy a positive reputation in the marketplace. Our ability to attract and retain clients and employees is affected by external perceptions of our brand and reputation. Reputational damage from negative perceptions or publicity, including without limitation market perception of our sustainability and corporate responsibility policies and practices, could affect our ability to attract and retain clients and employees and our ability to maintain our pricing for our products. Although we monitor developments for areas of potential risk to our reputation and brand, negative perceptions or publicity could have a material adverse effect on our business and financial results.
Operational Risks
Operations outside the United States involve additional requirements and burdens that we may not be able to control or manage successfully
In fiscal 2022, approximately 40% of our revenues related to operations located outside the U.S. In addition, approximately 79% of our employees are located in offices outside the U.S. We expect our growth to continue outside the U.S. Our non-U.S. operations involve risks that differ from or are in addition to those faced by our U.S. operations. These risks include difficulties in developing products, services and technology tailored to the needs of non-U.S. clients, including in emerging markets; different employment laws and rules; rising labor costs in lower-wage countries; difficulties in staffing and managing personnel that are located outside the U.S.; different regulatory, legal and compliance requirements, including in the areas of privacy and data protection, anti-bribery and anti-corruption, trade sanctions and currency controls, marketing and sales and other barriers to conducting business; social and cultural differences, such as language; diverse or less stable political, operating and economic environments and market fluctuations; civil disturbances or other catastrophic events that reduce business activity, including the risk that the current conflict between Ukraine and Russia expands in a way that impacts our business and operations; limited recognition of our brand and intellectual property protection; differing accounting principles and standards; restrictions on or adverse tax consequences from entity management efforts; and changes in U.S. or foreign tax laws. If we are not able to adapt efficiently or manage the business effectively in markets outside the U.S., our business prospects and operating results could be materially and adversely affected.
Failure to enter into, renew or comply with contracts supplying new and existing data sets or products on competitive terms
We collect and aggregate third-party content from thousands of data suppliers, news sources, exchanges, brokers and contributors into our own dedicated online service, which clients access to perform their analyses. We combine the data from these sources into our own dedicated databases. Clients have access to the data and content found within our databases. These databases are important to our operations as they provide clients with key information. We have entered into third-party content agreements of varying
9

Table of Contents
lengths, which in some cases can be terminated on one year’s notice at predefined dates, and in other cases on shorter notice. Some of our content provider agreements are with competitors, who may attempt to make renewals difficult or expensive. We seek to maintain favorable contractual relationships with our data suppliers, including those that are also competitors. However, we cannot control the actions and policies of our data suppliers and we may have data suppliers who provide us with notice of termination, or exclude or restrict us from use of their content, or only license such content at prohibitive cost. Additionally, despite our efforts to comply with our third-party data supplier agreements, there can be no assurances that third parties may not challenge our use of their content, which could result in increased licensing costs, loss of rights, and costly legal actions. Certain data sets that we rely on have a limited number of suppliers, although we make every effort to assure that, where reasonable, alternative sources are available. We are not dependent on any one third-party data supplier in order to meet the needs of our clients. No single vendor orclients, with only two data supplier representedsuppliers each representing more than 10% of our total data costs during fiscal 2020, except for one vendor, which is a supplier of risk models and portfolio optimizer data to FactSet and represented 11% of our data costs in fiscal 2020.the twelve months ended August 31, 2022. Our failure to be able to maintain these relationships, or the failure of our suppliers to deliver accurate data or in a timely manner, or the occurrence of a dispute with a vendor over use of their content, could increase our costs and reduce the type of content and products available to our clients, which could harm our reputation in the marketplace and adversely affect our business.
Increased accessibility to free or relatively inexpensive information sources may reduce demand for our products
Each year, an increasing amount of free or relatively inexpensive information becomes available, particularly through the Internet,internet, and this trend may continue. The availability of free or relatively inexpensive information may reduce demand for our products. While we believe our service offering is distinguished by such factors as customization, timeliness, accuracy, ease-of-use, completeness and other value-added factors, if users choose to obtain the information they need from public or other sources, our business, and results of operations, and cash flows could be adversely affected.
Inability to hire and retain key qualified personnel
Our business is based on successfully attracting, motivating and retaining talented and diverse employees. Creating a diverse and inclusive environment that promotes empowerment and engagement is key to our ability to attract, retain, and develop talent. Competition for talent, especially engineering personnel, is strong. We need technical resources such as engineers to help develop new products and enhance existing services. We rely upon sales personnel to sell our products and services and maintain healthy business relationships. Our future success also is dependent on the continued service and performance of the members of our senior leadership team. All of these personnel possess business and technical capabilities that are difficult to replace. If we are unsuccessful in our recruiting efforts, or if we are unable to retain key employees, our ability to develop and deliver successful products and services may be adversely affected and could have a material, adverse effect on our business.
Operations outside the United States involve additional requirements and burdens that we may not be able to control or manage successfully
In fiscal 2020, approximately 41% of our revenue related to operations located outside the U.S. In addition, a significant number of our employees, approximately 76%, are located in offices outside the U.S. We expect our growth to continue outside the U.S., with non-U.S. revenues accounting for an increased portion of our total revenue in the future. Our non-U.S. operations involve risks that differ from or are in addition to those faced by our U.S. operations. These risks include difficulties in
17

Table of Contents
developing products, services and technology tailored to the needs of non-U.S. clients, including in emerging markets; different employment laws and rules; rising labor costs in lower-wage countries; difficulties in staffing and managing personnel that are located outside the U.S.; different regulatory, legal and compliance requirements, including in the areas of privacy and data protection, anti-bribery and anti-corruption, trade sanctions and currency controls, marketing and sales and other barriers to conducting business; social and cultural differences, such as language; diverse or less stable political, operating and economic environments and market fluctuations; civil disturbances or other catastrophic events that reduce business activity; limited recognition of our brand and intellectual property protection; differing accounting principles and standards; restrictions on or adverse tax consequences from entity management efforts; and changes in U.S. or foreign tax laws. If we are not able to adapt efficiently or manage the business effectively in markets outside the U.S., our business prospects and operating results could be materially and adversely affected.
The current COVID-19 pandemic and other global public health epidemics may adversely impact our business, our future results of operations and our overall financial performance

Our business could be materially and adversely affected by the risk, or the public perception of risk, related to a pandemic or widespread health crisis, such as the current COVID-19 pandemic. A significant outbreak, epidemic or pandemic of contagious diseases in the human population could result in a widespread health crisis adversely affecting the broader economies, financial markets and overall demand for our products. In addition, any preventative or protective actions that governments implement or that we take in respect of a global health crisis, such as COVID-19, such as travel restrictions, quarantines or site closures, may interfere with the ability of our employees, vendors, and data suppliers to perform their respective responsibilities and obligations relative to the conduct of our business, including our ability to gather content. Such results could have a material adverse effect on our operations, business, financial condition, results of operations, or cash flows.
Our operations have been affected by a range of external factors related to the COVID-19 pandemic that are not within our control. For example, many jurisdictions have imposed a wide range of restrictions on the physical movement of our employees and vendors to limit the spread of COVID-19. IfTo date, the COVID-19 pandemic has not had a material negative impact on our financial condition, results of operations, or cash flows. However, due to the ongoing uncertainty related to the duration, magnitude and impact of the pandemic, it may still have a substantial negative impact on our employees' or vendors' attendance or productivity, which could result in our operations, including our ability to gather content, may suffer,suffering, and in turn our results of operations, cash flows, and overall financial performance may be impacted.being impacted negatively. Furthermore, if our employees incur substantial medical expenses due to COVID-19, our expenses may increase due to our self-funded employee medical insurance model. Our management is focused on mitigating the effects of COVID-19 on our business, which has required and will continue to require a substantial investment of their time and may delay their other efforts. The continued impact of COVID-19 and the volatile regional and global economic conditions stemming from the pandemic, may also increase the severity or likelihood of the other risks described in this Item, any of which could have a material effect on us.
We closely monitor the impact of the COVID-19 pandemic and continually assess its potential effects on our business. Given the dynamic nature of these circumstances, the full impact of the COVID-19 pandemic cannot be reasonably estimated at this time. The extent to which our business, financial condition, results of operations, or cash flows are affected by COVID-19 will depend in part on future developments which cannot be accurately predicted and are uncertain, as there are no comparable recent events that provide guidance as to the potential effect of the spread of a global pandemic.uncertain. The impact of the COVID-19 pandemic depends upon various uncertainties, including the ultimate geographic spread of the virus, the severity of the virus, the duration of the outbreak, and actions that may be taken by governmental authorities to contain the virus. This situation is changing continually, and additional effects may arise that we are not presently aware of or that we currently do not consider to be significant risks to our operations. If we are not able to respond to and manage the impact of such events effectively, our business and financial condition could be negatively impacted. Refer to Item
10

Table of Contents
7. Management’s Discussion and Analysis of Financial Condition and Results of Operations - COVID-19 Update for additional information.
Legal & Regulatory Risks
Legislative and regulatory changes in the environments in which we and our clients operate
As a business, we are subject to numerous laws and regulations in the U.S. and in the other countries in which we operate. These laws, rules, and regulations, and their interpretations, may change in the future or conflict, and compliance with these changes may increase our costs or cause us to make changes in or otherwise limit our business practices. In addition, the global nature and scope of our business operations make it more difficult to monitor areas that may be subject to regulatory and compliance risk. If we fail to comply with any applicable law, rule, or regulation, we could be subject to claims and fines and suffer reputational damage. Uncertainty caused by political change globally, and complex relationships across countries, including the U.S. and nations in Europe and Asia, heightens the risk of regulatory uncertainty.
Many of our clients operate within a highly regulated environment and must comply with governmental legislation and regulations. The U.S. regulators have increased their focus on the regulation of the financial services industry. Increased regulation of our clients may increase their expenses, causing them to seek to limit or reduce their costs from outside services
18

Table of Contents
such as ours. Additionally, if our clients are subjected to investigations or legal proceedings they may be adversely impacted, possibly leading to their liquidation, bankruptcy, receivership, reduction in assets under management, or diminished operations, which would adversely affect our revenue.revenues. Recent regulatory changes that we believe might materially impact us and our clients include:
MiFID
In the European Union the new version of("EU"), the Markets in Financial Instruments Directive (recast), also known as "MiFID ("MiFID II") became effective in January 2018. In the United Kingdom ("UK"), laws and regulations implementing MiFID II built upon manywere modified to transpose aspects of EU law and address deficiencies that would have otherwise been created as a result of the initiatives introduced through MiFID and is intended to help improveUK's withdrawal from the functioning of the European Union single market by achieving a greater consistency of regulatory standards. MiFID originally became effective in 2007.EU. We believe that compliance with MiFID II requirements is time-consuming and costly for the investment managers who are subject to it and willmay cause clients to adapt their pricing models and business practices significantly. These increased costs may impact our clients’ spending and may cause some investment managers to lose business or withdraw from the market, which may adversely affect demand for our services. However, MiFID II may also present us with new business opportunities for new service offerings. In May 2022, the UK government announced the new Financial Services and Markets Bill ("FSM Bill"), which would reform financial service regulation in the UK and represent a divergence from the existing UK MiFID regime. There is no set timescale as to when passage of the FSM Bill would occur. This regulatory reform may impact some of our UK-regulated clients and may require them to devote more resources towards realigning their compliance measures, and in some cases ensuring compliance with both the UK and EU regimes. We continue to monitor and work with our clients to navigate through the impact of UK regulatory change and of MiFID II on the investment process and trade lifecycle. We also continue to review the application of key MiFID II requirements and plan to work with our clients to navigate through them.
Brexit
On January 31, 2020, the United KingdomUK formally left the EuropeanEU. On January 1, 2021, the UK left the EU Single Market and Customs Union, whenas well as all EU policies and international agreements. resulting in two separate markets in the UK-EU Withdrawal Agreement became effective. UnderEU and the Withdrawal Agreement,UK. On December 24, 2020, the EU reached a transition period began and will run until December 31, 2020 (but could be extended)trade agreement with the UK (the "Trade Agreement"). The Trade Agreement offers UK and EU companies preferential access to each other's markets, ensuring imported goods will be free of tariffs and quotas; however, economic relations between the UK and EU will now be on more restricted terms than existed previously. The Trade Agreement does not incorporate the full scope of the services sector, and businesses such as banking and finance face uncertainty. In March 2021, the UK and EU had agreed on a framework for voluntary regulatory cooperation and dialogue on financial services issues between the two countries in a Memorandum of Understanding (the "MOU"), which is expected to be signed after formal steps are completed, although this has not yet occurred. In June 2022, following an inquiry, the European Affairs Committee issued a report which concluded that while the outlook for financial services after Brexit seems relatively positive, the impact of Brexit on financial services would be dependent on political decisions made by the UK and the EU are currently in the process of negotiating a UK-EU free trade deal and the terms of their future relationship, but have so far not been able to finalize their future arrangement. The deadline for these negotiations is the expiry of the transition period and the UK government has made it clear that it will not ask to extend the transition period.EU. At this time, we cannot predict the impact that the Trade Agreement, the MOU or any future UK-EU arrangementsagreements on services, particularly financial services, will have on our business and our clients, as it will depend on the longer-term outcome of tariff, trade, regulatory and other negotiations. Although the results of these negotiations are currently unknown, itclients. It is possible that new terms may adversely affect our operations and financial results. While weWe continue to evaluate our own risks and uncertainty related to Brexit, we continue toand partner with our clients to help them navigate the fluctuating international markets. This uncertainty may have an impact on our clients’ expansion or spending plans, which may in turn negatively impact our revenue or growth. The EU Commission has adopted adequacy decisions which will allow personal data to continue to move freely between the EU and the UK until June 27, 2025. While these adequacy decisions have created some certainty for our clients, we will continue to monitor developments which may impact their future validity and extension.
11

Table of Contents
Adverse resolution of litigation or governmental investigations
We are party to lawsuits in the normal course of our business. Litigation and governmental investigations can be expensive, lengthy and disruptive to normal business operations. Moreover, the results of complex legal proceedings are difficult to predict. Unfavorable resolution of lawsuits could have a material adverse effect on our business, operating results or financial condition. For additional information regarding legal matters, see Item 3. Legal Proceedings, of this Annual Report on Form 10-K.
Third parties may claim we infringe upon their intellectual property rights or may infringe upon our intellectual property rights
We may receive notice from others claiming that we have infringed upon their intellectual property rights. Responding to these claims may require us to enter into royalty and licensing agreements on unfavorable terms, incur litigation costs, enter into settlements, stop selling or redesign affected products, or pay damages and satisfy indemnification commitments with our clients or suppliers under contractual provisions of various license arrangements. Additionally, third parties may copy, infringe or otherwise profit from the unauthorized use of our intellectual property rights, requiring us to litigate to protect our rights. Certain countries may not offer adequate protection of proprietary rights. If we are required to defend ourselves or assert our rights or take such actions mentioned, our operating margins may decline as a result. We have incurred, and expect to continue to incur, expenditures to acquire the use of technology and intellectual property rights as part of our strategy to manage this risk.
Additional cost due to tax assessments resulting from ongoing and future audits by tax authorities as well as changes in tax laws
In the ordinary course of business, we are subject to changes in tax laws as well as tax examinations by various governmental tax authorities. The global and diverse nature of our business means that there could be additional examinations by governmental tax authoritiesauthorities and the resolution of ongoing and other probable audits which could impose a future risk to the results of our business. In August 2019 and July 2021, we received a NoticeNotices of Intent to Assess (the "Notice""Notices") additional salessales/use taxes, interest and underpayment penalties from the Commonwealth of Massachusetts Department of Revenue relating to prior tax periods. The Notice follows FactSet’s previously disclosed response to a letter from the Commonwealth requesting additional sales
19

Table of Contents
information. Based upon a preliminary review of the Notice,Notices, we believe the Commonwealth may assess salessales/use tax, interest and underpayment penalties on previously recorded sales transactions. We filed an appeal to the Notices and we intend to contest any such assessment, if assessed, and continue to cooperate with the Commonwealth’s inquiry. DueFurther, on August 10, 2021, we received a letter (the "Letter") from the Commonwealth relating to uncertainty surroundingadditional prior tax periods, requesting sales information to determine if a notice of intent to assess should be issued to FactSet with respect to these tax periods. Based upon a preliminary review of the assessment process,Letter, we are unablebelieve the Commonwealth might seek to reasonably estimate the ultimate outcome of this matterassess sales/use tax, interest and as such, have notunderpayment penalties on previously recorded a liability assales transactions.
As of August 31, 2020.2022, we have concluded that a payment to the Commonwealth is probable. We recorded an accrual which is not material to our consolidated financial statements. While we believe that we ultimately will prevail ifthe assumptions and estimates used to determine the accrual are reasonable, future developments could result in adjustments being made to this accrual. If we are presented with a formal assessment;assessment for any of these matters, we believe that we will ultimately prevail; however, if we do not prevail, the amount of any assessment could have a material impact on our consolidated financial position, cash flows and results of operations.operations and cash flows.
Changes in tax laws or the terms of tax treaties in a jurisdiction where we are subject to tax could increasehave an impact on our taxes payable. On December 22, 2017, the U.S. Tax Cuts and Jobs Act, ("TCJA") was signed into law. The TCJA enacted broad changes to the U.S. Internal Revenue code, including reducing the federal corporate income tax rate from 35% to 21%, among many other complex provisions. The ultimate impact of such tax reform may differ from our current estimate due to changes in interpretations and assumptions made by us, as well as the issuance of further regulations or guidance, or further legislative changes to the U.S. Internal Revenue code.
Financial Market Risks
Exposure to fluctuations in currency exchange rates and the failure of hedging arrangements
Due to the global nature of our operations, we conduct business outsideoutside the U.S. in several currencies includingseveral currencies. Our primary currency exposures include the British Pound Sterling, Euro, Indian Rupee and Philippine Peso.Peso. To the extent our international activities increase in the future, our exposure to fluctuations in currency exchange rates may increase as well. To manage this exposure, we utilize derivative instruments (such as foreign currency forward contracts). By their nature, all derivative instruments involve elements of market and credit risk. The market risk associated with these instruments resulting from currency exchange movements is expected to offset the market risk of the underlying transactions, assets and liabilities being hedged. Credit risk is managed through the continuous monitoring of exposure to the counterparties associated with these instruments. Our primary objective in holding derivatives is to reduce the volatility of earnings with changes in foreign currency. Although we believe
12

Table of Contents
that our foreign exchange hedging policies are reasonable and prudent under the circumstances, our attempt to hedge against these risks may not be successful, which could cause an adverse impact on both our results of operations.operations and cash flows.
Business performance may not be sufficient to meet financial guidance or publicly disclosed long-term targets
We provide public, full-year financial guidance based upon assumptions regarding our expected financial performance, including our ability to grow revenuerevenues and organic ASV plus professional services, to meet our planned expenses and maintain a certain tax rate, and our ability to achieve our profitability targets. We can provide no assurances that we will be able to maintain the levels of growth and profitability that we have experienced in the past, or that our growth strategies will be successful. If we are unable to successfully execute on our strategies to achieve our growth objectives and retain our existing clients, or if we experience higher than expected operating costs or taxes, we risk not meeting our full-year financial guidance or may find it necessary to revise such guidance during the year.
Economic, political and market forces beyond our control could adversely affect our business.
Our costs and the demand for our products may be impacted by domestic and international factors that are beyond our control. Negative conditions in the general economy in either the United States or abroad, including conditions resulting from financial and credit market fluctuations, changes in economic policy, inflation rate fluctuations and trade uncertainty, including changes in tariffs, sanctions, international treaties and other trade restrictions, could result in an increase in our costs and/or a reduction in demand for our products, which could have an adverse effect on our results of operations and financial condition.
Risks Relating to the CGS Transaction
We may fail to realize the anticipated benefits of the CGS Transaction
The success of our acquisition of the CGS business (the "CGS Business") will depend on, among other things, our ability to incorporate the CGS Business into our business in a manner that enhances our value proposition to clients and facilitates other growth opportunities. We must successfully include the CGS Business within our business in a manner that permits these growth opportunities to be realized. In addition, we must achieve the growth opportunities without adversely affecting current revenues and investments in other future growth. If we are not able to successfully achieve these objectives, the anticipated benefits of the acquisition of CGS (the "CGS Transaction") may not be realized fully, if at all, or may take longer to realize than expected. Additionally, management may face challenges in incorporating certain elements and functions of the CGS Business with the FactSet business, and this process may result in additional and unforeseen expenses. The CGS Transaction may also disrupt the CGS Business’s and FactSet’s ongoing business or cause inconsistencies in standards, controls, procedures and policies that adversely affect our relationships with third-party partners, employees, suppliers, customers and others with whom the CGS Business and FactSet have business or other dealings or limit our ability to achieve the anticipated benefits of the CGS Transaction. It is possible that our experience in operating the CGS Business will require us to adjust our expectations regarding the impact of the CGS Transaction on our operating results. If we are not able to successfully add the CGS Business to the existing FactSet business in an efficient, effective and timely manner, anticipated benefits, including the opportunities for growth we expect from the CGS Transaction, may not be realized fully, if at all, or may take longer to realize than expected, and our cash flow and financial condition may be negatively affected.
We have incurred and may incur additional significant transaction costs in connection with the CGS Transaction
We have incurred a number of non-recurring costs associated with the CGS Transaction. These costs and expenses include financial advisory, legal, accounting, consulting and other advisory fees and expenses, filing fees and other related charges. There is also a large number of processes, policies, procedures, operations, technologies and systems that must be integrated in connection with the CGS Transaction. While we have assumed that a certain level of expenses would be incurred in connection with the CGS Transaction and related transactions, there are many factors beyond our control that could affect the total amount or the timing of the integration and implementation expenses. There may also be additional unanticipated significant costs in connection with the CGS Transaction that we may not recoup. These costs and expenses could reduce the benefits and additional income we expect to achieve from the CGS Transaction. Although we expect that these benefits will offset the transaction expenses and implementation costs over time, this net benefit may not be achieved in the near term or at all.
Risks Relating to Our Debt
Our indebtedness may impair our financial condition and prevent us from fulfilling our obligations under the Senior Notes and our other debt instruments
As of August 31, 2022 giving effect to the issuance of the Senior Notes and the incurrence of borrowings under the 2022 Credit Facilities and the repayment of the 2019 Revolving Credit Facility, our total outstanding principal amount of debt was $2.0
13

Table of Contents
billion, none of which is secured. Under the 2022 Revolving Facility, we have $250.0 million of unused commitments and an option to increase the size of the facility by an additional $750.0 million. Refer to Note 12, Debt for definitions of these terms and more information on the Senior Notes, 2022 Credit Facilities and 2019 Revolving Credit Facility.
Our indebtedness could have important consequences to investors, including:
a.making it more difficult for us to satisfy our obligations;
b.limiting our ability to borrow additional amounts to fund working capital, capital expenditures, acquisitions, debt service requirements, execution of our growth strategy and other purposes;
c.requiring us to dedicate a substantial portion of our cash flow from operations to pay interest on our debt and scheduled amortization on the 2022 Term Facility, which would reduce availability of our cash flow to fund working capital, capital expenditures, acquisitions, execution of our strategy and other general corporate purposes;
d.making us more vulnerable to adverse changes in general economic, industry and government regulations and in our business by limiting our flexibility in planning for, and making it more difficult for us to react quickly to, changing conditions;
e.placing us at a competitive disadvantage compared with those of our competitors that have less debt; and
f.exposing us to risks inherent in interest rate fluctuations because some of our borrowings are at variable rates of interest, which could result in higher interest expense in the event of increases in market interest rates.
In addition, we may not be able to generate sufficient cash flow from our operations to repay our indebtedness when it becomes due and to meet our other cash needs. If we are not able to pay our debts as they become due, we will be required to pursue one or more alternative strategies, such as selling assets, refinancing or restructuring our indebtedness or selling additional debt or equity securities. We may not be able to refinance our debt or sell additional debt or equity securities or our assets on favorable terms, if at all, and if we must sell our assets, it may negatively affect our ability to generate revenues.
Despite current indebtedness levels, we may still incur more debt. The incurrence of additional debt could further exacerbate the risks associated with our indebtedness
Subject to certain limitations, the 2022 Credit Agreement and the indenture governing the Senior Notes permit us and our subsidiaries to incur additional debt. If new debt is added to our or any such subsidiary’s current debt levels, the risks described above in the previous risk factor could intensify.
The restrictive covenants in our debt may affect our ability to operate our business successfully
The 2022 Credit Agreement contains, and our future debt instruments may contain, various provisions that limit our ability to, among other things: incur liens; incur additional indebtedness, guarantees or other contingent obligations; enter into sale and leaseback transactions; engage in mergers and consolidations; make investments and acquisitions; change the nature of our business; and make sales, transfers and other dispositions of property and assets. The indenture governing the Senior Notes also contains various provisions that limit our ability to, among other things: incur liens; enter into sale and leaseback transactions; engage in mergers and consolidations; and make sales, transfers and other dispositions of property and assets. These covenants could adversely affect our ability to finance our future operations or capital needs and pursue available business opportunities.
In addition, the 2022 Credit Agreement requires us to maintain specified financial ratios and satisfy certain financial condition tests. Events beyond our control, including changes in general economic and business conditions, may affect our ability to meet those financial ratios and financial condition tests. We cannot assure you that we will meet those tests or that the lenders will waive any failure to meet those tests. A breach of any of these covenants or any other restrictive covenants contained in the definitive documentation governing our indebtedness would result in a default or an event of default. If an event of default in respect of any of our indebtedness occurs, the holders of the affected indebtedness could declare all amounts outstanding, together with accrued interest, to be immediately due and payable, which, in turn, could cause the default and acceleration of the maturity of our other indebtedness. We expect we will be permitted to incur substantial amounts of secured debt under the covenants in the indenture governing the Senior Notes and the 2022 Credit Facilities. If, upon an acceleration, we were unable to pay amounts owed in respect of any such indebtedness secured by liens on our assets, then the lenders of such indebtedness could proceed against the collateral pledged to them.
Certain of our borrowings and other obligations are based upon variable rates of interest, which could result in higher expense in the event of increases in interest rates
The 2022 Credit Agreement provides that (i) loans denominated in U.S. dollars, at our option, will bear interest at either the one-month Term Secured Overnight Financing Rate ("SOFR") (with a 0.1% credit spread adjustment and subject to a "zero" floor), (ii) the Daily Simple SOFR (with a 0.1% credit spread adjustment and subject to a "zero" floor) or (iii) an alternate base
14

Table of Contents
rate. Under the 2022 Credit Agreement, loans denominated in Pounds Sterling will bear interest at the Daily Simple Sterling Overnight Index Average ("SONIA") (subject to a "zero" floor) and loans denominated in Euros will bear interest at the Euro Interbank Offered Rate ("EURIBOR") (subject to a "zero" floor), in each case, plus an applicable interest rate margin. The interest rate margin will fluctuate based upon our senior unsecured non-credit enhanced long-term debt rating and our total leverage ratio. An increase in the alternate base rate, Term SOFR, Daily Simple SOFR, SONIA or EURIBOR would increase our interest payment obligations under the 2022 Credit Facilities and could have a negative effect on our cash flow and financial condition.
To mitigate this exposure, on March 1, 2022, we entered into an interest rate swap agreement to hedge the variable interest rate obligation on a portion of our outstanding balance under the 2022 Credit Facilities. However, as the interest rate swap agreement covers only a portion of our outstanding balance under the 2022 Credit Facilities, a substantial portion of our outstanding balance under the 2022 Credit Facilities continues to be exposed to interest rate volatility. An increase in the applicable rates would increase our interest payment obligations under the 2022 Credit Facilities and could have a negative effect on our cash flow and financial condition.
ITEM 1B. UNRESOLVED STAFF COMMENTS
None.
ITEM 2. PROPERTIES
OurAs of August 31, 2022, we leased 39 offices worldwide, including our corporate headquarters is located at 45 Glover Avenue, in Norwalk, Connecticut. We lease our headquarters location, which is 173,164Connecticut, where we occupy 91,718 square feet andof office space. Our leased office space also lease the other locations listed in the table below. We haveincludes our data content collection offices located in India, the Philippines and Latvia. Additionally, we haveLatvia and our data centers that support our technological infrastructure located in New Jersey and Virginia.

20

TableRefer to the table set forth below for the listing of Contents
our leased office space by geographic location. The listing excludes any office locations that we have fully vacated during fiscal 2022 in advance of their original lease expiration dates. We vacated certain leased office space to resize our real estate footprint for our hybrid work environment. We will continue to evaluate our real estate needs; however, we expect that this initiative is largely complete. We believe the amount of leased space as of August 31, 20202022 is adequate for our current business needs and that additional space can be available to meet any future needs.
15

Table of Contents
Segment
Leased Location
Americas
AmericasAustin, Texas
Boston, Massachusetts
Charlotte, North Carolina
Chicago, Illinois
Jackson, Wyoming
Los Angeles, CaliforniaLakewood, Colorado
Manchester, New Hampshire
Minneapolis, MinnesotaLos Angeles, California
New York, New York
Norwalk, Connecticut
Piscataway, New Jersey
Reston, Virginia
San Francisco, California
Sao Paulo, Brazil
Toronto, Canada
Youngstown, Ohio
EMEAAmsterdam, the Netherlands
Avon, France
Cologne, Germany
Dubai, United Arab Emirates
Frankfurt, Germany
Gloucester, England
Johannesburg, South AfricaGothenburg, Sweden
London, England
Luxembourg City, Luxembourg
Madrid, Spain
Milan, Italy
Paris, France
Riga, Latvia
Sofia, Bulgaria
Zurich, SwitzerlandStockholm, Sweden
Asia PacificChennai, India
Hong Kong SAR, China
Hyderabad, India
Manila, the Philippines
Melbourne, Australia 
Mumbai, India
Shanghai, China
Singapore 
Sydney, Australia
Tokyo, Japan

21

Table of Contents
ITEM 3. LEGAL PROCEEDINGS
From time to time, we are subject to legal proceedings, claims and litigation arising in the ordinary course of business, including intellectual property litigation.business. Based on currently available information, our management does not believe that the ultimate outcome of these unresolved matters against FactSet,us, individually or in the aggregate, is likely to have a material adverse effect on our consolidated financial position, annual results of operations or annualand cash flows. However, these matters are subject to inherent uncertainties and management’s view of these matters may change in the future.
16

Table of Contents
ITEM 4. MINE SAFETY DISCLOSURES
Not applicable.
2217

Table of Contents
Part II
ITEM 5. MARKET FOR REGISTRANT’S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES
(a)Market Information Holders and Dividends
Market InformationOur common stock is listed on the NYSE and NASDAQ under the symbol FDS. The following table sets forth, for each fiscal period indicated, the high and low sales prices per share of our common stock as reported on the NYSE:
FirstSecondThirdFourth First QuarterSecond QuarterThird QuarterFourth Quarter
2020
20222022
HighHigh$289.98 $310.25 $307.97 $363.64 High$469.43 $488.85 $444.57 $454.23 
LowLow$233.09 $275.12 $195.22 $279.01 Low$369.12 $392.82 $356.10 $348.71 
2019
20212021
HighHigh$237.29 $237.95 $284.32 $305.38 High$357.92 $357.69 $365.77 $383.21 
LowLow$210.11 $188.31 $228.43 $266.06 Low$303.11 $294.21 $302.92 $319.65 
Holders of Record – As of October 22, 2020,10, 2022, we had approximately 2,604 holdersapproximately 1,822 holders of record of our common stock. However, because many of our shares of common stock are held by brokers and other institutions on behalf of stockholders, we are unable to estimate the total number of stockholders represented by these record holders. The closing price of our common stock on October 22, 2020,10, 2022 was $327.97$412.78 per share, as reported on the NYSE.
Dividends - During fiscal years 20202022 and 2019,2021, our Board of Directors declared the following dividends on our common stock:
Year EndedYear EndedDividends per
Share of
Common Stock
Record Date
Total $ Amount
(in thousands)
Payment DateYear EndedDividends per
Share of
Common Stock
Record Date
Total $ Amount
(in thousands)
Payment Date
Fiscal 2020  
Fiscal 2022Fiscal 2022    
First QuarterFirst Quarter$0.72 November 29, 2019$27,291 December 19, 2019First Quarter$0.82 November 30, 2021$30,973 December 16, 2021
Second QuarterSecond Quarter$0.72 February 28, 2020$27,251 March 19, 2020Second Quarter$0.82 February 28, 202231,065 March 17, 2022
Third QuarterThird Quarter$0.77 May 29, 2020$29,189 June 18, 2020Third Quarter$0.89 May 31, 202233,795 June 16, 2022
Fourth QuarterFourth Quarter$0.77 August 31, 2020$29,283 September 17, 2020Fourth Quarter$0.89 August 31, 202233,860 September 15, 2022
Total DividendsTotal Dividends$129,693 
Fiscal 2019  
Fiscal 2021Fiscal 2021    
First QuarterFirst Quarter$0.64 November 30, 2018$24,372 December 18, 2018First Quarter$0.77 November 30, 2020$29,266 December 17, 2020
Second QuarterSecond Quarter$0.64 February 28, 2019$24,385 March 19, 2019Second Quarter$0.77 February 26, 202129,141 March 18, 2021
Third QuarterThird Quarter$0.72 May 31, 2019$27,506 June 18, 2019Third Quarter$0.82 May 31, 202130,972 June 17, 2021
Fourth QuarterFourth Quarter$0.72 August 30, 2019$27,445 September 19, 2019Fourth Quarter$0.82 August 31, 202130,845 September 16, 2021
Total DividendsTotal Dividends$120,224 
Future dividend payments will depend on our earnings, capital requirements, financial condition and other factors considered relevant by us, and is subject to final determination by our Board of Directors.
(b)Recent Sales of Unregistered Securities
There were no sales of unregistered equity securities during fiscal 2020.2022.
18

(c)Table of Contents
Issuer Purchases of Equity Securities
23

Table of Contents
The following table provides a month-to-month summary of the share repurchase activity under our current share repurchase program during the three months ended August 31, 2020:2022:
(in thousands, except per share data)
Period
Total number
of shares
purchased(1)
Average
price paid per
share
Total number of shares purchased as part of
publicly announced plans or programs
Maximum number of shares
(or approximate dollar value) that may yet be
purchased under the plans or programs(2)
June 20202,940 $328.47 — $287,616 

July 202047,428 $344.03 46,480 $271,616 
August 202037,295 $355.76 35,468 $258,995 
 87,663  81,948  
Period
Total number
of shares
purchased(1)
Average
price paid per
share
Total number of shares purchased as part of
publicly announced plans or programs(2)
Approximate dollar value of shares that may yet be
purchased under the plans or programs(2)
June 20222,542 $384.57 — $181,254 
July 20221,785 $394.20 — $181,254 
August 20222,730 $445.38 — $181,254 
 7,057  —  
(1)Includes 81,948 shares purchased under the existing share repurchase program, as well as 5,715Relates to shares repurchased from employees to cover their cost of taxessatisfy withholding tax obligations due upon the vesting or exercise of stock-based awards.
(2)RepurchasesAs of August 31, 2022, a total of $181.3 million remained available for future share repurchases under our existing share repurchase program. Repurchases may be made from time to time in the open market and privately negotiated transactions, subject to market conditions.No minimum number of shares to be repurchased has been fixed. There is no timeframe to complete the share repurchase program and it is expected that share repurchases will be paid using existing and future cash generated by operations. Beginning in the second quarter of fiscal 2022, we suspended our share repurchase program until at least the second half of fiscal 2023, with the exception of potential minor repurchases to offset dilution from grants of equity awards or repurchases to satisfy withholding tax obligations due upon the vesting of stock-based awards. The suspension of our share repurchase program allows us to prioritize the repayment of debt under the 2022 Credit Facilities. Refer to Note 12, Debt for more information on the 2022 Credit Facilities.
Securities Authorized for Issuance under Equity Compensation Plans – refer
Refer to Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters of this Annual Report on Form 10-K.
Stock Performance Graph
The annual changes for the five-year period shown in the graph below assume $100 had been invested in our common stock, the Standard & Poor’s 500 Index, the NYSE Composite Index, the Dow Jones U.S. Financial Services Index and the S&P 500 Financial Exchange and Data Index on August 31, 2015, or the origination date of each respective index. We are adding the S&P 500 Financial Exchange and Data Index as a comparison peer group this year, in lieu of the NYSE Composite Index, as we believe it is reflective of the stock performance of other companies that provide services similar to ours and will provide a more meaningful comparison of our stock performance to investors. The NYSE Composite Index is shown below for comparison purposes in the transitional year.2017.
The total cumulative dollar returns shown on the graph represent the value that such investments would have had on August 31, 2020.2022. Stockholder returns over the indicated period are based on historical data and should not be considered indicative of future stockholder returns.
fds-20200831_g5.jpg

2419

Table of Contents
 201520162017201820192020
FactSet Research Systems Inc.$100 $113 $100 $145 $172 $222 
S&P 500 Index$100 $110 $125 $147 $148 $177 
NYSE Composite Index$100 $106 $117 $128 $125 $128 
Dow Jones U.S. Financial Services Index$100 $101 $127 $154 $148 $143 
S&P 500 Financial Exchanges and Data$100 $119 $155 $191 $222 
future stockholder returns.
fds-20220831_g4.jpg


 201720182019202020212022
FactSet Research Systems Inc.$100 $146 $173 $223 $242 $276 
S&P 500 Index$100 $117 $118 $142 $183 $160 
Dow Jones U.S. Financial Services Index$100 $122 $117 $113 $169 $139 
S&P 500 Financial Exchanges and Data$100 $130 $160 $187 $232 $191 
The information contained in the above graph shall not be deemed to be soliciting material or filed or incorporated by reference in future filings with the SEC, or subject to the liabilities of Section 18 of the Securities Exchange Act of 1934, except to the extent that FactSetwe specifically incorporatesincorporate it by reference into a document filed under the Securities Act of 1933 or the Securities Exchange Act of 1934.
ITEM 6. SELECTED FINANCIAL DATA
The following selected financial data has been derived from our Consolidated Financial Statements. This financial data should be read in conjunction with Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations and Item 8. Financial Statements and Supplementary Data, of this Annual Report on Form 10-K.
Consolidated Statements of Income Data
For the year ended August 31,
(in thousands, except per share data)20202019201820172016
Revenue$1,494,111 $1,435,351 $1,350,145 $1,221,179 $1,127,092 
Operating income$439,660 $438,035 $366,204 $352,135 $349,676 
Provision for income taxes$54,196 $69,175 $84,753 $86,053 $122,178 
Net income$372,938 $352,790 $267,085 $258,259 $338,815 
Diluted earnings per common share$9.65 $9.08 $6.78 $6.51 $8.19 
Diluted weighted average common shares38,646 38,873 39,377 39,642 41,365 
Cash dividends declared per common share$2.98 $2.72 $2.40 $2.12 $1.88 
Consolidated Balance Sheets Data
As of August 31,
(in thousands)20202019201820172016
Cash and cash equivalents$585,605 $359,799 $208,623 $194,731 $228,407 
Accounts receivable, net of reserves$155,011 $146,309 $156,639 $148,331 $97,797 
Goodwill and intangible assets, net$830,798 $810,177 $850,768 $881,103 $546,076 
Total assets$2,083,388 $1,560,130 $1,419,447 $1,413,315 $1,019,161 
Non-current liabilities$910,720 $668,951 $672,413 $652,485 $343,570 
Total stockholders’ equity$896,375 $672,256 $525,900 $559,691 $517,381 
The items described below (pre-tax) represent a significant impact to the presentation and comparability of our selected financial data.
During fiscal 2020, the Company recorded a $16.5 million impairment charge to reflect the estimated fair value of an investment in a company, expenses of $14.8 million related to professional fees associated with infrastructure upgrades and our ongoing multi-year investment plan, and $4.3 million of facilities costs. The facilities costs related to duplicate rent associated with the build-out of the new Norwalk, Connecticut headquarters while we still occupied our then-current Norwalk, Connecticut headquarters.
During fiscal 2019, the Company recorded $5.0 million in non-core transaction related revenue. The Company also recorded expenses of $4.3 million in severance costs and $8.7 million related to other corporate actions including stock-based compensation acceleration, professional fees related to infrastructure upgrade activities, and a one-time adjustment related to data costs and occupancy costs.RESERVED
25

Table of Contents
During fiscal 2018, the Company recorded expenses of $17.4 million in restructuring actions, $4.7 million related to other corporate actions, including stock-based compensation acceleration, and $4.9 million in legal matters.
During fiscal 2017, the Company recorded expenses of $5.6 million related to modifications of certain share-based compensation grants, $5.0 million related to restructuring actions and $7.4 million in acquisition-related expenses.
During fiscal 2016, the Company recorded expenses of $4.6 million related primarily to legal matters, $2.8 million from restructuring actions and $1.8 million related to a change in the vesting of performance-based equity options.
2620

Table of Contents
ITEM 7. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
This Management’s Discussion and Analysis of Financial Condition and Results of Operations ("MD&A") should be read in conjunction with the Consolidated Financial Statements and related Notes included in Item 8. Financial Statements and Supplementary Data, of this Annual Report on Form 10-K. For a similar detailed discussion comparing fiscal 20192021 and 2018,2020, refer to Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations within the Company'sour Annual Report on Form 10-K for the year ended August 31, 2019.2021. This discussion contains forward-looking statements that involve risks and uncertainties. Our actual results could differ materially from those discussed below. Factors that could cause such differences include, but are not limited to, those identified below and those discussed in Item 1A. Risk Factors of this Annual Report on Form 10-K.
Management’s Discussion and Analysis of Financial Condition and Results of Operations ("Our MD&A")&A is designed to provide a reader of our financial statements with a narrative from the perspective of our management on our financial condition, results of operations, liquidity and certain other factors that may affect our future results. Our MD&A is presented in the following sections:
Executive Overview
Key MetricsAnnual Subscription Value ("ASV")
Client and User Additions
Employee Headcount
Results of Operations
Non-GAAP Financial Measures
Liquidity and Capital Resources
Off-Balance Sheet Arrangements
Foreign Currency
Critical Accounting Policies and Estimates
New Accounting Pronouncements
Executive Overview
FactSet Research Systems Inc. and its wholly-owned subsidiaries (collectively, "we," "our," "us," the "Company" or "FactSet") is a global provider of integrated financial information, analytical applicationsdata and industry-leading services foranalytics company with an open and flexible digital platform that drives the investment community to see more, think bigger and corporate communities. do its best work. Our strategy is to build the leading open content and analytics platform to deliver a differentiated advantage for our clients’ success.
For over 40 years, the FactSet platform has delivered expansive data, sophisticated analytics and flexible technology used by global financial professionals have utilized our contentto power their critical investment workflows. As of August 31, 2022, we had more than 7,500 clients comprised of approximately 180,000 investment professionals, including asset managers, bankers, wealth managers, asset owners, channel partners, hedge funds, corporate users, private equity and multi-asset classventure capital professionals. Our on- and off-platform solutions across each stage ofspan the investment process. Our goal islifecycle to provide a seamless user experience spanning idea generation,include investment research, portfolio construction and analysis, trade execution, performance measurement, risk management and reporting, in which we servereporting. Our revenues are primarily derived from subscriptions to our multi-asset class data and solutions powered by our content refinery. Our products and services include workstations, portfolio analytics and enterprise solutions.
We provide financial data and market intelligence on securities, companies, industries and people to enable our clients to research investment ideas, as well as to analyze, monitor and manage their portfolios. We combine dedicated client service with open and flexible technology offerings, including a configurable desktop and mobile platform, comprehensive data feeds, cloud-based digital solutions and APIs. Our CGS business supports security master files relied on by the investment industry for critical front, middle and back officesoffice functions.
We drive our business based on our detailed understanding of our clients’ workflows, which helps us to drive productivitysolve their most complex challenges. We provide them with an open digital platform, connected and improved performance. Our flexible, openreliable data, next-generation workflow solutions and technology solutions can be implemented both across the investment portfolio lifecycle or as standalone components serving different workflows in the organization. highly committed service specialists.
We are focused on growingoperate our business through three segments: the Americas, EMEA and Asia Pacific. WithinRefer to Note 18, Segment Information, in the Notes to the Consolidated Financial Statements included in Part II, Item 8. of this Annual Report on Form 10-K for further discussion. For each of our segments, we primarily deliver insight and informationexecute our strategy through our fourthree workflow solutionssolutions: Research & Advisory; Analytics & Trading; and CTS.
21

Table of Research, AnalyticsContents
Business Strategy
As the needs of our clients evolve, they seek personalized and Trading, CTSconnected data, tools for multi-asset class investing and Wealth.
We currently serve a wide range of financial professionals, which include butreduced costs. Clients are not limited to, portfolio managers, investment research professionals, investment bankers, risk and performance analysts, wealth advisors, and corporate clients. We provide both insights on global market trends and intelligence on companies and industries, as well as capabilities to monitor portfolio risk and performance and execute trades. We combine dedicated client service withalso seeking cloud-based solutions, open and flexible technology offerings, such as a configurable desktopsystems and mobile platform, comprehensive data feeds, anincreased efficiencies to support their digital transformations.
Our strategy is to build the leading open marketplace, digital portals and APIs. Our revenue is primarily derived from subscriptions to products and services such as workstations, portfolio analytics, enterprise data, and research management.
Business Strategy
Current technology trends are leading to a greater demand to deliver a fully digital and integrated client experience. To take advantage of these developments we have focused our innovations and strategic investments in cloud computing, data lakes, APIs and our hosted proprietary datacontent and analytics platform to providedeliver differentiated advantages for our clients’ success. To execute this strategy, we plan on:
Growing our digital platform: We are scaling up our content refinery to offer a comprehensive and connected inventory of industry, proprietary and third-party data for the financial community. This data includes granular data for key industry verticals, private companies, wealth management, real-time predictive business intelligencedata, and environmental, social and governance data ("ESG"). We are driving personalized workflow solutions for financial professionals, including asset managers, bankers, wealth managers, asset owners, channel partners, hedge funds, corporate users and private equity and venture capital professionals. We offer an open ecosystem with solutions and content that is accessible and flexible through a seamless clientmyriad of delivery methods. Our goal is to deliver cloud-based data and analytics to our clients, enabling them to more efficiently manage their workflows.
Delivering execution excellence: We are building an agile organization that accelerates product creation and content collection. We offer new products designed for delivery via the cloud, making them highly efficient for our clients. We will continue to employ technology to accelerate the pace of content collection and drive expertise in complex data sets such as private companies, ESG and deep sector. Additionally, we are improving our price realization through consistent packaging and internal governance.
Driving a growth mindset: To drive sustainable growth, we are recruiting, training and empowering a diverse and operationally efficient workforce. As a performance-based culture, we are investing in talent that can create leading technological solutions and efficiently execute our strategy. We use partnerships and acquisitions to accelerate our growth in strategic areas.
Our strategy centers on relentless focus on our clients and their FactSet experience. We continueaim to expand our broad financial content to provide support for our clients' most sophisticated investment strategies including enhanced data in private markets, industry specific deep sectorbe a trusted partner and ESG. As a premier financial solutionsservice provider, for the global financial community, we provide workflow solutions and leading analytical applications,offering personalized digital products powered by cognitive computing to research ideas and uncover relevant insights. Additionally, we continually evaluate business opportunities such as partnerships and acquisitions to increase our capabilities and robust technology, across the investment portfolio lifecycle. competitive differentiation.
We bring the front, middle and back offices together to drive productivity and performance at every step of the investment process using our open and scalable solutions. Our strategy isare focused on growing our global business in each of ourthrough three segments: the Americas, EMEA and
27

