UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 10-Q


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

For the quarterly period ended ~~December~~March 31, ~~2021~~2022


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

Commission file number 0-14112

JACK HENRY & ASSOCIATES, INC.

(Exact name of registrant as specified in its charter)


Delaware						43-1128385
(State or Other Jurisdiction of Incorporation)						(I.R.S Employer Identification No.)

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

(Address of Principle Executive Offices)

(Zip Code)

417-235-6652

(Registrant’s telephone number, including area code)

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


Title of each class	Trading Symbol	Name of each exchange on which registered
Common Stock ($0.01 par value)	JKHY	Nasdaq Global Select Market

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

Yes ☒ No ☐

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

Yes ☒ No ☐

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


Large accelerated filer	☒	Accelerated filer	☐

Non-accelerated filer	☐	Smaller reporting company	☐

Emerging growth company	☐

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

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

Yes ☐ No ☒

As of ~~January~~April 28, 2022, the Registrant had ~~72,825,033~~72,861,807 shares of Common Stock outstanding ($0.01 par value).

TABLE OF CONTENTS


		Page Reference

PART I	FINANCIAL INFORMATION

ITEM 1.	Condensed Consolidated Balance Sheets as of ~~December~~March 31, ~~2021,~~2022, and June 30, 2021 (Unaudited)	4

	Condensed Consolidated Statements of Income for the Three and ~~Six~~Nine Months Ended ~~December~~March 31, ~~2021,~~2022, and ~~2020~~2021 (Unaudited)	5

	Condensed Consolidated Statements of Changes in Stockholders' Equity for the Three and ~~Six~~Nine Months Ended ~~December~~March 31, ~~2021,~~2022, and ~~2020~~2021 (Unaudited)	6

	Condensed Consolidated Statements of Cash Flows for the ~~Six~~Nine Months Ended ~~December~~March 31, ~~2021,~~2022, and ~~2020~~2021 (Unaudited)	7

	Notes to Condensed Consolidated Financial Statements (Unaudited)	8

ITEM 2.	Management's Discussion and Analysis of Financial Condition and Results of Operations	21

ITEM 3.	Quantitative and Qualitative Disclosures about Market Risk	29

ITEM 4.	Controls and Procedures	29

PART II	OTHER INFORMATION	29

ITEM 1.	Legal Proceedings	29



ITEM 2.	Unregistered Sales of Equity Securities and Use of Proceeds	30

ITEM 6.	Exhibits	31

	Signatures	32

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

FORWARD LOOKING STATEMENTS

Certain statements in this report, other than purely historical information, including estimates, projections, statements relating to our business plans, objectives and expected operating results, and the assumptions upon which those statements are based, are “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995, Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934 (the "Exchange Act"). Forward-looking statements may appear throughout this report, including without limitation, in Management's Discussion and Analysis of Financial Condition and Results of Operations. Forward-looking statements generally are identified by the words “believe,” “project,” “expect,” “seek,” “anticipate,” “estimate,” “future,” “intend,” “plan,” “strategy,” “predict,” “likely,” “should,” “will,” “would,” “could,” “can,” “may,” and similar expressions. Forward-looking statements are based only on management’s current beliefs, expectations and assumptions regarding the future of the Company, future plans and strategies, projections, anticipated events and trends, the economy and other future conditions. Because forward-looking statements relate to the future, they are subject to inherent risks and uncertainties that could cause actual results to differ materially from those expressed or implied by such statements. Such risks and uncertainties include, but are not limited to, those discussed in this Quarterly Report on Form 10-Q, those discussed in our Annual Report on Form 10-K for the fiscal year ended June 30, 2021, in particular, those included in Item 1A, “Risk Factors” of such report, and those discussed in other documents we file with the Securities and Exchange Commission (“SEC”). Any forward-looking statement made in this report speaks only as of the date of this report, and the Company expressly disclaims any obligation to publicly update or revise any forward-looking statement, whether because of new information, future events or otherwise.