Table of Contents
Asia Pacific. We believe this geographical strategic alignment helps us better manage our resources. Toresources, target our solutions and interact with our clients. We further execute on our businessgrowth strategy of broad-based growth across each geographical segment, we continue to look at ways to create value for our clients by offering data, products and analytical applications within our fourthree workflow solutions ofsolutions: Research & Advisory; Analytics & Trading; and Trading, CTS and Wealth.CTS.
Fiscal 20202022 Year in Review
RevenueRevenues for the fiscal year 20202022 was $1.49$1.8 billion, an increase of 4.1%15.9% from the prior year. This increase was due to growthRevenues increased across all our operating segments, primarily in the Americas, followed by EMEA and Asia Pacific, supported by increased revenuerevenues from each of our workflow solutions, mainly in CTS, followed by Research & Advisory and Analytics and Trading followed by CTS and Wealth. Revenue also increased due to the benefit from our annual price increase. The revenueOrganic revenues contributed to 9.8% of the growth during fiscal 2022, compared with the prior year period. Refer to Part II, Item 7. Management's Discussion and Analysis of 4.1% was fully attributed to organic revenue growth, which excludes the effects of acquisitionsFinancial Condition and dispositions completed in the last 12 months, changes in foreign currency rates in all periods presented and the deferred revenue fair value adjustments from purchase accounting (Refer to Results of Operations, Non-GAAP Financial Measures inof this MD&AAnnual Report on Form 10-K for further discussion ona reconciliation between revenues and organic revenue). revenues.
As of August 31, 2020,2022, organic annual subscription value ("organicOrganic ASV") plus professional servicesProfessional Services totaled $1.56$1.8 billion, an increase of 5.3%9.3% over the prior year. Organic ASV increased across all our segments, with the majority of the increase related to the Americas, followed by EMEA and Asia Pacific, supported by increases in our workflow solutions, mainly Research & Advisory and Analytics & Trading, followed by CTS. Refer to Part II, Item 7. Management's Discussion and Analysis of
22

Table of Contents
Financial Condition and Results of Operations, Annual Subscription Value of this Annual Report on Form 10-K for the definitions of Organic ASV and Organic ASV plus Professional Services.
Operating income for the fiscal year 2022 increased 0.3%, compared with the prior year period. Operating margin decreased in fiscal 2022 to 25.8%, compared with 29.8% for fiscal 2021. Operating margin decreased primarily due to impairment charges related to vacating certain leased office space and higher amortization of intangible assets, primarily from the CGS acquisition, partially offset by 0.4%growth in revenues and dilutedlower employee compensation expense, when expressed as a percentage of revenue. Diluted earnings per share ("EPS") increased 6.3%decreased 1.1% compared towith the prior year. This increase in operating income and EPS was primarily driven by revenue growth of 4.1%, a decrease in non-compensatory employee related expenses and a reduction in bad debt expense. This increase was partially offset by higher spend in employee compensation, including stock-based compensation, increased computer-related expenses, the impairment of an investment and increased professional fees on a year-over-year basis. Additionally, EPS benefited from a reduction in the income tax provision, interest expense and diluted weighted average shares outstanding, compared to the prior year period.
Our clients and users reached new highs of 5,8757,538 and 133,051,179,982, respectively, in fiscal 2020. Over the last 12 months, we2022. We returned $310.1$144.6 million to stockholders in the form of share repurchases and dividends.dividends paid during fiscal 2022.
As of August 31, 2020,2022, our employee count was 10,484,11,203, up 8.3%2.9% in the past 12 months, due primarily to an increase in net new employees of 9.8%4.5% in Asia Pacific 6.4%and 2.1% in EMEA, and 5.4%partially offset by a decrease of 1.6% in the Americas. Of our total employees, as of August 31, 2020, 6,643 were located in Asia Pacific, 2,477 were located in the Americas and 1,364 were located in EMEA. Our centers of excellence, located in India and the Philippines, primarily focus on content collection that benefit all our segments.
FactSetWe garnered manymultiple awards in 2020,2022, with honors covering every aspect of the Company's business. Highlights include: Buy-Sidespanning multiple workflows, including research, risk, performance, trading and wealth management. We were recognized by over thirty industry awards and rankings reports, including winning four categories in WatersTechnology’s 2022 Inside Market Risk Management ProductData & Inside Reference Data awards, Snowflake Marketplace Partner of the Year from the Risk.net Markets Technology Awards; Best EMS from the Markets Media Markets Choice Awards; Best Client Reporting Solution from the FTF News Technology Innovation Awards; Best Technology Provider, Client Portals, from the Wealthmanagement.com Awards; and various awards includingWaters Rankings 2022 Best Data ProviderAnalytic Provider.
CUSIP Global Services Acquisition
On December 24, 2021, we entered into a definitive agreement to acquire CGS, previously operated by S&P Global Inc. on behalf of the Buy-Side, Best Data Provider toAmerican Bankers Association ("ABA"), for $1.932 billion in cash, inclusive of working capital adjustments. The acquisition was completed on March 1, 2022. CGS manages a database of 60 different data elements uniquely identifying more than 50 million global financial instruments. It is the Sell-Side,foundation for security master files relied on by critical front, middle and Best Buy-Side Data Analytics Tool organized by Waters Technology.
Client Service / Customer Success
An important partback office functions. CGS is the exclusive provider of our comprehensive value to clients is our Customer Success team, a versatile group of business-people with knowledge of financial marketsCommittee on Uniform Security Identification Procedures ("CUSIP") and FactSet's solutions. Customer Success Managers work closely with our clients, advising them on how FactSet's solutions can best be leveraged to enhance efficiency across workflows. Additionally, our informationCUSIP International Number System ("CINS") identifiers globally and analytical applications are supported by a team of financial data and modeling experts, who take a consultative approach to fully understand our clients’ challenges and advise them on how FactSet solutions can best be tailored and leveraged to meet each client's unique objectives and strategies.
A client-centric approach is foundational toalso acts as the Company's ongoing achievements. Client satisfaction is therefore critical to how we measureofficial numbering agency for International Securities Identification Number ("ISIN") identifiers in the success our success. According to our global client satisfaction survey, greater than 93% of respondents were satisfied or very satisfied with FactSet’s support.United States. We believe that the CGS acquisition will significantly expand our critical role in the global capital markets. Revenues from CGS are recognized based on geographic business activities in accordance with how our operating segments are currently aligned. CGS functions as part of CTS.
The purchase price for the CGS acquisition was financed from the net proceeds of the issuance of the Senior Notes and borrowings under the 2022 Credit Facilities. Refer to Note 6, Acquisitions andNote 12, Debt for more information on these strong relationships help ensure continued high ratesdefined terms as well as our acquisition of retentionCGS, the Senior Notes and account expansion.the 2022 Credit Facilities.
COVID-19 Update
A novel strain of coronavirus, now known as COVID-19 ("COVID-19"), was first reported in December 2019, and it has since extensively impacted the global health and economic environment, with the World Health Organization characterizing COVID-19 as a pandemic on March 11, 2020. The COVID-19 virus has spreadIn response to nearly all regions in the world, creating significant uncertainties and disruption in the global economy.
28

Table of Contents
We closely monitor pandemic-related developments, and our highest priority is the health and safety of our employees, clients, vendors and stakeholders. We have taken, and continue to take, numerous steps to address the COVID-19 pandemic. We havepandemic, we implemented a business continuity plan with a dedicated incident management team to respond quickly and effectively to changes in our environment toprovide ongoing guidance so that we could continue offering our clients uninterrupted products, services and support while also protecting our employees. We will continue to coordinatebelieve these actions have been successful and that the pandemic, and our COVID-19 response based on guidance from global health organizations, relevant governments andresponses, have not significantly affected our financial results during fiscal 2022.
At the outset of the pandemic, response best practices.
We havewe required the vast majority of our employees at our offices across the globe (including our corporate headquarters) to work remotely on a temporary basis and have implemented global travel restrictions for our employees. Nearly all our employees are currently working remotely. We believe our transition to remote working has been successful and has not significantly affected our financial results for the fiscal year ended August 31, 2020.
We are planning to re-open many ofSince that time, we have re-opened our offices during fiscal 2021, utilizing a three-phased approach to provide flexibility for employeesglobally with a focus on social distancing and safety. Our offices will not re-open untilsafety, while acting consistently with applicable local authorities permit us to do so and our own criteria and conditions to ensure employee health and safety are satisfied. There can be no assurances as to when we re-open our offices or that there will be no negative impacts arising from the return to the office environment.
regulations. As of August 31, 2020,2022, there have been minimal interruptions in our ability to provide our products, services and support to our clients. Working remotely has had relatively little impact on the productivity of our employees, including our ability to gather content. We continue to work closely withBased on our clients to provide consistent access to our products and services and have remained flexible to achieve client priorities as many implement their own contingency plans. We have increased our support desk resources to manage increased volumes and have extended additional web IDs to our clientssuccess working in need of immediatea remote access to financial data.
We have not observed any significant client loss, deterioration in the collectability of receivables, reduction in liquidity, or decline in subscription renewal rates as a result ofenvironment during the COVID-19 pandemic. pandemic, we have implemented a new work standard under which employees in many of our locations, where permitted by local laws and regulations, and where the role permits, have the opportunity to choose between different work arrangements. These include working in a hybrid arrangement, where an employee can split time between working from the office and working from a pre-approved remote location, or a fully remote arrangement, where an employee can work entirely from a pre-approved remote location.
Our revenue,revenues, earnings and ASV are relatively stable and predictable as a result of our subscription-based business model. To date, we have not seen the COVID-19 pandemic havinghas not had a material negative impact on our revenuerevenues, earnings or ASV, althoughASV. As we anticipate that there may be some level of revenue and ASV weakness going forward due to longer sales cycles and lower incremental client billings. The COVID-19 pandemic could curtail our clients’ spending and lead them to delay or defer purchasing decisions or product and service implementations or may cause them to cancel or reduce their spending with us. In determining the possible revenue and ASV impact from the COVID-19 pandemic, we consider the potential delay in decision making causing longer sales cycles (or conversely delayed cancellations from clients); implementation risk due to restrictions on being ablecontinue to work onsite at our clients' facilities;in remote and possible reduced seasonal hiring at investment banks, which are some of our largest clients, over the summer months.
We have incurred, and expect to continue to incur, additional expenses in response to the COVID-19 pandemic, including costs to enable our employees to support our clients while working remotely. These additional expenses were not material to our fiscal 2020 results, andhybrid environments, reductions in discretionary spending, particularly travel and entertainment, have more than offset theseany related increased expenses. Given our transition to our new work standard, we anticipate that many of these
23

Table of Contents
expense reductions will continue going forward, including incurring less travel and entertainment spending than we did pre-pandemic. We also reassessed our real estate footprint in light of these new work arrangements and have exited office space that we believe will no longer be necessary. For the year ended as of August 31, 2022, we recognized $62.2 million in impairment charges related to vacating certain leased office space to resize our real estate footprint for the hybrid work environment. While we will continue to evaluate our real estate needs, we expect that implementingthis initiative is largely complete, and we do not currently anticipate additional cost reduction efforts will help us mitigatesimilarly-sized real estate impairment charges as part of the impact that any reduced revenues may have on our future operating income. We may consider reducing expenses further through such methods as reduction of discretionary spending, including travel and entertainment; tighter management of headcount spending; and reduction in variable third-party content costs in a manner consistent with client demand.
On March 27, 2020, the Coronavirus Aid, Relief, and Economic Security ("CARES") Act was signed into law to address the economic impact of the COVID-19 pandemic. We continue to monitor any effects that may result from the CARES Act and other similar legislation or actions in geographies in which our business operates.real estate footprint.
Refer to Part I, Item 1. Business, Human Capital Management, How We Work and Item 1A. Risk Factors, Operational Risks of this Annual Report on Form 10-K for further discussion of the potential impact of the COVID-19 pandemic on our business.
Ukraine/Russia Conflict
29
As the ongoing military conflict between Russia and Ukraine continues, we are closely monitoring the current and potential impact on our business, our people and our clients. We have taken all necessary steps to ensure compliance with all applicable regulatory restrictions on international trade and financial transactions. We have discontinued all commercial operations and delivery of products and services to clients inside Russia; have terminated all contracts with vendors in Russia; and have suspended all new business, trials and prospecting activities in Russia. Total revenues associated with clients in Russia were not material to our consolidated financial results, and termination of Russian vendors has not had a material impact on our business or client relationships. We have no offices in Russia or Ukraine, and none of our employees or contractors has been directly impacted by the crisis. We are monitoring the regional and global ramifications of the events in the area, are in close contact with our office in Latvia, and are reviewing our business continuity plans to ensure that we are prepared in the event this office is impacted. Our cybersecurity teams are ready to respond in the event of any attempted systems compromise.

Annual Subscription Value ("ASV")
TableWe believe ASV reflects our ability to grow recurring revenues and generate positive cash flow and is the key indicator of Contents
Key Metrics
The table below provides a reconciliationthe successful execution of ASV to organic ASV:
As of August 31,
(in millions)20202019Change
ASV(1)
$1,539.2 $1,458.0 
Currency impact to ASV(4.7)— 
Organic ASV$1,534.5 $1,458.0 5.2 %
our business strategy.
(1)
ASV"ASV" at any given point in time represents theour forward-looking revenuerevenues for the next 12 months from all subscription services currently being supplied to clients, excluding revenues from Professional Services.
"Organic ASV" at any point in time equals our ASV excluding ASV from acquisitions and excludes professional service fees, whichdispositions completed within the last 12 months and the effects of foreign currency movements on the current year period.
"Professional Services" are not subscription-based.revenues derived from project-based consulting and implementation, annualized over the past 12 months.
"Organic ASV plus Professional Services" at any point in time equals the sum of Organic ASV and Professional Services.
Organic ASV Growthplus Professional Services
AsThe following table presents the calculation of Organic ASV plus Professional Services as of August 31, 2020, our organic ASV totaled $1.53 billion, up 5.2% over the prior year comparable period.2022. With proper notice provided to us,as contractually required, our clients can add to, delete portions of, or terminate service, subject to certain contractual limitations.
(in millions)As of August 31, 2022
As reported ASV plus Professional Services(1)
$2,002.1 
Currency impact(2)
5.1 
Acquisition ASV(3)
(170.2)
Organic ASV plus Professional Services$1,837.0 
Organic ASV plus Professional Services growth rate9.3 %
(1)Includes $24.0 million in Professional Services as of August 31, 2022.
(2)The increase in year-over-year organic ASV was due to growth across all of our geographic segmentsimpact from increased sales of products and solutions to new and existing clients. The majority of the organic ASV increase related to increased sales in the Americas, followed by increased sales in EMEA and Asia Pacific, as well as the benefit from our annual price increase, partially offset by cancellations. The increase in organic ASV was due to growth in all our workflow solutions, driven mainly by an increase in Analytics and Trading, followed by CTS and Wealth. The organic ASV increase in Analytics and Trading was mainly due to increased sales for our risk management and portfolio reporting solutions. The increase in organicforeign currency movements.
(3)Acquired ASV from CTS was primarily driven by increased sales in premium and core data feeds, whileacquisitions completed within the organic ASV increase in Wealth was mainly due to increased traditional and web-based workstation sales.last 12 months.
As of August 31, 2020, organic2022, Organic ASV plus professional servicesProfessional Services was $1.56$1.8 billion, an increase of 5.3%9.3% compared with August 31, 2021. The increase in year-over-year Organic ASV was largely attributable to increased sales to existing clients, followed by new client sales and existing client price increases, partially offset by existing client cancellations.
24

Table of Contents
Organic ASV increased across all our geographic segments with the majority of the increase related to the prior year period. The professional service fees were $25.0 millionAmericas, followed by EMEA and $22.9 millionAsia Pacific. This increase was driven by additional sales in our workflow solutions, primarily in Research & Advisory and Analytics & Trading, followed by CTS. Sales increased in Research & Advisory mainly due to higher demand for our workstations. Sales increased in Analytics & Trading mainly from our performance and reporting products, portfolio analytics solutions and portfolio and benchmark services. CTS sales increased primarily due to purchases of company financial data, such as of August 31, 2020fundamentals, estimates and 2019, respectively.ownership, along with data management solutions to empower data connectivity.
Segment ASV
As of August 31, 2020,2022, ASV from the Americas represented 64% of total ASV and was $956.6$1,262.4 million, an increase from $1,039.4 million as of 5.2%August 31, 2021. Americas Organic ASV increased to $1,135.3 million as of August 31, 2022, a 9.3% increase compared with August 31, 2021.
As of August 31, 2022, ASV from EMEA equaled 26% of total ASV and was $515.3 million, an increase from $450.0 million as of August 31, 2021. EMEA Organic ASV increased to $486.0 million as of August 31, 2022, an 8.4% increase compared with August 31, 2021.
As of August 31, 2022, ASV from Asia Pacific comprised 10% of total ASV and was $200.4 million, an increase from $174.7 million as of August 31, 2021. Asia Pacific Organic ASV increased to $191.7 million as of August 31, 2022, a 12.0% increase compared with August 31, 2021.
The increased Organic ASV in the prior year period. ThisAmericas was primarily driven by increased sales of Research & Advisory and Analytics & Trading. The EMEA organic ASV increase was mainly driven by higher sales of Research & Advisory, Analytics & Trading and CTS. The Asia Pacific organic ASV increase was primarily due to increased sales fromof Analytics and& Trading and CTS, as well as the benefit from our annual price increase, partially offset by cancellations.
ASV from EMEA was $426.0 million as of August 31, 2020, an increase of 5.7% compared to the prior year period. The ASV increase in EMEA was primarily driven by Analytics and Trading and CTS and the benefit from our annual price increase, partially offset by cancellations.
Asia Pacific ASV was $156.5 million as of August 31, 2020, an increase of 7.6% compared to the prior year period. ASV increased in Asia Pacific mainly due to Analytics and Trading and CTS, as well as the benefit from our annual price increase, partially offset by cancellations.
Combined EMEA and Asia Pacific ASV represented 37.8% of total ASV as of August 31, 2020, up from 37.6% in the prior year period.Research & Advisory.
Buy-side and Sell-side Organic ASV Growth
Buy-sideThe buy-side and sell-side Organic ASV growth rates for the last 12 monthsat August 31, 2022, compared with August 31, 2021, were 5.4%8.5% and 4.6%13.8%, respectively. Buy-side clients account for approximately 84%83% of our organic ASV, consistent with the prior year period, and primarily include portfolio managers, analysts, traders, wealth managers, performance teams and risk and compliance teams at a variety of firms, such as traditional asset managers, wealth advisors, corporations,managers, asset owners, channel partners, hedge funds insurance companies, plan sponsors and fund of funds.corporate firms. The remaining portionremainder of our organicOrganic ASV is derived from sell-side clients,firms and primarily including investment bankers,include broker-dealers, banking and advisory, private equity and research analysts.venture capital firms.

30

Table of Contents
Client and User AdditionsAdditions
The table below presents our total clients and users:
As of and for the
Year Ended August 31,
20222021Change
Clients(1)
7,538 6,453 16.8 %
Users179,982 160,932 11.8 %

(1)
As of and for the
Year Ended August 31,
20202019Change
Clients5,875 5,574 5.4 %
Users133,051 126,822 4.9 %
The client count includes clients with ASV of $10,000 and above.
Our total client count was 5,8757,538 as of August 31, 2020, representing2022, a net increase of 30116.8%, or 5.4%1,085 clients in the last 12 months. The net increase was primarily driven bymonths, mainly due to an increase in corporate andclients, wealth management clients, partially offset by institutional asset management clients. As part ofand private equity and venture capital firms. We believe this increase is primarily due to our long-term growth strategy, we continue tocontinued focus on expandingour on- and cultivating relationships with our existing client base through sales of workstations, applications, servicesoff-platform workflow-focused solutions, connected content and content.client-focused services.
As of August 31, 2020,2022, there were 133,051179,982 professionals using FactSet, representing a net increase of 6,22911.8%, or 4.9%19,050 users, in the last 12 months, primarily driven by an increase in wealth advisory professionals from our wealth management clients, as well as an increase in sell-side users from our banking clients. The increase in users was mainly due to new wealth management clients, improvement in our client retention and corporate professionals.increased new hiring at our banking clients.
Annual clientASV retention was greater than 95% of ASV for the period ended August 31, 20202022 and August 31, 2019.2021. When expressed as a percentage of clients, annual retention increased towas approximately 90%92% for the period ended August 31, 2020, compared to2022, an improvement from approximately 89%91% for the period ended August 31, 2019. 2021.
25

Table of Contents
Employee Headcount
As of August 31, 2020,2022, our largest individual client accounted for approximately 3%employee headcount was 11,203, an increase of our total subscriptions, and annual subscriptions from our ten largest clients did not surpass 15% of our total client subscriptions.
Returning Value to Stockholders
On August 14, 2020, our Board of Directors approved a regular quarterly dividend of $0.77 per share. The cash dividend of $29.1 million was paid on September 17, 2020 to common stockholders of record at the close of business on August 31, 2020. We repurchased 0.7 million shares of common stock for $199.6 million during fiscal 2020 under our existing share repurchase program. Over the last 12 months, we returned $310.1 million to stockholders in the form of share repurchases and dividends.
On March 24, 2020, our Board of Directors approved a $220.0 million increase to the existing share repurchase program. As a result of this expansion, $259.0 million is available for future share repurchases2.9% compared with 10,892 employees as of August 31, 2020.
Capital Expenditures
Capital expenditures as2021. This growth in headcount was due to an increase in net new employees of 4.5% in Asia Pacific and 2.1% in EMEA, partially offset by a decrease of 1.6% in the Americas. At August 31, 20202022, 7,401 employees were $77.6 million, compared to $59.4 million a year ago. Capital expenditures of $43.6 million, or 56% of our total capital expenditures, were related to facilities investments, primarily forlocated in Asia Pacific, 2,400 in the build-out of our new corporate headquartersAmericas and 1,402 in Norwalk, Connecticut, as well as new office space in India and the Philippines. The remainder of our capital expenditures included $17.0 million of investments in technology primarily in Norwalk, Connecticut, as well as in India and the Philippines and $17.0 million in development costs related to internal-use software.EMEA.
Results of Operations
For an understanding of the significant factors that influenced our performance during fiscal 20202022 and 2019,2021, the following discussion should be read in conjunction with the Consolidated Financial Statements and related Notes included in Item 8. of this Annual Report on Form 10-K.
31

Table of Contents
The following table summarizes the results of operations for the periods described:
Years ended August 31, Years ended August 31,
(in thousands, except per share data)20202019$ Change% Change
Revenue$1,494,111 $1,435,351 $58,760 4.1 %
(in thousands, except share and per share data)(in thousands, except share and per share data)20222021$ Change% Change
RevenuesRevenues$1,843,892 $1,591,445 $252,447 15.9 %
Cost of servicesCost of services$695,446 $663,446 $32,000 4.8 %Cost of services871,106 786,400 84,706 10.8 %
Selling, general and administrativeSelling, general and administrative$359,005 $333,870 $25,135 7.5 %Selling, general and administrative433,032 331,004 102,028 30.8 %
Asset impairmentsAsset impairments64,272 — 64,272 N/M
Operating incomeOperating income$439,660 $438,035 $1,625 0.4 %Operating income$475,482 $474,041 $1,441 0.3 %
Net incomeNet income$372,938 $352,790 $20,148 5.7 %Net income$396,917 $399,590 $(2,673)(0.7)%
Diluted weighted average common sharesDiluted weighted average common shares38,736 38,570 
Diluted earnings per common shareDiluted earnings per common share$9.65 $9.08 $0.57 6.3 %Diluted earnings per common share$10.25$10.36$(0.11)(1.1)%
Diluted weighted average common shares38,646 38,873  
RevenueRevenues
RevenueRevenues in fiscal 20202022 was $1.49$1.8 billion, an increase of 4.1%15.9% compared to the prior year. TheThis increase in revenuerevenues was drivenlargely attributed to increased sales to existing clients, new client sales and existing client price increases, partially offset by existing client cancellations. Revenues increased across all our segments, primarily byfrom the Americas, followed by EMEA and Asia Pacific. This increase in segment revenue was supportedPacific, driven by increased revenue acrossrevenues in all our workflow solutions, most notably by Analytics and Trading,mainly in CTS, followed by CTSResearch & Advisory and Wealth, as well as the benefit from our annual price increase and lower cancellations asAnalytics & Trading, compared towith the prior year. The revenue growth of 4.1%Organic revenues increased to $1.7 billion for the fiscal 2020 compared toyear ended 2022, a 9.8% increase over the prior year period was reflective of organic revenue growth of 4.0% and a 10 basis point increase from deferred revenue fair value adjustments from purchase accounting. (Referperiod. Refer to Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations, Non-GAAP Financial Measures in the MD&Aof this Annual Report on Form 10-K for further discussion on organic revenue).revenues.
Revenue by Operating Segment
(in thousands)Years ended August 31,
20202019
Americas$929,444 $894,554 
% of revenue62.2 %62.3 %
EMEA$422,203 $408,084 
% of revenue28.3 %28.5 %
Asia Pacific$142,464 $132,713 
% of revenue9.5 %9.2 %
Consolidated Revenue$1,494,111 $1,435,351 
Revenues from our Americas segment increased 3.9% to $929.4 millionThe growth in fiscal 2020 compared to $894.6 million in fiscal 2019. This increase was primarily due to increased salesrevenues of products and solutions, particularly in Analytics and Trading and CTS, the benefit from our annual price increase for the majority of our Americas segment clients and a reduction in cancellations on a year-over-year basis. The revenue growth of 3.9% is fully attributed to organic revenue growth. Revenues from our Americas operations accounted for 62% of our consolidated revenue during fiscal 2020, which is consistent with the prior year period.
EMEA revenues increased 3.5% to $422.2 million in fiscal 2020 compared to $408.1 million in fiscal 2019. This increase was primarily driven by increased sales of products and solutions, particularly in Analytics and Trading, the benefit from our annual price increase for the majority of our EMEA clients and a reduction in cancellations on a year-over-year basis. The revenue growth of 3.5% for fiscal 2020 compared to the prior year period15.9% was reflective of organic revenuerevenues growth of 3.2%, a 10 basis point increase from foreign currency exchange rate fluctuations9.8% and a 20 basis point6.6% increase from deferred revenue fair value adjustments from purchase accounting.
Asia Pacific revenues increased 7.3% to $142.5 million during fiscal 2020, compared with $132.7 million in fiscal 2019. This increase wasprimarily due mainly to increased sales of products and solutions, primarily in Analytics and Trading, the benefit from our annual price increase for the majority of our Asia Pacific clients and a reduction in cancellations on a year-over-year basis. The revenue growth of 7.3% for fiscal 2020 compared to the prior year period was reflectiveimpact of organic revenue growth of 7.2% andacquisition-related revenues, partially offset by a 10 basis point increase0.5% decrease from foreign currency exchange rate fluctuations.
3226

Table of Contents
RevenueRevenues by Segment
The following table summarizes our revenues by segment for the periods described:
Years ended August 31,
(in thousands)20222021$ Change% Change
Americas$1,173,946 $1,008,046 $165,900 16.5 %
% of revenues63.7 %63.3 %
EMEA$484,279 $427,700 $56,579 13.2 %
% of revenues26.3 %26.9 %
Asia Pacific$185,667 $155,699 $29,968 19.2 %
% of revenues10.0 %9.8 %
Consolidated Revenues$1,843,892 $1,591,445 $252,447 15.9 %
Americas revenues increased 16.5% to $1,173.9 million in fiscal 2022, compared with $1,008.0 million from the same period a year ago. The increased revenues were mainly due to increased sales in all of our workflow solutions, primarily in CTS, followed by Research & Advisory and Analytics & Trading. The revenues growth of 16.5% was due to organic revenues growth of 8.6% and a 7.9% increase due to the impact of acquisition-related revenues.
EMEA revenues increased 13.2% to $484.3 million in fiscal 2022, compared with $427.7 million from the same period in the prior year. This revenues growth was mainly due to increased sales in all of our workflow solutions, primarily in CTS, followed by Research & Advisory and Analytics & Trading. The EMEA revenues growth of 13.2% was driven by organic revenues growth of 10.0% and a 4.2% increase due to the impact of acquisition-related revenues, partially offset by a 1.0% decrease from foreign currency exchange rate fluctuations.
Asia Pacific revenues increased 19.2% to $185.7 million in fiscal 2022, compared with $155.7 million from the same period in the prior year. This revenues growth was mainly due to increased sales in all of our workflow solutions, primarily in CTS, followed by Research & Advisory and Analytics & Trading. The Asia Pacific revenues growth of 19.2% was due mainly to organic revenues growth of 17.2% and a 4.3% increase in acquisition-related revenues, partially offset by a 2.3% decrease from foreign currency exchange rate fluctuations.
Revenues by Workflow Solution
The revenue growth in revenues of 4.1%15.9% for fiscal 2022, compared with the same period a year ago, was due to growth in revenues across our operating segments for fiscal 2020 compared to the prior year period wassupported by increased revenues from our workflow solutions, primarily driven by Analytics and Trading,from CTS, followed by Research & Advisory and Analytics & Trading. The increase in CTS revenues was driven mainly by CUSIP related data licensing and Wealth,issuance revenues and sales of company financial data, such as well as the benefit fromfundamentals, estimates and ownership. The increase in Research & Advisory revenues was driven mainly by higher demand for our annual priceworkstations. The increase and a reduction in cancellations on a year-over-year basis. Revenue growthrevenues from Analytics and& Trading was primarily due to increased demand for our risk management,performance and reporting products and portfolio analytics and reporting solutions. The growth in CTS was driven mainly by increased sales of core and premium data feeds. Revenue growth from Wealth was driven mainly by to higher sales of our traditional and web-based workstation product. Offsetting these positive growth factors were cancellations resulting from continued industry-wide cost pressures and firm consolidations.

Operating Expenses
(in thousands)Years ended August 31,
20202019$ Change% Change
Cost of services$695,446 $663,446 $32,000 4.8 %
Selling, general and administrative ("SG&A")359,005 333,870 $25,135 7.5 %
Total operating expenses$1,054,451 $997,316 $57,135 5.7 %
Operating income$439,660 $438,035 $1,625 0.4 %
Operating Margin29.4 %30.5 %
Principal Operating Costs and Expenses
Cost of Servicesservices is mainly comprised of employee compensation costs and also includes costs primarily related to data costs, computer-related expenses, amortization of identifiable intangible assets, royalty fees, client-related communication costs and computer depreciation.
Selling, general and administrative ("SG&A") consist primarily of employee compensation costs and also includes expenses related to occupancy costs, professional fees, depreciation of furniture and fixtures, amortization of leasehold improvements, travel and entertainment expenses, marketing costs, non-compensatory employee expenses, internal communication costs and bad debt expense.
Employee compensation costs are a major component of both our cost of services and SG&A. These expenses primarily include costs related to salaries, incentive compensation and sales commissions, stock-based compensation, benefits, employment taxes, and any applicable restructuring costs.
27

Table of Contents
We assign employee compensation costs between costs of services and SG&A based on the roles and activities associated with each employee. We categorize employees within the content collection, consulting, product development, software and systems engineering groups as cost of services personnel. Employees included in our sales department and those that serve in various other support departments, including marketing, business development, finance, legal, human resources and administrative services, are classified as SG&A.
Asset impairments consist primarily of expenses recognized when the carrying amount of an asset exceeds its fair value.
The following table summarizes the components of our total operating expenses and operating margin for the periods described:
(in thousands)Years ended August 31,
20222021$ Change% Change
Cost of services$871,106 $786,400 $84,706 10.8 %
SG&A433,032 331,004 102,028 30.8 %
Asset impairments64,272 — $64,272 N/M
Total operating expenses$1,368,410 $1,117,404 $251,006 22.5 %
Operating income$475,482 $474,041 $1,441 0.3 %
Operating Margin25.8 %29.8 %(13.4)%
Cost of Services
Cost of services increased 4.8%10.8% to $695.4$871.1 million in fiscal 20202022 compared to $663.4with $786.4 million in fiscal 2019. This increase wasthe same period a year ago, primarily due to an increase in amortization of intangible assets, computer-related expenses, royalty fees, data costs and employee compensation costs, including stock-based compensation.expense.
Cost of services, when expressed as a percentage of revenue,revenues, was 46.5%47.2% during fiscal 2020, an increase2022, a decrease of 30220 basis points over the prior year period. This decrease was primarily due to lower employee compensation costs, computer depreciation and data costs, partially offset by higher amortization of intangible assets, royalty fees and computer-related expenses.
Employee compensation costs decreased 430 basis points primarily due to a reduction in salaries related to a shift from high to low cost locations, an increase in stock-based compensation expense and an increase in year-over-year variable compensation, partially offset by a net increase in employee headcount of 120 employees
Computer depreciation expense decreased by 40 basis points as certain network equipment was fully depreciated during fiscal 2022, with less replacement equipment needed due to our migration to cloud-based hosting services.
Data costs decreased by 30 basis points due to revenue growth outpacing the cost of servicecontent.
Amortization of intangible assets increased 140 basis points mainly due to increased amortization related to acquired intangible assets, primarily from the CGS acquisition, and increased amortization from capitalized internal-use software.
Royalty fees increased cost of services 90 basis points due to contracts acquired in connection with the acquisition of CGS.
Computer-related expenses increased 60 basis points due to increased spend from our migration to cloud-based hosting services and licensed software arrangements.
Selling, General and Administrative 
SG&A expenses increased 30.8% to $433.0 million during fiscal 2022, compared with $331.0 million from the same period a year ago, primarily due to higher employee compensation expense and professional fees.
SG&A expenses, expressed as a percentage of revenues, were 23.5% in fiscal 2022, an increase of 270 basis points over the prior year period. This increase was primarily due to higher professional fees and employee compensation expense.
Professional fees increased 80 basis points, primarily driven by costs incurred in connection with the acquisition of CGS.
Employee compensation expense increased 70 basis points, primarily due to increased variable compensation, a net increase in SG&A employee headcount of 191, increased stock-based compensation expense and higher annual base salaries.
28

Table of Contents
Occupancy costs decreased 60 basis points mainly driven by vacating leased office space resulting in the recognition of asset impairment charges of our lease right-of-use ("ROU") asset during fiscal 2022. This impairment accelerated the recognition of lease expense, thereby reducing occupancy costs recorded over the remaining lease terms.
Asset Impairments
Asset impairments incurred during fiscal 2022 were $64.3 million, or 3.5% when expressed as a percentage of revenues. This asset impairment charge included $62.2 million related to our lease ROU assets and property, equipment and leasehold improvements associated with vacating certain leased office space to resize our real estate footprint for the hybrid work environment. We fully impaired our lease ROU assets for locations we vacated, with no intention to sublease. For locations we intend to sublease, we recognized an impairment when the estimated fair value of the lease ROU asset was less than its carrying value. Substantially all the property, equipment and leasehold improvements associated with the vacated lease office space was fully impaired as there are no expected future cash flows for these items.
Operating Income and Operating Margin
Operating income increased 0.3% to $475.5 million in fiscal 2022, compared with $474.0 million in the prior year. This increase was primarily due to growth in revenues of 15.9%, largely offset by higher operating expenses due mainly to impairment charges related to vacating certain leased office space and higher employee compensation expense, amortization of intangible assets, computer-related expenses, professional fees and data costs. Foreign currency exchange rate fluctuations, net of hedge activity, decreased operating income by $3.1 million.
Operating margin decreased in fiscal 2022 to 25.8%, compared with 29.8% for fiscal 2021. Operating margin decreased primarily due to impairment charges related to vacating certain leased office space and higher amortization of intangible assets, royalty fees, professional fees and computer-related expenses, when expressed as a percentage of revenues, partially offset by a reductiongrowth in revenues and lower employee compensation expense, occupancy costs, computer depreciation and data costs, when expressed as a percentage of revenue. revenues.
Operating Income by Segment
Our internal financial reporting structure is based on three segments: the Americas; EMEA; and Asia Pacific. Refer to Note 18, Segment Information, for further discussion regarding our segments. The following table summarizes our operating income by segment for the periods described:
 Years ended August 31,
(in thousands)20222021$ Change% Change
Americas$159,140 $218,180 $(59,040)(27.1)%
EMEA196,231 159,704 36,527 22.9 %
Asia Pacific120,111 96,157 $23,954 24.9 %
Total Operating Income$475,482 $474,041 $1,441 0.3 %
Americas
Americas operating income decreased 27.1% to $159.1 million during fiscal 2022, compared with $218.2 million from the prior year. This decrease is primarily due to asset impairments, higher employee compensation expense, amortization of intangible assets, computer-related expenses, professional fees, and royalty fees, partially offset by growth in revenues of 16.5%.
Asset impairments include $62.2 million related to our lease ROU assets and property, equipment and leasehold improvements associated with vacating certain leased office space to resize our real estate footprint for the hybrid work environment.
Employee compensation expense increased primarily due to increased variable compensation, higher stock compensation expense and an increase in annual base salary, partially offset by a decrease in net employee headcount of 39.
Amortization of intangible assets primarily increased due to amortization related to acquired intangible assets primarily from the CGS acquisition and increased amortization from capitalized internal-use software.
Computer-related expenses increased 150 basis points, primarily driven bydue to increased technology investments, includingspend from our migration to cloud-based hosting services and licensed software arrangements. Employee compensation costs decreased 60 basis points due mainly to higher capitalization of compensation costs related to development of our internal-use software projects, as well as a shift in headcount distribution from higher to lower cost locations. This employee compensation expense decrease was partially offset by higher annual base salaries, a net increase in employee headcount of 803 employees, with the majority of the compensation from new employee headcount included in cost of services, and higher vacation accrual expense. Data costs decreased 40 basis points
Professional fees increased primarily due to our effortscosts incurred in connection with the acquisition of CGS.
Royalty fees increased due to control our data cost spend.contracts acquired in connection with the acquisition of CGS.
Selling, General and Administrative 
29

Table of Contents
Selling, general and administrative ("SG&A") expenses
EMEA
EMEA operating income increased 7.5%22.9% to $359.0$196.2 million during fiscal 20202022, compared to $333.9with $159.7 million in fiscal 2019.from the prior year. This increase was primarily due to an impairment on an investmentgrowth in a company, an increase in employee compensation costs, and professional fees, partially offset byrevenues of 13.2%, a decrease in non-compensatory employee related expenses and bad debt expense.
SG&A expenses, expressed as a percentageamortization of revenue, were 24.0% in fiscal 2020, an increase of 80 basis points over the prior year period. This SG&A increase was primarily due to an impairment on an investment in a company, an increase in professional fees and higher employee compensation costs, partially offset by a reduction in non-compensatory employee related expenses and bad debt expense. The investment impairment recorded to reflect the estimated fair value of an investment in a company resulted in a 110 basis point increase. Professional fees increased 60 basis points primarily to support our technology plan and business transformation activities. Employee compensation costs increased 40 basis point primarily driven by higher annual base salaries, a net increase in employee headcount, higher variable compensation accrual and higher vacation accrual expense. Non-compensatory employee related expenses, inclusive of travel, entertainment and office expenses,
33

Table of Contents
decreased 110 basis points, mainly due to restrictions and impacts related to the COVID-19 pandemic, partially offset by increased technology investments to support remote work arrangements. Bad debt expense decreased 70 basis points.
Operating Income and Operating Margin
Operating income increased 0.4% to $439.7 million in fiscal 2020 compared to $438.0 million in fiscal 2019. Operating income increased primarily due to revenue growth, inclusive of our annual price increase, a reduction in non-compensatory employee related expensesintangible assets and a decrease in bad debt expense, partially offset by an increase in computer-related expenses, an impairmentasset impairments. Amortization of an investment in a company, employee compensation costs, including stock-based compensation,intangible assets decreased as certain acquired intangible assets were fully amortized during fiscal 2022. The asset impairments related to vacating certain leased office space to resize our real estate footprint for the hybrid work environment and professional fees. Operating income was positively impacted by movements in foreign currency exchange rates on a year-over-year basis. Our operating margin decreased in fiscal 2020 to 29.4%, compared to 30.5% for fiscal 2019. Operating margin decreased primarily due to the impact from an investment impairment, higher computer-related expenses and an increase in professional fees, partially offset by a decrease in non-compensatory employee related expenses, a reduction in bad debt expense and lower data costs, when expressed as a percentage of revenue.
Segment Information
Reportable Segments
Our operating segments are aligned with how we manage the business, the geographic markets we serve, and howboth our CODM, the Company's Chief Executive Officer, assesses performance. Our internal financial reporting structure is based on three reportable segments, the Americas, EMEA and Asia Pacific. Within each of our segments, we primarily deliver insight and information through our four workflow solutions of Research, Analytics and Trading, CTS and Wealth.

Each segment records compensation expense (including stock-based compensation), depreciation of furniture and fixtures, amortization of lease ROU assets, and property, equipment and leasehold improvements and intangible assets, as well as communication costs, professional fees, rent expense, travel, office and other direct expenses. Expenditures associated with our data centers, third-party data costs and corporate headquarters charges are recorded by the Americas segment and are not allocated to the other segments. The content collection centers, located in India, the Philippines, and Latvia, benefit all our operating segments, and thus the expenses incurred at these locations are allocated to each segment based on a percentage of revenue. Refer to Note 18, Segment Information in the Notes to the Company’s Consolidated Financial Statements included in Item 8. of this Annual Report on Form 10-K for financial information, including revenues, operating income and long-lived assets for each of our segments.balances.
Operating Income by Segment
 Years ended August 31,
(in thousands)20202019$ Change% Change
Americas$168,909 $179,374 $(10,465)(5.8)%
EMEA179,831 179,258 $573 0.3 %
Asia Pacific90,920 79,403 $11,517 14.5 %
Total Operating Income$439,660 $438,035 $1,625 0.4 %
Americas operating income decreased 5.8% to $168.9 million during fiscal 2020 compared to $179.4 million a year ago. The decrease in Americas operating income was primarily due to an increase in computer-related expenses, an impairment of an investment in a company and higher professional fees, partially offset by revenue growth of 3.9%, inclusive of our annual price increase, a decrease in bad debt expense and a reduction in non-compensatory employee related expenses.
34

Table of Contents
Computer-related expenses increased primarily due to increased technology investments including cloud-based hosting and licensed software arrangements. An investment impairment was recorded to reflect the estimated fair value of an investment in a company. Professional fees increased primarily to support our technology plan and business transformation activities. Non-compensatory employee related expenses, inclusive of travel, entertainment and office expenses, decreased mainly due to restrictions and impacts related to the COVID-19 pandemic, partially offset by increased technology investments to support remote work arrangements.
EMEA operating income increased 0.3% to $179.8 million during fiscal 2020, compared to $179.3 million a year ago. The increase in EMEA operating income was primarily due to revenue growth of 3.5%, inclusive of our annual price increase, a decrease in bad debt expense and a reduction in non-compensatory employee related expenses, partially offset by an increase in employee compensation costs. Operating income was positively impacted by movements in foreign currency exchange rates on a year-over-year basis. Non-compensatory employee related expenses, inclusive of travel, entertainment and office expenses, decreased, mainly due to restrictions and impacts related to the COVID-19 pandemic, partially offset by investment in technology to allow employees to work from home. Employee compensation increased primarily due to a net increase in employee headcount of 6.4% over the past 12 months, annual base salary increases year-over-year, higher variable compensation accrual and higher vacation accrual expense.Asia Pacific
Asia Pacific operating income increased 14.5%24.9% to $90.9$120.1 million during fiscal 2020,2022, compared to $79.4with $96.2 million a year ago.from the prior year. The increase in Asia Pacific operating income was mainly due to revenue growth in revenues of 7.3%19.2%, inclusive of our annual price increase, and a reduction in non-compensatory employee related expenses, partially offset by an increase in employee compensation costs and occupancy costs. Operating income was negatively impacted by movements in foreign currency exchange rates on a year-over-year basis. Non-compensatory employee related expenses, inclusive of travel, entertainment and office expenses, decreased, mainly due to restrictions and impacts related to the COVID-19 pandemic, partially offset by investment in technology to allow employees to work from home.expense. Employee compensation expense increased mainly due to higher annual base salaries due to a 9.8%net increase in our Asia Pacific workforce in the last 12 monthsemployee headcount of 321 and annual base salary increases year-over-year. Occupancy costs increased mainly due to an increase in facility costs in the Philippines.variable compensation.
Income Taxes Net Income and Diluted Earnings per Share 
Years ended August 31, Years ended August 31,
(in thousands)(in thousands)20202019$ Change% Change(in thousands)20222021$ Change% Change
Income before income taxesIncome before income taxes$443,594 $467,617 (24,023)(5.1)%
Provision for income taxesProvision for income taxes$54,196 $69,175 $(14,979)(21.7)%Provision for income taxes$46,677 $68,027 $(21,350)(31.4)%
Net income$372,938 $352,790 $20,148 5.7 %
Diluted earnings per common share$9.65 $9.08 $0.57 6.3 %
Effective tax rateEffective tax rate10.5 %14.5 %(27.7)%
Income Taxes
The fiscal 2020 provision for income taxes was $54.2 million, compared to $69.2 million in fiscal 2019, a decrease of 21.7%. The decrease was primarily due to a lowerOur effective tax rate is based on recurring factors and non-recurring events, including the taxation of foreign income. Our effective tax rate will vary based on, among other things, changes in levels of foreign income, as well as discrete and other non-recurring events that may not be predictable. Our effective tax rate is lower than the applicable U.S. corporate income tax rate for fiscal 2020 compared to the prior year period,2022 driven mainly by higher research and development ("R&D") tax credits, and a higher Foreign Derived Intangible Incomeforeign derived intangible income ("FDII") deduction. The decrease was also driven bydeduction and a reduction from finalizing prior year tax returns, which resulted in a benefit of $3.7 million in fiscal 2020 compared to an increase to the provision of $7.7 million in fiscal 2019. Additionally, the decrease in the provision was attributed to $1.9 million in higher windfall tax benefits from stock-based compensation for fiscal 2020 compared to fiscal 2019, partially offset by a $3.4 million income tax benefit from the revisionexercise of stock options.
The fiscal 2022 provision for income taxes decreased 31.4% to $46.7 million, compared with $68.0 million in fiscal 2021. This decrease was primarily driven by lower pretax income and $11.7 million in higher tax benefits from the one-time transition tax permitted byexercise of stock options for fiscal 2022, compared with the TCJA recognized during fiscal 2019.prior year period.
Net Income and Diluted Earnings per Share
 Years ended August 31,
(in thousands, except for per share data)20222021$ Change% Change
Net income$396,917 $399,590 $(2,673.0)(0.7)%
Diluted weighted average common shares38,736 38,570 $166 0.4 %
Diluted earnings per common share$10.25 $10.36 $(0.11)(1.1)%
Net income increased 5.7%decreased 0.7% to $372.9$396.9 million duringand diluted EPS decreased 1.1% to $10.25 for fiscal 20202022, compared to $352.8 million inwith fiscal 2019. Diluted earnings per share increased 6.3% to $9.65 in fiscal 2020 compared to $9.08 in fiscal 2019.2021. Net income and diluted EPS increaseddecreased primarily due to a lower income tax provision, a reductionan increase in operating expenses and interest expense associated withrelated to our outstanding debt and higher operating income,refinancing, partially offset by foreign currency losses. Interest expense decreased compared to the prior year period, primarily due tohigher revenues and a reduction in the LIBOR rate.provision for income taxes, compared with the prior year period. Diluted EPS also benefited fromdecreased due to a 0.2 million share reductionincrease in our diluted weighted average shares outstanding, compared to the same period a year ago, mainly due to share repurchases, partially offset by the impact from stock options issued.outstanding.
Non-GAAP Financial Measures
To supplement the financial measures prepared in accordance with generally accepted accounting principles in the United States ("GAAP"), we use non-GAAP financial measures including organic revenue,revenues, adjusted operating income, adjusted operating margin, adjusted net
35

Table of Contents
income, EBITDA, adjusted EBITDA and adjusted diluted earnings per share.EPS. The reconciliations of these non-GAAP financial measures to the most directly comparable financial measures calculated and presented in accordance with GAAP are show in the tables below. These non-GAAP financial measures should not be considered in isolation from, as a substitute for, or superior to, financial measures reported in accordance with GAAP. Moreover, these non-GAAP financial measures have limitations in that they do not reflect all the items associated with the operations of the business as determined in
30

Table of Contents
accordance with GAAP. Other companies may calculate similarly titled non-GAAP financial measures differently that we do, limiting the usefulness of those measures for comparative purposes.
Despite the limitations of these non-GAAP financial measures, we believe these adjusted financial measures and the information they provide are useful in viewing our performance using the same tools that management uses to gauge progress in achieving our goals. Adjusted measures may also facilitate comparisons to our historical performance.
The table below provides a reconciliationOrganic revenues exclude revenue related to acquisitions and dispositions completed in the last 12 months, the amortization of revenue to organic revenue.
 Twelve Months Ended
August 31,
(In thousands)20202019Change
Revenue$1,494,111 $1,435,351 4.1 %
Deferred revenue fair value adjustment(1)
4,192 5,185 
Currency impact(705)— 
Organic revenue$1,497,598 $1,440,536 4.0 %
(1)Deferred revenuedeferred revenues' fair value adjustments from purchase accounting.accounting related to acquisitions prior to fiscal 2022, and the impacts of foreign currency movements on the current year period. Acquisitions during fiscal 2022 were accounted for in accordance with our adoption of ASU No. 2021-08; as such, the deferred revenues did not include a fair value adjustment. Refer to Note 2, Significant Accounting Policies in the Notes to the Consolidated Financial Statements included in Item 8. of this Annual Report on Form 10-K for more information on ASU No. 2021-08.
The table below provides an unaudited reconciliation of revenues to adjusted revenues and organic revenues.
 Twelve Months Ended
August 31,
(In thousands)20222021$ Change% Change
Revenues$1,843,892 $1,591,445 $252,447 15.9 %
Deferred revenues fair value adjustment(1)
25 539 (514)(95.4)%
Adjusted revenues1,843,917 1,591,984 251,933 15.8 %
Acquired revenues(2)
(103,723)— (103,723)
Currency impact(3)
7,898 — 7,898 
Organic revenues$1,748,092 $1,591,984 $156,108 9.8 %
(1)The amortization effect of the purchase accounting adjustment related to the fair value of acquired deferred revenues. Acquisitions during fiscal 2022 were accounted for in accordance with our adoption of ASU No. 2021-08; as such, the deferred revenues did not include a fair value adjustment.
(2)Revenues from acquisitions completed within the last 12 months.
(3)The impact from foreign currency movements over the past 12 months.
3631

Table of Contents
The table below provides aan unaudited reconciliation of operating income, operating margin, net income and diluted EPS to adjusted operating income, adjusted operating margin, adjusted net income, EBITDA, adjusted EBITDA and adjusted diluted EPS.
 Twelve Months Ended
August 31,
(In thousands, except per share data)20222021Change
Operating income$475,482 $474,041 0.3 %
Deferred revenues fair value adjustment25 539 
Real estate charges62,205 716 
Intangible asset amortization49,122 23,257  
Business acquisition costs20,608 — 
Restructuring / severance9,975 5,028 
Contingent Liability3,610 — 
Transformation costs3,368 14,113 
     Adjusted operating income$624,395 $517,694 20.6 %
     Operating margin25.8 %29.8 %
     Adjusted operating margin(1)
33.9 %32.5 %
Net income$396,917 $399,590 (0.7)%
Deferred revenues fair value adjustment22 456  
Real estate charges54,789 606 
Intangible asset amortization43,266 19,672  
Business acquisition costs18,151 — 
Restructuring / severance8,786 4,253 
Contingent Liability3,180 — 
Transformation costs2,967 11,938 
Income tax items(7,799)(4,466) 
Adjusted net income(3)
$520,279 $432,049 20.4 %
Net income$396,917 $399,590 
Interest expense35,697 8,200 
Income taxes46,677 68,027 
Depreciation and amortization expense86,683 64,476 
EBITDA$565,974 $540,293 4.8 %
Real estate charges62,205 — 
Adjusted EBITDA(2)
$628,179 $540,293 16.3 %
Diluted earnings per common share$10.25 $10.36 (1.1)%
Deferred revenues fair value adjustment— 0.01  
Real estate charges1.41 0.02 
Intangible asset amortization1.11 0.51  
Business acquisition costs0.47 — 
Restructuring / severance0.23 0.11 
Contingent Liability0.08 — 
Transformation costs0.08 0.31 
Income tax items(0.20)(0.12) 
Adjusted diluted earnings per common share(3)
$13.43 $11.20 19.9 %
Weighted average common shares (Diluted)38,736 38,570  
 Twelve Months Ended
August 31,
(In thousands, except per share data)
2020(1)
2019(2)
Change
Operating income$439,660 $438,035 0.4 %
Intangible asset amortization22,269 24,920  
Deferred revenue fair value adjustment4,192 5,185  
Impairment of investment16,500 — 
Other items20,782 8,045  
Adjusted operating income$503,403 $476,185 5.7 %
Adjusted operating margin33.6 %33.2 % 
Net income$372,938 $352,790 5.7 %
Intangible asset amortization(3)
17,773 20,262  
Deferred revenue fair value adjustment(4)
3,385 4,215  
Impairment of investment(5)
16,500 — 
Other items(6)
16,611 6,315  
Income tax items(7,085)5,274  
Adjusted net income$420,122 $388,856 8.0 %
Diluted earnings per common share$9.65 $9.08 6.3 %
Intangible asset amortization0.46 0.52  
Deferred revenue fair value adjustment0.10 0.11  
Impairment of investment0.42 — 
Other items0.42 0.15  
Income tax items(0.18)0.14  
Adjusted diluted earnings per common share$10.87 $10.00 8.7 %
Weighted average common shares (diluted)38,646 38,873  
32

Table of Contents
(1)OperatingAdjusted operating margin is calculated as adjusted operating income net income and diluted EPSdivided by adjusted revenues as shown in fiscal 2020 were adjusted to exclude (i) intangible asset amortization, (ii) deferredthe organic revenue fair value adjustments from purchase accounting, (iii) an impairment charge to reflect the estimated fair value of an investment in a company, and (iv) professional fees associated with infrastructure upgrades and our ongoing multi-year investment plan and facilities costs. table above.
(2)Operating income,Adjusted EBITDA is calculated as the sum of EBITDA and non-recurring, non-cash charges.
(3)For purposes of calculating adjusted net income and adjusted diluted EPS in fiscal 2019earnings per share, adjustments were adjusted to exclude (i) intangible asset amortization, (ii) deferred revenue fair value adjustments from purchase accounting, and (iii) other items including severance, stock-based compensation acceleration, professional fees for infrastructure upgrade activities, a one-time adjustment related to data costs and occupancy costs, partially offset by non-core transaction related revenue. Net income and diluted EPS in fiscal 2019 were also adjusted to exclude amounts primarily related to finalizing prior yeartaxed at the annual effective tax returns and other discrete items.
(3)The intangible asset amortization was recorded netrates of a tax impact of $4.5 million in fiscal 2020 compared with $4.7 million12.3% for fiscal 2019.
(4)The deferred revenue fair value adjustment was recorded net of a tax impact of $0.8 million in fiscal 2020 compared with $1.0 million2022 and 17.8% for fiscal 2019.2021.
(5)There was no tax impact during fiscal 2020 resulting from the impairment of an investment in a company.
(6)The other items were recorded net of a tax impact of $4.2 million in fiscal 2020 compared with $1.7 million for fiscal 2019.
37

Table of Contents
Liquidity and Capital Resources
Our primary sources of liquidity have been our cash flows generated from our operations,provided by operating activities, existing cash and cash equivalents, and, when needed,supplemented with our credit capacity underlong-term debt borrowings, have been sufficient to fund our existing credit facility. We have primarilyoperations while allowing us to invest in activities that support the long-term growth of our operations. Generally, some or all of the remaining available cash flow has been used these sources of liquidity to among other things, service our existing and future debt obligations, fundsatisfy our working capital requirements for operations and fund our capital expenditures, investments, acquisitions, dividend payments and repurchases of our common stock. Based on past performance and current expectations, we believe our sources of liquidity, along withincluding the available capacity under our existing revolving credit facility and other financing alternatives, will provide us the necessary capital to fund these transactions and achieve our planned growth for the next 12 months and the foreseeable future.
Sources of Liquidity
Long-Term Debt
2022 Credit Agreement
On March 1, 2022, we entered into a credit agreement (the "2022 Credit Agreement") which provides for a senior unsecured term loan credit facility in an aggregate principal amount of $1.0 billion (the "2022 Term Facility") and a senior unsecured revolving credit facility in an aggregate principal amount of $500.0 million (the "2022 Revolving Facility" and, together with the 2022 Term Facility, the "2022 Credit Facilities"). The 2022 Term Facility matures on March 1, 2025, and the 2022 Revolving Facility matures on March 1, 2027. The 2022 Revolving Facility allows for the availability of up to $100.0 million in the form of letters of credit and up to $50.0 million in the form of swingline loans. We may seek additional commitments under the 2022 Revolving Facility from lenders or other financial institutions up to an aggregate principal amount of $750.0 million.
On March 1, 2022, we borrowed $1.0 billion under the 2022 Term Facility and $250.0 million of the available $500.0 million under the 2022 Revolving Facility. We are required to pay a commitment fee on the daily unused amount of the 2022 Revolving Facility using a pricing grid, which remained at 0.125% through August 31, 2022. The commitment fee can fluctuate between 0.10% and 0.25% per annum based upon our senior unsecured non-credit enhanced long-term debt rating and our total leverage ratio.
We used these borrowings, along with the net proceeds from the issuance of the Senior Notes (as defined below) and cash on hand, to finance the consideration for the CGS acquisition, to repay borrowings under the 2019 Credit Agreement (as defined below) and to pay related transaction fees, costs and expenses.
During the third quarter of 2022, we incurred approximately $9.5 million in debt issuance costs related to the 2022 Credit Facilities. Debt issuance costs are presented in the Consolidated Balance Sheets as a direct deduction from the carrying amount of the related debt liability. Debt issuance costs are amortized to Interest expense, net in the Consolidated Statements of Income over the contractual term of the debt on a straight-line basis, which approximates the effective interest method.
Loans under the 2022 Term Facility are subject to scheduled amortization payments on the last day of each fiscal quarter, commencing with August 31, 2022 and ending on the last such day to occur prior to the maturity date. Each amortization payment is equal to 1.25% of the original principal amount of the 2022 Term Facility. Any remaining outstanding principal will be repaid in full on March 1, 2025, the maturity date of the 2022 Term Facility. The 2022 Credit Facilities are not otherwise subject to any mandatory prepayments. We may voluntarily prepay loans under the 2022 Credit Facilities at any time without premium or penalty. Prepayments of the 2022 Term Facility shall be applied to reduce the subsequent scheduled amortization payments in direct order of maturity. During fiscal 2022, we repaid $250.0 million under the 2022 Term Facility, inclusive of voluntary prepayments of $237.5 million.
The 2022 Credit Agreement provides that loans denominated in U.S. dollars, at our option, will bear interest at either (i) the one-month Term SOFR (with a 0.1% credit spread adjustment and subject to a "zero" floor), (ii) the Daily Simple SOFR (with a 0.1% credit spread adjustment and subject to a "zero" floor) or (iii) an alternate base rate. Under the 2022 Credit Agreement, loans denominated in Pounds Sterling will bear interest at the Daily SONIA (subject to a "zero" floor) and loans denominated in Euros will bear interest at the EURIBOR (subject to a "zero" floor), in each case, plus an applicable interest rate margin. The
33

Table of Contents
interest rate margin will fluctuate based upon our senior unsecured non-credit enhanced long-term debt rating and our total leverage ratio.
For fiscal 2022, the outstanding borrowings under the 2022 Credit Facilities bore interest at rates equal to the applicable one-month Term SOFR rate plus a 1.1% spread (comprised of a 1.0% interest rate margin based on a debt leverage pricing grid plus 0.1% credit spread adjustment). The spread remained consistent through August 31, 2022.
The 2022 Credit Agreement contains usual and customary event of default provisions for facilities of this type, which are subject to usual and customary grace periods and materiality thresholds. If an event of default occurs under the 2022 Credit Agreement, the lenders may, among other things, terminate their commitments and declare all outstanding borrowings immediately due and payable.
Refer to Note 12, Debt for further discussion of the 2022 Credit Agreement.
Senior Notes
On March 1, 2022 we completed a public offering of $500.0 million aggregate principal amount of 2.900% Senior Notes due March 1, 2027 (the “2027 Notes”) and $500.0 million aggregate principal amount of 3.450% Senior Notes due March 1, 2032 (the “2032 Notes” and, together with the 2027 Notes, the “Senior Notes”). The Senior Notes were issued pursuant to an indenture, dated as of March 1, 2022, by and between us and U.S. Bank Trust Company, National Association, as trustee (the "Trustee"), as supplemented by the supplemental indenture, dated as of March 1, 2022, between us and the Trustee (the "Supplemental Indenture").
The Senior Notes were issued at an aggregate discount of $2.8 million, and during the third quarter of 2022 we incurred approximately $9.1 million in debt issuance costs related to the Senior Notes. Debt discounts and debt issuance costs are presented in the Consolidated Balance Sheets as a net direct deduction from the carrying amount of the related debt liability. The debt discounts and debt issuance costs are amortized to Interest expense, net in the Consolidated Statements of Income over the contractual term of the debt, leveraging the effective interest method.
The 2027 Notes and the 2032 Notes will mature on March 1, 2027 and March 1, 2032, respectively. Interest on the Senior Notes is payable semiannually in arrears on March 1 and September 1 of each year, beginning September 1, 2022.
We may redeem the Senior Notes, in whole or in part, at any time at specified redemption prices, plus any accrued and unpaid interest. The Senior Notes are unsecured unsubordinated obligations, and will be effectively subordinated to any of our existing and future secured obligations, to the extent of the value of the assets securing such obligations.
Upon the occurrence of a change of control triggering event (as defined in the Supplemental Indenture), we must offer to repurchase the Senior Notes at 101% of their principal amount, plus any accrued and unpaid interest.
2022 Swap Agreement
On March 1, 2022, we entered into the 2022 Swap Agreement to hedge a portion of our outstanding floating SOFR rate debt with a fixed interest rate of 1.162%. Refer to Note 5, Derivative Instruments in the Notes to the Consolidated Financial Statements included in Item 8. of this Annual Report on Form 10-K, for defined terms and more information on the 2022 Swap Agreement.
2019 Credit Agreement
On March 29, 2019, we entered into a credit agreement, as the borrower, with PNC Bank, National Association ("PNC"), as the administrative agent and lender (the "2019 Credit Agreement"), which providesprovided for a $750.0 million revolving credit facility (the "2019 Revolving Credit Facility"). We may request borrowings under the 2019 Revolving Credit Facility until its maturity date of March 29, 2024. The 2019 Credit Agreement also allows us, subject to certain requirements, to arrange for additional borrowings with PNC for an aggregate amount up to $500.0 million, provided that any such request for additional borrowings must be in a minimum amount of $25.0 million.
As of August 31, 2020, we haveWe borrowed $575.0 million of the available $750.0 million provided by the 2019 Revolving Credit Facility, resulting in $175.0 million available to be withdrawn. We are required to pay a commitment fee using a pricing grid which was 0.10% as of August 31, 2020. This fee is based on the daily amount by which the available balance inFacility. Borrowings under the 2019 Revolving Credit Facility exceeds the borrowed amount. All outstanding loan amounts are reported as Long-term debt within the Consolidated Balance Sheets at August 31, 2020 and August 31, 2019. The principal balance is payable in full on the maturity date.
The fair value of our long-term debt was $575.0 million as of August 31, 2020, which we believe approximates the carrying amount as the terms and interest rate approximate market rates given its floating interest rate basis. Borrowings under the loan bearbore interest on the outstanding principal amount at a rate equal to the daily LIBOR plus a spread using a debt leverage pricing grid, which was 0.875% as of August 31, 2020. The variable rate of interestgrid. Interest on our long-term debt can expose us to interest rate volatility due to changes in LIBOR. To mitigate this exposure, on March 5, 2020, we entered into an interest rate swap agreement with a notional amount of $287.5 million to hedge the variable interest rate obligation on a portion of ouramounts outstanding balance under the 2019 Revolving Credit Facility. Under the terms of the interest rate swap agreement, we will pay interest at a fixed rate of 0.7995%Facility was payable quarterly, in arrears, and receive variable interest payments based on the same one-month LIBOR utilized to calculate the interest expense from the 2019 Revolving Credit Facility. The interest rate swap agreement matures on March 29, 2024.maturity date.
During fiscal 2019, we incurred approximately $0.9 million in debt issuance costs related to the 2019 Credit Agreement. These costs were capitalized as loan origination feesdebt issuance costs and arewere amortized into interestInterest expense, net in the Consolidated Statements of Income ratably over the term of the 2019 Credit Agreement.
34

During fiscal 2020, we recorded interest expense on our outstanding debt, including the amortizationTable of debt issuance costs, net of the effects of the interest rate swap agreement of $12.9 million. During fiscal 2019, we recorded interest expense on our outstanding debt, including the amortization of debt issuance costs, of $19.8 million.Contents Including the effects of the interest rate swap agreement, the weighted average interest rate on amounts outstanding under our credit facilities was 2.20% for the twelve months ended August 31, 2020. The weighted average interest rate for fiscal 2019 was 3.35%. Interest on the loan outstanding is payable quarterly, in arrears, and on the maturity date.
The 2019 Credit Agreement containscontained covenants and requirements restricting certain of our activities, which arewere usual and customary for this type of loan. In addition, the 2019 Credit Agreement requiresrequired that we maintain a consolidated net leverage ratio, as measured by total net funded debt/EBITDA (as defined in the 2019 Credit Agreement), below a specified level as of the end of each fiscal quarter. We were in compliance with all the covenants and requirements within the 2019 Credit Agreement as
As of August 31, 2020.
The borrowings under the 2019 Credit Agreement were used to retire all outstanding debt under the previous 2017 Credit Agreement between FactSet, as the borrower, and PNC, as the lender, on March 29, 2019. The total principal amount of the debt outstanding at the time of retirement was $575.0 million and there were no prepayment penalties.
38

Table of Contents
2017 Credit Agreement
On March 17, 2017, the Company entered into a Credit Agreement (the "2017 Credit Agreement") between FactSet, as the borrower, and PNC, as the administrative agent and lender. The 2017 Credit Agreement provided for a $575.0 million revolving credit facility "). Borrowings under the loan were subject to interest on the outstanding principal amount at a rate equal to the daily LIBOR plus 1.00%. Interest on the loan outstanding was payable quarterly in arrears and on the maturity date. There were no prepayment penalties if1, 2022, we elected to prepay the outstanding loan amounts prior to the scheduled maturity date. The principal balance was repaid in full on March 29, 2019.
Letters of Credit
From time to time, we are required to obtain letters of credit in the ordinary course of business. Approximately $2.9 million of standby letters of credit have been issued in connection with our leased office spaces as of August 31, 2020. These standby letters of credit utilize the same covenants included inand terminated the 2019 Credit Agreement. Refer to Note 12, Debt ofin the Notes to the Company's Consolidated Financial Statements included in Item 8. of this Annual Report on Form 10-K for more information on these covenants.the termination.
Uses of Liquidity
Share Repurchase ProgramReturning Value to Shareholders
Repurchases of shares of our common stock are made from timeWe returned $144.6 million and $382.6 million to timestockholders in the open marketform of share repurchases and privately negotiated transactions, subject to market conditions. Individends paid during fiscal 2020,2022 and 2021, respectively.
Dividends
During fiscal 2022 and 2021, we repurchased 0.7paid dividends of $125.9 million shares for $199.6and $117.9 million, under our existingrespectively. Our dividends per share repurchase programincreased 8.5% during fiscal 2022 compared to 0.9 million shares for $213.1 million in fiscal 2019. A total of $259.0 million remains authorized for future share repurchases as of August 31, 2020. There is no defined number of shares to be repurchased over a specified timeframe through the life of the share repurchase program. It is expected that share repurchases will be paid using existing and future cash generated by operations.
Dividends
On August 14, 2020, our Board of Directors approved a regular quarterly dividend of $0.77 to be paid on September 17, 2020. During fiscal 2020, the dividend increased $0.05 per share or 6.9%,2021, which marked the 15th23rd consecutive year we have increased dividends, highlighting our continued commitment to returning value to stockholders. Over the last 12 months, we have paid $110.4 million in cash dividends. Future cash dividends will depend on our earnings, capital requirements, financial condition and other factors considered relevant by us and is subject to final determination by our Board of Directors.
Share Repurchase Program
As of August 31, 2022, a total of $181.3 million remained authorized for future share repurchases under our share repurchase program. There is no defined number of shares to be repurchased over a specified timeframe through the life of the program. We may repurchase shares of our common stock under the program from time-to-time in the open market and privately negotiated transactions, subject to market conditions.
For the year ended August 31, 2022, we repurchased 46,200 shares for $18.6 million compared with 797,385 shares for $264.7 million for the year ended August 31, 2021. Beginning in the second quarter of fiscal 2022, we suspended our share repurchase program until at least the second half of fiscal 2023, with the exception of potential minor repurchases to offset dilution from grants of equity awards or repurchases to satisfy withholding tax obligations due upon the vesting of stock-based awards. The suspension of our share repurchase program allows us to prioritize the repayment of debt under the 2022 Credit Facilities. Refer to Note 12, Debt for more information on the 2022 Credit Facilities.
Capital Expenditures
For the year ended August 31, 2022, capital expenditures decreased by 16.6% to $51.2 million, compared with $61.3 million during the same period a year ago. Capital expenditures decreased primarily due to costs incurred for the build-out of our office space in the Philippines during the year ended August 31, 2021, partially offset by higher expenditures related to peripherals for our office space in India during the year ended August 31, 2022.
Acquisitions
During fiscal 2022 and 2021, we completed acquisitions of several businesses, with the most significant cash flows related to the acquisitions of CGS, Cobalt Software, Inc. ("Cobalt") and Truvalue Labs, Inc. ("TVL").
CUSIP Global Services
On March 1, 2022, we completed the acquisition of CGS, previously operated by S&P Global Inc. on behalf of the ABA, for a cash purchase price of $1.932 billion, inclusive of working capital adjustments. CGS manages a database of 60 different data elements uniquely identifying more than 50 million global financial instruments. It is the foundation for security master files relied on by critical front, middle and back office functions. CGS is the exclusive provider of Committee on Uniform Security Identification Procedures ("CUSIP") and CUSIP International Number System ("CINS") identifiers globally and also acts as the official numbering agency for International Securities Identification Number ("ISIN") identifiers in the United States and as a substitute number agency for more than 35 other countries. We believe that the CGS acquisition will significantly expand our critical role in the global capital markets.
35

Table of Contents
Cobalt Software, Inc.
On October 12, 2021, we acquired all of the outstanding shares of Cobalt for a purchase price of $50.0 million, net of cash acquired and inclusive of working capital adjustments. Cobalt is a leading portfolio monitoring solutions provider for the private capital industry. This acquisition advances our strategy to scale our data and workflow solutions through targeted investments as part of our multi-year investment plan and expands our private markets offering.
Truvalue Labs, Inc.
On November 2, 2020, we acquired all of the outstanding shares of TVL for a purchase price of $41.9 million, net of cash acquired. TVL is a leading provider of ESG information. TVL applies artificial intelligence driven technology to over 100,000 unstructured text sources in multiple languages, including news, trade journals, and non-governmental organizations and industry reports, to provide daily signals that identify positive and negative ESG behavior. The acquisition of TVL further enhances our commitment to providing industry leading access to ESG data across our platforms.
Refer to Note 6, Acquisitions,in the Notes to the Consolidated Financial Statements included in Item 8. of this Annual Report on Form 10-K for further discussion of the CGS, Cobalt and TVL acquisitions.
Contractual Obligations
Purchase obligations represent our legally-binding agreements to purchase fixed or minimum quantities at determinable prices. As of August 31, 2022 and 2021, we had total purchase obligations with suppliers of $373.9 million and $191.9 million, respectively. Our total purchase obligations at the end of both fiscal years primarily related to hosting services and data content. Hosting services support our technology investments related to our migration to cloud-based hosting services, the majority of which rely on third-party hosting providers. Data content is an integral component of the value we provide to our clients. Additional commitments relate primarily to third-party software providers. We also have contractual obligations related to our lease liabilities and outstanding debt. Refer to Note 11, Leases and Note 12, Debt for information regarding lease commitments and outstanding debt obligations, respectively.
Summary of Cash Flows
The table below, for the periods indicated, provides selected cash flow information:
Years ended August 31,Years ended August 31,
(in thousands)(in thousands)20202019(in thousands)20222021 $ Change% Change
Net cash provided by operating activitiesNet cash provided by operating activities$505,840 $427,136 Net cash provided by operating activities$538,277 $555,226 $(16,949)(3.1)%
Net cash used in investing activitiesNet cash used in investing activities$(73,632)$(56,100)Net cash used in investing activities(2,033,675)(135,992)(1,897,683)1,395.4 %
Net cash used in financing activities$(218,075)$(214,274)
Net cash provided by/(used in) financing activitiesNet cash provided by/(used in) financing activities1,339,234 (322,711)1,661,945 (515.0)%
Effect of exchange rate changes on cash and cash equivalentsEffect of exchange rate changes on cash and cash equivalents11,673 (5,586)Effect of exchange rate changes on cash and cash equivalents(22,428)(263)(22,165)NM
Net increase in cash and cash equivalents225,806 151,176 
Net (decrease) increase in cash and cash equivalentsNet (decrease) increase in cash and cash equivalents$(178,592)$96,260 $(274,852)(285.5)%
Cash and cash equivalents aggregated to $585.6$503.3 million atas of August 31, 2020,2022, compared with $359.8$681.9 million atas of August 31, 2019, an increase of $225.8 million.2021. Our cash and cash equivalents decreased $178.6 million during the twelve months ended August 31, 2022. This increasedecrease was primarily due to $505.8cash outflows of $1,981.6 million for the acquisition of businesses, $825.0 million of debt repayments related to the termination of the 2019 Credit Agreement and partial repayment of the 2022 Term Facility, $125.9 million in dividend payments, $51.2 million of capital expenditures and $18.6 million in share repurchases. These cash outflows were partially offset by inflows of $2,238.4 million from the issuance of new debt related to our 2022 Credit Facilities and Senior Notes, $538.3 million from net cash provided by operating activities $95.5and $86.0 million in proceeds primarily from the exercise of employee stock options and purchases under the FactSet Research Systems Inc. Employee Stock Purchase Plan, as Amended and Restated (the "ESPP"), and $11.7 million from the effects of foreign currency translations. These cash inflows were partially offset by $199.6 million in share repurchases, $110.4 million in dividend payments and $77.6 million of capital expenditures.options.
Our cash and cash equivalents are held in numerous locations throughout the world, with $303.0$221.1 million withinin the Americas, $222.3$199.6 million withinin EMEA (predominantly withinin the UK, France, and Germany)UK) and the remaining $60.3$82.6 million withinin Asia Pacific (predominantly withinin the Philippines and India) as of August 31, 2020. The Company intends to reinvest substantially2022. We are permanently reinvested in all of its accumulated undistributed foreign unremitted earnings, except in instancesjurisdictions where repatriation would result inearnings can be repatriated substantially free of tax.
3936

Table of Contents
minimal additional tax. As a result of the TCJA, we believe that the income tax impact if such earnings were repatriated would be minimal.
Operating
For fiscal 2020,2022, net cash provided by operating activities was $505.8$538.3 million, compared with $555.2 million for fiscal 2021, a decrease of $16.9 million. This decrease was primarily driven by the timing of tax payments in certain jurisdictions and higher accounts receivable due to $427.1increased sales and an increase in days sales outstanding.
Investing
For fiscal 2022, net cash used in in investing activities was $2,033.7 million, incompared with $136.0 million for fiscal 2019,2021, an increase of $78.7$1,897.7 million. This increase was primarily driven by higher spend on acquisitions of $1,923.6 million mainly related to the cash purchase of CGS for $1,931.5 million, inclusive of working capital adjustments, and the cash purchase of Cobalt for $50.0 million, net incomeof cash acquired and timinginclusive of other operatingworking capital adjustments, during the twelve months ended August 31, 2022, compared with the cash flows, partially offset bypurchase of TVL for $41.9 million, net of cash acquired, in the timing of income tax payments.
Investing
For fiscal 2020,prior year period. The increase in net cash used in investing activities was $73.6partially offset by a decrease in net purchases of investments (net of proceeds) of $15.7 million compared to $56.1 millionand a decrease in fiscal 2019, an increase in cash used from investing activities of $17.5 million. This increase was mainly due to higher capital expenditures of $18.3$10.2 million driven primarily by increased development costs related to internal-use software.compared with the prior year period.
Financing
For fiscal 2020,2022, net cash used ininflow from financing activities was $218.1$1,339.2 million, compared to $214.3with a net cash outflow of $322.7 million for fiscal 2021, an increase of $1,661.9 million. This cash inflow was mainly driven by $2,238.4 million in fiscal 2019, representingproceeds received from the 2022 Credit Facilities and Senior Notes, a $3.8$246.1 million reduction in repurchases of common stock, and a $21.9 million increase in cash used in financing activities. This increase was due primarily to a $11.5 million decrease in proceeds from the exercise of employee stock options and ESPP purchases and a $10.4 million increase in dividend payments,plans, partially offset by a $20.7the repayment of $825.0 million decrease in share repurchases.of debt related to the termination of the 2019 Credit Agreement and partial repayment of the 2022 Term Facility.
Free Cash Flow
We define free cash flow, a non-GAAP financial measure, as cash provided by operating activities less purchases of property, equipment, leasehold improvements and intangible assets.capitalized internal use software. We presentbelieve free cash flow solely as a supplemental disclosure to provide useful information to investors about the amount of cash generated by the business after necessary capital expenditures. We consider free cash flow to beis a liquidity measure that provides useful information to management and investors about the amount of cash generated by the business that, after necessary capital expenditures. expenditures, can be used for strategic opportunities, including returning value to shareholders, investing in our business, making strategic acquisitions, and strengthening the balance sheet. Free cash flow should be considered in addition to, rather than as a substitute for, consolidated net income as a measure of our performance and net cash provided by operating activities as a measure of our liquidity.
The following table reconciles our net cash provided by operating activities to free cash flow:
Years ended August 31,
(in thousands)20202019
Net cash provided by operating activities$505,840 $427,136 
Capital expenditures(1)
(77,642)(59,370)
Free cash flow$428,198 $367,766 
Years ended August 31,
(in thousands)20222021Change
Net cash provided by operating activities$538,277 $555,226 $(16,949)
Capital expenditures(1)
(51,156)(61,325)10,169 
Free cash flow$487,121 $493,901 $(6,780)
(1)Capital expenditures are included in net cash used in investing activities during each fiscal period reported.reported and include property, equipment, leasehold improvements and capitalized internal-use software.
ForDuring fiscal 2020,2022, we generated free cash flow of $428.2$487.1 million, compared to $367.8with $493.9 million in fiscal 2019 , an increase2021. This decrease of $60.4 million. This increase reflects an increase of $78.7$6.8 million was primarily due to a $16.9 million decrease in operating cash provided by operating activities,flows, partially offset by an increasea $10.2 million decrease in capital expenditures of $18.3 million.
Contractual Obligations
Fluctuations in ourexpenditures. The operating results, the degree of success of our accounts receivable collection efforts,cash flows decrease was primarily driven by the timing of tax payments in certain jurisdictions and other payments, as well as necessary capitalan increase in days sales outstanding. Capital expenditures decreased primarily due to support growthcosts incurred for the build-out of our operations, will impact our liquidity and cash flows in future periods. The effect of our contractual obligations on our liquidity and capital resources in future periods should be considered in conjunction with the factors mentioned here. With the exception of the new leases enteredoffice space in the ordinary course of business and purchase commitments associated with our technology investment plan and business transformation activities, there were no other significant changes to our contractual obligationsPhilippines during fiscal 2020.
40

Table of Contents
The following table summarizes2021, partially offset by higher peripherals for our significant contractual obligations as of August 31, 2020 and the corresponding effect that these obligations will have on our liquidity and cash flowsoffice space primarily in future periods:
 Payments due by fiscal year
(in millions)20212022-20232024-20252026 and thereafterTotal
Operating lease obligations(1)
$40.8 $76.4 $68.3 $186.7 $372.2 
Purchase commitments(2)
77.7 84.7 63.6 — 226.0 
Long-term debt obligations(3)
— — 575.0 — 575.0 
Total contractual obligations by period(4)
$118.5 $161.1 $706.9 $186.7 $1,173.2 
(1)Operating lease amounts include future minimum lease payments under all our non-cancelable operating leases with an initial term in excess of one year. Operating lease amounts also include renewal options that are reasonably certain to be exercised and are included in the measurement of the lease liability. Amounts above do not include future lease payments under leases that have not commenced. For more information on our operating leases, refer to Note 11, Leases, in the Notes to the Company’s Consolidated Financial Statements included in Item 8. of this Annual Report on Form 10-K.
(2)Purchase commitments represent payments due in future periods in respect of obligations to our various data vendors as well as commitments to purchase goods and services such as telecommunication services, computer software and maintenance support and consulting services. As of August 31, 2020 and 2019, we had total purchase commitments of $226.0 million and $69.9 million, respectively.
(3)Represents the amount due under the 2019 Credit Agreement.
(4)Non-current income taxes payable of $27.7 million and non-current deferred tax liabilities of $19.7 million have been excluded in the table above due to uncertainty regarding the timing of future payments.
Purchase orders do not necessarily reflect a binding commitment but are merely indicative of authorizations and intention to conclude purchases in the future. For the purpose of this tabular disclosure, purchase obligations for goods and services are defined as agreements that are enforceable and legally binding on us and that specify all significant terms, including: fixed or minimum quantities to be purchased; fixed, minimum or variable price provisions; and the approximate timing of the transaction. It is expected that all the contractual obligations noted in the table will be funded from existing cash and cash flows from operations. Expected timing pertaining to the contractual obligations included in the table above has been estimated based on information currently available. The amounts paid, and the timing of those payments, may differ based on when the goods and services provided by our vendors to whom we are contractually obligated are received, as well as due to changes to agreed-upon amounts for any of our obligations.
We entered into the 2019 Credit Agreement on March 29, 2019 and borrowed $575.0 million. In conjunction with the 2019 Credit Agreement, we retired the loan outstanding under the 2017 Credit Agreement in the amount of $575.0 million. Refer to Note 12, Debtin the Notes to the Company’s Consolidated Financial Statements included in Item 8. of this Annual Report on Form 10-K for more information on the 2019 Credit Agreement.India during fiscal 2022.
Off-Balance Sheet Arrangements
At August 31, 20202022 and 2019,2021, we had no off-balance sheet financing or other arrangements with unconsolidated entities or financial partnerships (such as entities often referred to as structured finance or special purpose entities) established for purposes of facilitating off-balance sheet financing other debt arrangements, or other contractually limited purposes.
37
Foreign Currency

Table of Contents
Foreign Currency Exposure
Certain wholly-owned subsidiaries withinAs we operate globally, we are exposed to the EMEArisk that our financial condition, results of operations and Asia Pacific segments operate under a functional currency different from the U.S. dollar. The financial statements of these foreign subsidiaries are translated into U.S. dollars using period-end rates of exchange for assets and liabilities and average exchange rates for revenue and expenses. Translation gains and losses that arise from translating assets, liabilities, revenue and expenses of foreign operations are recordedcash flows could be impacted by changes in accumulated other comprehensive loss ("AOCL")as a component of stockholders’ equity.
Our foreign currency exchange exposure is related to our operating expenses in countries outside the Americas, where approximately 76% of our employees were located as of August 31, 2020. During fiscal 2020,rates. To mitigate this foreign currency movements
41

Tableexposure, we entered into a series of Contents
increased operating income by $5.0 million, compared to a $10.1 million increaseto operating income in the same period a year earlier.
As of August 31, 2020, we maintained foreign currency forward contracts to hedge a portion of our foreign currency exposures related to the British Pound Sterling, Euro, Indian Rupee, and Philippine Peso exposures. We entered into a series of forward contracts to mitigate our currency exposure ranging from 25% to 75% over their respective hedged periods.periods as of August 31, 2022.
During fiscal 2022, foreign currency exchange rate fluctuations, net of hedge activity, decreased operating income by $3.1 million, compared with a $5.4 million decrease to operating income in the prior year. The current foreign currency forward contracts are set to mature at various points between the first quarter of fiscal 20212023 through the fourth quarter of fiscal 2023. A loss on foreign currency forward contracts of $7.9 million was recorded into operating income during fiscal 2022, compared with a gain of $5.0 million in fiscal 2021.
As of August 31, 2020,The following table summarizes the gross notional value of foreign currency forward contracts to purchase Philippine Pesos and Indian Rupees with U.S. dollars was ₱1.3 billion and Rs1.4 billion, respectively. The gross notional value of foreign currency forward contracts to purchase U.S. dollars with Euros and British Pound Sterling, was €31.8 millionEuros, Indian Rupees and £36.4 million, respectively.Philippine Pesos with U.S. dollars:
A loss on derivatives of $2.0 million was recorded in operating income during fiscal 2020, compared to a loss of $1.8 million in fiscal 2019.
August 31, 2022August 31, 2021
(in thousands)Local Currency AmountNotional Contract Amount (USD)Local Currency AmountNotional Contract Amount (USD)
British Pound Sterling£44,200 $55,567 £37,700 $51,754 
Euro37,500 40,679 33,800 40,674 
Indian RupeeRs2,667,928 33,600 Rs2,585,198 33,800 
Philippine Peso1,462,060 27,000 1,414,928 28,500 
Total$156,846 $154,728 
Critical Accounting Policies and Estimates
We prepare the Consolidated Financial Statements in conformity with generally accepted accounting principles,GAAP, which requires us to make certain estimates and apply judgements that affect the reported amounts of assets, liabilities, revenues and expenses and related disclosures. We base our estimates on historical experience and other assumptions that we believe to be reasonable at the time the Consolidated Financial Statements are prepared and, as such, they may ultimately differ materially from actual results.
We describe our significant accounting policies in Note 3,2, Summary of Significant Accounting Policies in the Notes to the Company’s Consolidated Financial Statements included in Item 8. of this Annual Report on Form 10-K. Management has discussed
We disclose the development and selection of theseour critical accounting estimates with the Audit Committee of our Board of Directors. The critical accounting policies, estimates and judgments that we believe to have the most significant impacts to our Consolidated Financial Statements are described below.
Revenue Recognition
The majority of our revenue is derived from client access to our hosted proprietary data and analytics platform, which can include various combinations of products and services available over the contractual term. The hosted platform is a subscription-based service that consists primarily of providing access to products and services including workstations, analytics, enterprise data, research management, and trade execution. We have determined that the subscription-based service represents a single performance obligation covering a series of distinct products and services that are substantially the same and that have the same pattern of transfer to the client. Based on the nature of the services and products offered by us, we apply an input time-based measure of progress as the client is simultaneously receiving and consuming the benefits of the platform. We record revenue for our contracts using the over-time revenue recognition model as a client is invoiced or performance is satisfied. A provision for billing adjustments and cancellation of services is estimated and accounted for as a reduction to revenue, with a corresponding reduction to accounts receivable. Refer to Note 4, Revenue Recognition in the Notes to the Company’s Consolidated Financial Statements included in Item 8. of this Annual Report on Form 10-Kfor further details.
Estimated Tax Provision and Tax ContingenciesIncome Taxes
We are subject to income taxes in the U.S. and numerous foreign jurisdictions. Our tax provision is an estimate based on our understanding of laws in Federal,federal, state and foreign tax jurisdictions. These laws can be complicated and are difficult to apply to any business. The tax laws also require us to allocate our taxable income to many jurisdictions based on subjective allocation methodologies and information collection processes. Our effective tax rates differ from the statutory rate primarily due to the impact of state taxes, foreign operations, research and development ("R&D&D") and other tax credits, tax audit settlements, incentive-stock optionsthe tax benefit from stock option exercises and the FDIIforeign derived intangible income ("FDII") tax deduction. Our annual effective tax rate was 12.7%, 16.4% and 24.1% in fiscal 2020, 2019 and 2018, respectively.
Our provision for income taxes is subject to volatility and could be adversely impacted by numerous factors such as changes in tax laws, regulations, or accounting principles, including accounting for uncertain tax positions or interpretations of them. Significant judgment is required to determine recognition and measurement. Further, as a result of certain ongoing employment and capital investment actions and commitments, our income in certain countries is subject to reduced tax rates and in some cases is wholly exempt from tax. Our failure to meet these commitments could adversely affect our provision for income taxes. In addition, we are subject to the continuous examination of our income tax returns by the Internal Revenue Service and other tax authorities. We regularly assess the likelihood of adverse outcomes resulting from these examinations to determine the
42

Table of Contents
adequacy of our provision for income taxes. There can be no assurance that the outcomes from these continuous examinations will not have an adverse impact on our operating results and financial condition.
38

Table of Contents
To account for unrecognized tax benefits, we first determine whether it is more-likely-than-notmore likely than not (defined as a likelihood of more than fifty percent)50%) that a tax position will be sustained based on its technical merits as of the reporting date. A tax position that meets this more-likely-than-notmore likely than not threshold is then measured and recognized at the largest amount of benefit that is greater than fifty percent likely to be realized upon effective settlement with a taxing authority. The determination of liabilities related to unrecognized tax benefits, including associated interest and penalties, requires significant estimates. There can be no assurance that we will accurately predict the outcomes of these audits, however, we have no reason to believe that such audits will result in the payment of additional taxes and/or penalties that would have a material adverse effect on our results of operations or financial position, beyond current estimates. For this reason and due to ongoing audits by multiple tax authorities, we regularly engage in discussions and negotiations with tax authorities regarding tax matters in various jurisdictions. We adjust these reserves in light of changing facts and circumstances, such as the closing of a tax audit or the refinement of an estimate. To the extent that the final outcome of these matters is different than the amounts recorded, such differences will affect the provision for income taxes in the period in which such determination is made. We do not currently anticipate that the total amounts of unrecognized tax benefits will significantly change within the next 12 months.
We classify the liability for unrecognized tax benefits as Taxes Payable (non-current) and to the extent that we anticipate payment of cash within one year, the benefit will be classified as Taxes Payable (current). Additionally, we accrue interest on all tax exposures for which reserves have been established consistent with jurisdictional tax laws. This interest is classified as income tax expense in the financial statements. As of August 31, 2020, we had gross unrecognized tax benefits totaling $12.3 million, including $0.9 million of accrued interest, recorded as Taxes Payable (non-current) within the Consolidated Balance Sheets.
Refer to Note 10, Income Taxes in the Notes to the Company’s Consolidated Financial Statements included in Item 8. of this Annual Report on Form 10-K for furthefurther information.
Stock-based Compensation
We measure compensation expense for all stock-based awards made to our employees and board of directors ("non-employees") using the Black-Scholes model or the lattice-binomial-option pricing model to estimate the grant-date fair value. Both models involve certain estimates and subjective assumptions regarding our stock price volatility, the expected life of the award, the term selected for the risk-free rate, and the expr informationected dividend yield. The binomial model also incorporates market conditions, vesting restrictions and exercise patterns.
Our performance-based equity awards require management to make assumptions regarding the probability of achieving the relevant performance condition, which is reviewed on a quarterly basis. The number of performance-based awards that vest will be predicated on achieving performance levels during the measurement period subsequent to the date of grant.
We estimate expected forfeitures of equity awards at the date of grant and recognize compensation expense only for those awards expected to vest. The forfeiture assumption is revised if actual forfeitures differ from those estimates.
The assumptions we use to calculate and account for stock-based compensation awards represent management's best estimates, which involve inherent uncertainties. As a result, if we revise our assumptions and estimates, our stock-based compensation expense could differ from amounts recorded. Refer to Note 16, Stock-Based Compensation in the Notes to the Consolidated Financial Statements included in Item 8. of this Annual Report on Form 10-K for further information.
Goodwill and Intangible Assets
Goodwill is assigned to one or more reporting units on the date of acquisition. Our reporting units are the same as our reportable segments. Goodwill is not amortized as it is estimated to have an indefinite life. We test our goodwill for impairment annually during the fourth quarter of each fiscal year and between annual tests if an event occurs or circumstances change that would more likely than not reduce the fair value of any one of our reporting units below its respective carrying amount.
We may elect to perform a qualitative analysis for the reporting units to determine whether it is more likely (a likelihood of more than 50%) than not the fair value of the reporting unit is less than its carrying value. In performing a qualitative assessment, we consider such factors as macro-economic conditions, industry and market conditions in which we operate, including the competitive environment and significant changes in demand for our services. We also consider the share price both in absolute terms and in relation to peer companies. If the qualitative analysis indicates that it is more likely than not the fair value of a reporting unit is less than its carrying amount or if we elect not to perform a qualitative analysis, a quantitative analysis is performed to determine whether a goodwill impairment exists.
The quantitative goodwill impairment analysis is used to identify potential impairment by comparing the carrying amount of a reporting unit with its fair value, by applying the income approach, utilizing the discounted cash flow method, along with other relevant market information. An impairment charge for the amount by which the carrying amount exceeds the reporting unit’s fair value, if any, would be recognized. The loss recognized would not exceed the total amount of goodwill allocated to that reporting unit.
39