PART I. FINANCIAL INFORMATION

ITEM I. FINANCIAL STATEMENTS

Table of Contents


JACK HENRY & ASSOCIATES, INC. AND SUBSIDIARIES	JACK HENRY & ASSOCIATES, INC. AND SUBSIDIARIES					JACK HENRY & ASSOCIATES, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS	CONDENSED CONSOLIDATED BALANCE SHEETS					CONDENSED CONSOLIDATED BALANCE SHEETS
(In Thousands, Except Share and Per Share Data)	(In Thousands, Except Share and Per Share Data)					(In Thousands, Except Share and Per Share Data)
(Unaudited)	(Unaudited)					(Unaudited)
		December 31, 2021		June 30, 2021			March 31, 2022		June 30, 2021

ASSETS	ASSETS					ASSETS
CURRENT ASSETS:	CURRENT ASSETS:					CURRENT ASSETS:
Cash and cash equivalents	Cash and cash equivalents	$	29,120	$	50,992	Cash and cash equivalents	$	39,797	$	50,992
Receivables, net	Receivables, net	236,096		306,564		Receivables, net	222,696		306,564
Income tax receivable	Income tax receivable	22,881		30,243		Income tax receivable	4,958		30,243
Prepaid expenses and other	Prepaid expenses and other	116,778		109,723		Prepaid expenses and other	126,174		109,723
Deferred costs	Deferred costs	62,157		46,215		Deferred costs	57,072		46,215

Assets held for sale						Assets held for sale	20,201		—
Total current assets	Total current assets	467,032		543,737		Total current assets	470,898		543,737
PROPERTY AND EQUIPMENT, net	PROPERTY AND EQUIPMENT, net	241,409		252,481		PROPERTY AND EQUIPMENT, net	215,331		252,481
OTHER ASSETS:	OTHER ASSETS:					OTHER ASSETS:
Non-current deferred costs	Non-current deferred costs	133,223		127,205		Non-current deferred costs	136,425		127,205
Computer software, net of amortization	Computer software, net of amortization	387,128		368,094		Computer software, net of amortization	398,760		368,094
Other non-current assets	Other non-current assets	260,186		249,210		Other non-current assets	263,937		249,210
Customer relationships, net of amortization	Customer relationships, net of amortization	75,579		81,842		Customer relationships, net of amortization	72,541		81,842
Other intangible assets, net of amortization	Other intangible assets, net of amortization	28,787		26,129		Other intangible assets, net of amortization	26,753		26,129
Goodwill	Goodwill	687,458		687,458		Goodwill	687,458		687,458
Total other assets	Total other assets	1,572,361		1,539,938		Total other assets	1,585,874		1,539,938
Total assets	Total assets	$	2,280,802	$	2,336,156	Total assets	$	2,272,103	$	2,336,156
LIABILITIES AND STOCKHOLDERS' EQUITY	LIABILITIES AND STOCKHOLDERS' EQUITY					LIABILITIES AND STOCKHOLDERS' EQUITY
CURRENT LIABILITIES:	CURRENT LIABILITIES:					CURRENT LIABILITIES:
Accounts payable	Accounts payable	$	14,155	$	18,485	Accounts payable	$	14,415	$	18,485
Accrued expenses	Accrued expenses	150,363		182,517		Accrued expenses	155,476		182,517