Table of Contents
Our identifiable intangible assets are classified as an ABA business process, client relationships, software technology, developed technology, acquired databases, data content, and trade names resulting from acquisitions or capitalization of costs related to on-premises internal-use software. We amortize intangible assets over their estimated useful lives, which are evaluated annually to determine whether events and circumstances warrant a revision to the remaining period of amortization. If the estimate of the remaining useful life is changed, the remaining carrying amount of the intangible asset is amortized prospectively over that revised remaining useful life.
Intangible assets are tested for impairment qualitatively on a quarterly basis. An impairment is recognized if the carrying amount is not recoverable and exceeds the fair value of the asset. Recoverability is determined by comparing the carrying amount of the intangible asset to the estimated undiscounted future cash flows expected to be generated by the asset. Significant judgment is involved in determining the assumptions used in estimating future cash flows. If it is determined that the intangible asset is not recoverable, the impairment loss would be calculated based on the excess of the carrying amount of the intangible asset over its fair value.
Refer to Note 8, Goodwill and Note 9, Intangible Assets in the Notes to the Consolidated Financial Statements included in Item 8. of this Annual Report on Form 10-K for further details.
Business Combinations
We account for business combinations using the purchase method of accounting. The acquisition purchase price is allocated to the underlying identified, tangible and intangible assets and liabilities assumed, based on their respective estimated fair values on the acquisition date. The excess of the purchase consideration over the fair values of the identified assets and liabilities is recorded as goodwill and assigned to one or more reporting units. The amounts and useful lives assigned to acquisition-related tangible and intangible assets impact the amount and timing of future amortization expense. Determining the fair value of assets acquired and liabilities assumed and the expected useful life, requires management’s judgment and often involves the use of significant estimates and assumptions, including assumptions with respect to future cash inflows and outflows, discount rates, asset lives and market multiples, among other items. Acquisition-related expenses and restructuring costs, if any, are recognized separately from the business combination and are expensed as incurred.
Goodwill and IntangibleLong-lived Assets
Goodwill is assigned to one or more reporting units on the date of acquisition. Our reporting units are the same as our reportable segments. Goodwill is not amortized as it is estimated to have an indefinite life. We review our goodwill for impairment annually during the fourth quarter of each fiscal year and between annual tests if an event occurs or circumstances change that would more likely than not reduce the fair value of any one of our reporting units below its respective carrying amount.
In performing the goodwill impairment test, we first perform a qualitative assessment, which requires that we consider factors such as macro-economic conditions, industry and market conditions in which FactSet operates, including the competitive environment and significant changes in demand for our services. We also consider our share price both in absolute terms and in relation to our peers. If, after assessing the totality of events or circumstances, we determine that it is more likely than not that the fair valuesreview on a quarterly basis of our reporting units are greater than the carrying amounts, then the quantitative goodwill impairment test is not performed.
If the qualitative assessment indicates that the quantitative analysis should be performed, we then evaluate goodwill for impairment by comparing the fair value of each of our reporting units to its carrying value, including the associated goodwill. To determine the fair values, we use an income approach, along with other relevant market information, derived from a discounted cash flow model to estimate fair value of our reporting units. An impairment charge for the amount by which the carrying amount exceeds the reporting unit’s fair value, if any, would be recognized. The loss recognized would not exceed total amount of goodwill allocated to that reporting unit.
43

Table of Contents
We completed our annual goodwill impairment test during the fourth quarter of fiscal 2020. We determined, after performing a qualitative review of each reporting unit, that it is more likely than not that the fair value of each reporting unit substantially exceeds their respective carrying amounts. Accordingly, there was no indication of impairment and the quantitative goodwill impairment test was not performed.
Our identifiable intangible assets consist of acquired content databases, client relationships, software technology, internal-use software, non-compete agreements and trade names resulting from acquisitions, which have been fully integrated into our operations. We amortize intangible assets over their estimated useful lives, which are evaluated quarterly to determine whether events and circumstances warrant a revision to the remaining period of amortization. The weighted average useful life of our identifiable intangible assets at August 31, 2020 was 11.9 years. If the estimate of the remaining useful life is changed, the remaining carrying amount of the intangible asset is amortized prospectively over that revised remaining useful life. There were no material adjustments to the useful lives of intangible assets subject to amortization during any of the periods presented. These intangible assets had no assigned residual values as of August 31, 2020 and 2019.
Intangible assets are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of such assets may not be recoverable. Determination of recoverability is based on an estimate of undiscounted future cash flows resulting from the use of the asset and its eventual disposition. Measurement of any impairment loss for intangible assets that management expects to hold, and use is based on the amount the carrying value exceeds the fair value of the asset, which may be based on estimated future cash flows (discounted). No indicators of impairment of intangible assets has been identified during any of the periods presented. Our ongoing consideration of the recoverability could result in impairment charges in the future, which could adversely affect our results of operations. The carrying value of intangible assets as of August 31, 2020 and 2019 was $121.1 million and $124.4 million, respectively. Refer to Note 8, Goodwill and Note 9, Intangible Assetsin the Notes to the Company’s Consolidated Financial Statements included in Item 8. of this Annual Report on Form 10-K for further details.
Long-lived Assets
Long-livedlong-lived assets, comprised of property, equipment and leasehold improvements are evaluated for impairment whenever events or changes in circumstances indicate the carrying value may not be recoverable. Factors that may cause an impairment review include significant changes in technology that make current computer-related assets that we use in our operations obsolete or less useful, and significant changes in the way we use these assets in our operations. Whenimprovements. In evaluating long-lived assets for potential impairment, if impairment indicators are present,recoverability, we first compare the carrying valueuse our best estimate of the asset to the asset’s estimated future cash flows (undiscounted and excluding interest charges). If the estimated future cash flows are less than the carrying value of the asset, we calculate an impairment loss. The impairment loss calculation comparesis recognized to the extent that such asset's carrying value of the asset to the asset’s estimatedexceeds its fair value, which may be based on estimatedthe most appropriate valuation technique, including discounted cash flows.
In determining indicators for impairment, we take various factors into account, including, but not limited to, a significant decline in our expected future cash flows, (discounted). We recognize an impairment loss ifchanges in expected useful life, unanticipated competition, slower growth rates, ongoing maintenance and improvements of the assets, or changes in the usage or operating performance. A significant amount of judgment is involved in determining if an indicator of impairment has occurred and in calculating the asset’s carrying value exceeds the asset’s estimated fair value. If we recognize an impairment loss, the adjusted carrying amount of the asset becomes its new cost basis. The new cost basis will be depreciated (amortized) over the remaining useful life of that asset. Usinginputs to the impairment evaluation methodology described here, there have been no long-lived asset impairment charges for each of the last three years. The carrying value of long-lived assets was $133.1 millioncalculation such as of August 31, 2020 and $119.4 million as of August 31, 2019.
Our impairment loss calculations contain uncertainties because they require managementestimates related to make assumptions and to apply judgment to estimate future cash flows and asset fair values, including forecasting asset useful lives of the assets and selecting the discount rate that reflects the risk inherent in future cash flows. We have not made any material changes in our impairment loss assessment methodology during the past three fiscal years. We do not believe there is a reasonable likelihood that there will be a material change in the estimates or assumptions we use to calculate long-lived asset impairment losses. However, ifIf actual results are not consistent with our estimates and assumptions usedincluded in estimating future cash flows and asset fair values,our impairment assessment, we may be exposed to losses that could be material.
Refer to Note 7, Property, Equipment and Leasehold Improvementsin the Notes to the Company’s Consolidated Financial Statements included in Item 8. of this Annual Report on Form 10-K for further information.
Performance-based Equity AwardsContingencies
Performance-based equity awards, whetherWe are subject to various legal proceedings, claims and litigation that have arisen in the formordinary course of performance-based stock optionsbusiness, which involve inherent uncertainties. Assessing the probability of loss for such contingencies and determining how to accrue the appropriate liabilities requires judgment. If actual results differ from our assessments, our financial position, results of operations, or performance share units, require management to make assumptions regarding the likelihood of achieving performance targets. The number of performance-based awards that vest willcash flows would be predicated on achieving performance levels during the measurement period subsequent to the date of grant. Dependent on the financial performance levels attained, a percentage of the performance-based awards will vest to the grantees. However, there is no current guarantee that such awards will vest in whole or in part. Refer to Note 16, Stock-Based Compensation in the Notes to the Company’s Consolidated Financial Statements included in Item 8. of this Annual Report on Form 10-K for further information.affected.
44

Table of Contents
New Accounting Pronouncements
SeeRefer to Note 3,2, Summary of Significant Accounting Policies in the Notes to the Company’s Consolidated Financial Statements included in Item 8. of this Annual Report on Form 10-K for a full description of recent accounting pronouncements, including the expected dates of adoption, which we include here by reference.adoption.
40

Table of Contents
ITEM 7A. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
Foreign Currency Exchange Risk
In the normal course of business, we are exposed to foreign currency exchange risk asand interest rate risk that could impact our financial position and results of operations. Current market events have not required us to modify materially or change our financial risk management strategies with respect to our exposures to foreign currency exchange risk or interest rate risk.
Foreign Currency Transaction Risk
We operate on a global basis and are exposed to the risk that our financial condition, results of operations and cash flows could be impacted by changes in foreign currency exchange rates. To mitigate the volatility and uncertainty of our exchange rate risk, we conduct business outside the U.S. in severalentered into foreign currency forward contracts with major institutions related to our primary currencies includingof the British Pound Sterling, Euro, Indian Rupee and Philippine Peso. Changes inThese forward contracts are designed to hedge anticipated foreign currency transaction exposure ranging from 25% to 75% over the exchange rateshedge term. We do not enter into cash flow hedges for such currencies into U.S. dollars can affect our revenues, earnings, and the carrying values of our assets and liabilities in our consolidated balance sheet, either positivelytrading or negatively.speculative purposes.
To manage the exposures related to the effects of foreign exchange rate fluctuations, the we utilize derivative instruments (foreign currency forward contracts). The changes in fair value for these foreign currency forward contracts are initially reported as a component of AOCLAccumulated other comprehensive loss ("AOCL") and subsequently reclassified into operating expenses when the hedged exposure affects earnings.
A sensitivity analysis was performed basedDuring fiscal 2022, we recognized a loss on the estimated fair value of all foreign currency forward contracts outstanding at of $7.9 million, compared with a gain of $5.0 million in fiscal 2021. During fiscal 2022, foreign currency exchange rate fluctuations, net of hedge activity, decreased operating income by $3.1 million, compared with a decrease of $5.4 million in fiscal 2021.
As of August 31, 2020. If the2022, a hypothetical 10% weaker U.S. dollar had been 10% weaker,would have increased the fair value of our outstanding foreign currency forward contracts would have increased by $13.0 million, which would have had an immaterial impact on our Consolidated Balance Sheet. Such a change in fair value of our financial instruments would be substantially offset by changes in our expense base.$14.5 million. If we had no hedges in place as of August 31, 2020, a2022, with operating results and exchange rates held constant in local currency, the same hypothetical 10% weaker U.S. dollar against all foreign currencies from the quoted foreign currency exchange rates at August 31, 2020, with operating results held constant in local currencies, would resulthave resulted in a decrease in operating income by $35.4 million over the next 12 months. A hypothetical 10% weaker U.S. dollar against all foreign currencies at August 31, 2020 would have increased the fair value of total assets by $66.3 million and equity by $41.6 million.
Volatility in the British Pound Sterling exchange rate remains a possibility in the short term as the UK continues the transition resulting from its exit from the European Union. In the longer term, any impact from Brexit will depend on, in part, the outcome of tariff, regulatory, and other negotiations. Refer to Item 1A. Risk Factors$39.0 of this Annual Report on Form 10-K for further discussion on Brexit.million.
Refer to Note 6,5, Derivative Instruments in thethe Notes to the Company’s Consolidated Financial Statements included in Item 8. of this Annual Report on Form 10-K for more information on our foreign currency exposures and our foreign currency forward contracts.
Foreign Currency Translation
We are exposed to foreign currency risk due to the translation of our results from certain international operations into U.S. Dollars, as part of the consolidation process. Fluctuations in foreign currency exchange rates can create volatility in the results of operations and our financial condition. We recorded a translation loss of $74.7 million and a gain of $0.8 million in AOCL for the years ended August 31, 2022 and 2021, respectively.
Interest Rate Risk
Cash and Cash Equivalents and Investments
The fair market valueAs of our cashAugust 31, 2022 we had Cash and cash equivalents of $503.3 million and investments at August 31, 2020 was $605.2Investments of $33.2 million. Our cashCash and cash equivalents consist of cash and highly liquid investments including demand deposits and money market funds with original maturitiesand our Investments consist of three months or less and are reported at fair value.mutual funds. We are exposed to interest rate risk through fluctuations of interest rates on our investments. As we have a restrictive investment policy, our financial exposure to fluctuations in interest rates is expected to remain low. Refer to Note 3,2, Summary of Significant Accounting PoliciePolicies s in the Notes to the Company’s Consolidated Financial Statements included in Item 8. of this Annual Report on Form 10-K for more information on our cash and cash equivalents and investments policies.equivalents.
Debt
2022 Credit Agreement
On March 1, 2022, we borrowed $1.0 billion under the 2022 Term Facility and $250.0 million of the available $500.0 million under the 2022 Revolving Facility. As of August 31, 2020,2022 we had long term debtan outstanding under the 2019 Revolving Credit Facility with a principal balance of $575.0 million.$750.0 million under the 2022 Term Facility and $250.0 million under the 2022 Revolving Facility. The debt bearsoutstanding borrowings under the 2022 Credit Facilities bore interest on the outstanding principle at a raterates equal to LIBORthe applicable one-month Term SOFR rate plus a 1.1% spread using(comprised of a 1.0% interest rate margin based on a debt leverage pricing grid. grid plus 0.1% credit spread adjustment). The spread remained consistent through August 31, 2022.
The variable rate of interest on our long-term debt can expose uscreates exposure to interest rate volatility due to changes in LIBOR.SOFR. To mitigate this exposure,risk, on March 5, 2020,1, 2022, we entered into an interest rate swap agreementthe 2022 Swap Agreement with a notional amount of $287.5$800.0 million, to hedge the variablea portion of our SOFR rate debt with a fixed interest rate obligation, effectively convertingof 1.162%. The notional amount of the floating interest rate2022 Swap Agreement declines by
41

Table of Contents
$100.0 million on a quarterly basis as of May 31, 2022 and is maturing on February 28, 2024. As of August 31, 2022, the notional amount was $600.0 million.
Thus, our exposure is limited to fixed for the hedged portion. Thus, we are only exposedfluctuations in SOFR related to base interest rate risk on floating rateour outstanding SOFR borrowings in excess of any amounts that are not hedged, or $287.5$400.0 million of our outstanding principal balance. Assuming all terms of our outstanding long-term debt remained the same, a hypothetical 25 basis point change (up or down) in the one-month LIBORSOFR would result in a $0.7
45

Table of Contents
$1.0 million change to our annual interest expense for the portion of the long-term debt not hedged by the interest rate swap agreement. expense.
Refer to Note 12, Debt in the Notes to the Company’s Consolidated Financial Statements included in Item 8. of this Annual Reportfor more information on Form 10-K for additional information regarding our outstanding debt obligations.borrowings as of August 31, 2022.
4642

Table of Contents
ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA
Index to Consolidated Financial Statements
Index to Consolidated Financial StatementsPage
Consolidated Financial Statements:
Financial Statement Schedule:

4743

Table of Contents
Management’s Statement of Responsibility for Financial Statements 
FactSet’s Consolidated Financial Statements are prepared byOur management whichprepares and is responsible for theirthe fairness, integrity and objectivity.objectivity of our Consolidated Financial Statements. The accompanying Consolidated Financial Statements have been prepared in conformity with accounting principles generally accepted in the United States of America and include amounts based on our management’s estimates and judgments. All financial information in this Report on Form 10-K has been presented on a basis consistent with the information included in the accompanying financial statements.
FactSet’sOur policies and practices reflect corporate governance initiatives that are compliant with the listing requirements of the New York Stock Exchange, the NASDAQ Stock Market and the corporate governance requirements of the Sarbanes-Oxley Act of 2002. Management,Our management, with oversight by the Company’sour Board of Directors, has established and maintains a strong ethical climate so that itsour affairs are conducted to the highest standards of personal and corporate conduct.
FactSet maintainsWe maintain accounting systems, including internal accounting controls, designed to provide reasonable assurance of the reliability of financial records and the protection of assets. The concept of reasonable assurance is based on recognition that the cost of a system should not exceed the related benefits. The effectiveness of those systems depends primarily upon the careful selection of financial and other managers, clear delegation of authority and assignment of accountability, inculcation of high business ethics and conflict-of-interest standards, policies and procedures for coordinating the management of corporate resources, and the leadership and commitment of top management. In compliance with the Sarbanes-Oxley Act of 2002, FactSetwe assessed itsour internal control over financial reporting as of August 31, 20202022 and issued a report (see below).
Management’s Report on Internal Control over Financial Reporting
ManagementOur management is responsible for establishing and maintaining adequate internal control over financial reporting for FactSet. Internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. Internal control over financial reporting includes those policies and procedures that (i) pertain to the maintenance of records that in reasonable detail accurately and fairly reflect the transactions and dispositions of the assets of the Company;our assets; (ii) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles and that our receipts and expenditures of the Company are being made only in accordance with authorizations of our management and directors of the Company;directors; and (iii) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the Company’sour assets that could have a material effect on the financial statements.
Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions or that the degree of compliance with the policies or procedures may deteriorate.
ManagementOur management (with the participation of the Chief Executive Officer and Chief Financial Officer) conducted an evaluation of the effectiveness of FactSet’sour internal control over financial reporting based on the framework in Internal Control—Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission.
In accordance with the guidance issued by the Securities and Exchange Commission, companies are permitted to exclude acquisitions from their first assessment of internal control over financial reporting following the date of acquisition. Based on those guidelines, our management's assessment of the effectiveness of our internal control over financial reporting excluded CUSIP Global Services ("CGS"), which we acquired in the third quarter of fiscal 2022. Excluding goodwill and intangible assets, CGS represented 5% percent of our total assets as of August 31, 2022 and 5% percent of our consolidated revenues for fiscal year 2022. Refer to Note 6, Acquisitions, for additional information on the CGS acquisition.
Based on this evaluation, our management concluded that FactSet’sour internal control over financial reporting was effective as of August 31, 2020.2022. Ernst & Young LLP (PCAOBID: 42), an independent registered public accounting firm, has audited the
44

Table of Contents
effectiveness of FactSet’sour internal control over financial reporting and has issued a report on FactSet’sour internal control over financial reporting, which is included in their report on the subsequent page.




/s/ F. PHILIP SNOW/s/ HELEN L. SHANLINDA S. HUBER
F. Philip SnowHelen L. ShanLinda S. Huber
Chief Executive OfficerExecutive Vice President, and Chief Financial Officer
October 29, 202021, 2022October 29, 202021, 2022

4845

Table of Contents
Report of Independent Registered Public Accounting Firm
To the Board of Directors and Stockholders of FactSet Research Systems Inc.
Opinion on the Financial Statements
We have audited the accompanying consolidated balance sheets of FactSet Research Systems Inc. (the Company) as of August 31, 2022 and 2021, and the related consolidated statements of income, comprehensive income, stockholders’ equity and cash flows for each of the three years in the period ended August 31, 2022, and the related notes and financial statement schedule listed in the Index at Item 8 (collectively referred to as the “Consolidated Financial Statements”). In our opinion, the Consolidated Financial Statements present fairly, in all material respects, the financial position of the Company at August 31, 2022 and 2021, and the results of its operations and its cash flows for each of the three years in the period ended August 31, 2022, in conformity with U.S. generally accepted accounting principles.
We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the Company’s internal control over financial reporting as of August 31, 2022, based on criteria established in Internal Control – Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (2013 framework) and our report dated October 21, 2022 expressed an unqualified opinion thereon.
Basis for Opinion
These financial statements are the responsibility of the Company’s management. Our responsibility is to express an opinion on the Company’s financial statements based on our audits. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.
We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audits provide a reasonable basis for our opinion.
Critical Audit Matters
The critical audit matters communicated below are matters arising from the current period audit of the financial statements that were communicated or required to be communicated to the audit committee and that: (1) relate to accounts or disclosures that are material to the financial statements and (2) involved our especially challenging, subjective or complex judgments. The communication of critical audit matters does not alter in any way our opinion on the Consolidated Financial Statements, taken as a whole, and we are not, by communicating the critical audit matters below, providing separate opinions on the critical audit matters or on the accounts or disclosures to which they relate.

46

Table of Contents
Measurement of income tax provision
Description of the Matter
As discussed in Note 2, Significant Accounting Policies, and Note 10, Income Taxes, of the Consolidated Financial Statements, the Company serves international markets and is subject to income taxes in the U.S. and numerous foreign jurisdictions, which affect the Company’s provision for income taxes. The tax provision is an estimate based on management’s understanding of current enacted tax laws and tax rates of each tax jurisdiction and the use of subjective allocation methodologies to allocate taxable income to tax jurisdictions based upon the structure of the Company’s operations and customer arrangements. For the year-ended August 31, 2022, the Company recognized a consolidated provision for income taxes of $46.7 million with $18.1 million related to its U.S. operations and $28.6 million related to its Non-U.S. operations.

Management’s calculation of the provision for income taxes was significant to our audit because the provision for income taxes involved subjective estimation and complex audit judgement related to the evaluation of tax laws, including the methods used to allocate taxable income, and the amounts and disclosures are material to the financial statements.
How We Addressed the Matter in Our AuditWe obtained an understanding, evaluated the design and tested the operating effectiveness of internal controls over management’s calculation of its provision for income taxes. For example, we tested controls over management’s evaluation of the allocation methodologies and management’s review of the assumptions and data utilized in determining the allocation of income to applicable tax jurisdictions.
Among other audit procedures performed, we evaluated the reasonableness of management’s allocation methodologies by analyzing the methodology based on the Company’s structure, operations and current tax law. We recalculated income tax expense using management’s methodology and agreed the data used in the calculations to the Company’s underlying books and records. We involved our tax professionals to evaluate the application of tax law to management’s allocation methodologies and tax position. This included assessing the Company’s correspondence with the relevant tax authorities and evaluating third-party reports and advice obtained by the Company. We also performed a sensitivity analysis to evaluate the effect from changes in management’s allocation methodologies and assumptions. We have evaluated the Company’s income tax disclosures included in Note 10, Income Taxes, of the Consolidated Financial Statements in relation to these matters.

47

Table of Contents
Valuation of Intangible Assets from Business Acquisition
Description of the Matter
As described in Note 6, Acquisitions, to the Consolidated Financial Statements, during the year ended August 31, 2022, the Company completed the CUSIP Global Services business acquisition for total consideration of $1.932 billion, inclusive of working capital adjustments. The transaction was accounted for under the acquisition method of accounting whereby the total purchase price was allocated to assets acquired and liabilities assumed based on the estimated fair value of such assets and liabilities with the residual being allocated to goodwill.

Auditing the Company’s accounting for the CUSIP Global Services acquisition required complex auditor judgment due to the significant estimation uncertainty inherent in determining the fair value of identified intangible assets for the acquired ABA business process and customer relationships. The significant estimation uncertainty was primarily due to the judgmental nature of the inputs to the valuation techniques used to measure the fair value of the ABA business process and customer relationships as well as the sensitivity of the respective fair values to the underlying significant assumptions. The significant assumptions used to estimate the fair value of the ABA business process and customer relationships included revenue growth rates and operating margins. These significant assumptions are forward-looking and could be affected by future economic and market conditions.

How We Addressed the Matter in Our AuditWe obtained an understanding, evaluated the design and tested the operating effectiveness of the Company’s controls over the valuation of intangible assets from the acquisition. For example, we tested controls over management’s review of the valuation models and the significant assumptions described above.
To test the estimated fair value of the acquired ABA business process and customer relationships, we performed audit procedures that included, among others, assessing the appropriateness of the valuation methodologies and testing the significant assumptions discussed above. For example, we compared the revenue growth rates and operating margins to the historical results of the acquired business. We further performed sensitivity analyses to evaluate the changes in the fair value of the acquired ABA business process and customer relationships that would result from changes in the significant assumptions. In addition, we involved internal valuation specialists to assist us in our evaluation of the valuation methodologies and certain significant assumptions used by the Company. We have evaluated the Company’s business acquisition disclosures included in Note 6, Acquisitions, of the Consolidated Financial Statements in relation to these matters.

/s/ Ernst & Young LLP
We have served as the Company’s auditor since 2013.
Stamford, CT
October 21, 2022














48

Table of Contents

Report of Independent Registered Public Accounting Firm
To the Board of Directors and Stockholders of FactSet Research Systems Inc.
Opinion on Internal Control over Financial Reporting
We have audited FactSet Research System Inc.’s (the Company) internal control over financial reporting as of August 31, 2020,2022, based on criteria established in Internal Control - Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (2013 framework) (the COSO criteria). In our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of August 31, 2020,2022, based on the COSO criteria.
As indicated in the accompanying Management’s Report on Internal Control over Financial Reporting, management’s assessment of and conclusion on the effectiveness of internal control over financial reporting did not include the internal controls of CGS, which are included in the 2022 Consolidated Financial Statements of the Company and constituted 5% of total assets, excluding goodwill and other intangible assets, net, as of August 31, 2022 and 5% of consolidated total revenues for the year then ended. Our audit of internal control over financial reporting of the Company also did not include an evaluation of the internal control over financial reporting of CGS.
We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the 20202022 Consolidated Financial Statements of the Company and our report dated October 29, 2020,21, 2022, expressed an unqualified opinion thereon.
Basis for Opinion
The Company’s management is responsible for maintaining effective internal control over financial reporting and for its assessment of the effectiveness of internal control over financial reporting included in the accompanying Management’s Report on Internal Control over Financial Reporting. Our responsibility is to express an opinion on the Company’s internal control over financial reporting based on our audit. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.
We conducted our audit in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether effective internal control over financial reporting was maintained in all material respects.
Our audit included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, testing and evaluating the design and operating effectiveness of internal control based on the assessed risk, and performing such other procedures as we considered necessary in the circumstances. We believe that our audit provides a reasonable basis for our opinion.
Definition and Limitations of Internal Control over Financial Reporting
A company’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company’s internal control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements.
Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.
/s/ Ernst & Young LLP
Stamford, CT
October 29, 2020




21, 2022
49

Table of Contents
Report of Independent Registered Public Accounting Firm
To the Board of Directors and Stockholders of FactSet Research Systems Inc.
Opinion on the Financial Statements
We have audited the accompanying consolidated balance sheets of FactSet Research Systems Inc. (the Company) as of August 31, 2020 and 2019, and the related consolidated statements of income, comprehensive income, stockholders’ equity and cash flows for each of the three years in the period ended August 31, 2020, and the related notes and financial statement schedule listed in the Index at Item 8. (collectively referred to as the “Consolidated Financial Statements”). In our opinion, the Consolidated Financial Statements present fairly, in all material respects, the financial position of the Company at August 31, 2020 and 2019, and the results of its operations and its cash flows for each of the three years in the period ended August 31, 2020, in conformity with U.S. generally accepted accounting principles.
We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the Company’s internal control over financial reporting as of August 31, 2020, based on criteria established in Internal Control – Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (2013 framework) and our report dated October 29, 2020 expressed an unqualified opinion thereon.
Adoption of Accounting Standards Update (ASU) No. 2016-02
As discussed in Note 3, Summary of Significant Accounting Policies, to the Consolidated Financial Statements, the Company changed its method of accounting for leases in 2020 due to the adoption of ASU No. 2016-02, Leases (Topic 842).
Basis for Opinion
These financial statements are the responsibility of the Company’s management. Our responsibility is to express an opinion on the Company’s financial statements based on our audits. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.
We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audits provide a reasonable basis for our opinion.
Critical Audit Matter
The critical audit matter communicated below is a matter arising from the current period audit of the financial statements that was communicated or required to be communicated to the audit committee and that: (1) relates to accounts or disclosures that are material to the financial statements and (2) involved our especially challenging, subjective, or complex judgments. The communication of the critical audit matter does not alter in any way our opinion on the Consolidated Financial Statements, taken as a whole, and we are not, by communicating the critical audit matter below providing a separate opinion on the critical audit matter or on the accounts or disclosures to which it relates.

50

Table of Contents
Measurement of income tax provision
Description of the Matter
As discussed in Note 3, Summary of Significant Accounting Policies, and 10, Income Taxes, of the Consolidated Financial Statements, the Company serves international markets and is subject to income taxes in the U.S. and numerous foreign jurisdictions, which affect the Company’s provision for income taxes. The tax provision is an estimate based on management’s understanding of current enacted tax laws and tax rates of each tax jurisdiction and the use of subjective allocation methodologies to allocate taxable income to tax jurisdictions based upon the structure of the Company’s operations and customer arrangements. For the year-ended August 31, 2020, the Company recognized a consolidated provision for income taxes of $54.2 million with $31.9 million related to its U.S. operations and $22.3 million related to its non-U.S. operations.

Management’s calculation of the provision for income taxes was significant to our audit because the provision for income taxes involved subjective estimation and complex audit judgement related to the evaluation of tax laws, including the methods used to allocate taxable income, and the amounts and disclosures are material to the financial statements.

How We Addressed the Matter in Our AuditWe obtained an understanding, evaluated the design and tested the operating effectiveness of internal controls over management’s calculation of its provision for income taxes. For example, we tested controls over management’s evaluation of the allocation methodologies and management’s review of the assumptions and data utilized in determining the allocation of income to applicable tax jurisdictions.
Among other audit procedures performed, we evaluated the reasonableness of management’s allocation methodologies by analyzing the methodology based on the Company’s structure, operations and current tax law. We recalculated income tax expense using management’s methodology and agreed the data used in the calculations to the Company’s underlying books and records. We involved our tax professionals to evaluate the application of tax law to management’s allocation methodologies and tax positions. This included assessing the Company’s correspondence with the relevant tax authorities and evaluating third-party reports and advice obtained by the Company. We also performed a sensitivity analysis to evaluate the effect from changes in management’s allocation methodologies and assumptions. We have evaluated the Company’s income tax disclosures included in Note 10, Income Taxes, of the Consolidated Financial Statements in relation to these matters.


/s/ Ernst & Young LLP
We have served as the Company’s auditor since 2013.
Stamford, CT
October 29, 2020


51

Table of Contents
FactSet Research Systems Inc.
Consolidated Statements of Income
(in thousands, except per share data)For the years ended August 31,
202220212020
Revenues$1,843,892 $1,591,445 $1,494,111 
Operating expenses
Cost of services871,106 786,400 695,446 
Selling, general and administrative433,032 331,004 342,505 
Asset impairments64,272 — 16,500 
Total operating expenses1,368,410 1,117,404 1,054,451 
Operating income475,482 474,041 439,660 
Other income (expense), net
Interest expense, net(29,522)(6,394)(9,829)
Other income (expense), net(2,366)(30)(2,697)
Total other income (expense), net(31,888)(6,424)(12,526)
Income before income taxes443,594 467,617 427,134 
Provision for income taxes46,677 68,027 54,196 
Net income$396,917 $399,590 $372,938 
Basic earnings per common share$10.48 $10.56 $9.83 
Diluted earnings per common share$10.25 $10.36 $9.65 
Basic weighted average common shares37,864 37,856 37,936 
Diluted weighted average common shares38,736 38,570 38,646 
(in thousands, except per share data)Years ended August 31,
202020192018
Revenue$1,494,111 $1,435,351 $1,350,145 
Operating expenses
Cost of services695,446 663,446 659,296 
Selling, general and administrative359,005 333,870 324,645 
Total operating expenses1,054,451 997,316 983,941 
Operating income439,660 438,035 366,204 
Other expenses
Interest expense, net(9,829)(16,624)(16,286)
Other (expense) income, net(2,697)554 1,920 
Total other expense(12,526)(16,070)(14,366)
Income before income taxes427,134 421,965 351,838 
Provision for income taxes54,196 69,175 84,753 
Net income$372,938 $352,790 $267,085 
Basic earnings per common share$9.83 $9.25 $6.90 
Diluted earnings per common share$9.65 $9.08 $6.78 
Basic weighted average common shares37,936 38,144 38,733 
Diluted weighted average common shares38,646 38,873 39,377 
The accompanying notes are an integral part of these Consolidated Financial Statements.
50

Table of Contents
FactSet Research Systems Inc.
Consolidated Statements of Comprehensive Income
(in thousands)For the years ended August 31,
202220212020
Net income$396,917 $399,590 $372,938 
Other comprehensive income (loss), net of tax
Net unrealized gain (loss) on cash flow hedges*5,245 (504)674 
Foreign currency translation adjustment gains (losses)(74,666)835 34,577 
Other comprehensive income (loss)(69,421)331 35,251 
Comprehensive income$327,496 $399,921 $408,189 
*For the fiscal years ended August 31, 2022, 2021 and 2020, the net unrealized gain (loss) on cash flow hedges disclosed above were net of a tax expense of $1,657 thousand, tax benefit of $162 thousand, and a tax expense of $251 thousand, respectively.

The accompanying notes are an integral part of these Consolidated Financial Statements.
51

Table of Contents
FactSet Research Systems Inc.
Consolidated Balance Sheets
(in thousands, except share data)August 31,
20222021
ASSETS  
Cash and cash equivalents$503,273 $681,865 
Investments33,219 35,984 
Accounts receivable, net of reserves of $2,776 at August 31, 2022 and $6,431 at August 31, 2021204,102 151,187 
Prepaid taxes38,539 13,917 
Prepaid expenses and other current assets91,214 50,625 
Total current assets870,347 933,578 
Property, equipment and leasehold improvements, net80,843 131,377 
Goodwill965,848 754,205 
Intangible assets, net1,895,909 134,986 
Deferred taxes3,153 2,250 
Lease right-of-use assets, net159,458 239,064 
Other assets38,747 29,480 
TOTAL ASSETS$4,014,305 $2,224,940 
LIABILITIES
Accounts payable and accrued expenses$108,395 $85,777 
Current lease liabilities29,185 31,576 
Accrued compensation114,808 104,403 
Deferred revenues152,039 63,104 
Dividends payable33,860 30,845 
Total current liabilities438,287 315,705 
Long-term debt1,982,424 574,535 
Deferred taxes8,800 14,752 
Deferred revenues, non-current7,212 8,394 
Taxes payable34,211 30,279 
Long-term lease liabilities208,622 259,980 
Other liabilities3,341 4,942 
TOTAL LIABILITIES$2,682,897 $1,208,587 
Commitments and contingencies (see Note 13)
STOCKHOLDERS’ EQUITY
Preferred stock, $0.01 par value, 10,000,000 shares authorized, none issued$— $— 
Common stock, $0.01 par value, 150,000,000 shares authorized, 41,653,218 and 41,163,192 shares issued, 38,044,756 and 37,615,419 shares outstanding at August 31, 2022 and 2021, respectively417 412 
Additional paid-in capital1,190,350 1,048,305 
Treasury stock, at cost: 3,608,462 and 3,547,773 shares at August 31, 2022 and 2021, respectively(930,715)(905,917)
Retained earnings1,179,739 912,515 
Accumulated other comprehensive loss(108,383)(38,962)
TOTAL STOCKHOLDERS’ EQUITY$1,331,408 $1,016,353 
TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY$4,014,305 $2,224,940 
The accompanying notes are an integral part of these Consolidated Financial Statements.
52

Table of Contents
FactSet Research Systems Inc.
Consolidated Statements of Comprehensive Income
(in thousands)Years ended August 31,
202020192018
Net income$372,938 $352,790 $267,085 
Other comprehensive income, net of tax:
Net unrealized gain (loss) on cash flow hedges(1)
674 504 (7,288)
Foreign currency translation adjustments34,577 (24,325)(9,431)
Other comprehensive income (loss)35,251 (23,821)(16,719)
Comprehensive income$408,189 $328,969 $250,366 
(1)Cash FlowsThe unrealized gain (loss) on cash flow hedges disclosed above was net of tax (expense) benefit of ($251), ($387), and $3,518 for the fiscal years ended August 31, 2020, 2019 and 2018, respectively.
(in thousands)Years ended August 31,
202220212020
CASH FLOWS FROM OPERATING ACTIVITIES   
Net income$396,917 $399,590 $372,938 
Adjustments to reconcile net income to net cash provided by operating activities
Depreciation and amortization86,683 64,476 57,614 
Amortization of lease right-of-use assets43,032 42,846 43,185 
Stock-based compensation expense56,003 45,065 36,579 
Deferred income taxes(8,715)(4,602)10,626 
Impairment charge64,272 — 16,500 
Changes in assets and liabilities, net of effects of acquisitions
Accounts receivable, net of reserves(32,980)3,646 (8,608)
Accounts payable and accrued expenses12,815 2,068 12,427 
Accrued compensation14,524 21,815 16,446 
Deferred fees(6,100)5,078 5,571 
Taxes payable, net of prepaid taxes(19,275)26,298 (24,224)
Lease liabilities, net(48,628)(42,750)(33,340)
Other, net(20,271)(8,304)126 
Net cash provided by operating activities538,277 555,226 505,840 
CASH FLOWS FROM INVESTING ACTIVITIES
Purchases of property, equipment, leasehold improvements and internal-use software(51,156)(61,325)(77,642)
Acquisition of businesses, net of cash and cash equivalents acquired(1,981,641)(58,056)— 
Purchases of investments(878)(18,787)(2,736)
Proceeds from maturity or sale of investments— 2,176 6,746 
Net cash used in investing activities(2,033,675)(135,992)(73,632)
CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds from debt2,238,355 — — 
Repayment of debt(825,000)— — 
Payments of debt issuance costs(9,736)— — 
Dividend payments(125,934)(117,927)(110,439)
Proceeds from employee stock plans86,047 64,177 95,520 
Repurchases of common stock(18,639)(264,702)(199,625)
Other financing activities(5,859)(4,259)(3,531)
Net cash provided by/(used in) financing activities1,339,234 (322,711)(218,075)
Effect of exchange rate changes on cash and cash equivalents(22,428)(263)11,673 
Net (decrease) increase in cash and cash equivalents(178,592)96,260 225,806 
Cash and cash equivalents at beginning of period681,865 585,605 359,799 
Cash and cash equivalents at end of period$503,273 $681,865 $585,605 
Supplemental Disclosure of Cash Flow Information
Cash paid during the year for interest$29,525 $8,021 $12,876 
Cash paid during the year for income taxes, net of refunds$76,252 $46,588 $69,092 
Supplemental Disclosure of Non-Cash Transactions
Dividends declared, not paid$33,860 $30,845 $29,283 
The accompanying notes are an integral part of these Consolidated Financial Statements.
53

Table of Contents
FactSet Research Systems Inc.
Consolidated Balance SheetsStatements of Changes in Stockholders’ Equity
(in thousands, except share data)Common StockAdditional
Paid-in
Capital
Treasury StockRetained
Earnings
Accumulated
Other
Comprehensive
Loss
Total
Stockholders’
Equity
SharesPar ValueSharesAmount
Balance as of August 31, 201940,104,192 $401 $806,973 1,986,352 $(433,799)$373,225 $(74,544)$672,256 
Net income372,938 372,938 
Other comprehensive loss35,251 35,251 
Common stock issued for employee stock plans630,520 95,515 75 (21)95,501 
Vesting of restricted stock32,996 — 11,945 (3,511)(3,511)
Repurchases of common stock739,084 (199,625)(199,625)
Stock-based compensation36,579 36,579 
Dividends declared(113,014)(113,014)
Balance as of August 31, 202040,767,708 $408 $939,067 2,737,456 $(636,956)$633,149 $(39,293)$896,375 
Net income399,590 399,590 
Other comprehensive loss331 331 
Common stock issued for employee stock plans360,877 64,173 318 (104)64,073 
Vesting of restricted stock34,607 — 12,614 (4,155)(4,155)
Repurchases of common stock797,385 (264,702)(264,702)
Stock-based compensation45,065 45,065 
Dividends declared(120,224)(120,224)
Balance as of August 31, 202141,163,192 $412 $1,048,305 3,547,773 $(905,917)$912,515 $(38,962)$1,016,353 
Net income396,917 396,917 
Other comprehensive income(69,421)(69,421)
Common stock issued for employee stock plans450,527 86,042 260(128)85,919 
Vesting of restricted stock39,499 — 14,229 (6,031)(6,031)
Repurchases of common stock46,200 (18,639)(18,639)
Stock-based compensation56,003 56,003 
Dividends declared(129,693)(129,693)
Balance as of August 31, 202241,653,218 $417 $1,190,350 3,608,462 $(930,715)$1,179,739 $(108,383)$1,331,408 
(in thousands, except share data)August 31,
20202019
ASSETS  
Cash and cash equivalents$585,605 $359,799 
Investments19,572 25,813 
Accounts receivable, net of reserves of $7,987 at August 31, 2020 and $10,511 at August 31, 2019155,011 146,309 
Prepaid taxes38,067 15,033 
Prepaid expenses and other current assets43,675 36,858 
Total current assets841,930 583,812 
Property, equipment and leasehold improvements, net133,102 119,384 
Goodwill709,703 685,729 
Intangible assets, net121,095 124,448 
Deferred taxes7,571 
Lease right-of-use assets, net248,929 
Other assets28,629 39,186 
TOTAL ASSETS$2,083,388 $1,560,130 
LIABILITIES
Accounts payable and accrued expenses$82,094 $79,620 
Current lease liabilities29,056 
Accrued compensation81,873 64,202 
Deferred fees53,987 47,656 
Dividends payable29,283 27,445 
Total current liabilities276,293 218,923 
Long-term debt574,354 574,174 
Deferred taxes19,713 16,391 
Deferred fees9,319 10,088 
Taxes payable27,739 26,292 
Long-term lease liabilities272,269 
Other non-current liabilities7,326 42,006 
TOTAL LIABILITIES$1,187,013 $887,874 
Commitments and contingencies (See Note 13)
STOCKHOLDERS’ EQUITY
Preferred stock, $0.01 par value, 10,000,000 shares authorized, NaN issued$$
Common stock, $0.01 par value, 150,000,000 shares authorized, 40,767,708 and 40,104,192 shares issued, 38,030,252 and 38,117,840 shares outstanding at August 31, 2020 and
2019, respectively
408 401 
Additional paid-in capital939,067 806,973 
Treasury stock, at cost: 2,737,456 and 1,986,352 shares at August 31, 2020 and 2019, respectively(636,956)(433,799)
Retained earnings633,149 373,225 
Accumulated other comprehensive loss(39,293)(74,544)
TOTAL STOCKHOLDERS’ EQUITY$896,375 $672,256 
TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY$2,083,388 $1,560,130 


The accompanying notes are an integral part of these Consolidated Financial Statements.
54

Table of Contents
FactSet Research Systems Inc.
Consolidated Statements of Cash Flows
(in thousands)Years ended August 31,
202020192018
CASH FLOWS FROM OPERATING ACTIVITIES   
Net income$372,938 $352,790 $267,085 
Adjustments to reconcile net income to net cash provided by operating activities
Depreciation and amortization57,614 60,463 57,285 
Amortization of lease right-of-use assets43,185 
Stock-based compensation expense36,579 32,400 31,516 
Deferred income taxes10,626 (2,278)(1,910)
Impairment charge16,500 
Loss on sale of assets172 196 140 
Changes in assets and liabilities, net of effects of acquisitions
Accounts receivable, net of reserves(8,608)10,205 (8,417)
Accounts payable and accrued expenses12,427 (2,290)12,077 
Accrued compensation16,446 (1,743)5,735 
Deferred fees5,571 458 6,035 
Taxes payable, net of prepaid taxes(24,224)(19,238)27,659 
Lease liabilities, net(33,340)
Other, net(46)(3,827)(11,537)
Net cash provided by operating activities505,840 427,136 385,668 
CASH FLOWS FROM INVESTING ACTIVITIES:
Purchases of property, equipment, leasehold improvements and intangible assets(77,642)(59,370)(33,520)
Purchases of investments(2,736)(11,135)(12,470)
Proceeds from maturity or sale of investments6,746 14,405 12,459 
Acquisition of businesses and investments, net of cash and cash equivalents acquired(15,000)
Net cash used in investing activities(73,632)(56,100)(48,531)
CASH FLOWS FROM FINANCING ACTIVITIES
Repurchase of common stock(199,625)(220,372)(303,955)
Dividend payments(110,439)(100,052)(89,408)
Repayment of debt(575,000)
Proceeds from debt575,000 
Proceeds from employee stock plans95,520 107,051 71,610 
Tax benefits from share-based payment arrangements
Other financing activities, net(3,531)(901)1,716 
Net cash used in financing activities(218,075)(214,274)(320,037)
Effect of exchange rate changes on cash and cash equivalents11,673 (5,586)(3,208)
Net increase in cash and cash equivalents225,806 151,176 13,892 
Cash and cash equivalents at beginning of period359,799 208,623 194,731 
Cash and cash equivalents at end of period$585,605 $359,799 $208,623 
Supplemental Disclosure of Cash Flow Information
Cash paid during the year for interest$12,876 $19,509 $15,676 
Cash paid during the year for income taxes, net of refunds$69,092 $89,997 $68,707 
Supplemental Disclosure of Non-Cash Transactions
Dividends declared, not paid$29,283 $27,445 $24,443 
The accompanying notes are an integral part of these Consolidated Financial Statements.
55

Table of Contents
FactSet Research Systems Inc.
Consolidated Statements of Changes in Stockholders’ Equity
(in thousands, except share data)Common StockAdditional
Paid-in
Capital
Treasury StockRetained
Earnings
Accumulated
Other
Comprehensive
Loss
Total
Stockholders’
Equity
SharesPar ValueSharesAmount
Balance as of September 1, 201751,845,132 $518 $741,748 12,822,100 $(1,606,678)$1,458,823 $(34,720)$559,691 
Net income267,085 267,085 
Other comprehensive loss(16,719)(16,719)
Common stock issued for employee stock plans685,807 80,983 80,991 
Vesting of restricted stock26,599 8,070 (1,514)(1,514)
Repurchases of common stock1,534,782 (302,441)(302,441)
Stock-based compensation31,517 31,517 
Dividends declared(92,710)(92,710)
Retirement of Treasury Shares(13,292,689)$(133)(186,717)(13,292,689)1,697,205 (1,510,355)
Balance as of August 31, 201839,264,849 $393 $667,531 1,072,263 $(213,428)$122,843 $(51,439)$525,900 
Net income352,790 352,790 
Other comprehensive loss(23,821)(23,821)
Common stock issued for employee stock plans753,942 107,043 107,050 
Vesting of restricted stock85,401 (1)31,644 (7,241)(7,241)
Repurchases of common stock882,445 (213,130)(213,130)
Stock-based compensation32,400 32,400 
Dividends declared(103,710)(103,710)
Cumulative effect of adoption of accounting standards*1,302 716 2,018 
Balance as of August 31, 201940,104,192 $401 $806,973 1,986,352 $(433,799)$373,225 $(74,544)$672,256 
Net income372,938 372,938 
Other comprehensive income35,251 35,251 
Common stock issued for employee stock plans630,520 95,515 75(21)95,501 
Vesting of restricted stock32,996 11,945 (3,511)(3,511)
Repurchases of common stock739,084 (199,625)(199,625)
Stock-based compensation36,579 36,579 
Dividends declared(113,014)(113,014)
Balance as of August 31, 202040,767,708 $408 $939,067 2,737,456 $(636,956)$633,149 $(39,293)$896,375 

*Includes the cumulative effect of adoption of accounting standards primarily due to both the adoption of the new revenue recognition standard (ASC 606) resulting in a cumulative increase to retained earnings related to certain fulfillment costs and the accounting standard update related to the U.S. Tax Cuts and Jobs Act ("TCJA") providing for the reclassification from accumulated other comprehensive loss to retained earnings for stranded tax effects. Refer to Note 3, Basis of Presentation and Note 4, Revenue Recognition in the Notes to the Company's Consolidated Financial Statements included in Item 8. of this Annual Report on Form 10-K for additional information.
The accompanying notes are an integral part of these Consolidated Financial Statements.
56

Table of Contents
Notes to the Consolidated Financial Statements

Page

1. DESCRIPTION OF BUSINESS

FactSet Research Systems Inc. and its wholly-owned subsidiaries (collectively, "we," "our," "us," the "Company" or "FactSet") is a global provider of integrated financial information, analytical applicationsdata and industry-leading services foranalytics company with an open and flexible digital platform that drives the investment community to see more, think bigger, and corporate communities. do its best work. Our strategy is to build the leading open content and analytics platform to deliver a differentiated advantage for our clients’ success.
For overmore than 40 years, the FactSet platform has delivered expansive data, sophisticated analytics, and flexible technology used by global financial professionals have utilized the Company’s contentto power their critical investment workflows. As of August 31, 2022, we had more than 7,500 clients comprised of approximately 180,000 investment professionals, including asset managers, bankers, wealth managers, asset owners, channel partners, hedge funds, corporate users, private equity and multi-asset classventure capital professionals. Our on- and off-platform solutions across each stage ofspan the investment process. FactSet’s goal islifecycle to provide a seamless user experience spanning idea generation,include investment research, portfolio construction and analysis, trade execution, performance measurement, risk management and reporting, in which the Company serves the front, middle, and back officesreporting. Our revenues are primarily derived from subscriptions to drive productivity and improved performance. FactSet’s flexible, openour multi-asset class data and technology solutions can be implemented both across the investmentpowered by our connected content ("content refinery"). Our products and services include workstations, portfolio lifecycle or as standalone components serving different workflows in an organization. FactSet is focused on growing the business through 3 segments: the Americas (formerly known as U.S.), EMEA (Europeanalytics and Africa, formerly known as Europe),enterprise solutions.
We provide financial data and Asia Pacific. Within each of the segments, the Company primarily delivers insight and information through the four workflow solutions of Research, Analytics and Trading, Content and Technology Solutions ("CTS"), and Wealth.

FactSet currently serves a wide range of financial professionals, which include but are not limited to portfolio managers, investment research professionals, investment bankers, risk and performance analysts, wealth advisors, and corporate clients. FactSet provides both insights on global market trends and intelligence on securities, companies, industries and industries,people to enable our clients to research investment ideas, as well as capabilities to analyze, monitor portfolio risk and performance and execute trades. The Company combinesmanage their portfolios. We combine dedicated client service with open and flexible technology offerings, such asincluding a configurable desktop and mobile platform, comprehensive data feeds, and open marketplace andcloud-based digital portalssolutions and application programming interfaceinterfaces ("APIs"). The Company's revenue is primarily derived from subscriptionsOur CGS business supports security master files relied on by the investment industry for critical front, middle and back office functions.
We drive our business based on our detailed understanding of our clients’ workflows, which helps us to productssolve their most complex challenges. We provide them with an open digital platform, connected and services such as workstations, portfolio analytics, enterprisereliable data, next-generation workflow solutions and research management.highly committed service specialists.

We operate our business through three reportable segments ("segments"): the Americas, EMEA and Asia Pacific. Refer to Note 18,
Segment Information, for further discussion. For each of our segments, we execute our strategy through three workflow solutions: Research & Advisory; Analytics & Trading; and Content & Technology Solutions ("CTS").
5755

Table of Contents
2. BASIS OF PRESENTATIONSIGNIFICANT ACCOUNTING POLICIES
FactSet conductsBasis of Presentation
We conduct business globally and is managedmanage our business on a geographic basis. The accompanying Consolidated Financial Statements and Notes to the Company's Consolidated Financial Statements included in this Annual Report on Form 10-K are preparedprepared in accordance with generally accepted accounting principles in the United States ("GAAP"). All for annual financial information and the instructions to Form 10-K and Article 10 of Regulation S-X. The accompanying Consolidated Financial Statements include our accounts and those of our wholly-owned subsidiaries; all intercompany balances, transactions,activity and profitsbalances have been eliminated.
The Company has evaluated subsequent events through the date that the financial statements were issued.
Reclassification
We reclassified a fiscal 2020 comparative figure related to the impairment of an investment in a company from Selling, general and administrative to Asset impairments in the Consolidated Statement of Income to conform to the current year's presentation.
Use of Estimates
The preparation of our Consolidated Financial Statements and related disclosures in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements, and the reported amounts of revenuerevenues and expenses during the reporting period. Significant estimates may have been made in areas that include allocation of purchase price to acquiredincome taxes, stock-based compensation, goodwill and intangible assets, business combinations, long-live assets and liabilities, stock-based compensation, income taxes, valuation of goodwill, and useful lives and valuation of fixed and intangible assets. The Company bases itscontingencies. We base our estimates on historical experience and on various other assumptions that are believed to be reasonable, the results of which form the basis for making judgments about the carrying values of assets and liabilities. Actual results could differ from those estimates.
Reclassification

The Company reclassified certain prior year comparative figures from Interest expense, net, to Other expense, net including non-operational foreign exchange gains and losses in the Consolidated Statement of Income to conform to the current year's presentation.

The Company reclassified certain capitalized software from Property, equipment and leasehold improvements, net to Intangible assets, net, except for capitalized develop costs associated with hosted solutions, which were reclassified to Other assets, in the prior year comparative figures in the Consolidated Balance Sheets to conform to the current year's presentation.

COVID-19
A novel strain of coronavirus, now known as COVID-19 ("COVID-19"), was first reported in December 2019, and it has since extensively impacted the global health and economic environment, with the World Health Organization characterizing COVID-19 as a pandemic on March 11, 2020. FactSet is closely monitoring pandemic-related developments and has taken, and continues to take, numerous steps to address them. FactSet has required nearly all its employees to work remotely on a temporary basis and has implemented global travel restrictions for employees. The Company believes the transition to remote working has been successful and has not significantly affected financial results for the fiscal year ended August 31, 2020. Since the situation surrounding the COVID-19 pandemic remains fluid, FactSet is actively managing its response and has assessed potential impacts to its financial position and operating results for fiscal 2020 as of August 31, 2020. The extent of the effect on the Company’s future operational and financial performance will depend on future developments, including the duration, spread and intensity of the pandemic, and governmental, regulatory and private sector responses, all of which are uncertain and difficult to predict.
3. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
The significant accounting policies of the Company and its subsidiaries are summarized below.
Revenue Recognition 
The majority of the Company’s revenue isour revenues are derived from client access to its hosted proprietary data and analytics platform, which can include various combinationsour multi-asset solutions powered by our suite of products and servicesconnected content available over the contractual term.term (referred to as the "hosted platform"). The hosted platform is a subscription-based service that consists primarily of providingprovides client access to various combinations of products and services including workstations, portfolio analytics, and enterprise data, research management,solutions. We also provide subscription access to a database of universally recognized identifiers reflecting differentiating characteristics for issuers and trade execution. The Companytheir financial instruments (referred to as the "identifier platform").
We determined that the subscription-based servicemajority of each of our hosted platform and identifier platform services represents a single performance obligation covering a series of distinct products and services that are substantially the same and that have the same pattern of transfer to the client. Based on theThe primary nature of the servicespromise to the client is to provide daily access to each of these data and products offered by FactSet, the Company appliesanalytics platforms, with revenue recognized over-time as performance is satisfied on an inputoutput time-based measure of progress, as the client is simultaneously receiving and consuming the benefits of the platform. The Company records revenue
We record deferred revenues when cash payments are received or we have a contractual right to bill in advance.
Stock-Based Compensation
We measure compensation expense for its contractsall stock-based awards made to employees and members of our board of directors ("non-employees"), using the over-time revenue recognitionBlack-Scholes model as a client is invoiced or performance is satisfied. A provision for billing adjustmentsthe lattice-binomial option-pricing model ("binomial model") to calculate the grant-date fair value. Both models involve several assumptions, including the expected term of the awards, volatility of our common stock, risk-free interest rates and cancellation of services is estimated and accounted for as a reduction to revenue, with a corresponding reduction to accounts receivable.our dividend yield.
Accounts Receivable and Deferred Fees
Amounts that have been earned but not yet paid are reflectedWe rely on the Consolidated Balance Sheets as Accounts receivable, netBlack-Scholes model for our non-employee options, non-employee restricted stock units and common stock acquired under our employee stock purchase plan and the binomial model for our employee stock options, employee restricted stock units and employee performance share units. The binomial model incorporates market conditions, vesting restrictions and exercise patterns.
For restricted stock units and performance share units, the grant date fair value is measured by reducing the grant date price of reserves. Amounts invoiced in advanceour common stock by the present value of client paymentsthe dividends expected to be paid on the underlying stock during the requisite service period, discounted at the appropriate risk-free interest rate.
For stock-based awards with service conditions, we use the straight-line method to recognize compensation expense over the requisite service period. For stock-based awards that are in excess of earned subscription revenue are reflected onalso include performance conditions, the graded vesting method is used to
5856

Table of Contents
Consolidated Balance Sheets as Deferred fees. Asdetermine compensation expense over the requisite service period if achievement of August 31, 2020, the amountperformance condition is determined to be probable, which is reviewed on a quarterly basis. Compensation expense for all stock-based awards is recorded net of accounts receivable that was unbilled totaled $17.1 million,estimated forfeitures which are based on historical forfeiture rates and will be billed in fiscal 2021. As of August 31, 2019,revised if actual forfeitures differ from those estimates.
For our employee stock purchase plan, compensation expense is recognized on a straight-line basis over the amount of accounts receivable that was unbilled totaled $15.8 million, and was billed in fiscal 2020.
The Company calculates its receivable reserve through analyzing aged client receivables, reviewing the recent history of client receivable write-offs and understanding general market and economic conditions. In accordance with this policy, a receivable reserve of $8.0 million and $10.5 million was recorded as of August 31, 2020 and 2019, respectively, within the Consolidated Balance Sheets as a reduction to Accounts receivable.
Cost of Services
Cost of services is comprised of compensation for Company employees within the content collection, consulting, product development, software and systems engineering groups in addition to data costs, computer maintenance and depreciation expenses, amortization of identifiable intangible assets, and client-related communication costs.
Selling, General and Administrative
Selling, general and administrative expenses include compensation for the sales and various other support and administrative departments in addition to travel and entertainment expenses, marketing costs, rent, depreciation of furniture and fixtures, amortization of lease right-of-use ("ROU") assets and leasehold improvements, as well as office expenses, professional fees and other miscellaneous expenses.offering period.
Research and Product Development Costs
FactSet doesWe do not have a separate research and product development ("R&D") department, but rather the Product Developmentthese costs primarily consist of non-compensatory employee expenses, such as salaries and Engineering departments work closely with our strategists, product managers, sales and other client-facing specialists to identify areas of improvement with the goal of providing increased value to clients. As such, research and product development costs relate to the salary andrelated benefits for the Company’sour product development, software engineering and technical support staffdepartments and thesecertain third parties, collaborating with our strategists, product and content managers, technologists, sales and other team members to develop new products and process innovations and enhance existing products. Our R&D costs are expensed as incurred and are primarily included withinrecorded in employee compensation costs (included in our Cost of services as employee compensation. The Company expects to allocate a similar percentageand SG&A expenses in the Consolidated Statements of its workforce in future years in to continue to develop new products and enhancements, respond quickly to market changes and meet the needs of its clients efficiently. FactSetIncome). We incurred research and product development costs of $224.0$255.1 million, $214.7$250.1 million and $217.1$224.0 million during fiscal years 2020, 20192022, 2021 and 2018,2020, respectively.
Earnings per ShareIncome Taxes
Basic earnings per share ("EPS")We account for income taxes using the asset and liability method, under which deferred tax assets and liabilities are recognized for the expected future tax consequences of temporary differences between the financial reporting and tax bases of assets and liabilities and for operating losses and tax credit carryforwards. Deferred tax assets and liabilities are measured using the currently enacted tax rates that apply to taxable income in effect for the years in which they are expected to be realized or settled. Deferred tax assets are evaluated for future realization and reduced by a valuation allowance to the amount that is computed by dividing net incomemore likely than not to be realized.
We recognize tax benefits from uncertain tax positions only if it is more likely than not that the tax position will be sustained on examination by the numbertaxing authorities, based on the technical merits of weighted average common shares outstanding during the period. Diluted EPS is computed by dividing net income byposition. The tax benefits recognized in the numberconsolidated financial statements from such positions are then measured based on the largest benefit that has a greater than 50% likelihood of weighted average common shares outstanding duringbeing realized upon ultimate settlement. We classify the period increased by the dilutive effect of potential common shares outstanding during the period. The number of potential common shares outstanding has been determined in accordance with the treasury stock methodliability for unrecognized tax benefits as Taxes Payable (non-current) and to the extent theythat we anticipate payment of cash within one year, the benefit will be classified as Taxes Payable (current) in the Consolidated Balance Sheets.
We accrue interest on all tax exposures for which reserves have been established consistent with jurisdictional tax laws, and classify this interest as income tax expense in the Consolidated Statements of Income.
Cash and Cash Equivalents
Cash and cash equivalents consist of cash and highly liquid investments including demand deposits and money market funds available for withdrawal without restriction or with original maturities of 90 days or less. The carrying value of our cash and cash equivalents approximates fair value.
Accounts Receivable
Accounts receivable are dilutive. Forrecorded at the purposeinvoiced amount, net of calculating EPS, common shares outstandingan allowance for any potential uncollectible amounts. Our accounts receivable includes unbilled receivables that are short-term in nature and expected to be billed and earned within one year. We evaluate our allowance to include common shares issuable uponexpected credit losses and collectability trends based on a variety of factors, including our historical write-off activity, current economic environment, customer-specific information and expectations of future economic conditions. Our allowance is recorded to SG&A in the exerciseConsolidated Statements of outstanding share-based compensation awards,Income and we assess the adequacy of the allowance on a quarterly basis. Recoveries of accounts previously reserved are recognized as a reversal to SG&A when payment is received. We write-off account balances when we have exhausted our collection efforts.
Property, Equipment and Leasehold Improvements
Property, equipment and leasehold improvements are stated at cost, less accumulated depreciation and amortization. Property and equipment is depreciated based on the straight-line method over the estimated useful lives of the assets, ranging from three to five years for computers and related equipment and seven years for furniture and fixtures. Leasehold improvements are amortized on a straight-line basis over the shorter of their respective useful lives or the related lease term. Repairs and maintenance expenditures, which are not considered leasehold improvements and do not extend the useful life of the property and equipment, are expensed as incurred.
57

Table of Contents
We perform a qualitative review of the carrying amount of our property, equipment and leasehold improvements on a quarterly basis. Should projected undiscounted future cash flows be less than the carrying amount of the asset or asset group, an impairment charge reducing the carrying amount to fair value is required.
Goodwill
Goodwill at the reporting unit level is tested for impairment annually, and more frequently if impairment indicators exist. Goodwill is deemed to be impaired and written-down in the period in which the carrying value of the reporting unit exceeds its fair value. We have three reporting units, Americas, EMEA and Asia Pacific, which are consistent with our operating segments.
We may first elect to perform a qualitative analysis for the reporting units to determine whether it is more likely (a likelihood of more than 50 percent) than not the fair value of the reporting unit is less than its carrying value. In performing a qualitative assessment, we consider such factors as macro-economic conditions, industry and market conditions in which we operate, including employee stock optionsthe competitive environment and grantssignificant changes in demand for our services. We also consider the share price both in absolute terms and in relation to peer companies.
If the qualitative analysis indicates that it is more likely than not the fair value of restricted stocka reporting unit is less than its carrying amount or if we elect not to perform a qualitative analysis, a quantitative analysis is performed to determine whether a goodwill impairment exists. The quantitative goodwill impairment analysis is used to identify potential impairment by comparing the carrying amount of a reporting unit with its fair value, by applying the income approach, utilizing the discounted cash flow method, along with other relevant market information. The annual review of carrying value of goodwill requires us to develop estimates of future business performance. These estimates are used to derive expected cash flows and restricted stock units. Performance-based awardsinclude assumptions regarding future sales levels and the level of working capital needed to support a given business. The discounted cash flow model also includes a determination of our weighted average cost of capital by reporting unit. Cost of capital is based on assumptions about interest rates, as well as a risk-adjusted rate of return required by our equity investors. Changes in these estimates can impact present value of expected cash flows used in determining fair value of a reporting unit. An impairment charge for the amount by which the carrying amount exceeds the reporting unit’s fair value, if any, would be recognized. The loss recognized would not exceed total amount of goodwill allocated to that reporting unit.
We performed our annual goodwill impairment test during the fourth quarter of fiscal 2022 utilizing a qualitative analysis and concluded it was more likely than not the fair value of each reporting unit was greater than its respective carrying value and no impairment charge was required.
Intangible Assets
Acquired Intangible Assets
Our identifiable intangible assets are omittedclassified as an ABA business process, client relationships, software technology, developed technology, acquired databases, data content and trade names resulting from previous acquisitions. We amortize intangible assets over their estimated useful lives, which are evaluated annually to determine whether events and circumstances warrant a revision to the calculationremaining period of diluted EPS untilamortization. If the estimate of the remaining useful life is changed, the remaining carrying amount of the intangible asset is amortized prospectively over that revised remaining useful life. Amortizable intangible assets are tested for impairment qualitatively on a quarterly basis, based on undiscounted cash flows, and, if impaired, written down to fair value based on discounted cash flows. The intangible assets have no assigned residual values.
Internally Developed Software
Our developed technology intangible also includes capitalized internal and external costs incurred during the application development stage related to developing, modifying or obtaining software for internal-use. Costs related to software upgrades and enhancements are capitalized if it is determined that these upgrades or enhancements provide additional functionality to the performance criteria has been metsoftware. The capitalized software is amortized using the straight-line method over the estimated useful life of the software, generally three to five years. These assets are subject to the impairment test guidance specified in the acquired intangible assets disclosure above.
Leases
Our lease portfolio consists of operating leases primarily related to our office space. We determine if an arrangement qualifies as a lease at inception by evaluating if there is an identified asset and whether we obtain substantially all the economic benefits of and have the right to control the use of an asset. For operating leases with a term greater than one year, we recognize operating lease assets and lease liabilities as the present value of future minimum lease payments (including fixed lease payments and certain qualifying index-based variable payments) over the reasonably certain lease term beginning at the end
58

Table of Contents
commencement date. Certain adjustments to our lease right-of-use ("ROU") assets may be required due to prepayments, lease incentives received and initial direct costs incurred. Operating leases are included in operating Lease right-of-use assets, net, Current lease liabilities and Long-term lease liabilities on our Consolidated Balance Sheets.
Our leases generally do not have a readily determinable implicit rate, therefore we use our incremental borrowing rate ("IBR") at the lease commencement date in determining the present value of future payments and subsequently reassessed upon a modification to the lease arrangement. Our IBR is derived by selecting U.S. corporate yield curves observed for public companies that are reflective of our credit rating adjusted to approximate a secured rate of borrowing. We also consider revisions to the rate to reflect the geographic location where the leased asset is located.
Certain of our lease agreements include options to extend and options to terminate the lease, which we do not include in our minimum lease terms unless management is reasonably certain to exercise. We account for the lease and non-lease components as a single lease component, which we recognize over the expected term on a straight-line expense basis in occupancy costs (a component of SG&A expense). Variable lease payments are not included in the calculation of the reporting period. Underlease ROU asset and lease liability and are recognized as occupancy costs and expensed as incurred.
We review our lease assets for impairment when there is an indication that the treasury stock method, the exercise price paid by the option holderasset may no longer be recoverable. The impairment assessment requires significant judgments and estimates, including estimated subtenant rental income, discount rates and future stock-basedcash flows based on our experience and knowledge of the market in which the property is located, previous efforts to dispose of similar assets and the assessment of existing market conditions. Impairments are recognized as a reduction to the carrying value of the Lease right-of-use assets, net with a corresponding increase to Asset impairments on our Consolidated Balance Sheets and Consolidated Statements of Income, respectively.
Accrued Compensation
Compensation costs primarily include costs related to salaries, incentive compensation expenseand sales commissions, equity compensation costs, benefits, employment taxes, and any applicable restructuring costs. A significant portion of these costs are discretionary. We review our accrued compensation estimates on a quarterly basis to adjust our accruals, taking into account, among other thing, our financial results, how our overall performance tracks against management’s expectations, the individual employee's performance and historical performance.
Derivative Instruments
Foreign Currency Forward Contracts
We conduct business outside the U.S. in several currencies. Our primary currency exposures include the British Pound Sterling, Euro, Indian Rupee, and Philippine Peso. As such, we are exposed to movements in foreign currency exchange rates relative to the U.S. dollar. We utilize derivative instruments (foreign currency forward contracts) to manage the exposures related to the effects of foreign exchange rate fluctuations in our operating expenses and reduce the volatility of earnings and cash flows associated with changes in foreign currency. In designing a specific hedging approach, we consider several factors, including offsetting exposures, significance of exposures, forecasting risk and potential effectiveness of the hedge.
Interest Rate Swap Agreement
We use interest rate swap agreements to hedge the variability of our cash flows resulting from floating interest rates on our debt. We pay interest at a fixed interest rate at specified intervals in exchange for receiving interest based on a floating interest rate that we are hedging per the Company has not yet recognized are assumed to be used to repurchase shares.contractual terms of our debt agreement, throughout the life of the interest rate swap agreement.
Comprehensive IncomeDerivative Instrument Classification
The Company discloses comprehensive incomeFor derivative instruments that we designate at inception and that qualify as a cash flow hedge in accordance with applicable standards accounting guidance, the changes in fair value for these cash flow hedges are initially reported as a component of accumulated other comprehensive loss ("AOCL") and subsequently reclassified to the Consolidated Statements of Income within SG&Afor the foreign currency forward contract and interest expense for the interest rate swap agreements, when the hedged exposure affects earnings. All derivatives are assessed for effectiveness at each reporting period and displaywe do not have any derivatives not designated as hedging instruments. We do not enter into cash flow hedges for trading or speculative purposes.
Treasury Stock
We account for repurchased common stock at the market price on the trade date under the cost method, with the treasury shares included as a reduction of comprehensive incomeour Stockholders’ equity. Repurchased shares of our common stock are held as treasury shares until
59

Table of Contents
they are reissued or retired. When treasury shares are reissued, if the issuance price is higher than the average price paid to acquire the shares ("the cost"), the excess of the issuance price over the cost is credited to additional paid-in capital ("APIC"). If the issuance is lower than the cost, the difference is first charged against any credit balance in APIC from treasury stock, with the remaining balance charged to Retained earnings.
We account for the formal retirement of treasury shares by deducting its par value from common stock, reflecting any excess of over par value as a setreduction to APIC (to the extent created by previous issuances of financial statements. Comprehensive income is defined as the change in net assets of a business enterprise during a period from transactions generated from non-owner sources. It includes all changes in equity during a period except those resulting from investments by ownersshares) and distributions to owners. then Retained earnings.
Fair Value Measurements
Fair value is defined as the price that would be received from selling an asset or paid to transfer a liability (i.e., the "exit price") in an orderly transaction between market participants at the measurement date. In determining fair value, the use of various valuation methodologies, including market, income and cost approaches is permissible. The Company considersWe consider the principal or most advantageous market in which itwe would transact and considersconsider assumptions that market participants would use when pricing the asset or liability. The accounting guidance for fair value measurements establishes a fair value hierarchy that
59

Table of Contents
requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. There are three levels of inputs that may be used to measure fair value based on the reliability of inputs. A financial instrument’s categorization within the fair value hierarchy is based upon the lowest level of input that is significant to the fair value measurement. The Company’s cash equivalents are classified as Level 1 while the Company’s derivative instruments (foreign exchange forward contracts) and certificates of deposit are classified as Level 2. There were no Level 3 assets or liabilities held by FactSet as of August 31, 2020 or 2019. Refer to Note 5, Fair Value Measures for the definition of the fair value hierarchy.
Cash and Cash Equivalents
Cash and cash equivalents consist of demand deposits and money market funds with original maturities of three months or less and are reported at fair value. The Company’s corporate money market funds are readily convertible into cash and the net asset value of each fund on the last day of the quarter is used to determine its fair value.
Investments
Investments consist of both mutual funds and certificates of deposit as both are part of the Company’s investment strategy. These mutual funds and certificates of deposit are included as Investments (short-term) on the Company’s Consolidated Balance Sheets as the mutual funds can be liquidated at the Company’s discretion and the certificates of deposit have original maturities greater than three months. The mutual funds and certificates of deposit are held for investment and are not considered debt securities. Preservation of principal is the primary goal of our cash and investment policy. Pursuant to our established investment guidelines, we try to achieve high levels of credit quality, liquidity and diversification. Our investment guidelines do not permit us to invest in puts, calls, strips, short sales, straddles, options, commodities, precious metals, futures or investments on margin. Interest income earned from these investments during fiscal 2020, 2019 and 2018 was $1.1 million, $1.5 million and $1.3 million, respectively. The Company’s cash, cash equivalents and investments portfolio did not experience any realized or unrealized losses as a result of counterparty credit risk or ratings change during fiscal 2020 and 2019.
Property, Equipment and Leasehold Improvements
Property, equipment and leasehold improvements are stated at cost, less accumulated depreciation and amortization. Computers and related equipment are depreciated on a straight-line basis over an estimated useful life ranging from three to five years. Furniture and fixtures are depreciated on a straight-line basis over their estimated useful lives of seven years. Leasehold improvements are amortized on a straight-line basis over the terms of the related leases or estimated useful lives of the improvements, whichever period is shorter. Repairs and maintenance expenditures, which are not considered leasehold improvements and do not extend the useful life of the property and equipment, are expensed as incurred.
The Company performs a test for impairment whenever events or changes in circumstances indicate that the carrying amount of an individual asset or asset group may not be recoverable. Should projected undiscounted future cash flows be less than the carrying amount of the asset or asset group, an impairment charge reducing the carrying amount to fair value is required. Fair value is determined based on the most appropriate valuation technique, including discounted cash flows.
Goodwill
Goodwill at the reporting unit level is reviewed for impairment annually, and more frequently if impairment indicators exist. Goodwill is deemed to be impaired and written-down in the period in which the carrying value of the reporting unit exceeds its fair value. FactSet has 3 reporting units, Americas, EMEA and Asia Pacific, which are consistent with the operating segments reported, as discrete financial information is not available for subsidiaries within the operating segments.
FactSet may elect to perform a qualitative analysis for the reporting units to determine whether it is more likely than not the fair value of the reporting unit is greater than its carrying value. In performing a qualitative assessment, FactSet considers such factors as macro-economic conditions, industry and market conditions in which FactSet operates including the competitive environment and significant changes in demand for the Company’s services. The Company also considers its share price both in absolute terms and in relation to peer companies. If the qualitative analysis indicates that it is more likely than not the fair value of a reporting unit is less than its carrying amount or if FactSet elects not to perform a qualitative analysis, a quantitative analysis is performed to determine whether a goodwill impairment exists.
The quantitative goodwill impairment analysis is used to identify potential impairment by comparing fair value of a reporting unit with its carrying amount using an income approach, along with other relevant market information, derived from a discounted cash flow model to estimate fair value of FactSet’s reporting units. The annual review of carrying value of goodwill requires the Company develop estimates of future business performance. These estimates are used to derive expected cash
60

Table of Contents
flows and include assumptions regarding future sales levels and the level of working capital needed to support a given business. The discounted cash flow model also includes a determination of FactSet’s weighted average cost of capital by reporting unit. Cost of capital is based on assumptions about interest rates, as well as a risk-adjusted rate of return required by FactSet’s equity investors. Changes in these estimates can impact present value of expected cash flows used in determining fair value of a reporting unit. An impairment charge for the amount by which the carrying amount exceeds the reporting unit’s fair value, if any, would be recognized. The loss recognized would not exceed total amount of goodwill allocated to that reporting unit.
The Company performed its annual goodwill impairment test during the fourth quarter of fiscal 2020 utilizing a qualitative analysis and concluded it was more likely than not the fair value of each reporting unit was greater than its respective carrying value and 0 impairment charge was required.
Intangible Assets
Acquired Intangible Assets
FactSet’s identifiable intangible assets consist of acquired content databases, client relationships, software technology, non-compete agreements and trade names resulting from previous acquisitions, which have been fully integrated into the Company’s operations. The Company amortizes intangible assets over their estimated useful lives, which are evaluated quarterly to determine whether events and circumstances warrant a revision to the remaining period of amortization. If the estimate of the remaining useful life is changed, the remaining carrying amount of the intangible asset is amortized prospectively over that revised remaining useful life. Amortizable Intangible assets are tested for impairment, if indicators of impairment are present, based on undiscounted cash flows, and, if impaired, written down to fair value based on discounted cash flows. NaN impairment of intangible assets has been identified during any of the fiscal years presented. The intangible assets have no assigned residual values.
Internally Developed Software
FactSet capitalizes internal and external costs related to developing, modifying or obtaining software for internal use, incurred during the application development stage in accordance with ASC 350-40, Internal-Use Software. Costs related to software upgrades and enhancements are capitalized if it is determined that these upgrades or enhancements provide additional functionality to the software. The capitalized software is amortized using the straight-line method over the estimated useful life of the software, generally three to five years. These assets are subject to the impairment test guidance specified in the acquired intangible assets above.
Accrued Liabilities
Accrued liabilities include estimates relating to employee compensation, operating expenses and tax liabilities. At the end of each fiscal year, FactSet conducts a review of both Company and individual performance within each department to determine the amount of discretionary employee compensation. The Company also reviews compensation throughout the year to determine how overall performance tracks against management’s expectations. Management takes these and other factors, including historical performance, into account in reviewing accrued compensation estimates quarterly and adjusting accrual rates as appropriate. The majority of variable employee compensation recorded within accrued compensation related to the annual performance bonus, which was $54.4 million and $49.4 million as of August 31, 2020 and 2019, respectively.
Derivative Instruments
Foreign Currency Forward Contracts
FactSet conducts business outside the U.S. in several currencies including the British Pound Sterling, Euro, Indian Rupee, and Philippine Peso. As such, the Company is exposed to movements in foreign currency exchange rates relative to the U.S. dollar. The Company utilizes derivative instruments (foreign currency forward contracts) to manage the exposures related to the effects of foreign exchange rate fluctuations and reduce the volatility of earnings and cash flows associated with changes in foreign currency. The Company does not enter into foreign exchange forward contracts for trading or speculative purposes. In designing a specific hedging approach, FactSet considers several factors, including offsetting exposures, significance of exposures, forecasting risk and potential effectiveness of the hedge. These transactions are designated and accounted for as cash flow hedges in accordance with applicable accounting guidance. The gains and losses on foreign currency forward contracts mitigate the variability in operating expenses associated with currency movements.
61

Table of Contents
Interest Rate Swap Agreement
On March 29, 2019, FactSet entered into a credit agreement with PNC Bank, National Association ("PNC") (the "2019 Credit Agreement"), which provides for a $750.0 million revolving credit facility (the "2019 Revolving Credit Facility"). The outstanding principal balance of $575.0 million bears interest at a rate equal to LIBOR plus a spread, using a debt leverage pricing grid. The variable rate of interest on the Company's long-term debt can expose FactSet to interest rate volatility due to changes in LIBOR. To mitigate this exposure, on March 5, 2020, FactSet entered into an interest rate swap agreement with a notional amount of $287.5 million to hedge the variable interest rate obligation, effectively converting the floating interest rate to fixed for the hedged portion. Thus, FactSet is only exposed to base interest rate risk on floating rate borrowings in excess of any amounts that are not hedged, or $287.5 million of the outstanding principal balance.
Derivative Instrument Classification
The changes in fair value for these cash flow hedges are initially reported as a component of accumulated other comprehensive loss ("AOCL") and subsequently reclassified into operating expenses when the hedged exposure affects earnings. All derivatives are assessed for effectiveness at each reporting period.
Foreign Currency Translation and Remeasurement
Certain wholly-owned subsidiaries operate under a functional currency different from the U.S. dollar, such asincluding our primary currency exposures of the British Pound Sterling, Euro, Indian Rupee, and Philippine Peso. Peso.
The financial statements of theseour foreign subsidiaries that are local currency functional are translated into U.S. dollars using period-end rates of exchange for assets and liabilities, and average rates for the period for revenues and expenses. TranslationThe resulting translation gains and losses that arise from translating these assets, liabilities, revenue and expenses of our foreign operations are recorded in AOCL as a component of stockholders’ equity. The accumulated
For the financial statements of our foreign subsidiaries that are U.S. dollar functional, but maintain their books of record in their respective local currency, translation loss totaled $37.7 millionwe remeasure our revenues and $72.3 millionexpenses into U.S. dollars at August 31, 2020 and 2019, respectively.
Income and Deferred Taxes
Income tax expense is based on taxable income determined in accordance with current enacted laws and tax rates. Deferred income taxes are recordedthe average rates of exchange for the temporary differences between the financial statement and tax bases ofperiod, monetary assets and liabilities using current enacted taxperiod-end rates and non-monetary assets and liabilities at their historical rates. FactSet recognizes the financial effectThe resulting remeasurement gains and losses that arise from remeasuring these assets and liabilities of an income tax position only if it is more likely than not (greater than 50%) that the tax position will prevail upon tax examination, based solely on the technical merits of the tax position as of the reporting date. Otherwise, no benefit or expense can be recognizedour foreign operations are recorded to SG&A in the Consolidated Statements of Income.
Concentrations of Credit Risks
Cash equivalents
Financial Statements. The tax benefits recognizedinstruments that potentially subject us to concentrations of credit risk consist primarily of cash and cash equivalents. We are measured based on the largest benefit that has a greater than 50% likelihood of being realized upon ultimate settlement. Additionally, FactSet accrues interest on all tax exposuresexposed to credit risk for which reserves have been established consistent with jurisdictional tax laws. Interest is classified as income tax expensecash and cash equivalents held in financial institutions in the event of a default, to the extent that such amounts are in excess of applicable insurance limits. We have not experienced any losses from maintaining cash accounts in excess of such limits. We do not believe our concentration of cash and cash equivalents present a significant credit risk as the counterparties to the instruments consist of multiple high-quality, credit-worthy financial statements.institutions.
Accounts Receivable
Our accounts receivable are subject to collection risk as they are unsecured and derived from revenue earned from clients located around the globe. We do not require collateral from our clients. We maintain reserves for potential write-offs and evaluate the adequacy of the reserves periodically. These losses have historically been within expectations. No single client represented more than 3% of our total subscription revenue in any period presented. As of August 31, 2020,2022 and 2021, the Company had gross unrecognized tax benefits totaling $12.3receivable reserve was $2.8 million including $0.9and $6.4 million, respectively.
Derivative Instruments
Our use of accrued interest, recorded as Taxes payable (non-current) on the Consolidated Balance Sheets.
Stock-Based Compensation
Accounting guidance requires the measurement and recognition of compensation expense for all share-based payment awards madederivative instruments exposes us to employees and directors including stock options, restricted stock, performance share units, and common shares acquired under employee stock purchases based on estimated fair values of the share awards that are scheduled to vest during the period. FactSet uses the straight-line attribution method for all awards with graded vesting features and service conditions only. Under this method, the amount of compensation expense that is recognized on any date is at least equalcredit risk to the vested portionextent counterparties may be unable to meet the terms of their agreements. To mitigate credit risk, we limit counterparties to credit-worthy financial institutions and distribute contracts among these institutions to reduce the award on that date. For all stock-based awards with performance conditions, the graded vesting attribution method is usedconcentration of credit risk. We do not expect any losses as a result of default by the Company to determine the monthly stock-based compensation expense over the applicable vesting periods.
As stock-based compensation expense recognized is based on awards ultimately expected to vest, it has been reduced for estimated forfeitures. Forfeitures are estimated at the time of grant and revised, if necessary, in subsequent periods if actual forfeitures differ from those estimates. Forfeitures are estimated based primarily on historical experience. Windfall tax benefits, defined as tax deductions that exceed recorded stock-based compensation, are classified as cash inflows from operations.
Performance-based options and performance share units require management to make assumptions regarding the likelihood of achieving Company performance targets on a quarterly basis. The number of performance-based options and performance share units that vest will be predicated on the Company achieving certain performance levels. A change in the financial performance levels the Company achieves could result in changes to FactSet’s current estimate of the vesting percentage and related stock-based compensation.our counterparties.
6260

Table of Contents
Treasury StockConcentrations of Data Content Providers
The Company accounts for repurchased common stock underWe integrate data from various third-party sources into our hosted propriety data and analytics platform, which our clients access to perform their analyses. As certain data sources have a limited number of suppliers, we make every effort to assure that, where reasonable, alternative sources are available. We are not dependent on any individual third-party data supplier in order to meet the cost method and includes such treasury stock as a componentneeds of its Stockholders’ equity. The Company accountsour clients, with only two data suppliers each representing more than 10% of our total data costs for the formal retirement of treasury stock by deducting its par value from common stock, reducing additional paid-in capital ("APIC") by the average amount recorded in APIC when the stock was originally issued and any remaining excess of cost deducted from retained earnings.
Leases
FactSet adopted the standard, ASC 842-10, Leases ("ASC 842") as of September 1, 2019, using a modified retrospective approach. The adoption of the lease standard primarily related to the Company’s real estate operating leases. FactSet reviews new arrangements at inception to evaluate whether the Company obtains substantially all the economic benefits of and has the right to control the use of an asset. If FactSet determines that an arrangement qualifies as a lease, with a lease term of greater than one year the Company records a lease ROU asset and lease liability at the lease commencement date. As there is no rate implicit in the Company’s operating lease arrangements, these balances are initially recorded as the present value of the future minimum lease payments, (including fixed lease payments and certain qualifying index-based variable payments) over the lease term, using FactSet’s incremental borrowing rate ("IBR") within the geography where the leased asset is located. As FactSet does not have any outstanding public debt, the Company estimates the IBR based on FactSet’s estimated credit rating and available market information. The IBR is determined at lease commencement and subsequently reassessed upon a modification to the lease arrangement. Certain adjustments to our lease ROU assets may be required for items such as initial direct costs paid or incentives received.
FactSet elected the practical expedient not to separate lease components from non-lease components but, rather, to combine them into one single lease component, which we recognize over the expected term on a straight-line expense basis in occupancy costs (a component of SG&A expense).
As ofended August 31, 2020, the Company’s leases have remaining terms of less than one year to just over 15 years. The lease ROU assets and lease liabilities recognized did not include any renewal or termination options that were not yet reasonably certain to be exercised.2022.
Business Combinations
The Company accounts for its business combinations using the purchase method of accounting. The acquisition purchase price is allocated to the underlying identified tangible and intangible assets and liabilities assumed, based on their respective estimated fair values on the acquisition date. The excess of the purchase consideration over the fair values of the identified assets and liabilities is recorded as goodwill and assigned to one or more reporting units. The amounts and useful lives assigned to acquisition-related tangible and intangible assets impact the amount and timing of future amortization expense. Determining the fair value of assets acquired and liabilities assumed and the expected useful life requires management’s judgment and often involves the use of significant estimates and assumptions, including assumptions with respect to future cash inflows and outflows, discount rates, asset lives and market multiples, among other items. Acquisition-related expenses and restructuring costs are recognized separately from the business combination and are expensed as incurred.
Concentrations of Risk
Cash and cash equivalents are maintained with several financial institutions. Deposits held with banks may exceed the amount of insurance provided on such deposits. Generally, these deposits may be redeemed upon demand and are maintained with financial institutions with reputable credit and therefore bear minimal credit risk. The Company seeks to mitigate its credit risks by spreading such risks across multiple counterparties and monitoring the risk profiles of these counterparties.
New Accounting Standards or Updates Recently Adopted Accounting Pronouncements
As of the beginning of fiscal 2020, FactSet2022, we implemented all applicable new accounting standards and updates issued by the Financial Accounting Standards Board ("FASB") that were in effect. There were no new standards or updates adopted during the last three fiscal years that had a material impact on the Company's Consolidated Financial Statements, other than the new lease accounting standard discussed below. Refer to Note 11, Leases for additional information.
Leases
In February 2016, the FASB issued an accounting standard update related to accounting for leases, ASC 842. The update requires the recognition of lease ROU assets and lease liabilities on the balance sheet and the disclosure of qualitative and quantitative information about leasing arrangements. The guidance also eliminates the requirement for an entity to use bright-
63

Table of Contents
line tests in determining lease classification. FactSet adopted the new accounting standard effective September 1, 2019, using a modified retrospective approach to record the required cumulative effect adjustments to the opening balance sheet in the period of adoption, rather than in the earliest comparative period presented. As such, the Company's historical Consolidated Financial Statements were not restated and follow the Company's previous policy under ASC 840, Leases. Refer to FactSet’s Annual Report on Form 10-K for the fiscal year ended August 31, 2019 for further details of the Company’s policy prior to adoption of ASC 842.

FactSet elected the package of practical expedients permitted under the transition guidance, which permits the Company not to reassess the prior conclusions about lease identification, lease classification, and initial direct costs. FactSet did not elect the use-of-hindsight practical expedient in determining the lease term and in assessing impairment. FactSet elected the practical expedient not to separate lease components from non-lease components but, rather, to combine them into one single lease component. The Company has also elected to apply the short-term lease exception not to recognize lease ROU assets and lease liabilities for leases with a term of 12 months or less. FactSet will recognize lease payments on a straight-line basis over the lease term.

As of November 30, 2019, the Company recognized Lease ROU assets, net of amortization of $217.0 million and corresponding Current and Long-term lease liabilities of $266.4 million, related primarily to the Company’s real estate leases. There was no material impact to the Company’s Consolidated Statements of Income, Consolidated Statements of Comprehensive Income, Consolidated Statements of Cash Flows and Consolidated Statement of Changes in Stockholders' Equity. Refer to Note 11, Leases for more information regarding the Company's lease accounting.

Hedge Accounting Simplification
During the first quarter of fiscal 2020, FactSet adopted the accounting standard updated issued by the FASB in August 2017, which focused on reducing the complexity of and simplifying the application of hedge accounting. The guidance refines and expands hedge accounting for both financial and nonfinancial risk components, eliminates the need to separately measure and report hedge ineffectiveness, and aligns the recognition and presentation of the effects of the hedging instrument and the hedged item in the financial statements. The adoption of this standard had no impact on the Company's Consolidated Financial Statements. 
Recent Accounting Standards or Updates Not Yet Effective
Credit Losses on Financial Instruments
In June 2016, the FASB issued an accounting standard that significantly changes how entities will measure credit losses for most financial assets and certain other instruments that are not measured at fair value through net income. The standard will replace today’s "incurred loss" approach with an "expected loss" model for instruments measured at amortized cost. The guidance will be effective for the Company beginning in the first quarter of fiscal 2021. The Company has evaluated the impact of this accounting standard update and has determined that its adoption will not have a material impact on the Company's Consolidated Financial Statements.
Goodwill Impairment Test
In January 2017, the FASB issued an accounting standard update which removes the requirement for companies to compare the implied fair value of goodwill with its carrying amount as part of step 2 of the goodwill impairment test. A goodwill impairment will now be the amount by which a reporting unit’s carrying value exceeds its fair value, not to exceed the carrying amount of goodwill. This accounting standard update will be effective for the Company beginning in the first quarter of fiscal 2021, with early adoption permitted for any impairment tests performed after January 1, 2017. The Company has evaluated the impact of this accounting standard update and has determined that its adoption will not have a material impact on the Company's Consolidated Financial Statements.

Income Tax Simplification
In December 2019, the FASB issued an accounting standard updateASU 2019-12, Income Taxes (Topic 740); Simplifying the Accounting for Income Taxes, to simplify various aspects related to accounting for income taxes, eliminating certain exceptions to the general principles in accounting for income taxes related to intraperiod tax allocation, simplifying when companies recognize deferred taxes in an interim period, and clarifying certain aspects of the current guidance to promote consistent application. We have adopted this standard effective September 1, 2021. The guidance will be effectiveadoption of this standard did not have an impact on our Consolidated Financial Statements.
Business Combinations
In October 2021, the FASB issued ASU No. 2021-08, Business Combinations (Topic 805): Accounting for Contract Assets and Contract Liabilities from Contracts with Customers (ASU 2021-08), which requires an acquirer to recognize and measure contract assets and liabilities acquired in a business combination in accordance with Revenue from Contracts with Customers (Topic 606) rather than adjust them to fair value at the Companyacquisition date. We elected to early adopt this accounting standard in the firstsecond quarter of fiscal 2022, with earlyretrospective application to business combinations that occurred in the current fiscal year. Results of operations for quarterly periods prior to September 1, 2021 remain unchanged as a result of the adoption permitted. Most amendments are requiredof ASU No. 2021-08. The acquisitions of CGS and Cobalt Software, Inc. were accounted for in accordance with ASU 2021-08. Refer to be appliedNote 6, Acquisitionsfor further information. The adoption of this standard did not have a material impact on a prospective basis, while certain amendments must be applied on a retrospective or modified retrospective basis. The Company is currently evaluating the potential impact of adopting the guidance on itsour Consolidated Financial Statements.
64

Table of Contents

Accounting Pronouncements Not Yet Adopted
Facilitation of the Effects of Reference Rate Reform on Financial Reporting
In March 2020, the FASB issued an accounting standardASU 2020-04, Reference Rate Reform (Topic 848); Facilitation of the Effects of Reference Rate Reform on Financial Reporting, to provide optional expedients and exceptions for applying GAAP to contract modifications, hedging relationships, and other transactions affected by the anticipated transition from LIBOR.the London Interbank Offered Rate ("LIBOR"). As a result of the reference rate reform initiative, certain widely used reference rates such as LIBOR are expected to be discontinued. The guidance is designed to simplify how entities account for contracts, such as receivables, debt, leases, derivative instruments and hedging, that are modified to replace LIBOR or other benchmark interest rates with new rates. The guidance is effective upon issuance and may be applied through December 31, 2022.
On March 1, 2022, we repaid in full and terminated the 2019 Credit Agreement, which bore interest based on the LIBOR rate. Concurrently, on March 1, 2022, we entered into the 2022 Credit Agreement, which bears interest based on rates other than LIBOR. As such, the adoption of this standard will not have an impact on our Consolidated Financial Statements.
Refer to Note 12, Debt for definitions of these terms and more information on the 2019 Credit Agreement and 2022 Credit Agreement.
Inflation Reduction Act of 2022
On August 16, 2022, the Inflation Reduction Act (“IRA”) was signed into law. The Company is currentlyIRA contains several revisions to the Internal Revenue Code effective in taxable years beginning after December 31, 2022, including a 15% corporate minimum income tax of certain large corporations and a 1% excise tax on corporate stock repurchases by publicly traded U.S. corporations. We are in the process of evaluating the impact of the IRA; however, we do not expect this accounting standard, but it is not expectedlaw to have a material impact on the Company’sour Consolidated Financial Statements.
No other new accounting pronouncements issued or effective as of August 31, 20202022 have had or are expected to have a material impact on the Company’sour Consolidated Financial Statements.
61
4.