Notes payable and current maturities of long-term debt	Notes payable and current maturities of long-term debt	103		110		Notes payable and current maturities of long-term debt	101		110
Deferred revenues	Deferred revenues	208,733		319,748		Deferred revenues	150,169		319,748
Total current liabilities	Total current liabilities	373,354		520,860		Total current liabilities	320,161		520,860
LONG-TERM LIABILITIES:	LONG-TERM LIABILITIES:					LONG-TERM LIABILITIES:
Non-current deferred revenues	Non-current deferred revenues	67,045		75,852		Non-current deferred revenues	67,444		75,852
Deferred income tax liability	Deferred income tax liability	272,331		260,758		Deferred income tax liability	276,439		260,758
Debt, net of current maturities	Debt, net of current maturities	240,026		100,083		Debt, net of current maturities	225,002		100,083
Other long-term liabilities	Other long-term liabilities	56,050		59,311		Other long-term liabilities	54,449		59,311
Total long-term liabilities	Total long-term liabilities	635,452		496,004		Total long-term liabilities	623,334		496,004
Total liabilities	Total liabilities	1,008,806		1,016,864		Total liabilities	943,495		1,016,864
STOCKHOLDERS' EQUITY	STOCKHOLDERS' EQUITY					STOCKHOLDERS' EQUITY
Preferred stock -$1 par value; 500,000 shares authorized, none issued	Preferred stock -$1 par value; 500,000 shares authorized, none issued	—		—		Preferred stock -$1 par value; 500,000 shares authorized, none issued	—		—
Common stock - $0.01 par value; 250,000,000 shares authorized; 103,860,246 shares issued at December 31, 2021; 103,795,169 shares issued at June 30, 2021		1,039		1,038
Common stock - $0.01 par value; 250,000,000 shares authorized; 103,895,934 shares issued at March 31, 2022; 103,795,169 shares issued at June 30, 2021						Common stock - $0.01 par value; 250,000,000 shares authorized; 103,895,934 shares issued at March 31, 2022; 103,795,169 shares issued at June 30, 2021	1,039		1,038
Additional paid-in capital	Additional paid-in capital	535,493		518,960		Additional paid-in capital	543,077		518,960
Retained earnings	Retained earnings	2,542,583		2,412,496		Retained earnings	2,591,610		2,412,496
Less treasury stock at cost 31,042,903 shares at December 31, 2021; 29,792,903 shares at June 30, 2021		(1,807,119)		(1,613,202)
Less treasury stock at cost 31,042,903 shares at March 31, 2022; 29,792,903 shares at June 30, 2021						Less treasury stock at cost 31,042,903 shares at March 31, 2022; 29,792,903 shares at June 30, 2021	(1,807,118)		(1,613,202)
Total stockholders' equity	Total stockholders' equity	1,271,996		1,319,292		Total stockholders' equity	1,328,608		1,319,292
Total liabilities and equity	Total liabilities and equity	$	2,280,802	$	2,336,156	Total liabilities and equity	$	2,272,103	$	2,336,156

See notes to condensed consolidated financial statements.

Table of Contents


JACK HENRY & ASSOCIATES, INC. AND SUBSIDIARIES	JACK HENRY & ASSOCIATES, INC. AND SUBSIDIARIES									JACK HENRY & ASSOCIATES, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF INCOME	CONDENSED CONSOLIDATED STATEMENTS OF INCOME									CONDENSED CONSOLIDATED STATEMENTS OF INCOME
(In Thousands, Except Per Share Data)	(In Thousands, Except Per Share Data)									(In Thousands, Except Per Share Data)
(Unaudited)	(Unaudited)									(Unaudited)
		Three Months Ended				Six Months Ended					Three Months Ended				Nine Months Ended
		December 31,				December 31,					March 31,				March 31,
		2021		2020		2021		2020			2022		2021		2022		2021

REVENUE	REVENUE	$	493,896	$	422,361	$	981,952	$	874,161	REVENUE	$	478,260	$	433,776	$	1,460,212	$	1,307,938

EXPENSES	EXPENSES									EXPENSES
Cost of Revenue	Cost of Revenue	282,825		257,782		559,460		520,711		Cost of Revenue	282,339		267,770		841,799		788,481
Research and Development	Research and Development	29,916		26,780		56,670		52,837		Research and Development	30,725		27,395		87,394		80,233
Selling, General, and Administrative	Selling, General, and Administrative	55,493		44,167		106,565		89,393		Selling, General, and Administrative	53,607		47,408		160,172		136,801

Total Expenses	Total Expenses	368,234		328,729		722,695		662,941		Total Expenses	366,671		342,573		1,089,365		1,005,515