Table of Contents
3. REVENUE RECOGNITION
The Company derivesWe derive most of its revenueour revenues by providing client access to its hosted proprietary data and analytics platform which can include various combinationsour multi-asset solutions powered by our suite of products and servicesconnected content available over the contractual term.term (referred to as the "hosted platform"). The hosted platform is a subscription-based service that consists primarily of providingprovides client access to various combinations of products and services including workstations, portfolio analytics, and enterprise datasolutions. We also provide subscription access to a database of universally recognized identifiers reflecting differentiating characteristics for issuers and research management. The Companytheir financial instruments (referred to as the "identifier platform").
We determined that the subscription-based servicemajority of each of our hosted platform and identifier platform services represents a single performance obligation covering a series of distinct products and services that are substantially the same and that have the same pattern of transfer to the client. The CompanyWe also determined the primary nature of the promise to the client is to provide daily access to one overalleach of these data and analytics platform. This platform providesplatforms. These platforms provide integrated financial information, analytical applications and industry-leading service for the investment community. Based on the nature of the services and products offered by FactSet, the Company appliesus, we apply an inputoutput time-based measure of progress as the client is simultaneously receiving and consuming the benefits of the platform. The Company records revenueWe record revenues for itsthese contracts using the over-time revenue recognition model as a client is invoiced or performance is satisfied. FactSet does
We do not consider payment terms as a performance obligation for clients with contractual terms that are one year or less and the Company haswe have elected the practical expedient.
Contracts with clients can include certain fulfillment costs, comprised of up-front costs to allow for the delivery of services and products, which are recoverable. In connection with the adoption of the revenue recognition standard, fulfillmentFulfillment costs are recognized as an asset, with the current portion recorded in the Prepaid expenses and other current assets account for the current portion and Other assets for the non-current portion recorded in Other assets, based on the term of the license period, andperiod. The fulfillment costs are amortized consistent with the associated revenuerevenues for providing the services. There are no significant judgments that would impact the timing of revenue recognition. The majority of client contracts have a duration of one year or less, or the amount FactSet iswe are entitled to receive corresponds directly with the value of performance obligations completed to date, and therefore, the Company doeswe do not disclose the value of the remaining unsatisfied performance obligations. 
Disaggregated Revenue Revenues
The Company disaggregates revenueWe disaggregate revenues from contracts with clients by geographic region,our segments which includesconsist of the Americas, , EMEA and Asia Pacific. FactSet believesWe believe these regionssegments are reflective of how the Company manages thewe manage our business and the markets in which it serves. These regionswe serve and best depict the nature, amount, timing and uncertainty of revenuerevenues and cash flows related to contracts with clients. Segment revenues reflect sales to our clients based on their respective geographic locations. Refer to Note 18, Segment Information, for further information on revenue by geographic region.information. 
The following table presents this disaggregation of revenue by geography: 
 August 31,
(in thousands)202020192018
Americas$929,444 $894,554 $841,908 
EMEA$422,203 $408,084 $387,589 
Asia Pacific$142,464 $132,713 $120,648 
Total Revenue$1,494,111 $1,435,351 $1,350,145 

segment:
65
 August 31,
(in thousands)202220212020
Americas$1,173,946 $1,008,046 $943,649 
EMEA$484,279 $427,700 $406,498 
Asia Pacific$185,667 $155,699 $143,964 
Total Revenue$1,843,892 $1,591,445 $1,494,111 

Table of Contents
5.4. FAIR VALUE MEASURES
Fair value is defined as the price that would be received from selling an asset or paid to transfer a liability (i.e., the "exit price") in an orderly transaction between market participants at the measurement date. In determining fair value, the use of various valuation methodologies, including market, income and cost approaches is permissible. The Company considersWe consider the principal or most advantageous market in which itwe would transact and considersconsider assumptions that market participants would use when pricing the asset or liability.
Fair Value Hierarchy
The accounting guidance for fair value measurements establishes a fair value hierarchy that requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. There are three levels of inputs that may be used to measure fair value based on the reliability of inputs. A financial instrument’s categorization within the fair value hierarchy is based upon the lowest level of input that is significant to the fair value measurement. The Company’sOur assessment
62

Table of Contents
of the significance of a particular input to the fair value measurement requires judgment and may affect its placement within the fair value hierarchy levels. FactSet hasWe have categorized itsour cash equivalents, investments and derivatives within the fair value hierarchy as follows:
Level 1 - applies to assets or liabilities for which there are quoted prices in active markets for identical assets or liabilities. These Level 1 assets and liabilities include the Company'sour corporate money market funds that are classified as cash equivalents.
Level 2 - applies to assets or liabilities for which there are inputs other than quoted prices that are observable for the asset or liability such as quoted prices for similar assets or liabilities in active markets; quoted prices for identical assets or liabilities in markets with insufficient volume or infrequent transactions (less active markets); or model-derived valuations in which significant inputs are observable or can be derived principally from, or corroborated by, observable market data. The Company’s certificates of deposit,Our mutual funds and derivative instruments are classified as Level 2.
Level 3 - applies to assets or liabilities for which there are unobservable inputs to the valuation methodology that are significant to the measurement of the fair value of the assets or liabilities. There were no Level 3 assets or liabilities held by the Company as of August 31, 2020 or 2019.
66

Table of Contents
(a) Assets and Liabilities Measured at Fair Value on a Recurring Basis
The following tables show, by level within the fair value hierarchy, the Company’sour assets and liabilities that are measured at fair value on a recurring basis atas of August 31, 20202022 and 2019. The Company2021. We did not have any transfers between Level 1 and Level 2levels of fair value measurements measurements during the periods presented.
(in thousands)Fair Value Measurements at August 31, 2020
Level 1Level 2Level 3Total
Assets    
Corporate money market funds(1)
$276,852 $$$276,852 
Mutual Funds(2)
17,257 17,257 
Certificates of deposit(3)
2,315 2,315 
Derivative instruments(4)
3,644 3,644 
Total assets measured at fair value$276,852 $23,216 $$300,068 
Liabilities
Derivative instruments(4)
$$5,773 $$5,773 
Total liabilities measured at fair value$$5,773 $$5,773 

We held no Level 3 assets or liabilities measured at fair value on a recurring basis as of August 31, 2022 and 2021.
(in thousands)(in thousands)Fair Value Measurements at August 31, 2019(in thousands)Fair Value Measurements at August 31, 2022
Level 1Level 2Level 3TotalLevel 1Level 2Total
AssetsAssets    Assets   
Corporate money market funds(1)
Corporate money market funds(1)
$75,849 $$$75,849 
Corporate money market funds(1)
$179,330 $— $179,330 
Mutual Funds(2)
Mutual Funds(2)
18,583 18,583 
Mutual Funds(2)
— 33,219 33,219 
Certificates of deposit(3)
7,090 7,090 
Derivative instruments(4)
520 520 
Derivative instruments(3)
Derivative instruments(3)
— 12,412 12,412 
Total assets measured at fair valueTotal assets measured at fair value$75,849 $26,193 $$102,042 Total assets measured at fair value$179,330 $45,631 $224,961 
LiabilitiesLiabilitiesLiabilities
Derivative instruments(4)
$$3,575 $$3,575 
Derivative instruments(3)
Derivative instruments(3)
$— $8,307 $8,307 
Total liabilities measured at fair valueTotal liabilities measured at fair value$$3,575 $$3,575 Total liabilities measured at fair value$— $8,307 $8,307 
(in thousands)Fair Value Measurements at August 31, 2021
Level 1Level 2Total
Assets   
Corporate money market funds(1)
$232,519 $— $232,519 
Mutual funds(2)
— 35,984 35,984 
Derivative instruments(3)
— 1,384 1,384 
Total assets measured at fair value$232,519 $37,368 $269,887 
Liabilities
Derivative instruments(3)
$— $4,181 $4,181 
Total liabilities measured at fair value$— $4,181 $4,181 
(1)The Company’sOur corporate money market funds are readily convertible into cash and the net asset value of each fund on the last day of the quarter is used to determine its fair value. As such, the Company’sOur corporate money market funds are classified as Level 1 assets and are included in Cash and cash equivalents within the Consolidated Balance Sheets.
(2)The Company’sOur mutual funds have a fair value based on the fair value of the underlying investments held by the mutual funds, allocated to each share of the mutual fund using a net asset value approach. The fair value of the underlying investments is based on observable inputs. As such, the Company’sOur mutual funds are classified as Level 2 and are classified asincluded in Investments (short-term) onwithin the Consolidated Balance Sheets.
63

Table of Contents
(3)The Company’s certificates of deposit held for investment are not debt securitiesOur derivative instruments include our foreign exchange forward contracts and are classified as Level 2 assets. These certificates of deposit have original maturities greater than three months but less than one year and, as such, are classified as Investments (short-term) withintheConsolidated Balance Sheets.
(4)The Company utilizesinterest rate swap agreements. We utilize the income approach to measure fair value for itsour foreign exchange forward contracts. The income approach uses pricing models that rely on market observable inputs such as spot, forward and interest rates, as well as credit default swap spreads, and are classified as Level 2 assets. To estimate fair value for theour interest rate swap agreement, the Company utilizesagreements, we utilize a present value of future cash flows, leveraging a model-derived valuation that uses Level 2 observable inputs such as interest rate yield curves. Refer to Note 6,5, Derivative Instruments for more information on the Company'sour derivative instruments designed as cash flow hedges.hedges and their classification within the Consolidated Balance Sheets.
67

Table of Contents
(b) Assets and Liabilities Measured at Fair Value on a Non-Recurring Basis
Assets and liabilities that are measured at fair value on a nonrecurringnon-recurring basis relate primarily to our tangible fixed assets, operating lease ROU assets, goodwill and intangible assets. The fair values of these non-financial assets and liabilities are determined based on valuation techniques using the best information available, and may include quoted market prices, market comparable information, and discounted cash flow projections. The Company reviews goodwill and intangibleThese non-financial assets for impairment annually, during the fourth quarter of each fiscal year, or as circumstances indicate the possibility for impairment. The Company monitors the carrying value of long-lived assetsare required to be assessed for impairment whenever events or changes in circumstances indicate thetheir carrying amountvalue may not be recoverable. fully recoverable, and at least annually for goodwill.
During fiscal 2020the twelve months ended August 31, 2022, we incurred an impairment charge of $62.2 million related to our lease ROU assets and 2019, noproperty, equipment and leasehold improvements associated with vacating certain leased office space. For those locations we anticipate subleasing, we estimated the fair value adjustments or materialof the lease ROU assets as of the cease use date, using a market approach, based on expected future cash flows from sublease income. To complete this assessment we relied on certain assumptions, which included estimates of the rental rate, period of vacancy, incentives and annual rent increases. We fully impaired the lease ROU assets for locations we will not sublease and substantially all the property, equipment and leasehold improvements associated with the related vacated leased office space as there are no expected cash flows related to these items. Due to the subjective nature of the unobservable inputs used, the fair value measurements were requiredmeasurement for the Company’s non-financial assets or liabilities.asset impairments are classified within Level 3 of the fair value hierarchy.
(c) Assets and Liabilities Measured at Fair Value for Disclosure Purposes Only
AsWe elected not to carry our Long-term debt at fair value. The carrying value of eachour Long-term debt is net of August 31, 2020related unamortized discount and 2019, thedebt issuance costs.
The fair value of our Senior Notes is estimated based on quoted prices in active markets as of the Company’s long-term debt was $575.0 million,reporting date, given that the Senior Notes are publicly traded, which are considered Level 1 inputs. The fair value of our 2022 Credit Facilities is estimated based on quoted market prices for similar instruments, adjusted for unobservable inputs to ensure comparability to our investment rating, maturity terms and principal outstanding, which are considered Level 3 inputs.
The fair value of our 2019 Revolving Credit Facility approximated its carrying amount given the application ofvalue as it bore interest at a floating interest rate, equal to LIBOR pluswhich is considered a spread using a debt leverage pricing grid. As the interest rate is a variable rate, adjusted based on market conditions, it approximates the current market-rate for similar instruments available to companies with comparable credit quality and maturity, and therefore, the long-term debt is categorized as Level 2 input. On March 1, 2022, we repaid in full and terminated the 2019 Credit Agreement.
Refer to Note 12, Debt for definitions of these terms and more information on the Senior Notes, 2022 Credit Facilities, 2019 Revolving Credit Facility and 2019 Credit Agreement.
The following table summarizes the outstanding principal amount, estimated fair value hierarchy.and related hierarchy level, unamortized discounts debt issuance costs and net carrying value of our debt as of August 31, 2022 and 2021.
August 31, 2022August 31, 2021
(in thousands)Fair Value HierarchyPrincipal AmountEstimated Fair ValuePrincipal AmountEstimated Fair Value
2027 NotesLevel 1$500,000 $470,525 $— $— 
2032 NotesLevel 1500,000 438,205 — — 
2022 Term FacilityLevel 3750,000 750,975 — — 
2022 Revolving FacilityLevel 3250,000 249,075 — — 
2019 Revolving Credit FacilityLevel 2— — 575,000 575,000 
Total principal amount$2,000,000 $1,908,780 $575,000 $575,000 
Total unamortized discounts and debt issuance costs(17,576)(465)
Total net carrying value of debt$1,982,424 $574,535 
64

6.
Table of Contents
5. DERIVATIVE INSTRUMENTS
Cash Flow Hedges
Foreign Currency Forward Contracts
FactSet conductsWe conduct business outside the U.S. in several currencies including thethe British Pound Sterling, Euro, Indian Rupee, and Philippine Peso. As such, the Company iswe are exposed to movements in foreign currency exchange rates compared to the U.S. dollar. The Company utilizesrates. We utilize derivative instruments (foreign currency forward contracts) to manage the exposures related to the effects of foreign exchange rate fluctuations and reduce the volatility of earnings and cash flows associated with changes in foreign currency. The Company doesFactors considered in the decision to hedge an underlying market exposure include the materiality of the risk, the volatility of the market, the duration of the hedge, the degree to which the underlying exposure is committed to, and the availability, effectiveness, and cost of derivative instruments. Derivative instruments are only utilized for risk management purposes and are not enter into foreign currency forward contractsused for speculative or trading or speculative purposes. We limit counterparties to credit-worthy financial institutions. Refer to Note 19,2, Risks and Significant Accounting Policies – Concentrations of Credit Risk, for further discussion on counterparty credit risk.
In designing a specific hedging approach, FactSetwe considered several factors, including offsetting exposures, the significance of exposures, the forecasting of risk and the potential effectiveness of the hedge. The gains and losses on foreign currency forward contracts offset the variability in operating expenses associated with currency movements. The changes in fair value for these foreign currency forward contracts are initially reported as a component of AOCLAccumulated Other Comprehensive Loss ("AOCL") and subsequently reclassified into operatingOperating expenses when the hedge is settled. There was no discontinuance of foreign currency cash flow hedges during fiscal 20202022 or 2019,fiscal 2021, and as such, no corresponding gains or losses related to changes in the value of the Company’sour contracts were reclassified into earnings prior to settlement.
As of August 31, 2020, FactSet2022, we maintained foreign currency forward contracts to hedge a portion of itsour exposures related to the British Pound Sterling, Euro, Indian Rupee, and Philippine Peso exposures. FactSetPeso. We entered into a series of forward contracts to mitigate itsour currency exposure ranging from 25% to 75% over their respective hedged periods. The current foreign currency forward contracts are set to mature at various points between the first quarter of fiscal 20212023 through the fourth quarter of fiscal 2021.2023.
As of August 31, 2020,The following table summarizes the gross notional value of foreign currency forward contracts to purchase British Pound Sterling, Euros, Indian Rupees and Philippine Pesos and Indian Rupees with U.S. dollars was ₱1.3 billionas of August 31, 2022 and Rs1.4 billion, respectively. The gross notional value2021.
August 31, 2022August 31, 2021
(in thousands)Local Currency AmountNotional Contract Amount (USD)Local Currency AmountNotional Contract Amount (USD)
British Pound Sterling£44,200 $55,567 £37,700 $51,754 
Euro37,500 40,679 33,800 40,674 
Indian RupeeRs2,667,928 33,600 Rs2,585,198 33,800 
Philippine Peso1,462,060 27,000 1,414,928 28,500 
Total$156,846 $154,728 
Refer to Foreign Currency Exchange Risk in Part II, Item 7A of this Annual Report on Form 10-K for further discussion of our exposure to foreign currency forward contracts to purchase U.S. dollars with Euros and British Pound Sterling was €31.8 million and £36.4 million, respectively.exchange rate fluctuations.
68

Table of Contents
Interest Rate Swap Agreement
2020 Swap Agreement
On March 5, 2020, FactSetwe entered into an interest rate swap agreement ("2020 Swap Agreement") with a notional amount of $287.5 million. The 2020 Swap Agreement hedged a portion of our then outstanding floating LIBOR rate debt with a fixed interest rate of 0.7995% to mitigate our interest rate exposure. On March 1, 2022, we terminated the 2020 Swap Agreement, which resulted in a one-time benefit of $3.5 million recognized in Interest expense, net in the Consolidated Statements of Income during the third quarter of fiscal 2022, based on its fair market value.
2022 Swap Agreement
On March 1, 2022, we entered into an interest rate swap agreement ("2022 Swap Agreement") with a notional amount of $800.0 million to hedge the variable interest rate obligation on a portion of itsour outstanding floating Secured Overnight Financing Rate ("SOFR") rate debt under its 2019 Revolving Credit Facility (as defined in Note 12, with a fixed
65

Table of ContentsDebt)
interest rate of 1.162%. The notional amount of the 2022 Swap Agreement declines by $100.0 million on a quarterly basis as of May 31, 2022 and is maturing on February 28, 2024. As of August 31, 2020, FactSet has borrowed $575.0 million2022, the notional amount of the available $750.0 million under2022 Swap Agreement was $600.0 million.
We have designated and accounted for the 2019 Revolving Credit Facility, which bears interest2022 Swap Agreement as a cash flow hedge with the unrealized gains or losses recorded in AOCL, net of tax, in the Consolidated Balance Sheets. Realized gains or losses resulting from settlement are subsequently reclassified into Interest expense, net in the Consolidated Statements of Income. Since its inception on the outstanding principal amount at a rate equal to a contractual one month LIBOR plus a spread using a debt leverage pricing grid, which was 0.875% as of March 1, 2022 and through August 31, 2020. The variable interest rate on FactSet’s long-term debt can expose the Company to interest rate volatility arising from changes in LIBOR. Under the terms of2022, the interest rate swap agreement, FactSet will pay interest at a fixed rate of 0.7995% and receive variable interest payments based on the same one-month LIBOR utilized to calculate the interest expense from the 2019 Revolving Credit Facility. The interest rate swap agreement matures on March 29, 2024.was considered highly effective. Refer to Note 12, Debt, for further discussion onof the 2019 Revolving2022 Credit Facility.Facilities.
As the termsRefer to Interest Rate Risk in Part II, Item 7A of this Annual Report on Form 10-K for thefurther discussion of our exposure to interest rate swap agreement align with the 2019 Revolving Credit Facility, the Company does not expect any hedge ineffectiveness. The Company has designatedrisk on our long-term debt outstanding.
Gross Notional Value and accounted for this instrument as a cash flow hedge with the unrealized gains or losses on the interest rate swap agreement recorded in AOCL in the Consolidated Balance Sheets.Fair Value of Derivative Instruments
The following is a summary of the gross notional values of the derivative instruments:


(in thousands)
Gross Notional Value
August 31, 2022August 31, 2021
Foreign currency forward contracts$156,846 $154,728 
Interest rate swap agreement600,000 287,500 
Total cash flow hedges$756,846 $442,228 

(in thousands, in U.S. dollars)
Gross Notional Value
August 31, 2020August 31, 2019
Foreign currency forward contracts$129,649 $113,700 
Interest rate swap agreement287,500 
Total cash flow hedges$417,149 $113,700 
Fair Value of Derivative Instruments
The following is a summary of the fair values of the derivative instruments:
Fair Value of Derivative Instruments
Derivatives designated as hedging instrumentsDerivative AssetsDerivative Liabilities
August 31,August 31,
2020201920202019
Balance Sheet ClassificationFair ValueFair ValueBalance Sheet ClassificationFair ValueFair Value
Foreign currency forward contractsPrepaid expenses and other current assets$3,644 $520 Accounts payable and accrued expenses$93 $3,575 
Interest rate swap agreementPrepaid expenses and other current assetsAccounts payable and accrued expenses1,861 
Other assetsOther non-current liabilities3,819 
Total cash flow hedges$3,644 $520 $5,773 $3,575 
Fair Value of Derivative Instruments
(in thousands)Derivative AssetsDerivative Liabilities
Derivatives designated as hedging instrumentsBalance Sheet ClassificationAugust 31, 2022August 31, 2021Balance Sheet ClassificationAugust 31, 2022August 31, 2021
Foreign currency forward contractsPrepaid expenses and other current assets$— $1,384 Accounts payable and accrued expenses$8,307 $1,201 
Interest rate swap agreementPrepaid expenses and other current assets10,621 — Accounts payable and accrued expenses— 1,934 
Other assets1,791 — Other liabilities— 1,045 
Total cash flow hedges$12,412 $1,384 $8,307 $4,181 

All derivatives were designated as hedging instruments as of August 31, 20202022 and 2019,2021, respectively.
69

Table of Contents
Derivatives in Cash Flow Hedging Relationships
The following table provides the pre-tax effect of derivative instruments in cash flow hedging relationships for the each of the three fiscal years ended August 31, 2020, 20192022, 2021 and 2018:2020:
(in thousands)Gain (Loss) Reclassified in AOCL on DerivativesLocation of Gain (Loss) Reclassified from AOCL into IncomeGain (Loss) Reclassified from AOCL into Income
Derivatives in Cash Flow Hedging Relationships202220212020202220212020
Foreign currency forward contracts$(16,356)$1,660 $5,049 SG&A$(7,867)$5,027 $(1,556)
Interest rate swap agreement17,245 745 (6,138)Interest expense, net1,854 (1,956)(458)
Total cash flow hedges$889 $2,405 $(1,089)$(6,013)$3,071 $(2,014)
66


Table of Contents
(in thousands)Gain (Loss) Recognized
in AOCL on Derivatives
(Effective Portion)
Location of (Loss) Gain Reclassified
from AOCL
into Income
(Effective Portion)
(Loss) Gain Reclassified
from AOCL into Income
(Effective Portion)
Derivatives in Cash Flow Hedging Relationships202020192018202020192018
Foreign currency forward contracts$5,049 $(187)$(7,700)SG&A$(1,556)$(1,794)$3,106 
Interest rate swap agreement$(6,138)$$Interest expense, net$(458)$$
Total cash flow hedges$(1,089)$(187)$(7,700)$(2,014)$(1,794)$3,106 
As of August 31, 2020, the Company assessed that these cash flow hedges were effective. Foreign currency forward contract gains and losses are recorded in the Consolidated Statement of Income in Selling, general, and administrative ("SG&A"). The gain or loss from the interest rate swap agreement is recorded in the Consolidated Statement of Income in Interest expense, net.
As of August 31, 2020, the Company estimates2022, we estimate that net pre-tax derivative gains of $1.7$2.3 million included in AOCL will be reclassified into earnings within the next 12 months. NoAs of August 31, 2022, our cash flow hedges were effective with no amount of ineffectiveness was recorded in the Consolidated Statements of Income for these designated cash flow hedges and all components of each derivative’s gain or loss were included in the assessment of hedge effectiveness.
Offsetting of Derivative Instruments
FactSet’sWe enter into master netting and other similar arrangements with itsdesigned to permit net settlement of derivative transactions among the respective counterparties, allow for net settlement under certain conditions.settled on the same date and in the same currency. As of August 31, 20202022 and 2019,2021, there were no material amounts recorded net on the Consolidated Balance Sheets.
6. ACQUISITIONS
During fiscal 2022 and 2021, we completed acquisitions of several businesses, with the most significant cash flows related to the acquisitions of CUSIP Global Services ("CGS"), Cobalt Software, Inc. ("Cobalt") and Truvalue Labs, Inc. ("TVL").
CUSIP Global Services
On March 1, 2022, we completed the acquisition of CGS, previously operated by S&P Global Inc. on behalf of the American Bankers Association ("ABA"), for a cash purchase price of $1.932 billion, inclusive of working capital adjustments. CGS manages a database of 60 different data elements uniquely identifying more than 50 million global financial instruments. It is the foundation for security master files relied on by critical front, middle and back office functions. CGS is the exclusive provider of Committee on Uniform Security Identification Procedures ("CUSIP") and CUSIP International Number System ("CINS") identifiers globally and also acts as the official numbering agency for International Securities Identification Number ("ISIN") identifiers in the United States and as a substitute number agency for more than 35 other countries. We believe that the CGS acquisition will significantly expand our critical role in the global capital markets. The CGS purchase price was in excess of the fair value of net assets acquired, resulting in the recognition of goodwill. We finalized the purchase accounting for the CGS acquisition during the fourth quarter of fiscal 2022 and did not record any material changes to the preliminary purchase price allocation.
The acquisition date fair values of major classes of assets acquired and liabilities assumed are as follows:
Acquisition Date Fair ValueAcquisition Date Useful LifeAmortization Method
(in thousands)(in years)
Current assets1
$29,728 
Amortizable intangible assets
ABA business process1,583,00036 yearsStraight-line
Client relationships164,00026 yearsStraight-line
Acquired databases46,00015 yearsStraight-line
Goodwill214,970
Current liabilities2
(104,691)
Deferred revenues, long-term(1,481)
Total purchase price$1,931,526 
1.Includes an accounts receivable balance of $29.5 million.
2.Includes a deferred revenues balance of $99.4 million. The CGS acquisition was accounted for in accordance with our adoption of ASU No. 2021-08; as such, the deferred revenues did not include a fair value adjustment. Refer to Note 2, Significant Accounting Policies in the Notes to the Consolidated Financial Statements included in Item 8. of this Annual Report on Form 10-K for more information on ASU No. 2021-08.
Goodwill totaling $215.0 million represents the excess of the CGS purchase price over the fair value of net assets acquired, representing future economic benefits that we expect to achieve as a result of the acquisition, and is included in the Americas segment. Goodwill generated from the CGS acquisition is deductible for income tax purposes. The majority of the net assets acquired relate to an ABA business process intangible which is a renewable license agreement with the ABA to manage the issuance, maintenance and access to the CUSIP numbering system and related database of CUSIP identifiers. This intangible asset's valuation and associated useful life considers the nature of the business relationship, multi-year term of the current
67

agreement and the likelihood of long-term renewals. The useful life assigned to the Client relationships intangible asset considers the strong historical client retention and client renewals as a basis for expected future retention. The useful life assigned to Acquired databases considers the historical period of data collection and the limited changes to the data on an annual basis.
The results of CGS's operations have been included in our Consolidated Financial Statements, within the Americas, EMEA, and Asia Pacific segments, beginning with the closing of the acquisition on March 1, 2022. CGS functions as part of CTS. Pro forma information has not been presented because the effect of the CGS acquisition is not material to our Consolidated Financial Statements.
Cobalt Software, Inc.
On October 12, 2021, we acquired all of the outstanding shares of Cobalt for a purchase price of $50.0 million, net of cash acquired, and inclusive of working capital adjustments. Cobalt is a leading portfolio monitoring solutions provider for the private capital industry. This acquisition advances our strategy to scale our data and workflow solutions through targeted investments as part of our multi-year investment plan and expands our private markets offering. The Cobalt purchase price was in excess of the fair value of net assets acquired, resulting in the recognition of goodwill. We finalized the purchase accounting for the Cobalt acquisition during the fourth quarter of fiscal 2022 and did not record any material changes to the preliminary purchase price allocation.
The acquisition date fair values of major classes of assets acquired and liabilities assumed are as follows:
Acquisition Date Fair ValueAcquisition Date Useful LifeAmortization Method
(in thousands)(in years)
Current assets$540 
Amortizable intangible assets
Software technology7,7505 yearsStraight-line
Client relationships4,80011 yearsStraight-line
Goodwill41,338
Other assets34
Current liabilities(4,437)
Other liabilities(7)
Total purchase price$50,018 
Goodwill totaling $41.3 million represents the excess of the Cobalt purchase price over the fair value of net assets acquired and is included in the Americas and EMEA segments. Goodwill generated from the Cobalt acquisition is not deductible for income tax purposes. The useful life assigned to the Client relationships intangible asset considers the historical client retention as a basis for expected future retention. The useful life assigned to Software technology considers our historical experience and anticipated technological changes.
The results of Cobalt's operations have been included in our Consolidated Financial Statements, within the Americas and EMEA segments, beginning with its acquisition on October 12, 2021. Pro forma information has not been presented because the effect of the Cobalt acquisition is not material to our Consolidated Financial Statements.
Truvalue Labs, Inc.
On November 2, 2020, we acquired all of the outstanding shares of TVL for a purchase price of $41.9 million, net of cash acquired. TVL is a leading provider of environmental, social, and governance ("ESG") information. TVL applies artificial intelligence driven technology to over 100,000 unstructured text sources in multiple languages, including news, trade journals, and non-governmental organizations and industry reports, to provide daily signals that identify positive and negative ESG behavior. The acquisition of TVL further enhances our commitment to providing industry leading access to ESG data across our platforms. The TVL purchase price was in excess of the fair value of net assets acquired, resulting in the recognition of goodwill. We finalized the purchase accounting for the TVL acquisition during the third quarter of fiscal 2021.

68

The acquisition date fair values of major classes of assets acquired and liabilities assumed are as follows:
Acquisition Date Fair ValueAcquisition Date Useful LifeAmortization Method
(in thousands)(in years)
Current assets$812 
Amortizable intangible assets
Software technology8,100 7 yearsStraight-line
Trade names2,800 15 yearsStraight-line
Client relationships900 12 yearsStraight-line
Goodwill30,058 
Other assets5,299 
Current liabilities(3,069)
Other liabilities(2,984)
Total purchase price$41,916 
Goodwill totaling $30.1 million represents the excess of the TVL purchase price over the fair value of net assets acquired and is included in the Americas segment. Goodwill generated from the TVL acquisition is not deductible for income tax purposes. The results of TVL's operations have been included in our Consolidated Financial Statements, within the Americas segment, beginning with its acquisition on November 2, 2020. Pro forma information has not been presented because the effect of the TVL acquisition is not material to our Consolidated Financial Statements.
7. PROPERTY, EQUIPMENT AND LEASEHOLD IMPROVEMENTS
Property, equipment and leasehold improvements consist of the following:
(in thousands)August 31,
20202019
Leasehold improvements$182,899 $155,520 
Computers and related equipment127,794 129,549 
Furniture and fixtures56,269 48,986 
Subtotal$366,962 $334,055 
Less accumulated depreciation and amortization(233,860)(214,671)
Property, equipment and leasehold improvements, net$133,102 $119,384 
(in thousands)August 31,
20222021
Leasehold improvements$184,425 $197,719 
Computers and related equipment104,514 136,213 
Furniture and fixtures58,143 58,212 
Subtotal$347,082 $392,144 
Less accumulated depreciation and amortization(266,239)(260,767)
Property, equipment and leasehold improvements, net$80,843 $131,377 
Depreciation expense was $32.2$24.3 million, $35.4$30.4 million and $32.6$32.2 million for fiscal years 2020, 20192022, 2021 and 2018,2020, respectively.
During fiscal 2022, we incurred an impairment charge of $30.7 million for property, equipment and leasehold improvements related to vacating certain leased office space. Refer to Note 4, Fair Value Measures, for more information on the property, equipment and leasehold improvements assets impairment methodology.
70
69

8. GOODWILL
Changes in the carrying amount of goodwill by segment for fiscal years ended August 31, 20202022 and 20192021 are as follows:
(in thousands)AmericasEMEAAsia PacificTotal
Balance at August 31, 2018$386,195 $312,694 $2,944 $701,833 
Foreign currency translations(16,235)131 (16,104)
Balance at August 31, 2019$386,195 $296,459 $3,075 $685,729 
Foreign currency translations23,968 23,974 
Balance at August 31, 2020$386,195 $320,427 $3,081 $709,703 
(in thousands)AmericasEMEAAsia PacificTotal
Balance at August 31, 2020$386,195 $320,427 $3,081 $709,703 
Acquisitions$43,893 $— $— $43,893 
Foreign currency translations— 723 (114)609 
Balance at August 31, 2021$430,088 $321,150 $2,967 $754,205 
Acquisitions256,324 428 — 256,752 
Foreign currency translations— (44,491)(618)(45,109)
Balance at August 31, 2022$686,412 $277,087 $2,349 $965,848 
Goodwill is not amortized as it is estimated to have an indefinite life. At least annually, the Company iswe are required to test goodwill at the reporting unit level, which is consistent with our segments, for potential impairment, and, if impaired, we write down our goodwill to fair value based on the present value of discounted cash flows. The Company’s reporting units evaluated for potential impairment were the Americas, EMEA and Asia Pacific, which reflect the level of internal reporting the Company uses to manage its business and operations. The 3 reporting units are consistent with the operating segments reported as there is no discrete financial information available for the subsidiaries within each operating segment. The CompanyWe performed itsour annual goodwill impairment test during the fourth quarter of fiscal 2020,2022 utilizing a qualitative analysis, consistent with the timing and methodology of previous years, utilizing a qualitative analysis, andyears. We concluded it was more likely than not that the fair value of each reporting unitof our segments was greaternot less than its respective carrying value and 0no impairment charge was required.
9. INTANGIBLE ASSETS
FactSet’s identifiableWe amortize intangible assets consist of acquired content databases, client relationships, acquired software technology, internally developed software, non-compete agreements and trade names resulting from previous acquisitions, which have been fully integrated into the Company’s operations. The Company amortizes intangible assetson a straight line basis over their estimated useful lives. Data contentThe estimated useful life, gross carrying amounts and accumulated amortization totals related to our identifiable intangible assets have estimated useful lives ranging from are as follows:
August 31, 2022August 31, 2021
(in thousands, except useful lives)Estimated Useful Life (years)Gross Carrying AmountAccumulated AmortizationNet Carrying AmountGross Carrying AmountAccumulated AmortizationNet Carrying Amount
ABA business process36$1,583,000 $21,986 $1,561,014 $— $— $— 
Client relationships8 to 26263,163 55,405 207,758 101,077 49,139 51,938 
Software technology5 to 9122,363 96,567 25,796 121,556 87,207 34,349 
Developed technology3 to 580,956 33,676 47,280 57,666 21,278 36,388 
Acquired databases1546,000 $1,533 44,467 — — — 
Data content5 to 2032,305 24,973 7,332 36,681 26,835 9,846 
Trade names156,693 4,431 2,262 6,900 4,435 2,465 
Total$2,134,480 $238,571 $1,895,909 $323,880 $188,894 $134,986 
five to 20 years. Client relationship intangible assets have estimated useful lives ranging from eight to 18 years. Acquired software technology intangible assets have estimated useful lives ranging from three to nine years. The majority of the developed software technology intangible assets has estimated useful lives ranging from three to five years. Non-compete agreement intangible assets have estimated useful lives ranging from two to four years. Trade name intangible assets have estimated useful lives ranging from four to seven years. The weighted average useful life of the Company’sour intangible assets at August 31, 20202022 was 11.932.8 years. As described in Note 6, Acquisitions, we acquired several intangible assets as part of the CGS acquisition. The Company evaluates theweighted average useful life of our intangible assetassets excluding those acquired from CGS at August 31, 2022 was 9.6 years. We assess intangible assets for indicators of impairment on a quarterly basis, including an evaluation of our useful lives on an annual basis to determine whetherif events and circumstances warrant a revision to the remaining period of amortization. There have been no material changes to the estimate of the remaining useful lives during fiscal years 2020, 2019 and 2018.
The Company assesses the intangible assets for indicators of impairment on a quarterly basis. If indicators of impairment are present, amortizable intangible assets are tested for impairment by comparing the carrying value to undiscounted cash flows and, if impaired, written down to fair value based on discounted cash flows. NaNWe have not identified a material impairment, nor a material change to the estimated remaining useful lives of our intangible assets has been identified during any of the periods presented.fiscal years 2022 and 2021. The intangible assets have no assigned residual values.
The gross carrying amounts and accumulated amortization totals related to the Company’s identifiable intangible assets are as follows:
At August 31, 2020 (in thousands)Gross Carrying AmountAccumulated AmortizationNet Carrying Amount
Data content$35,872 $24,847 $11,025 
Client relationships100,316 43,026 57,290 
Acquired software technology108,384 72,396 35,988 
Internally developed software30,276 13,689 16,587 
Non-compete agreements1,388 1,355 33 
Trade names4,106 3,934 172 
Total$280,342 $159,247 $121,095 

71

At August 31, 2019 (in thousands)Gross Carrying AmountAccumulated AmortizationNet Carrying Amount
Data content$32,200 $21,512 $10,688 
Client relationships95,905 35,506 60,399 
Acquired software technology105,426 56,965 48,461 
Internally developed software14,262 10,365 3,897 
Non-compete agreements1,311 1,228 83 
Trade names3,994 3,074 920 
Total$253,098 $128,650 $124,448 

Amortization expense recorded for intangible assets was $62.4 million, $31.5 million, and $25.4 million during fiscal years 2022, 2021, and 2020, 2019 and 2018 was $25.4 million, $25.1 million and $24.7 million, respectively.
70

As of August 31, 2020,2022, estimated intangible asset amortization expense for each of the next five years and thereafter are as follows:
Fiscal Year (in thousands)
Estimated Amortization Expense
2021$26,939 
202224,133 
202318,092 
202410,389 
20257,712 
Thereafter33,830 
Total$121,095 
Fiscal Year (in thousands)
Estimated Amortization Expense
2023$89,450 
202480,238 
202573,818 
202665,685 
202762,409 
Thereafter1,524,309 
Total$1,895,909 

10. INCOME TAXES
Income tax expense is based on taxable income determined in accordance with current enacted laws and tax rates. Deferred income taxes are recorded for the temporary differences between the financial statement and the tax bases of assets and liabilities using currently enacted tax rates.
Provision and Components for Income Taxes
The provision for income taxes is as follows:
(in thousands)Years ended August 31,
202020192018
U.S. operations$280,283 $288,860 $199,654 
Non-U.S. operations146,851 133,105 152,184 
Income before income taxes$427,134 $421,965 $351,838 
U.S. operations$31,926 $55,824 $65,778 
Non-U.S. operations22,270 13,351 18,975 
Total provision for income taxes$54,196 $69,175 $84,753 
Effective tax rate12.7 %16.4 %24.1 %
72

(in thousands)Years ended August 31,
202220212020
U.S. operations$281,971 $311,767 $280,283 
Non-U.S. operations161,623 155,850 146,851 
Income before income taxes$443,594 $467,617 $427,134 
U.S. operations$18,107 $40,595 $31,926 
Non-U.S. operations28,570 27,432 22,270 
Total provision for income taxes$46,677 $68,027 $54,196 
Effective tax rate10.5 %14.5 %12.7 %
The components of the provision for income taxes consist of the following:
(in thousands)(in thousands)Years ended August 31,(in thousands)Years ended August 31,
202020192018202220212020
CurrentCurrentCurrent
U.S. federalU.S. federal$9,332 $35,688 $58,835 U.S. federal$12,766 $26,734 $9,332 
U.S. state and localU.S. state and local8,034 18,389 5,159 U.S. state and local10,936 13,894 8,034 
Non-U.S.Non-U.S.27,640 17,376 22,669 Non-U.S.31,690 32,001 26,204 
Total current taxesTotal current taxes$45,006 $71,453 $86,663 Total current taxes$55,392 $72,629 $43,570 
DeferredDeferredDeferred
U.S. federalU.S. federal$11,896 $1,813 $2,079 U.S. federal$(4,722)$1,031 $13,332 
U.S. state and localU.S. state and local2,665 (217)(295)U.S. state and local(874)(1,064)2,665 
Non-U.S.Non-U.S.(5,371)(3,874)(3,694)Non-U.S.(3,119)(4,569)(5,371)
Total deferred taxesTotal deferred taxes$9,190 $(2,278)$(1,910)Total deferred taxes$(8,715)$(4,602)$10,626 
Total provision for income taxesTotal provision for income taxes$54,196 $69,175 $84,753 Total provision for income taxes$46,677 $68,027 $54,196 
71

Table of Contents
The Company’sfiscal 2022 provision for income taxes decreased 31.4% to $46.7 million, compared with $68.0 million in fiscal 2021. This decrease was primarily driven by lower pretax income and $11.7 million in higher tax benefits from the exercise of stock options for fiscal 2022, compared with the prior year period.
Our effective tax rate is based on recurring factors and non-recurring events, including the taxation of foreign income. Our effective tax rate will vary based on, among other things, changes in levels of foreign income, as well as discrete and other nonrecurringnon-recurring events that may not be predictable. The provision for income taxes differs fromOur effective tax rate is lower than the amount of income tax determined by applying theapplicable U.S. statutory federalcorporate income tax rate to income before income taxes as a result of the following recurring factors and nonrecurring events, including the taxation of foreign income:
 Years ended August 31, 
(expressed as a percentage of income before income taxes)202020192018
Tax at U.S. Federal statutory tax rate21.0 %21.0 %25.7 %
Increase (decrease) in taxes resulting from:
State and local taxes, net of U.S. federal income tax benefit3.1 4.0 2.9 
Foreign income at other than U.S. rates(1.4)(1.4)(3.2)

Foreign derived intangible income ("FDII") deduction(1.8)(1.7)
Domestic production activities deduction(1.6)
Income tax benefits from R&D tax credits(3.8)(3.5)(3.7)
Share-based payments(3.7)(3.2)(2.7)
One-time transition tax from TCJA(0.4)(1)6.6 (1)
Other, net(0.7)1.6 0.1 
Effective tax rate12.7 %16.4 %24.1 %
1.The enactment of the TCJA resulted in a one-time transition tax expense of $23.2 million duringfor fiscal 2018 and a $3.4 million net benefit revision recorded during fiscal 2019 associated with finalizing the accounting for the tax effects of the TCJA during fiscal 2019.
The fiscal 2020 provision for income taxes was $54.2 million, compared to $69.2 million in fiscal 2019, a decrease of 21.7%. The decrease was primarily due to a lower effective tax rate in fiscal 2020 compared to the prior year period,2022 driven mainly by higher research and development ("R&D") tax credits, a foreign derived intangible income ("FDII") deduction and a higher FDII deduction. The decrease was also driven by a reduction from finalizing prior year tax returns, which resulted in a benefit of $3.7 million from finalizing prior year tax returns in fiscal 2020 compared to an increase to the provision of $7.7 million in fiscal 2019. Additionally, the decrease in the provision was attributed to $1.9 million in higher windfall tax benefits from stock-based compensation for fiscal 2020 compared to fiscal 2019, partially offset by a $3.4 million income tax benefit from the revisionexercise of stock options.
The following table presents a reconciliation between the one-time transitionU.S. corporate income tax permitted by the TCJA recognized during fiscal 2019.rate and our effective tax rate:
73

Table of Contents
 Years ended August 31,
(expressed as a percentage of income before income taxes)202220212020
Tax at U.S. Federal statutory tax rate21.0 %21.0 %21.0 %
Increase (decrease) in taxes resulting from:
State and local taxes, net of U.S. federal income tax benefit1.8 2.1 3.1 
Foreign income at other than U.S. rates(1.2)(1.0)(1.4)
Foreign derived intangible income ("FDII") deduction(2.2)(1.9)(1.8)
Income tax benefits from R&D tax credits(4.1)(3.9)(3.8)
Stock-based payments(3.4)(2.2)(3.7)
Other, net(1.4)0.4 (0.7)
Effective tax rate10.5 %14.5 %12.7 %
Due to the changesWe are permanently reinvested in taxation of undistributedall foreign unremitted earnings, under the TCJA, FactSet will continue to analyze foreign subsidiaryexcept in jurisdictions where earnings as well as global working capital requirements, and may repatriate earnings when the amounts are remittedcan be repatriated substantially free of additional tax. It is not practicable to determine the amount of unremitted earnings that are permanently reinvested and the taxes that would be payable if these amounts were repatriated to the U.S.
Deferred Tax Assets and Liabilities
The significant components of deferred tax assets that recorded within the Consolidated Balance Sheets were as follows:
(in thousands)At August 31,
20222021
Deferred tax assets:
Lease Liabilities$45,842 $55,416 
Stock-based compensation30,382 22,847 
Unrealized tax loss on investment4,216 4,135 
Other19,943 11,199 
Total deferred tax assets$100,383 $93,597 
(in thousands)At August 31,
20202019
Deferred tax assets:
Depreciation on property, equipment and leasehold improvements$$2,264 
Deferred rent9,479 
Lease liabilities56,280 
Stock-based compensation16,341 14,822 
Unrealized tax loss on investment4,172 
Other8,840 9,903 
Total deferred tax assets$85,633 $36,468 
At August 31, 2022, we had pre-tax federal and state net operating loss carryforwards ("NOLs") of approximately $34.8 million and $13.8 million, respectively. The carryforwards may be used to offset future taxable income. The federal NOLs have an indefinite carryforward and the state NOLs have various expiration dates, beginning August 31, 2025. Utilization of the NOLs may be subject to an annual limitation due to the ownership limitations provided by the Internal Revenue Code of 1986, as amended (the “Code”), and similar state provisions. Any annual limitation may result in the expiration of net operating losses before utilization.
72

Table of Contents
The significant components of deferred tax liabilities recorded within the Consolidated Balance Sheets were as follows:
(in thousands)At August 31,
20202019
Deferred tax liabilities:
Depreciation on property, equipment and leasehold improvements$15,291 $
Purchased intangible assets, including acquired technology43,088 44,304 
Lease right-of-use assets45,344 
Other1,623 984 
Total deferred tax liabilities$105,346 $45,288 
(in thousands)At August 31,
20222021
Deferred tax liabilities:
Depreciation on property, equipment and leasehold improvements$19,855 $17,133 
Purchased intangible assets, including acquired technology57,098 44,773 
Lease right-of-use assets27,540 43,904 
Other1,537 289 
Total deferred tax liabilities$106,030 $106,099 
Unrecognized Tax Positions
Applicable accounting guidance prescribes a comprehensive model for the financial statement recognition, measurement, classification and disclosure of uncertain tax positions that a company has taken or expects to take on a tax return. FactSet recognizesWe recognize the financial effect of an income tax position only if it is more likely than not (greater than 50%) that the tax position will be sustained based on its technical merits of the tax position. Otherwise, no benefit or expense can be recognized in the Consolidated Financial Statements. The tax benefits recognized are measured based on the largest benefit that has a greater than 50% likelihood of being realized upon effective settlement with a taxing authority. Additionally, FactSet accrueswe accrue interest on all tax exposures for which reserves have been established consistent with jurisdictional tax laws.

The determination of liabilities related to unrecognized tax benefits, including associated interest and penalties, requires significant estimates. There can be no assurance that the Companywe will accurately predict the audit outcomes, however, FactSet haswe have no reason to believe that such audits will result in the payment of additional taxes and/or penalties that would have a material adverse effect on the Company’sour results of operations or financial position, beyond current estimates. For this reason and due to ongoing audits by multiple tax authorities, FactSetwe will regularly engage in discussions and negotiations with tax authorities regarding tax matters in various jurisdictions. The Company adjustsWe adjust these reserves in light of changing facts and circumstances, such as the closing of a tax audit or the refinement of an estimate. To the extent that the final outcome of these matters is different than the amounts recorded, such differences will affect the provision for income taxes in the period in which such determination is made. The Company doesWe do not currently anticipate that the total amounts of unrecognized tax benefits will significantly change within the next 12 months.

FactSet classifiesWe classify the liability for unrecognized tax benefits as Taxes Payable (non-current) and to the extent that the Company anticipateswe anticipate payment of cash within one year, the benefit will be classified as Taxes Payable (current). Additionally, the Company accrueswe accrue interest on all tax exposures for which reserves have been established consistent with jurisdictional tax laws. This interest is classified aslaws, recorded in Provision for income tax expensetaxes in the financial statements. AsConsolidated Statements of August 31, 2020, FactSet had gross unrecognized tax benefits totaling $12.3 million, including $0.9 million of accrued interest, recorded asIncome and Taxes Payable (non-current) within the Consolidated Balance Sheets.
74

Table of Contents
The following table summarizes the changes in the balance of gross unrecognized tax benefits:
(in thousands)
Unrecognized income tax benefits atas of August 31, 2017$11,484 
Additions based on tax positions related to the current year2,954 
Additions for tax positions of prior years531 
Statute of limitations lapse(3,146)
        Reductions from settlements with Taxing Authorities(2,600)
Unrecognized income tax benefits at August 31, 2018$9,223 
Additions based on tax positions related to the current year3,133 
Additions for tax positions of prior years507 
Statute of limitations lapse(1,979)
Unrecognized income tax benefits at August 31, 2019$10,884 
Additions based on tax positions related to the current year3,533 
Release for tax positions of prior years(2,086)
Unrecognized income tax benefits atas of August 31, 2020(1)
$12,331 
Additions based on tax positions related to the current year4,259 
Release for tax positions of prior years(1,720)
Unrecognized income tax benefits as of August 31, 2021(1)
$14,870 
Additions based on tax positions related to the current year7,959 
Release for tax positions of prior years(2,658)
Unrecognized income tax benefits as of August 31, 2022(1)
$20,171 
(1)The unrecognized income tax benefits include accrued interest of $1.4 million, $1.3 million and $0.9 million as of August 31, 2022, 2021 and 2020, respectively.
73

Table of Contents
In the normal course of business, the Company’sour tax filings are subject to audit by federal, state and foreign tax authorities. At August 31, 2020, the Company2022, we remained subject to examination in the following major tax jurisdictions for the tax years as indicated below:
Major Tax JurisdictionsMajor Tax JurisdictionsOpen Tax YearsMajor Tax JurisdictionsOpen Tax Years
U.S.U.S.U.S.
FederalFederal2017through2019Federal2019through2021
State (various)State (various)2017through2019State (various)2019through2021
EuropeEuropeEurope
United KingdomUnited Kingdom2018through2019United Kingdom2019through2021
FranceFrance2018through2019France2019through2021
GermanyGermany2017through2019Germany2018through2021

11. LEASES

In February 2016, the FASB issued an accounting standard updateOur lease portfolio is primarily related to accounting for leases. The update requires the recognition ofour office space, under various operating lease ROU assets and lease liabilities on the balance sheet and the disclosure of qualitative and quantitative information about leasing arrangements. FactSet adopted the standard, ASC 842, as of September 1, 2019, using a modified retrospective approach to record the required cumulative effect adjustments to the opening balance sheet in the period of adoption.
FactSet reviewsagreements. We review new arrangements at inception to evaluate whether the Company obtainswe obtain substantially all the economic benefits of and hashave the right to control the use of an asset. If FactSet determines that an arrangement qualifies as a lease, a lease liability and a corresponding Our lease ROU assetassets and lease liabilities are recognized based on the present value of future minimum lease payments at lease commencement date which(which includes fixed lease payments and certain qualifying index-based variable payments.
75

payments) Table of Contents
In determiningover the amount ofreasonably certain lease payments used in measuring eachterm, leveraging an estimated IBR. Certain adjustments to our lease ROU asset andassets may be required due to prepayments, lease liability, FactSet elected the package of practical expedients permitted under the transition guidance, which permits the Company not to reassess under the new standard the prior conclusions about lease identification, lease classification,incentives received and initial direct costs. FactSet did not elect the use-of-hindsight practical expedient in determiningcosts incurred. We account for the lease term and in assessing impairment. FactSet elected the practical expedient not to separate lease components from non-lease components but, rather, to combine them into oneas a single lease component, which we recognize over the expected lease term on a straight-line expense basis in occupancy costs (a component of SG&A expense). The Company has also elected to apply the short-term lease exception to not recognize lease ROU assets and lease liabilities for leases with a term of 12 months or less. FactSet will recognize these lease payments on a straight-line basis over the lease term in occupancy costs.
The adoption of the lease standard primarily related to the Company’s real estate operating leases. As a result of the adoption of the standard, the Company recognized lease liabilities (initially measured at the present value of the future minimum lease payments over the remaining lease term at the commencement date) of $266.4 million as of November 30, 2019, included in Current and Long-term lease liabilities on the Consolidated Balance Sheet. The Company also recognized lease ROU assets, net of amortization (initially measured as the lease liabilities, adjusted for deferred rent and lease incentives) of $217.0 million as of November 30, 2019, included in Lease right-of-use assets, net on the Consolidated Balance Sheet. As of August 31, 2020, the Lease right-of-use assets, net balance was $248.9 million and the Current and Long-term lease liabilities balance was $301.3 million, classified in the same Consolidated Balance Sheet accounts used upon adoption.
Lease liabilities are measured as the present value of the future minimum lease payments over the lease term using FactSet’s incremental borrowing rate ("IBR") within the geography where the leased asset is located, as there is no rate implicit in the Company’s operating lease arrangements. As FactSet does not have any outstanding public debt, the Company estimates the IBR based on FactSet’s estimated credit rating and available market information. The IBR is determined at lease commencement, or as of September 1, 2019 for operating leases in existence upon adoption of ASC 842. The IBR is subsequently reassessed upon a modification to the lease arrangement.
As of August 31, 2020,2022, we recognized $159.5 million of Lease right-of-use assets, net and $237.8 million of combined Current lease liabilities and Long-term lease liabilities in the Company’sConsolidated Balance Sheet. Such leases have a remaining terms oflease term ranging from less than one year to just over 15 years. The lease ROU assets13 years and lease liabilities recognized did not include any renewal or termination options that were not yet reasonably certain to be exercised.exercised.
For fiscal 2019 and 2018, the Company followed ASC 840-10, Leases, which required the recognition of rent expense on a straight-line basis over the lease term. Rent expense for office space, as well as operating expenses associated with the leased premises, primarilyThe following table reconciles our future undiscounted cash flows related to utilities, real estate taxes, insuranceour operating leases and maintenance for fiscal 2019the reconciliation to the combined Current lease liabilities and 2018 was $56.7 million and $54.6 million, respectively. For fiscal 2020,Long-term lease liabilities in the Company followed ASC 842, and recognizedConsolidated Balance Sheets as of August 31, 2022:
(in thousands)Minimum Lease
Payments
Fiscal Years Ended August 31,
2023$38,696 
202435,316 
202533,245 
202632,540 
202731,716 
Thereafter114,016 
Total$285,529 
Less: Imputed Interest47,722 
Present Value$237,807 
The components of lease cost related to the operating leases were as follows:
Years ended August 31,
(in millions)
20222021
Operating lease cost1
$38.8 $42.8 
Variable lease cost2
$11.5 $14.6 
1.Operating lease costs include costs associated with fixed lease payments and qualifying index-based variable payments on a straight-line basis overthat qualified for lease accounting under ASC 842, Leases and complied with the practical expedients and exceptions
74

Table of Contents
elected by us.
2.Variable lease term, resulting in a net operating lease expense of $43.0 million for fiscal 2020. FactSet recognized $17.9 million in occupancy costs that were not included in the measurement of the lease liabilities during fiscal 2020,liabilities. These costs primarily related toinclude variable non-lease costs and leases that qualified for the short-term lease exception. TheseOur variable non-lease costs includedinclude costs that were not fixed at the lease commencement date norand are not dependent on an index or a rate, which primarily relatedrate. These costs relate to utilities, real estate taxes, insurance and maintenance.
76

Table of Contents
The following table reconciles FactSet’s future undiscounted cash flows related to the Company’s operating leases and the reconciliation to the Current and Long-term lease liabilities as of August 31, 2020:
(in thousands)
Minimum Lease
Payments
Fiscal Years Ended August 31
2021$40,848 
202239,958 
202336,426 
202434,530 
202533,742 
Thereafter186,658 
Total372,162 
Imputed Interest70,837 
Present Value$301,325 
FactSet previously entered into a real estate lease in the Philippines, which was planned to commence in phases, providing FactSet with access to the underlying leased rental space during fiscal 2020 and the first quarter of fiscal 2021. The rental space that FactSet has not taken possession of as of August 31, 2020 is not included in the table above nor included in the Lease ROU assets, net and Current and Long-term lease liabilities on the Consolidated Balance Sheets as of August 31, 2020. The overall lease term is approximately 10 years and the undiscounted future rent payments for the lease that has not commenced as of August 31, 2020 is approximately $19 million.
The following table summarizes the Company'sour lease term and discount rate assumptions related to the operating leases recorded on the Consolidated Balance Sheets as of Sheets:August 31, 2020:
At August 31,
20222021
Weighted average remaining lease term (in years)
8.69.4
Weighted average discount rate (IBR)
4.4 %4.3 %
As of August 31, 2020
Weighted average remaining lease term (in years)
10.1
Weighted average discount rate (IBR)
4.2%
The following table summarizes supplemental cash flow information related to the Company'sour operating leases:
Years ended August 31,
(in millions)
20222021
Cash paid for amounts included in the measurement of lease liabilities$43.0 $42.1 
Lease ROU assets obtained in exchange for lease liabilities1, 3
$9.3 $6.4 
Reductions to ROU assets resulting from reductions to lease liabilities2, 3
$(17.5)$(0.7)
(in thousands)1.Primarily includes new lease arrangements entered into during the period and contract modifications that extend our lease terms and/or provide additional rights.
2.Primarily includes modifications to our lease agreements based on contractual options or negotiations that allow for early termination that result in a reduction to our future minimum lease payments.
3.We reclassified prior year comparative figures from Lease ROU assets obtained in exchange for lease liabilities to Reductions to ROU assets resulting from reductions to lease liabilities to conform to the current year's presentation.
As of August 31, 2020
Cash paid for amounts included in the measurement of lease liabilities$39.7
Lease ROU assets obtained in exchange for lease liabilities$43.7

During fiscal 2022, we incurred an impairment charge of $31.5 million related to our lease ROU assets associated with vacating certain leased office space. Refer to Note 4, Fair Value Measures, for more information on the lease ROU assets impairment methodology.
75

Table of Contents
12. DEBT
FactSet’sWe elected not to carry our Long-term debt at fair value. The carrying value of our debt is net of related unamortized discount and debt issuance costs. Our total debt obligations as of August 31, 2022 and August 31, 2021 consisted of the following:
(in thousands)At August 31,
20202019
2019 Revolving Credit Facility$575,000 $575,000 
Loan origination fees$(646)(826)
Long-term debt$574,354 $574,174 
(in thousands)Issuance DateContractual Maturity DateAugust 31, 2022August 31, 2021
2019 Credit Agreement
2019 Revolving Credit Facility (terminated on March 1, 2022)3/29/20193/29/2024$— $575,000 
2022 Credit Agreement
2022 Term Facility3/1/20223/1/2025750,000 — 
2022 Revolving Facility3/1/20223/1/2027250,000 — 
Senior Notes
2027 Notes3/1/20223/1/2027500,000 — 
2032 Notes3/1/20223/1/2032500,000 — 
Total unamortized discounts and debt issuance costs(17,576)(465)
Total Long-term debt$1,982,424 $574,535 
As of August 31, 2022, annual maturities on our total debt obligations, based on contract maturity, were as follows:
(in thousands)
Maturities
Fiscal Years Ended August 31,
2023$— 
2024— 
2025750,000 
2026— 
2027750,000 
Thereafter500,000 
Total$2,000,000 
2019 Credit Agreement
On March 29, 2019, the Companywe entered into a credit agreement, between FactSet, as the borrower, andwith PNC Bank, National Association ("PNC") (the "2019 Credit Agreement"), as the administrative agent and lender. The 2019lender (the "2019 Credit Agreement provides forAgreement"), which provided a $750.0 million revolving credit facility (the "2019 Revolving Credit Facility"). FactSet may request borrowings
77

Table of Contents
under the 2019 Revolving Credit Facility until its maturity date of March 29, 2024. The 2019 Credit Agreement also allows FactSet, subject to certain requirements, to arrange for additional borrowings with PNC for an aggregate amount up to $500.0 million, provided that any such request for additional borrowings must be in a minimum amount of $25.0 million.
FactSetWe borrowed $575.0 million of the available $750.0 million provided by the 2019 Revolving Credit Facility, resulting in $175.0 million available to be withdrawn. FactSet isFacility. We were required to pay a commitment fee using a pricing grid currently at 0.10% based on the daily amount by which the available balance in the 2019 Revolving Credit Facility exceedsexceeded the borrowed amount. All outstanding loan amounts arewere reported as Long-term debt within the consolidated balance sheets at August 31, 2020. The principal balance is payable in full on the maturity date.Consolidated Balance Sheets.
The fair value of our long-term debt was $575.0 million as of August 31, 2020, which the Company believe approximates carrying amount as the terms and interest rates approximate market rates given its floating interest rate basis. Borrowings under the loan bear2019 Revolving Credit Facility bore interest on the outstanding principal amount at a rate equal to the daily LIBOR plus a spread using a debt leverage pricing grid, currently at 0.875%. During fiscal 2020, FactSet recorded interest expensegrid. Interest on its outstanding debt, including the amortization of debt issuance costs, net of the effects of the interest rate swap agreement of $12.9 million. During fiscal 2019 and 2018, FactSet recorded interest expense on its outstanding debt, including the amortization of debt issuance costs, of $19.8 million and $15.9 million, respectively. Including the effects of the interest rate swap agreement, the weighted average interest rate on amounts outstanding under the Company's credit facilities2019 Revolving Credit Facility was 2.20%. The weighted average interest rate for fiscal 2019 was 3.35%. Interest on the loan outstanding is payable quarterly, in arrears, and on the maturity date.
During fiscal 2019, FactSetwe incurred approximately $0.9 million in debt issuance costs related to the 2019 Credit Agreement. These costs were capitalized as loan origination feesdebt issuance costs and arewere amortized into interestInterest expense, net in the Consolidated Statements of Income ratably over the term of the 2019 Credit Agreement.
76

Table of Contents
The 2019 Credit Agreement containscontained covenants and requirements restricting certain FactSetof our activities, which arewere usual and customary for this type of loan. In addition, the 2019 Credit Agreement requiresrequired that FactSetwe maintain a consolidated net leverage ratio, as measured by total net funded debt/EBITDA (as defined in the 2019 Credit Agreement) below a specified level as of the end of each fiscal quarter. We were in compliance with all covenants and requirements within the 2019 Credit Agreement through the termination date of the 2019 Credit Agreement.
On March 1, 2022, we terminated the 2019 Credit Agreement and amortized the remaining related $0.4 million of capitalized debt issuance costs into Interest expense, net in the Consolidated Statements of Income.
2022 Credit Agreement
On March 1, 2022, we entered into a credit agreement (the "2022 Credit Agreement") which provides for a senior unsecured term loan credit facility in an aggregate principal amount of $1.0 billion (the “2022 Term Facility”) and a senior unsecured revolving credit facility in an aggregate principal amount of $500.0 million (the “2022 Revolving Facility” and, together with the 2022 Term Facility, the “2022 Credit Facilities”). The Company was2022 Term Facility matures on March 1, 2025, and the 2022 Revolving Facility matures on March 1, 2027. The 2022 Revolving Facility allows for the availability of up to $100.0 million in the form of letters of credit and up to $50.0 million in the form of swingline loans. We may seek additional commitments under the 2022 Revolving Facility from lenders or other financial institutions up to an aggregate principal amount of $750.0 million.
On March 1, 2022, we borrowed $1.0 billion under the 2022 Term Facility and $250.0 million of the available $500.0 million under the 2022 Revolving Facility. We are required to pay a commitment fee on the daily unused amount of the 2022 Revolving Facility using a pricing grid which remained at 0.125% through August 31, 2022. The commitment fee can fluctuate between 0.10% and 0.25% per annum based upon our senior unsecured non-credit enhanced long-term debt rating and our total leverage ratio.
We used these borrowings, along with the net proceeds from the issuance of the Senior Notes (as defined below) and cash on hand, to finance the consideration for the CGS acquisition, to repay borrowings under the 2019 Credit Agreement and to pay related transaction fees, costs and expenses.
During the third quarter of 2022, we incurred approximately $9.5 million in debt issuance costs related to the 2022 Credit Facilities. Debt issuance costs are presented in the Consolidated Balance Sheets as a direct deduction from the carrying amount of the related debt liability. Debt issuance costs are amortized to Interest expense, net in the Consolidated Statements of Income over the contractual term of the debt on a straight-line basis, which approximates the effective interest method.
Loans under the 2022 Term Facility are subject to scheduled amortization payments on the last day of each fiscal quarter, commencing with August 31, 2022 and ending on the last such day to occur prior to the maturity date. Each amortization payment is equal to 1.25% of the original principal amount of the 2022 Term Facility. Any remaining outstanding principal will be repaid in full on March 1, 2025, the maturity date of the 2022 Term Facility. The 2022 Credit Facilities are not otherwise subject to any mandatory prepayments. We may voluntarily prepay loans under the 2022 Credit Facilities at any time without premium or penalty. Prepayments of the 2022 Term Facility shall be applied to reduce the subsequent scheduled amortization payments in direct order of maturity. During fiscal 2022, we repaid $250.0 million under the 2022 Term Facility, inclusive of voluntary prepayments of $237.5 million.
The 2022 Credit Agreement provides that loans denominated in U.S. dollars, at our option, will bear interest at either (i) the one-month Term SOFR (with a 0.1% credit spread adjustment and subject to a "zero" floor), (ii) the Daily Simple SOFR (with a 0.1% credit spread adjustment and subject to a "zero" floor) or (iii) an alternate base rate. Under the 2022 Credit Agreement, loans denominated in Pounds Sterling will bear interest at the Daily Simple Sterling Overnight Index Average ("SONIA") (subject to a "zero" floor) and loans denominated in Euros will bear interest at the Euro Interbank Offered Rate ("EURIBOR") (subject to a "zero" floor), in each case, plus an applicable interest rate margin. The interest rate margin will fluctuate based upon our senior unsecured non-credit enhanced long-term debt rating and our total leverage ratio.
For fiscal 2022, the outstanding borrowings under the 2022 Credit Facilities bore interest at rates equal to the applicable one-month Term SOFR rate plus a 1.1% spread (comprised of a 1.0% interest rate margin based on a debt leverage pricing grid plus 0.1% credit spread adjustment). The spread remained consistent through August 31, 2022. Interest on the 2022 Credit Facilities is currently payable on the last business day of each month, in arrears.
The 2022 Credit Agreement contains usual and customary event of default provisions for facilities of this type, which are subject to usual and customary grace periods and materiality thresholds. If an event of default occurs under the 2022 Credit Agreement, the lenders may, among other things, terminate their commitments and declare all outstanding borrowings immediately due and payable.
77

Table of Contents
The 2022 Credit Agreement contains usual and customary affirmative and negative covenants for facilities of this type, including limitations on indebtedness of non-guarantor subsidiaries, liens, sale and leaseback transactions, mergers and certain other fundamental changes and change in nature of business. The 2022 Credit Agreement contains a financial covenant requiring maintenance of a total leverage ratio, permitting netting up to $350.0 million of unrestricted cash and cash equivalents, no greater than (a) 4.00 to 1.00 as of the last day of each fiscal quarter beginning with the fiscal quarter ending on May 31, 2022, (b) 3.75 to 1.00 as of the last day of each fiscal quarter beginning with the fiscal quarter ending on August 31, 2023 and (c) 3.50 to 1.00 as of the last day of each fiscal quarter beginning with the fiscal quarter ending on August 31, 2024, but if we consummate a material acquisition where the aggregate consideration payable is $200.0 million or more, we may, on no more than two occasions, increase the maximum total leverage ratio then applicable under the financial covenant by 0.50 to 1.00 with respect to the fiscal quarter in which such material acquisition is consummated and the subsequent four consecutive fiscal quarters. We were in compliance with all the covenants and requirements withinof the 2022 Credit Agreement during fiscal 2022.
The 2022 Credit Agreement provides that, in the event that we no longer have a senior unsecured non-credit enhanced long-term debt rating or a corporate rating from at least two of the rating agencies where such rating is Baa3, BBB- or BBB-, respectively, or higher, (i) our wholly-owned domestic subsidiaries will be required to guarantee the 2022 Credit Facilities, subject to customary exceptions, (ii) we will be subject to limitations on additional indebtedness, investments, dispositions, restricted payments and burdensome agreements, and (iii) we will be required to maintain an interest coverage ratio of no less than 3.00 to 1.00 for any period of four consecutive fiscal quarters. We were in compliance with the required interest coverage ratio during fiscal 2022.
Senior Notes
On March 1, 2022 we completed a public offering of $500.0 million aggregate principal amount of 2.900% Senior Notes due March 1, 2027 (the “2027 Notes”) and $500.0 million aggregate principal amount of 3.450% Senior Notes due March 1, 2032 (the “2032 Notes” and, together with the 2027 Notes, the “Senior Notes”). The Senior Notes were issued pursuant to an indenture, dated as of March 1, 2022, by and between us and U.S. Bank Trust Company, National Association, as trustee (the "Trustee"), as supplemented by the supplemental indenture, dated as of March 1, 2022, between us and the Trustee (the "Supplemental Indenture").
The Senior Notes were issued at an aggregate discount of $2.8 million, and during the third quarter of 2022 we incurred approximately $9.1 million in debt issuance costs related to the Senior Notes. Debt discounts and debt issuance costs are presented in the Consolidated Balance Sheets as a net direct deduction from the carrying amount of the related debt liability. The debt discounts and debt issuance costs are amortized to Interest expense, net in the Consolidated Statements of Income over the contractual term of the debt, leveraging the effective interest method.
The 2027 Notes and the 2032 Notes will mature on March 1, 2027 and March 1, 2032, respectively. Interest on the Senior Notes is payable semiannually in arrears on March 1 and September 1 of each year, beginning September 1, 2022. The Senior Notes are unsecured unsubordinated obligations, and will be effectively subordinated to any of our existing and future secured obligations, to the extent of the value of the assets securing such obligations.
We may redeem the Senior Notes, in whole or in part, at any time at specified redemption prices, plus any accrued and unpaid interest. Upon the occurrence of a change of control triggering event (as defined in the Supplemental Indenture), we must offer to repurchase the Senior Notes at 101% of their principal amount, plus any accrued and unpaid interest.
Swap Agreements
On March 5, 2020, we entered into the 2020 Swap Agreement to hedge a portion of our then outstanding floating LIBOR rate debt with a fixed interest rate of 0.7995%. On March 1, 2022, we terminated the 2020 Swap Agreement and concurrently entered into the 2022 Swap Agreement to hedge a portion of our outstanding floating SOFR rate debt with a fixed interest rate of 1.162%. Refer to Note 5, Derivative Instruments for further discussion of the 2020 Swap Agreement and 2022 Swap Agreement.
Interest Expense
On March 1, 2022, the 2019 Revolving Credit Facility and 2020 Swap Agreement were both terminated and concurrently replaced with the 2022 Credit Facilities, Senior Notes and 2022 Swap Agreement.
For the twelve months ended August 31, 2022 and August 31, 2021, we recorded interest expense on our outstanding debt, including the related amortization of debt issuance costs and debt discounts, net of the effects of the interest rate swap agreement, of $35.2 million and $8.1 million, respectively in Interest expense, net in the Consolidated Statements of Income.
78

Table of Contents
Including the related amortization of debt issuance costs and debt discounts, net of the effects of the related interest rate swap agreement, the year-to-date weighted average interest rate on amounts outstanding under our outstanding debt was 2.02% and 1.38% as of August 31, 2020.
The borrowings from the 2019 Credit Agreement were used2022 and August 31, 2021, respectively. Refer to retire all outstanding debt under the previous 2017 Credit Agreement between FactSet, as the borrower, and PNC as the lender on March 29, 2019. The total principal amountNote 5, Derivative Instruments for further discussion of the debt outstanding at the time of retirement was $575.0 million2020 Swap Agreement and there were no prepayment penalties.
2017 Credit Agreement
On March 17, 2017, the Company entered into a Credit Agreement (the "2017 Credit Agreement") between FactSet, as the borrower, and PNC, as the administrative agent and lender. The 2017 Credit Agreement provided for a $575.0 million revolving credit facility. Borrowings under the loan were subject to interest on the outstanding principal amount at a rate equal to the daily LIBOR plus 1.00%. Interest on the loan outstanding was payable quarterly in arrears and on the maturity date. The principal balance was also payable in full on the maturity date. There were no prepayment penalties when the Company elected to prepay the outstanding loan amounts on March 29, 2019.2022 Swap Agreement.
13. COMMITMENTS AND CONTINGENCIES
Commitments represent obligations, such as those for future purchases of goods or services that are not yet recorded on the balance sheet as liabilities. FactSet recordsWe record liabilities for commitments when incurred (i.e., when the goods or services are received).
Purchase Commitments with Suppliers
Purchase obligations represent payments due in future periods in respect of commitments to the Company’s various data vendors as well as commitments to purchase goods and services such as telecommunication and computer maintenance services. These purchase commitments are agreementsWe accrue non-income-tax liabilities for contingencies when we believe that are enforceable and legally binding on FactSet, and they specify all significant terms, including: fixed or minimum quantities to be purchased; fixed, minimum or variable price provisions;a loss is probable, and the approximate timingamount can be reasonably estimated. Judgment is required to determine both probability and the estimated amount of loss. If the reasonable estimate of a probable loss is a range, we record the most probable estimate of the transaction. Asloss or the minimum amount when no amount within the range is a better estimate than any other amount. We review accruals on a quarterly basis and adjust, as necessary, to reflect the impact of August 31, 2020negotiations, settlements, rulings, advice of legal counsel and 2019, the Company had total purchase commitments with suppliers of $226.0 million and $69.9 million, respectively. Refer to Note 11, Leases and Note 12, Debt for information regarding lease commitments and outstanding debt obligations, respectively.
78

Table of Contents
Letters of Credit
Approximately $2.9 million of standby letters of credit have been issued during the ordinary course of business in connection with the Company’sother current leased office space as of August 31, 2020. These standby letters of credit contain covenants that, among other things, require FactSet to maintain minimum levels of consolidated net worth and certain leverage and fixed charge ratios. As of August 31, 2020 and 2019, FactSet was in compliance with all covenants contained in the standby letters of credit.
Contingencies
Income Taxesinformation. Contingent gains are recognized only when realized.
Uncertain income tax positions are accounted for in accordance with applicable accounting guidance, refer to Note 10, Income Taxes for further details. FactSet
Purchase Commitments with Suppliers and Vendors
Purchase obligations represent our legally-binding agreements to purchase fixed or minimum quantities at determinable prices. As of August 31, 2022 and 2021, we had total purchase obligations with suppliers of $373.9 million and $191.9 million, respectively. Our total purchase obligations at the end of both fiscal years primarily related to hosting services and data content. Hosting services support our technology investments related to our migration to cloud-based hosting services, the majority of which rely on third-party hosting providers. Data content is an integral component of the value we provide to our clients. Additional commitments relate primarily to third-party software providers. We also have contractual obligations related to our lease liabilities and outstanding debt. Refer to Note 11, Leases and Note 12, Debt for information regarding lease commitments and outstanding debt obligations, respectively.
Capital Commitments
As of August 31, 2022 and 2021, we had outstanding capital commitments related to an investment of $1.1 million and $2.3 million, respectively.
Letters of Credit
From time to time, we are required to obtain letters of credit in the ordinary course of business. As of August 31, 2022 we had approximately $0.5 million, compared to $2.8 million as of August 31, 2021, of standby letters of credit outstanding. No liabilities related to these arrangements are reflected in the Company's Consolidated Balance Sheets.
Contingencies
Income Taxes
We are currently under audit by tax authorities and hashave reserved for potential adjustments to itsour provision for income taxes that may result from examinations by, or any negotiated settlements with, these tax authorities. The Company believesWe believe that the final outcome of these examinations or settlements will not have a material effect on itsour results of operations.operations nor our cash flows. If events occur which indicate payment of these amounts is unnecessary, the reversal of the liabilities would result in the recognition of tax benefits in the period FactSet determineswe determine the liabilities are no longer necessary. If the Company’sour estimates of the federal, state, and foreign income tax liabilities are less than the ultimate assessment, a further charge toadditional expense would result.
Legal Matters
FactSet accrues non income-tax liabilities for contingencies when management believes that a loss is probable, and the amounts can be reasonably estimated, while contingent gainsWe are recognized only when realized. The Company is engaged in various legal proceedings, claims and litigation that have arisen in the ordinary course of business, including employment matters, commercial and intellectual property litigation.business. The outcome of all the matters against the Company isus are subject to future resolution, including the uncertainties of litigation. Based on information available at August 31, 2020, FactSet’s2022, our management believes that the ultimate outcome of these unresolved matters against the Company,us, individually or in the aggregate, will not have a material adverse effect on the Company'sour consolidated financial position, itsour results of operations or itsour cash flows.
79

Table of Contents
Sales Tax Matters
InOn August 8, 2019, FactSetwe received a Notice of Intent to Assess (the "Notice""First Notice") additional sales taxes, interest and underpayment penalties from the Commonwealth of Massachusetts Department of Revenue (the "Commonwealth") relating to priorthe tax periods. Theperiods from January 1, 2006 through December 31, 2013. On July 20, 2021, we received a Notice follows FactSet’s previously disclosed responseof Intent to a letterAssess (the "Second Notice", cumulatively with the First Notice, the "Notices") additional sales taxes, interest and underpayment penalties from the Commonwealth requesting additional sales information.relating to the tax periods from January 1, 2014 through December 31, 2018. Based upon the Notice,Notices, it is the Commonwealth's intention to assess sales/usesales tax, interest and underpayment penalties on previously recorded sales transactions. The CompanyWe have filed an appeal to the NoticeNotices and intendsintend to contest any such assessment, if assessed, and continuesassessed. We continue to cooperate with the Commonwealth’s inquiry.  DueCommonwealth's inquiry with respect to uncertainty surrounding the assessment process,Notices.
On August 10, 2021, we received a letter (the “Letter”) from the Company is unableCommonwealth relating to reasonably estimate the ultimate outcometax periods from January 1, 2019 through June 30, 2021, requesting additional sales information to determine if a notice of this matterintent to assess should be issued to FactSet with respect to these tax periods. Based upon a preliminary review of the Letter, we believe the Commonwealth might seek to assess sales tax, interest and as such, has notunderpayment penalties on previously recorded a liability assales transactions. We are cooperating with the Commonwealth's inquiry with respect to the Letter.
As of August 31, 2020.2022, we have concluded that a payment to the Commonwealth is probable. We recorded an accrual which is not material to our consolidated financial statements. While FactSet believeswe believe that it will ultimately prevail if the Company isassumptions and estimates used to determine the accrual are reasonable, future developments could result in adjustments being made to this accrual. If we are presented with a formal assessment;assessment for any of these matters, we believe that we will ultimately prevail; however, if FactSet doeswe do not prevail, the amount of any assessment could have a material impact on the Company’sour consolidated financial position, cash flows and results of operations.operations and cash flows.
Indemnifications
As permitted or required under Delaware law and to the maximum extent allowable under that law, FactSet haswe have certain obligations to indemnify itsour current and former officers and directors for certain events or occurrences while the officer or director is, or was serving, at FactSet’sour request in such capacity. These indemnification obligations are valid as long as the director or officer acted in good faith and in a manner the person reasonably believed to be in, or not opposed to, the best interests of the Company,FactSet, and with respect to any criminal action or proceeding, had no reasonable cause to believe his or her conduct was unlawful. The maximum potential amount of future payments FactSetwe could be required to make under these indemnification obligations is unlimited; however, FactSet haswe have a director and officer insurance policy that it believeswe believe mitigates FactSet'sour exposure and may enable FactSetus to recover a portion of any future amounts paid. The Company believesWe believe the estimated fair value of these indemnification obligations is immaterial.
79

Table of Contents
14. STOCKHOLDERS’ EQUITY
Preferred Stock
At August 31, 2020 and 2019, there were 10,000,000 shares of preferred stock ($0.01 par value per share) authorized, of which 0 shares were issued and outstanding. FactSet’s Board of Directors may from time to time authorize the issuance of one or more series of preferred stock and, in connection with the creation of such series, determine the characteristics of each such series including, without limitation, the preference and relative, participating, optional or other special rights, and the qualifications, limitations or restrictions of the series.
Common Stock
At August 31, 2020 and 2019, there were 150,000,000 shares of common stock ($0.01 par value per share) authorized, of which 40,767,708 and 40,104,192 shares were issued, respectively. The authorized shares of common stock are issuable for any proper corporate purpose, including future stock splits, stock dividends, acquisitions, raising capital or to adopt additional employee benefit plans.
Shares of common stock outstanding were as follows:
(in thousands)Years ended August 31,
202020192018
Balance, beginning of year at September 1, 2019, 2018 and 2017, respectively38,118 38,193 39,023 
Common stock issued for employee stock plans663 839 712 
Repurchase of common stock from employees(1)
(12)(32)(8)
Repurchase of common stock under the share repurchase program(739)(882)(1,534)
Balance, end of year at August 31, 2020, 2019, and 2018 respectively38,030 38,118 38,193 
(in thousands)Years ended August 31,
202220212020
Balance, beginning of year at September 1, 2021, 2020 and 2019, respectively37,615 38,030 38,118 
Common stock issued for employee stock plans490 395 663 
Repurchase of common stock from employees(1)
(14)(13)(12)
Repurchase of common stock under the share repurchase program(46)(797)(739)
Balance, end of year at August 31, 2022, 2021, and 2020 respectively38,045 37,615 38,030 
(1)For fiscal years 2020, 20192022, 2021 and 2018, the Company2020, we repurchased 11,945, 31,64414,489, 12,932 and 8,07011,945 shares, or $3.5$6.2 million, $7.2$4.3 million and $1.5$3.5 million, of common stock, respectively, in settlement of employeeprimarily to satisfy tax withholding obligations to cover their cost of taxes due upon the vesting and exercise of stock-based awards.
Treasury Stock
On January 31, 2018, FactSet retired 13,292,689 shares of treasury stock. These retired shares are now included in the Company’s pool of authorized but unissued shares. The retired treasury stock was initially recorded using the cost method and had a carrying value of $1.7 billion at January 31, 2018. The Company’s accounting policy upon the formal retirement of treasury stock is to deduct its par value from common stock ($0.1) million, reduce additional paid-in capital ("APIC") by the average amount recorded in APIC when stock was originally issued ($186.7) million and any remaining excess of cost as a reduction to retained earnings ($1.5) billion.
At August 31, 2020, and 2019, there were 2,737,456 and 1,986,352 shares of treasury stock (at cost) outstanding, respectively.
Share Repurchase Program
RepurchasesAs of shares of common stock are made from time to time in the open market and privately negotiated transactions, subject to market conditions. During fiscal 2020, the Company repurchased 0.7 million shares for $199.6 million compared to 0.9 million shares for $213.1 million in fiscal 2019.
On March 24, 2020, the Board of Directors of FactSet approved a $220.0 million increase to the existing share repurchase program. Subsequent to this expansion,August 31, 2022, a total of $259.0$181.3 million remained authorized for future share repurchases as of August 31, 2020.under our share repurchase program. There is no defined number of shares to be repurchased over a specified timeframe through the life of the program.
80

Table of Contents
We may repurchase shares of our common stock under the program from time-to-time in the open market and privately negotiated transactions, subject to market conditions.
For the year ended August 31, 2022, we repurchased 46,200 shares for $18.6 million compared with 797,385 shares for $264.7 million for the year ended August 31, 2021. Beginning in the second quarter of fiscal 2022, we suspended our share repurchase program. It is expected thatprogram until at least the second half of fiscal 2023, with the exception of potential minor repurchases to offset dilution from grants of equity awards or repurchases to satisfy withholding tax obligations due upon the vesting of stock-based awards. The suspension of our share repurchases will be paid using existing and future cash generated by operations.repurchase program allows us to prioritize the repayment of debt under the 2022 Credit Facilities. Refer to Note 12, Debt for more information on the 2022 Credit Facilities.
Restricted Stock
Awards of restrictedRestricted stock awards entitle the holderholders to receive shares of common stock as the awards vest over time. During fiscal 2020, 32,996For the year ended August 31, 2022, 39,499 shares of previously granted restricted stock vested and were included in common stock outstanding as of August 31, 20202022 (recorded net of 11,94514,489 shares repurchased from employees at a cost of $3.5$6.2 million to cover their cost of taxes upon vesting of the restricted stock). During fiscal 2019, 85,401For the year ended August 31, 2021, 34,607 shares of previously granted restricted stock vested and were included in
80

Table of Contents
common stock outstanding as of August 31, 20192021 (recorded net of 31,64412,932 shares repurchased from employees at a cost of $7.2$4.3 million to cover their cost of taxes upon vesting of the restricted stock).
Dividends
The Company’sOur Board of Directors declared dividends for the following dividends on our common stock during the periods presented:
Year EndedDividends per
Share of
Common Stock
Record Date
Total amount
(in thousands)
Payment Date
Fiscal 2020
First Quarter$0.72 November 29, 2019$27,291 December 19, 2019
Second Quarter$0.72 February 28, 2020$27,251 March 19, 2020
Third Quarter$0.77 May 29, 2020$29,189 June 18, 2020
Fourth Quarter$0.77 August 31, 2020$29,283 September 17, 2020
Fiscal 2019
First Quarter$0.64 November 30, 2018$24,372 December 18, 2018
Second Quarter$0.64 February 28, 2019$24,385 March 19, 2019
Third Quarter$0.72 May 31, 2019$27,506 June 18, 2019
Fourth Quarter$0.72 August 31, 2019$27,445 September 19, 2019
full years ended August 31, 2022 and August 31, 2021 as follows:
Year EndedDividends per
Share of
Common Stock
Record Date
Total amount
(in thousands)
Payment Date
Fiscal 2022
First Quarter$0.82 November 30, 2021$30,973 December 16, 2021
Second Quarter$0.82 February 28, 202231,065 March 17, 2022
Third Quarter$0.89 May 31, 202233,795 June 16, 2022
Fourth Quarter$0.89 August 31, 202233,860 September 15, 2022
    Total Dividends$129,693 
Fiscal 2021
First Quarter$0.77 November 30, 2020$29,266 December 17, 2020
Second Quarter$0.77 February 26, 202129,141 March 18, 2021
Third Quarter$0.82 May 31, 202130,972 June 17, 2021
Fourth Quarter$0.82 August 31, 202130,845 September 16, 2021
    Total Dividends$120,224 
Future cash dividend payments will depend on the Company’sour earnings, capital requirements, financial condition and other factors considered relevant by the Companyus and are subject to final determination by the Company’sour Board of Directors.
On May 5, 2020, FactSet'sApril 28, 2022, our Board of Directors approved a 7%8.5% increase in the regular quarterly dividend from $0.72$0.82 to $0.77$0.89 per share.
Accumulated Other Comprehensive Loss
The components of AOCL are as follows:
(in thousands)August 31, 2020August 31, 2019
Accumulated unrealized losses on cash flow hedges, net of tax$(1,591)$(2,266)
Accumulated foreign currency translation adjustments(37,702)(72,278)
Total AOCL$(39,293)$(74,544)

(in thousands)August 31, 2022August 31, 2021
Accumulated unrealized losses on cash flow hedges, net of tax$3,149 $(2,095)
Accumulated foreign currency translation adjustments(111,532)(36,867)
Total AOCL$(108,383)$(38,962)
81

Table of Contents
15. EARNINGS PER SHARE
Basic earnings per share ("EPS") is computed by dividing net income by the number of weighted average common shares outstanding during the period. Diluted EPS is computed using the treasury stock method, by dividing net income by the cumulative weighted average common shares that are outstanding or are issuable upon the exercise of outstanding stock-based compensation awards during the period. Performance-based awards stock-based compensation awards that are out-of-the-money are omitted from the calculation of diluted EPS until the reporting period in which the performance criteria has been met.
A reconciliation of the weighted average shares outstanding used in the basic and diluted earnings per share ("EPS") computationscomputation is as follows:follows.
(in thousands, except per share data)Net Income
(Numerator)
Weighted Average Common Shares
(Denominator)
Per Share Amount
For the year ended August 31, 2020
Basic EPS
Income available to common stockholders$372,938 37,936 $9.83 
Diluted EPS
Dilutive effect of stock options and restricted stock710 
Income available to common stockholders plus assumed conversions$372,938 38,646 $9.65 
For the year ended August 31, 2019
Basic EPS
Income available to common stockholders$352,790 38,144 $9.25 
Diluted EPS
Dilutive effect of stock options and restricted stock729 
Income available to common stockholders plus assumed conversions$352,790 38,873 $9.08 
For the year ended August 31, 2018
Basic EPS
Income available to common stockholders$267,085 38,733 $6.90 
Diluted EPS
Dilutive effect of stock options and restricted stock644 
Income available to common stockholders plus assumed conversions$267,085 39,377 $6.78 
Twelve Months Ended
August 31,
(in thousands, except per share data)202220212020
Numerator
Net income used for calculating basic and diluted income per share$396,917 $399,590 $372,938 
Denominator
Weighted average common shares used in the calculation of basic income per share37,864 37,856 37,936 
Common stock equivalents associated with stock-based compensation plan872 714 710 
Shares used in the calculation of diluted income per share38,736 38,570 38,646 
Basic income per share$10.48 $10.56 $9.83 
Diluted income per share$10.25 $10.36 $9.65 
Dilutive potential common shares consist of stock options and unvested performance-based awards. ThereAs of August 31, 2022 and August 31, 2021, there were 329,189 and 1,750 stock options excluded from the calculation of diluted EPS, respectively, as of August 31, 2020, becausethey were out-of-the-money and their inclusion would have been anti-dilutive. There were 11,481 stock options excluded from the calculation of diluted EPS as of August 31, 2019.
Performance-based awards are omitted from the calculation of diluted EPS until it is determined that the performance criteria has been met at the end of the reporting period. As of August 31, 2020,2022 and August 31, 2021, there were 35,666 performance-based awards excluded from the calculation of diluted EPS. There were 060,725 and 68,990 performance-based awards excluded from the calculation of diluted EPS, as of August 31, 2019.

respectively.
16. STOCK-BASED COMPENSATION
The Company recognized total stock-basedWe measure compensation expense for all stock-based awards made to our employees and board of $36.6 million, $32.4 million and $31.5 million in fiscal 2020, 2019 and 2018, respectively. As of August 31, 2020, $81.9 million of total unrecognized compensation expense related to
82

Table of Contents
non-vested awards is expected to be recognized over a weighted average period of 2.9 years. There was 0 stock-based compensation capitalized as of August 31, 2020 and 2019, respectively.
Stock Option Awards
A summary of stock option activity is as follows:

Number OutstandingWeighted Average
Exercise Price Per Share
Aggregate Intrinsic ValueWeighted Average Remaining Contractual Life (years)
Outstanding as of August 31, 20173,366 $139.29 
Granted – non performance-based575 $190.14 
Granted – performance-based17 $200.20 
Granted – non-employee Directors grant19 $197.75 
Exercised(622)$113.73 
Forfeited(212)$158.14 
Outstanding as of August 31, 20183,143 $153.05 
Granted – non performance-based482 $224.35 
Granted – non-employee Directors grant20 $207.88 
Exercised(705)$137.61 
Forfeited(416)$170.54 
Outstanding as of August 31, 20192,524 $168.50 
Granted – non performance-based424 $256.43 
Granted – non-employee Directors grant16 $271.51 
Exercised(588)$145.54 
Forfeited(122)$218.36 
Outstanding as of August 31, 20202,254 $189.32 $129.6 6.6
Options vested and exercisable as of August 31, 2020875 $155.58 $170.4 5.1
Options expected to vest as of August 31, 20201,264 $209.33 $178.4 7.5
The aggregate intrinsic value representsdirectors ("non-employees") using the difference between the Company’s closing stock price as of August 31, 2020 of $350.40 and the exercise price, multiplied by the number of options exercisable as of that date.
The total pre-tax intrinsic value of stock options exercised during fiscal 2020, 2019 and 2018 was $85.0 million, $73.0 million and $50.1 million, respectively.
Employee Stock Option Awards
The FactSet Research Systems Inc. Stock Option and Award Plan, as amended and restated (the "Long Term Incentive Plan"Black-Scholes model or "LTIP") provides for the grant of share-based awards, including stock options and performance-based stock options, to employees of FactSet. The expiration date of the Long Term Incentive Plan is December 19, 2027. Stock options granted under the LTIP expire not more than ten years from the date of grant and the majority vest ratably over a period of five years. Options become vested and exercisable, provided the employee continues employment with the Company through the applicable vesting date, and remain exercisable until expiration or cancellation. Vesting of the shares underlying the performance-based stock options are also subject to the Company achieving performance levels during the measurement period subsequent to the date of grant.
Employee Stock Option Fair Value Determinations
The Company utilizes the lattice-binomial option-pricing model ("binomial model") to estimate the grant-date fair value ofvalue.
We utilize the Black-Scholes model for new non-employee director stock option grants, non-employee restricted stock units ("RSUs") and common stock acquired under our employee stock purchase plan ("ESPP"), and the binomial model for new employee stock option grants. The binomial model is affected by the Company’s stock price, as well as, assumptions regarding several
83

Table of Contents
variables, which include, but are not limited to the Company’s expected stock price volatility over the term of the awards, interest rates, option forfeituresgrants, employee RSUs and employee stock option exercise behaviors, to determine the grant date stock option award fair value.performance share units ("PSUs").
The weighted average estimated fair value of employee stock options granted during fiscal 2020, 2019Both models involve certain estimates and 2018 was determined using the binomial model with the following weighted average assumptions:assumptions such as:
(Weighted average assumptions)
202020192018
Term structure of risk-free interest rate0.10 %1.79%1.28 %3.14%1.28 %2.41%
Expected life (years)7.27.27.17.17.47.4
Term structure of volatility25 %25%18 %29%19 %29%
Dividend yield1.09%1.15%1.32%
Weighted average estimated fair value$60.33$57.12$48.39
Weighted average exercise price$256.43$224.35$190.42
Fair value as a percentage of exercise price23.5%25.5%25.4%
The risk-freeRisk-free interest rate assumption for periods within the contractual life of the option is- based on the U.S. Treasury yield curve in effect at the time of grant. grant with maturities equal to the expected terms of the stock-based awards granted.
Expected life -the weighted average period the stock-based awards are expected to remain outstanding.
Expected volatility is- based on a combinationblend of historical volatility of the Company’s stockstock-based award's useful life and implied volatilities of publicly traded options to buy FactSet common stock with contractual terms closest to the expected life of options granted to employees. The approach to utilize a mix of historical andweighted average implied volatility was based uponfor call option contracts traded in the availability of actively traded options on90 days preceding the Company’s stock and the Company’s assessment that a combination of implied volatility and historical volatility is best representative of future stock price trends. The Company uses historical data to estimate option exercises and employee termination within thestock-based award's valuation model. The dividenddate.
Dividend yield assumption is based on -the Company’s history and expectation of dividend payouts. The expected life of employee stock options represents the weighted average period the stock options are expected to remain outstanding and is a derived output ofpayouts based on our history.
Additionally, the binomial model. The binomial model estimates employeesincorporates market conditions, vesting restrictions and exercise behavior based on the option’s remaining vested life and the extent to which the option is in-the-money. The binomial model estimates the probability of exercise as a function of these two variables based on the entire history of exercises and cancellations of all past option grants made by the Company.
Non-Employee Directors' Stock Option Awards
The FactSet Research Systems Inc. Non-Employee Directors’ Stock Option and Award Plan as Amended and Restated (the “Director Plan”) provides for the grant of share-based awards, including stock options, to non-employee directors of FactSet. The expiration date of the Director Plan is December 19, 2027. The non-qualified stock options granted to directors vest 100% after three years on the anniversary date of the grant and expire seven years from the date the options were granted. As of August 31, 2020, shares available for future grant under the Director Plan was 249,886. The expiration date of the Director Plan is December 19, 2027.
Non-Employee Director Stock Option Fair Value Determinations        
The Company utilizes the Black-Scholes model to estimate the fair value of new non-employee Director stock option grants. The Black-Scholes model is affected by the Company’s stock price, as well as, assumptions regarding several variables, which include, but are not limited to, the Company’s expected stock price volatility over the term of the awards, interest rates, option forfeitures and employee stock option exercise behaviors, to determine the grant date stock-based payment award fair value.patterns.
8482

Table of Contents
On January 15, 2020, January 15, 2019, and January 12, 2018, FactSet granted, 16,080, 20,576, and 18,963 stock options, respectively,For stock-based awards with service conditions, we use the straight-line method to recognize compensation expense over the Company’s non-employee Directors usingrequisite service period. For stock-based awards that also include performance conditions, the weighted average fair values,graded vesting method is used to determine compensation expense over the requisite service period if achievement of the performance condition is determined to be probable, which is reviewed on a quarterly basis. Compensation expense for all stock-based awards is recorded net of estimated forfeitures which are based on the following weighted average assumptions used in the Black-Scholes option-pricing model:historical forfeiture rates and revised if actual forfeitures differ from those estimates.
(Weighted average assumptions)
Years ended August 31,
202020192018
Fair value$54.74 $42.77 $38.76 
Risk-free interest rate1.64 %2.51 %2.34 %
Expected life (years)5.45.45.4
Expected volatility22.0 %20.5 %19.7 %
Dividend yield1.11 %1.17 %1.16 %
Restricted Stock and Performance Share Unit Awards
The Company’s LTIP provides for the grant of share-based awards, including awards of restricted stock and performance share units ("PSUs"; restricted stockFor RSUs and PSUs, collectively, "Stock Awards"). The Stock Awards are subject to continued employment over a specified period. The Stock Awards granted to employees entitle the holders to shares of common stock as the Stock Awards vest over time, but not to dividends declared on the underlying shares, while the stock subject to the Stock Awards is unvested. Vesting of the shares underlying the PSUs are also subject to the Company achieving performance levels during the measurement period subsequent to the date of grant.
The grant date fair value of Stock Awards is measured by reducing the grant date price of FactSet’sour common stock by the present value of the dividends expected to be paid on the underlying stock during the requisite service period, discounted at the appropriate risk-free interest rate. The
We recognized total stock-based compensation expense associated with Stock Awards is amortized over the vesting period.
of $56.0 million, $45.1 million and $36.6 million in fiscal 2022, 2021 and 2020, respectively. As of August 31, 2022, $109.3 million of total unrecognized compensation expense related to non-vested awards is expected to be recognized over a weighted average period of 3.0 years. There was no stock-based compensation capitalized as of August 31, 2022 and 2021, respectively.
Stock Option Awards
A summary of stock option activity is as follows:
Number Outstanding (thousands)
Weighted Average
Exercise Price Per Share
Weighted Average Grant Date Fair Value
Aggregate Intrinsic Value (millions)(1)
Weighted Average Remaining Contractual Life (years)
Outstanding as of August 31, 20192,524 $168.50 
Granted – employees424 $256.43 $60.33 
Granted – non-employee directors16 $271.51 $54.74 
Exercised(2)
(588)$145.54 
Forfeited(122)$218.36 
Outstanding as of August 31, 20202,254 $189.32 
Granted – employees418 $317.17 $78.31 
Granted – non-employee directors12 $318.20 $82.01 
Exercised(2)
(322)$166.36 
Forfeited(85)$237.23 
Outstanding as of August 31, 20212,277 $214.89 
Granted – employees348 $433.09 $103.49 
Granted – non-employee directors$428.71 $109.11 
Exercised(2)
(414)$178.57 
Forfeited(128)$301.05 
Outstanding as of August 31, 20222,089 (3)$253.85 $194.4 6.2
Options vested and exercisable as of August 31, 20221,035 $189.12 $252.8 4.7
Options expected to vest as of August 31, 2022974 $314.18 $116.4 7.6
(1)The aggregate intrinsic value represents the difference between our closing stock price as of August 31, 2022 of $433.34 and the exercise price, multiplied by the number of options exercisable as of that date.
(2)The total pre-tax intrinsic value of stock options exercised during fiscal 2022, 2021 and 2020 was $104.1 million, $54.3 million and $85.0 million, respectively.
(3)As of August 31, 2022, a total of 145,8972,089,231 shares underlying Stock Awardsthe stock option awards were unvested and outstanding, which results in unamortized stock-based compensation of $28.2$60.1 million to be recognized as stock-based compensation expense over the remaining vesting period of 2.73.2 years.
83

Table of Contents
Employee Stock Option Awards
During the twelve months ended August 31, 2022, the majority of the 348,458 employee stock options granted under the FactSet Research Systems Inc. Stock Option and Award Plan as Amended and Restated (the "LTIP") were related to the annual employee grant on November 1, 2021.
The November 1, 2021 grant vests ratably over five years on the anniversary date of the grant with the majority of the remaining employee stock options granted during fiscal 2022 vesting ratably over four years. All employee stock options granted during fiscal 2022 expire ten years from the date the options were granted.
The following table includes the weighted average inputs to the binomial model to estimate the grant-date fair value of the employee stock options granted.
202220212020
Term structure of risk-free interest rate0.07 %2.99%0.04 %1.67%0.10 %1.79%
Expected life (years)6.97.17.2
Term structure of volatility24 %25%26 %27%25 %25%
Dividend yield0.86%0.12%1.09%
Non-Employee Directors' Stock Option Awards
On January 18, 2022, we granted 6,329 stock options under the FactSet Research Systems Inc. Non-Employee Directors’ Stock Option and Award Plan as Amended and Restated (the “Director Plan”) which provides for the grant of stock-based awards, including stock options, to non-employee directors of FactSet. The expiration date of the Director Plan is December 19, 2027. TheJanuary 18, 2022 grant vests 100% after three years on the anniversary date of the grant and expires seven years from the date the options were granted.
Restricted Stock Awards
A summary of Restricted Stock Award activity is as follows:
(in thousands, except per award data)Number OutstandingWeighted Average Grant
Date Fair Value Per Award
Balance at August 31, 2017182 138.62
Granted - restricted stock(1)
189.28
Vested - restricted stock(27)155.95
Forfeited(15)116.29
Balance at August 31, 2018143 139.34
Granted - restricted stock(1)
73 239.03
Vested - restricted stock(85)125.04
Forfeited(7)181.32
Balance at August 31, 2019124 205.47
Granted - restricted stock & PSUs(1)(2)
74 252.17
Vested - restricted stock(33)197.37
Forfeited(19)198.53
Balance at August 31, 2020146 231.55
(in thousands, except per award data)Number OutstandingWeighted Average Grant
Date Fair Value Per Award
Balance at August 31, 2019124 $205.47 
Granted - employee Restricted Stock Awards(1) (2)
74 $252.17 
Vested - employee RSUs(33)$197.37 
Forfeited(1)
(19)$198.53 
Balance at August 31, 2020146 $231.55 
Granted - employee Restricted Stock Awards(1) (2)
99 $312.86 
Vested - employee Restricted Stock Awards(35)$208.67 
Forfeited(1)
(13)$267.23 
Balance at August 31, 2021197 $274.10 
Granted - employee Restricted Stock Awards(1) (2)
103 $418.16 
Granted – non-employee directors RSUs(1)
$425.29 
Vested - Restricted Stock Awards(40)$242.87 
Forfeited(1)
(29)$323.16 
Balance at August 31, 2022233 (3)$338.87 
(1)Each Restricted Stock Award granted or canceled/forfeited is equivalent to 2.5 shares granted under the LTIP.
(2)FactSetDuring the fiscal year ended August 31, 2022 we granted 71,978 RSUs and 30,704 PSUs. During the fiscal year ended August 31, 2021 we granted 62,960 RSUs and 36,424 PSUs. During the fiscal year ended August 31, 2020 we granted 36,709 awardsRSUs and 36,888 PSUs.
(3)As of August 31, 2022, a total of 233,408 shares underlying the restricted stock awards were unvested and 36,888PSUs.
Performance-based Equity Awards
Performance-based equity awards, whetheroutstanding, which results in unamortized stock-based compensation of $49.2 million to be recognized as stock-based compensation expense over the formremaining vesting period of performance-based stock options or PSUs, require management to make assumptions regarding the likelihood of achieving Company performance targets. The number of performance-based2.8 years.
8584

Table of Contents
Employee Restricted Stock Awards
Our LTIP provides for the grant of stock-based awards, thatincluding awards of restricted stock units ("RSUs") and performance share units ("PSUs"; RSUs and PSUs, collectively, "Restricted Stock Awards"). The Restricted Stock Awards are subject to continued employment over a specified period. The Restricted Stock Awards granted to employees entitle the holders to shares of common stock as the Restricted Stock Awards vest will be predicatedover time, but not to dividends declared on the Companyunderlying shares, while the stock subject to the Restricted Stock Awards is unvested. Vesting of the shares underlying the PSUs are also subject to achieving certain specified performance levels during the measurement period subsequent to the date of grant. Dependent
During the twelve months ended August 31, 2022, we granted 102,682 Restricted Stock Awards of which 71,978 were RSUs and 30,704 were PSUs. The majority of the Restricted Stock Awards granted are related to the annual employee grant on November 1, 2021. From this grant, the RSUs vest ratably over five years on the financial performance levels attained by FactSet, a percentageanniversary of the performance-based awards willgrant date with the majority of the remaining RSUs granted during fiscal 2022 vesting ratably over three years on the anniversary of the grant date. All PSUs granted in fiscal 2022, including those under the November 1, 2021 grant, cliff vest on the third anniversary of the grant date, subject to the grantees. However, there isachievement of certain performance metrics.
Non-Employee Directors' Restricted Stock Units
The Director Plan provides for the grant of stock-based awards, including RSUs, to non-employee directors of FactSet. On January 18, 2022, we granted 1,629 RSUs to our non-employee directors that vest 100% on the first anniversary of the grant date. There were no current guarantee that such awards will vestnon-employee director RSU grants in whole or in part.
Share-based Awards Available for Grant
A summary of share-based awards available for grant is as follows:
(in thousands)Share-based Awards
Available for Grant under the
Employee Stock Option Plan
Share-based Awards
Available for Grant under the
Non-Employee Stock Option Plan
Balance at August 31, 2017897 42 
Increase in the number of shares available for issuance5,750 250 
Granted – non performance-based options(575)
Granted – performance-based options(17)
Granted – non-employee Directors options(19)
Granted – restricted stock(1)
(9)
Forfeited - Share-based awards(2)
252 
Balance at August 31, 20186,298 282 
Granted – non performance-based options(481)
Granted – non-employee Directors options(20)
Granted – restricted stock(1)
(183)
Forfeited - Share-based awards(2)
433 
Balance at August 31, 20196,067 264 
Granted – non performance-based options(424)
Granted – non-employee Directors options(16)
   Granted – restricted stock(1)
(93)
Granted – PSUs(1)
(91)
Forfeited – Share-based awards(2)
167 
Balance at August 31, 20205,626 250 
(1)Each Stock Award granted is equivalent to 2.5 shares granted under the LTIP.
(2)Under the LTIP, for each Stock Award canceled/forfeited, an equivalent of 2.5 shares is added back to the available share-based awards balance.fiscal 2021 and 2020.
Employee Stock Purchase Plan
Shares of FactSet common stock may be purchased by eligible employees under the FactSet Research Systems Inc. Employee Stock Purchase Plan, as Amended and Restated (the "ESPP") in three-month intervals. The purchase price is equal to 85% of the lesser of the fair market value of the Company’sour common stock on the first day or the last day of each three-month offering period. Employee purchases may not exceed 10% of their gross compensation and there is a $25,000 contribution limit per employee during an offering period. Shares purchased through the ESPP cannot be sold or otherwise transferred for 18 months after purchase. Dividends paid on shares held in the ESPP are used to purchase additional ESPP shares at the market price on the dividend payment date.
During fiscal 2020,2022, employees purchased 36,244 shares at a weighted average price of $332.30 compared with 38,848 shares at a weighted average price of $273.59 in fiscal 2021 and 42,606 shares at a weighted average price of $234.41 compared to 48,532 shares at a weighted average price of $205.64 in fiscal 2019 and 64,230 shares at a weighted average price of $160.34 in fiscal 2018.2020. Stock-based compensation expense recorded during fiscal 2020, 20192022, 2021 and 20182020 relating to the employee stock purchase planESPP was $2.1$2.3 million, $2.0 million and $1.6$2.1 million, respectively. At August 31, 2020,2022, the ESPP had 177,804102,712 shares reserved for future issuance.
86

Table of Contents
The Company uses the Black-Scholes model to calculate the estimated fair value for the employee stock purchase plan. The weighted average estimated fair value of employee stock purchase plan grantsthe ESPP shares during fiscal years 2022, 2021 and 2020, 2019was $66.35, $54.00 and 2018, was $50.69 $41.06 and $31.83 per share, respectively, withshare.
85

Table of Contents
Stock-based Awards Available for Grant
A summary of stock-based awards available for grant is as follows:
(in thousands)Stock-based Awards
Available for Grant under the
Employee Stock Option Plan
Stock-based Awards
Available for Grant under the
Non-Employee Stock Option Plan
Balance at August 31, 20196,067 264 
Granted - stock option awards(424)(16)
Granted - RSUs(1)
(93)— 
Granted - PSUs(1)
(91)— 
Forfeited - stock-based awards(2)
167 
Balance at August 31, 20205,626 250 
Granted - stock option awards(418)(12)
Granted - RSUs(1)
(157)— 
Granted - PSUs(1)
(91)— 
Forfeited - stock-based awards(2)
120 — 
Balance at August 31, 20215,080 238 
Granted - stock option awards(348)(6)
   Granted - RSUs(1)
(180)(4)
Granted - PSUs(1)
(77)— 
Forfeited - stock-based awards(2)
194 
Balance at August 31, 20224,669 232 
(1)Each Restricted Stock Award granted is equivalent to 2.5 shares granted under the following weighted average assumptions:LTIP.
(Weighted average assumptions)
202020192018
Risk-free interest rate0.95 %2.33 %1.55 %
Expected life (months)333
Expected volatility20.04 %10.89 %10.19 %
Dividend yield1.08 %1.12 %1.27 %
(2)Under the LTIP, for each Restricted Stock Award canceled/forfeited, an equivalent of 2.5 shares is added back to the available stock-based awards balance.

17. EMPLOYEE BENEFIT PLANS
Defined Contribution Plan
The CompanyWe established itsour 401(k) Plan in fiscal 1993. The 401(k) Plan is a defined contribution plan covering all full-time, U.S. employees of the CompanyFactSet and is subject to the provisions of the Employee Retirement Income Security Act of 1974 and the Internal Revenue Code of 1986 ("IRC"). Each year, participants may contribute up to 60% of their eligible annual compensation, subject to annual limitations established by the IRC. The Company matchesWe matched up to 4% of employees’ earnings, capped at the Internal Revenue Service annual maximum. Company matching contributions are subject to a five-yearfive-year graduated vesting schedule. All full-time, U.S. employees are eligible for the matching contribution by the Company. The CompanyFactSet. We contributed $11.3$12.0 million, $10.9$11.6 million, and $11.6$11.3 million in matching contributions to employee 401(k) accounts during fiscal 2022, 2021 and 2020, 2019 and 2018, respectively.
18. SEGMENT INFORMATION
Operating segments are defined as components of an enterprise that have the following characteristics: (i) it engagesthey engage in business activities from which itthey may earn revenue and incur expense, (ii) itstheir operating results are regularly reviewed by the company’s chief operating decision maker ("CODM") for resource allocation decisions and performance assessment, and (iii) itstheir discrete financial information is available. The Company'sOur Chief Executive Officer functions as theour CODM.
The Company'sOur operating segments are alignedconsistent with our reportable segments and how the Company,we, including itsour CODM, manages themanage our business and the geographic markets in which it serves, with a primary focus on providing integrated global financial and economic information. The Company’swe serve. Our internal financial reporting structure is based on 3three segments: the Americas, EMEAAmericas; EMEA; and Asia Pacific. Withing each of the segments, the Company primarily delivers insight and information through four workflow solutions including Research, Analytics and Trading, CTS and Wealth. These workflow solutions provide global financial and economic information to investment managers, investment banks and other financial services professionals.
The Americas segment serves our clients throughout North, Central, and South America. The EMEA segment serves our clients in countries in Europe, the Middle East, and Africa. The Asia Pacific segment serves our clients in countries in Asia and Australia. Segment revenue reflects directrevenues reflect sales to our clients based in theseon their respective geographic locations.
86

Table of Contents
Each segment records compensation expense (including stock-based compensation), depreciationexpenses related to its individual operations with the exception of furniture and fixtures, amortization of lease ROU assets, leasehold improvements and intangible assets, as well as communication costs, professional fees, rent expense, travel, office and other direct expenses. Expendituresexpenditures associated with the Company’sour data centers, third-party data costs and corporate headquarters charges, which are recorded by the Americas segment and are not allocated to the other segments. The content collection centers, located in India, the Philippines, and Latvia, benefit all the Company’s operatingour segments and thus the expenses incurred at these locations are allocated to each segment based on a percentage of revenue.revenues.
87

Table of Contents
Segment Information
Segment Results of Operations
The following tables reflect the results of operations of the Company'sour segments:
(in thousands)
Year Ended August 31, 2022AmericasEMEAAsia PacificTotal
Revenue$1,173,946 $484,279 $185,667 $1,843,892 
Operating income(1)(2)
$159,140 $196,231 $120,111 $475,482 
Depreciation and amortization(2)
$64,916 $11,794 $9,973 $86,683 
Stock-based compensation$45,319 $8,271 $2,413 $56,003 
Capital expenditures$44,114 $1,427 $5,615 $51,156 
(in thousands)
Year Ended August 31, 2020AmericasEMEAAsia PacificTotal
Revenue from clients$929,444 $422,203 $142,464 $1,494,111 
Segment operating profit168,909 179,831 90,920 439,660 
Depreciation and amortization36,128 14,338 7,148 57,614 
Stock-based compensation28,780 6,576 1,223 36,579 
Capital expenditures60,204 2,079 15,359 77,642 
Year Ended August 31, 2021AmericasEMEAAsia PacificTotal
Revenue$1,008,046 $427,700 $155,699 $1,591,445 
Operating income$218,180 $159,704 $96,157 $474,041 
Depreciation and amortization$39,415 $14,847 $10,214 $64,476 
Stock-based compensation$35,113 $8,401 $1,551 $45,065 
Capital expenditures$38,146 $1,424 $21,755 $61,325 
Year Ended August 31, 2020AmericasEMEAAsia PacificTotal
Revenue$943,649 $406,498 $143,964 $1,494,111 
Operating income$182,037 $165,317 $92,306 $439,660 
Depreciation and amortization$36,128 $14,338 $7,148 $57,614 
Stock-based compensation$28,780 $6,576 $1,223 $36,579 
Capital expenditures$60,204 $2,079 $15,359 $77,642 

(1)
Includes impairment charges of $64.3 million, of which $62.2 million ($57.7 million in the Americas, $4.2 million in EMEA and $0.3 million in Asia Pacific) related to lease ROU assets and property, equipment and leasehold improvements impairment charges associated with vacating certain leased office space.
Year Ended August 31, 2019AmericasEMEAAsia PacificTotal
Revenue from clients$894,554 $408,084 $132,713 $1,435,351 
Segment operating profit179,374 179,258 79,403 438,035 
Depreciation and amortization40,018 14,703 5,742 60,463 
Stock-based compensation26,152 5,320 928 32,400 
Capital expenditures43,647 2,595 13,128 59,370 

(2)
Year Ended August 31, 2018AmericasEMEAAsia PacificTotal
Revenue from clients$841,908 $387,589 $120,648 $1,350,145 
Segment operating profit148,095 148,977 69,132 366,204 
Depreciation and amortization37,453 15,710 4,122 57,285 
Stock-based compensation26,014 4,857 645 31,516 
Capital expenditures20,358 3,140 10,022 33,520 
The Americas includes CGS intangible asset amortization of $26.8 million during fiscal 2022.
Segment Total Assets
The following table reflects the total assets for the Company'sour segments:
As of August 31,
(in thousands)20202019
Segment Assets
Americas$1,111,600 $851,014 
EMEA757,524 588,911 
Asia Pacific214,264 120,205 
Total assets$2,083,388 $1,560,130 
As of August 31,
(in thousands)20222021
Segment Assets
Americas$3,191,313 $1,144,693 
EMEA580,450 842,652 
Asia Pacific242,542 237,595 
Total assets$4,014,305 $2,224,940 

Geographic Information
The following tables reflect FactSetour revenues and long-lived assets, split geographically by the Company'sour country of domicile (the United States) and other countries where major subsidiaries are domiciled.

8887

Table of Contents
Geographic Revenue
The following table sets forth revenue by geography, attributed to countries based on the location of the client:
(in thousands)Years ended August 31,
202020192018
Revenues
United States$885,082 $854,675 $806,426 
United Kingdom179,966 166,944 157,346 
Other European Countries242,237 241,140 230,243 
All Other Countries186,826 172,592 156,130 
Total revenue$1,494,111 $1,435,351 $1,350,145 
(in thousands)Years ended August 31,
202220212020
Revenues
United States$1,106,602 $952,423 $898,609 
United Kingdom215,369 190,044 179,966 
Other European Countries268,910 237,656 226,532 
All Other Countries253,011 211,322 189,004 
Total revenue$1,843,892 $1,591,445 $1,494,111 
Geographic Long-Lived Assets
The following table sets forth long-lived assets by geographic area. Long-lived assets consist of Property, equipment and leasehold improvements, net and Lease right-of-use assets, net and excludes goodwill, intangible assets, deferred taxes and other assets.
(in thousands)At August 31,
20202019
Long-lived Assets
United States$205,929 $86,238 
Philippines53,124 4,188 
India42,923 15,051 
United Kingdom32,184 5,347 
All Other Countries47,871 8,560 
Total long-lived assets$382,031 $119,384 
(in thousands)At August 31,
20222021
Long-lived Assets
United States$111,301 $179,864 
Philippines63,879 80,320 
India29,440 36,902 
United Kingdom12,637 30,976 
All Other Countries23,044 42,379 
Total long-lived assets$240,301 $370,441 
19. RISKS AND CONCENTRATIONS OF CREDIT RISK
Financial Risk Management
Foreign Currency Exchange Risk
In the normal course of business, FactSet is exposed to foreign currency exchange risk as the Company conducts business outside the U.S. in several currencies including the British Pound Sterling, Euro, Indian Rupee, and Philippine Peso. Changes in the exchange rates for such currencies into U.S. dollars can affect our revenues, earnings, and the carrying values of our assets and liabilities in our consolidated balance sheet, either positively or negatively.
To manage the exposures related to the effects of foreign exchange rate fluctuations, the Company utilizes derivative instruments (foreign currency forward contracts). The changes in fair value for these foreign currency forward contracts are initially reported as a component of AOCL and subsequently reclassified into operating expenses when the hedged exposure affects earnings.
By their nature, all derivative instruments involve, to varying degrees, elements of market and credit risk. The market risk associated with these instruments resulting from currency exchange movements is expected to offset the market risk of the underlying transactions, assets and liabilities being hedged. FactSet does not believe there is significant risk of loss in the event of non-performance by the counterparties associated with these instruments because these transactions are executed with a major financial institutions. Further, the Company’s policy is to deal with counterparties having a minimum investment grade
89

Table of Contents
or better credit rating. Credit risk is managed through the continuous monitoring of exposures to such counterparties. FactSet’s primary objective in holding derivatives is to reduce the volatility of earnings associated with changes in foreign currency.
Refer to Note 6, Derivative Instruments for more information on our foreign currency exposures and our foreign currency forward contracts.
Interest Rate Risk
Cash and Cash Equivalentsand Investments
The fair market value of our cash and cash equivalents and investments at August 31, 2020 was $605.2 million. Our cash and cash equivalents consist of demand deposits and money market funds with original maturities of three months or less and are reported at fair value. We are exposed to interest rate risk through fluctuations of interest rates on our investments. As we have a restrictive investment policy, our financial exposure to fluctuations in interest rates is expected to remain low.
Refer to Note 3, Summary of Significant Accounting Policies for more information on our cash and cash equivalents.
Debt
As of August 31, 2020, the Company had long term debt outstanding under the 2019 Revolving Credit Facility, with a principal balance of $575.0 million. The debt bears interest on the outstanding principle at a rate equal to LIBOR plus a spread, using a debt leverage pricing grid. The variable rate of interest on our long-term debt can expose us to interest rate volatility due to changes in LIBOR. To mitigate this exposure, on March 5, 2020, we entered into an interest rate swap agreement with a notional amount of $287.5 million to hedge the variable interest rate obligation, effectively converting the floating interest rate to fixed for the hedged portion. Thus, we are only exposed to base interest rate risk on floating rate borrowings in excess of any amounts that are not hedged, or $287.5 million of our outstanding principal balance. Assuming all terms of the Company’s outstanding long-term debt remained the same, a hypothetical 25 basis point change (up or down) in the one-month LIBOR would result in a $0.7 million change in its annual interest expense.
Refer to Note 12, Debt for additional information regarding our outstanding debt obligations.
Current market events have not required the Company to modify materially or change its financial risk management strategies with respect to its exposures to foreign currency exchange risk and interest rate risk.
Concentrations of Credit Risk
Cash equivalents
Cash and cash equivalents are maintained primarily with five financial institutions. Deposits held with banks may exceed the amount of insurance provided on such deposits. These deposits may be redeemed upon demand and are maintained with financial institutions, with reputable credit, and therefore, bear minimal credit risk. The Company seeks to mitigate its credit risks by spreading such risks across multiple counterparties and monitoring the risk profiles of these counterparties.
Accounts Receivable
Accounts receivable are unsecured and are derived from revenue earned from clients located around the globe. FactSet does not require collateral from its clients but performs credit evaluations on an ongoing basis. The Company maintains reserves for potential write-offs and evaluates the adequacy of the reserves periodically. These losses have historically been within expectations. No single client represented 10% or more of FactSet's total revenue in any fiscal year presented. At August 31, 2020, the Company’s largest individual client accounted for approximately 3% of total annual subscriptions, and subscriptions from the ten largest clients did not surpass 15% of total annual subscriptions, consistent with August 31, 2019. As of August 31, 2020 and 2019, the receivable reserve was $8.0 million and $10.5 million, respectively.
Derivative Instruments
As a result of the use of derivative instruments, FactSet is exposed to counterparty credit risk. The Company has incorporated counterparty credit risk into the fair value of its derivative assets and its own credit risk into the value of the Company’s derivative liabilities, when applicable. For derivative instruments, the Company calculates credit risk from observable data related to credit default swaps ("CDS") as quoted by publicly available information. Counterparty risk is represented by CDS spreads related to the senior secured debt of the respective bank with whom the Company has executed these derivative transactions. To mitigate counterparty credit risk, the Company enters into contracts with large financial institutions and
90

Table of Contents
regularly reviews its credit exposure balances as well as the creditworthiness of the counterparties. For the Company's liabilities, as CDS spread information is not available for FactSet, the Company's credit risk is determined based on using a simple average of CDS spreads for peer companies. The Company does not expect any losses as a result of default of its counterparties.
Concentration of Other Risk
Data Content Providers
Certain data sets that FactSet relies on have a limited number of suppliers, although the Company makes every effort to assure that, where reasonable, alternative sources are available. FactSet is not dependent on any one third-party data supplier in order to meet the needs of its clients. FactSet combines the data from these commercial databases into its own dedicated single online service, which the client accesses to perform their analysis. No single vendor or data supplier represented more than 10% of FactSet's total data costs during fiscal 2020, except for one vendor, which is a supplier of risk models and portfolio optimizer data to FactSet and represented 11% of FactSet’s data costs in fiscal 2020.  
20. UNAUDITED QUARTERLY FINANCIAL DATA
The following table presents selected unaudited financial information for each of the quarterly periods in the years ended August 31, 2020 and 2019. The results for any quarter are not necessarily indicative of future quarterly results and, accordingly, period-to-period comparisons should not be relied upon as an indication of future performance.
Fiscal 2020 (in thousands, except per share data)First
Quarter
Second
Quarter
Third
Quarter
Fourth
Quarter
Revenue$366,658 $369,780 $374,083 $383,590 
Cost of services$164,957 $176,218 $170,703 $183,568 
Selling, general and administrative$88,515 $87,305 $81,740 $101,445 
Operating income$113,186 $106,257 $121,640 $98,577 
Net income$93,957 $88,686 $101,216 $89,079 
Diluted EPS(1)
$2.43 $2.30 $2.63 $2.29 
Diluted weighted average common shares38,587 38,576 38,481 38,940 

Fiscal 2019 (in thousands, except per share data)First
Quarter
Second
Quarter
Third
Quarter
Fourth
Quarter
Revenue$351,640 $354,895 $364,533 $364,283 
Cost of services$166,776 $165,108 $163,832 $167,730 
Selling, general and administrative$84,325 $81,099 $83,461 $84,985 
Operating income$100,539 $108,688 $117,240 $111,568 
Net income$84,296 $84,702 $92,265 $91,527 
Diluted EPS(1)
$2.17 $2.19 $2.37 $2.34 
Diluted weighted average common shares38,809 38,619 38,993 39,056 
(1)Diluted earnings per common share is calculated independently for each of the periods presented. Accordingly, the sum ofthe quarterly EPSamounts may not equal the total for thefiscalyear.
21. SUBSEQUENT EVENTS
As previously announced, effective September 21, 2020, the Company entered into an Amendment to the 2019 Credit Agreement (the “Amendment”). The Amendment provides, among other things, that the Company may make an investment in
91

Table of Contents
a person that is not a subsidiary of FactSet, so long as no potential default has occurred and is continuing or would result from such an investment.
As previously announced, on October 20, 2020, FactSet entered into a definitive agreement to acquire all of the issued and outstanding shares of Truvalue Labs, Inc. ("TVL"). The acquisition of TVL further enhances FactSet's commitment to providing industry leading environmental, social, and governance ("ESG") data.
Revenue from TVL will be recognized based on geographic business activities in accordance with how the Company’s operating segments are currently aligned. The Company expects the majority of the TVL purchase price to be allocated to goodwill and acquired intangible assets. The transaction is expected to close during 2020 and is not expected to have a material impact on FactSet’s fiscal 2021 results.
9288

Table of Contents
ITEM 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE
None.
ITEM 9A. CONTROLS AND PROCEDURES
Evaluation of Disclosure Controls and Procedures
The Company'sOur management, including itsour principal executive officer and principal financial officer, have evaluated the effectiveness of our disclosure controls and procedures pursuant to Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934, as amended (the "Exchange Act"), as of the end of the annual period covered by this report. In accordance with the guidance issued by the Securities and Exchange Commission, companies are permitted to exclude acquisitions from their first assessment of internal control over financial reporting following the date of acquisition. Excluding goodwill and intangible assets, CGS represented 5% percent of our total assets as of August 31, 2022 and 5% percent of our consolidated revenues for fiscal year 2022.
Based on that evaluation,those guidelines, our management's assessment of the effectiveness of our internal control over financial reporting excluded CGS, which we acquired in the third quarter of fiscal 2022.
Our principal executive officer and principal financial officer have concluded that our disclosure controls and procedures, areexcluding the assessment of those related to CGS, were effective as of the end of the annual period covered by this report.
Changes in Internal Control over Financial Reporting
During the first and third quarters of fiscal 2020, the Company implemented a new general ledger and financial reporting system and a new purchase to payables system, respectively, as part of a multi-year global project to design, configure and install an integrated suite of enterprise software. The implementations have involved changes to certain processes and related internal controls over financial reporting. The Company has reviewed the system and the controls affected and made appropriate changes as necessary.
There have been no other changes in the Company'sour internal control over financial reporting (as such term is defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act) during the Company'sour fourth quarter of fiscal 20202022 that have materially affected, or are reasonably likely to materially affect, the Company'sour internal control over financial reporting.
Management’s Report on Internal Control over Financial Reporting
See Item 8. Management’s Report on Internal Control over Financial Reporting of this Annual Report on Form 10-K, which is incorporated herein by reference.
Report of Independent Registered Public Accounting Firm
See Item 8. Report of Independent Registered Public Accounting Firm of this Annual Report on Form 10-K, which is incorporated herein by reference.
ITEM 9B. OTHER INFORMATION
None.
9389

Table of Contents
Part III
ITEM 10. DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE
The information required to be furnished by this Item 10.10 is incorporated herein by reference to our Notice of Annual Meeting of Stockholders and Proxy Statement to be filed within 120 days of August 31, 20202022 (the "Proxy Statement").
Pursuant to General Instruction G(3) of Form 10-K, the information required by this item relating to our executive officers is included in Item 1. Executive Officers of the Registrant of this Annual Report on Form 10-K.
The Company has adopted a Code of Business Conduct and Ethics that applies to all employees, including the Company’s principal executive officer, principal financial officer and principal accounting officer, all other officers and the Company’s directors. A copy of this code is available on the Company’s website at https://investor.factset.com on the Leadership and Corporate Governance page. The Company intends to satisfy any disclosure requirement under Item 5.05 of Form 8-K regarding an amendment to, or waiver from, a provision of this code of ethics by posting such information on our website at the address and general location specified above.
The Corporate Governance Guidelines and the charters of the committees of our Board of Directors, including the Audit Committee, Compensation and Talent Committee and Nominating and Corporate Governance Committee, are also available on our website at https://investor.factset.com on the Leadership and Corporate Governance page. The guidelines, charters and code of ethics are also available in print free of charge to any stockholder who submits a written request to our Investor Relations department at our corporate headquarters at 45 Glover Avenue Norwalk, CT 06850.

ITEM 11. EXECUTIVE COMPENSATION
The information required to be furnished by this Item 11.11 is incorporated herein by reference to our Proxy Statement.

ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS
The information required to be furnished by this Item 12.12 is incorporated herein by reference to our Proxy Statement.
Equity Compensation Plan Information
The following table summarizes as of August 31, 2020,2022, the number of outstanding equity awards granted to employees and non-employee directors, as well as the number of equity awards remaining available for future issuance, under FactSet’sour equity compensation plans:
(In thousands, except per share data)
Plan categoryPlan category
Number of securities
to be issued upon exercise
of outstanding options, warrants and rights
(a)
Weighted-average
exercise price of
outstanding options, warrants and rights
(b)
Number of securities remaining
available for future issuances under
equity compensation plans (excluding
securities reflected in column (a))
(c)
Plan category
Number of securities
to be issued upon exercise
of outstanding options, warrants and rights
(a)
Weighted-average
exercise price of
outstanding options, warrants and rights
(b)
Number of securities remaining
available for future issuances under
equity compensation plans (excluding
securities reflected in column (a))
(c)
Equity compensation plans approved by security holdersEquity compensation plans approved by security holders2,400 (1)$189.32 (2)6,053 (3)Equity compensation plans approved by security holders2,322,639 (1)$253.85 (2)5,003,572 (3)
Equity compensation plans not approved by security holdersEquity compensation plans not approved by security holders— — — Equity compensation plans not approved by security holders— — — 
TotalTotal2,400 (1)$189.32 (2)6,053 (3)Total2,322,639 (1)$253.85 (2)5,003,572 (3)
(1)Includes 2,2542,089,231 shares issuable upon exercise of outstanding options, 109141,643 shares issuable upon vesting of awards of restricted stockoutstanding RSUs and 91,76537 shares issuable upon the conversion of outstanding performance share units.PSUs.
(2)Calculated without taking into account sharesWeighted average exercise price of FactSet common stock subject to outstanding stock awards that will become issuable as they vest, without any cash consideration or other payment required for such shares.options only.
94

Table of Contents
(3)Includes 5,625,7914,668,567 shares available for future issuance under the FactSet Research Systems Inc. Stock Option and Award Plan, as Amended and Restated, 249,886232,293 shares available for future issuance under the FactSet Research Systems Inc. Non-Employee Directors’ Stock Option and Award Plan, as Amended and Restated, and 177,804102,712 shares available for purchase under the FactSet Research Systems Inc. 2008 Employee Stock Purchase Plan, as Amended and Restated.

ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE
The information required to be furnished by this Item 13.13 is incorporated herein by reference to our Proxy Statement.

90

Table of Contents
ITEM 14. PRINCIPAL ACCOUNTING FEES AND SERVICES
The information required to be furnished by this Item 14.14 is incorporated herein by reference to our Proxy Statement.
9591

Table of Contents
Part IV
ITEM 15. EXHIBITS, FINANCIAL STATEMENT SCHEDULES
(a)Documents filed as part of this Annual Report on Form 10-K:
1.Financial Statements
The information required by this item is included in Item 8. Financial Statements and Supplementary Data, of this Annual Report on Form 10-K which is incorporated herein.
2.Financial Statements Schedule
FactSet Research Systems Inc.
Schedule II – Valuation and Qualifying Accounts
Years ended August 31, 2020, 2019 and 2018 (in thousands):
Receivable reserve
and billing adjustments
Balance at Beginning of Year
Charged to Expense/
Against Revenue(1)
Write-offs,
Net of Recoveries
Balance at
End of Year
2020$10,511 $754 $(3,278)$7,987 
2019$3,490 $11,474 $(4,453)$10,511 
2018$2,738 $4,737 $(3,985)$3,490 
(1)Additions to the receivable reserve for doubtful accounts are charged to bad debt expense. Additions to the receivable reserve for billing adjustments are charged against revenue.
(in thousands)

Description
Balance at Beginning of YearCharged to ExpenseWrite-offs,
Net of Recoveries
Balance at
End of Year
Accounts Receivable Allowance:
2022$6,431 $1,324 $(4,979)$2,776 
2021$7,987 $918 $(2,474)$6,431 
2020$10,511 $754 $(3,278)$7,987 
Additional financial statement schedules are omitted since they are either not required, not applicable, or the information is otherwise included.
3.Exhibits
The information required by this Item is set forth below.
Incorporated by Reference
Exhibit
Number
Exhibit
Description
FormFile No.Exhibit No.Filing DateFiled
Herewith
3.1Restated Certificate of IncorporationS-1/A333-042383.16/26/1996
3.2Certificate of Amendment of Certificate of Incorporation10-K333-223193.1211/20/2001
3.3Second Amendment to the Restated Certificate of Incorporation8-K001-118693.112/16/2011
3.4Amended and Restated By-laws of FactSet Research Systems Inc. as amended September 1, 20188-K001-118693.19/6/2018
4.0Form of Common StockS-1/A333-042384.16/26/1996
DEF-14A001-11869Exhibit A11/10/2004
DEFR-14A001-11869Appendix A12/6/2010
8-K001-1186910.112/21/2017
DEF-14A001-11869Appendix A10/30/2008
Incorporated by Reference
Exhibit
Number
Exhibit
Description
FormFile No.Exhibit No.Filing DateFiled
Herewith
8-K001-118692.13/1/2022
8-K001-118692.23/1/2022
S-1/A333-042383.16/26/1996
10-K333-223193.1211/20/2001
8-K001-118693.112/16/2011
8-K001-118693.19/6/2018
8-K001-118693.110/1/2021
S-1/A333-042384.16/26/1996
9692

Table of Contents
8-K001-1186910.212/21/2017
10-Q001-1186910.14/9/2018
8-K001-1186910.13/29/2019
8-K001-1186910.19/25/2020
8-K001-1186910.13/5/2020
8-K001-1186910.23/5/2020
8-K001-1186910.16/9/2020
X
X
X
X
X
X
101.INSXBRL Instance DocumentX
101.SCHXBRL Taxonomy Extension SchemaX
101.CALXBRL Taxonomy Extension Calculation LinkbaseX
101.DEFXBRL Taxonomy Extension Definition Linkbase DocumentX
101.LABXBRL Taxonomy Extension Label LinkbaseX
8-K001-118694.13/1/2022
8-K001-118694.23/1/2022
8-K001-118694.33/1/2022
8-K001-118694.43/1/2022
DEF-14A001-11869Exhibit A11/10/2004
DEFR-14A001-11869Appendix A12/6/2010
8-K001-1186910.112/21/2017
DEF-14A001-11869Appendix A10/30/2008
8-K001-1186910.212/21/2017
10-Q001-1186910.14/9/2018
8-K001-1186910.13/5/2020
8-K001-1186910.23/5/2020
8-K001-118694.53/1/2022
10-Q001-1186910.17/1/2022
X
9793

Table of Contents
X
X
X
X
X
101.INSXBRL Instance DocumentX
101.SCHXBRL Taxonomy Extension SchemaX
101.CALXBRL Taxonomy Extension Calculation LinkbaseX
101.DEFXBRL Taxonomy Extension Definition Linkbase DocumentX
101.LABXBRL Taxonomy Extension Label LinkbaseX
101.PREXBRL Taxonomy Extension Presentation LinkbaseX
104Cover page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101X
(1)Indicates a management contract or compensatory plan or arrangement
(2)Confidential treatment has been granted for portions of this exhibit.

ITEM 16. FORM 10-K SUMMARY
None.

9894

Table of Contents


SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the Registrant has duly caused this Report on Form 10-K to be signed on its behalf by the undersigned, thereunto duly authorized.

FACTSET RESEARCH SYSTEMS INC.
(Registrant)
Date: October 29, 202021, 2022/s/ F. PHILIP SNOW
F. Philip Snow
Chief Executive Officer
Pursuant to the requirements of the Securities Exchange Act of 1934, this Report on Form 10-K has been signed below by the following persons on behalf of the Registrant and in the capacities and on the dates indicated.
NameTitleDate
/s/ F. PHILIP SNOWChief Executive Officer and Director October 29, 202021, 2022
F. Philip Snow(Principal Executive Officer)
/s/ HELEN L. SHANLINDA S. HUBERExecutive Vice President, and Chief Financial OfficerOctober 29, 202021, 2022
Helen L. ShanLinda S. Huber(Principal Financial Officer) 
/s/ GREGORY T. MOSKOFFSenior Vice President,Managing Director, Controller and Chief Accounting OfficerOctober 29, 202021, 2022
Gregory T. Moskoff(Principal Accounting Officer)
/s/ ROBIN A. ABRAMSChairDirectorOctober 29, 202021, 2022
Robin A. Abrams
/s/ SCOTT A. BILLEADEAUDirectorOctober 29, 2020
Scott A. Billeadeau
/s/ SIEW KAI CHOYDirectorOctober 29, 202021, 2022
Siew Kai Choy
/s/ MALCOLM FRANK DirectorOctober 29, 202021, 2022
Malcolm Frank
/s/ SHEILA B. JORDANDirectorOctober 29, 2020
Sheila B. Jordan
/s/ JAMES J. MCGONIGLEDirectorOctober 29, 202021, 2022
James J. McGonigle
/s/ LEE SHAVELDirectorOctober 29, 202021, 2022
Lee Shavel
/s/ LAURIE SIEGELDirectorOctober 29, 202021, 2022
Laurie Siegel
/s/ JOSEPH R. ZIMMELMARIA TERESA TEJADADirectorOctober 29, 202021, 2022
Joseph R. ZimmelMaria Teresa Tejada

9995