OPERATING INCOME	OPERATING INCOME	125,662		93,632		259,257		211,220		OPERATING INCOME	111,589		91,203		370,847		302,423

INTEREST INCOME (EXPENSE)	INTEREST INCOME (EXPENSE)									INTEREST INCOME (EXPENSE)
Interest Income	Interest Income	6		52		13		120		Interest Income	3		24		16		144
Interest Expense	Interest Expense	(447)		(117)		(696)		(235)		Interest Expense	(691)		(290)		(1,387)		(525)
Total Interest Income (Expense)	Total Interest Income (Expense)	(441)		(65)		(683)		(115)		Total Interest Income (Expense)	(688)		(266)		(1,371)		(381)

INCOME BEFORE INCOME TAXES	INCOME BEFORE INCOME TAXES	125,221		93,567		258,574		211,105		INCOME BEFORE INCOME TAXES	110,901		90,937		369,476		302,042

PROVISION FOR INCOME TAXES	PROVISION FOR INCOME TAXES	29,551		21,585		60,791		47,907		PROVISION FOR INCOME TAXES	26,194		19,528		86,986		67,435

NET INCOME	NET INCOME	$	95,670	$	71,982	$	197,783	$	163,198	NET INCOME	$	84,707	$	71,409	$	282,490	$	234,607

Basic earnings per share	Basic earnings per share	$	1.30	$	0.94	$	2.68	$	2.14	Basic earnings per share	$	1.16	$	0.95	$	3.84	$	3.09
Basic weighted average shares outstanding	Basic weighted average shares outstanding	73,580		76,202		73,798		76,354		Basic weighted average shares outstanding	72,835		75,357		73,477		76,022

Diluted earnings per share	Diluted earnings per share	$	1.30	$	0.94	$	2.68	$	2.13	Diluted earnings per share	$	1.16	$	0.95	$	3.84	$	3.08
Diluted weighted average shares outstanding	Diluted weighted average shares outstanding	73,697		76,280		73,920		76,496		Diluted weighted average shares outstanding	73,019		75,431		73,619		76,141

See notes to condensed consolidated financial statements.

Table of Contents


JACK HENRY & ASSOCIATES, INC. AND SUBSIDIARIES	JACK HENRY & ASSOCIATES, INC. AND SUBSIDIARIES									JACK HENRY & ASSOCIATES, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS' EQUITY	CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS' EQUITY									CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS' EQUITY
(In Thousands, Except Share and Per Share Data)	(In Thousands, Except Share and Per Share Data)									(In Thousands, Except Share and Per Share Data)
(Unaudited)	(Unaudited)									(Unaudited)
		Three Months Ended				Six Months Ended					Three Months Ended				Nine Months Ended
		December 31,				December 31,					March 31,				March 31,
		2021		2020		2021		2020			2022		2021		2022		2021
PREFERRED SHARES:	PREFERRED SHARES:	—		—		—		—		PREFERRED SHARES:	—		—		—		—

COMMON SHARES:	COMMON SHARES:									COMMON SHARES:
Shares, beginning of period	Shares, beginning of period	103,822,265		103,696,962		103,795,169		103,622,563		Shares, beginning of period	103,860,246		103,736,703		103,795,169		103,622,563
Shares issued for equity-based payment arrangements	Shares issued for equity-based payment arrangements	21,101		23,412		26,533		78,414		Shares issued for equity-based payment arrangements	15,053		6,479		41,586		84,893
Shares issued for Employee Stock Purchase Plan	Shares issued for Employee Stock Purchase Plan	16,880		16,329		38,544		35,726		Shares issued for Employee Stock Purchase Plan	20,635		22,596		59,179		58,322
Shares, end of period	Shares, end of period	103,860,246		103,736,703		103,860,246		103,736,703		Shares, end of period	103,895,934		103,765,778		103,895,934		103,765,778

COMMON STOCK - PAR VALUE $0.01 PER SHARE:	COMMON STOCK - PAR VALUE $0.01 PER SHARE:									COMMON STOCK - PAR VALUE $0.01 PER SHARE:
Balance, beginning of period	Balance, beginning of period	$	1,038	$	1,037	$	1,038	$	1,036	Balance, beginning of period	$	1,039	$	1,037	$	1,038	$	1,036
Shares issued for equity-based payment arrangements	Shares issued for equity-based payment arrangements	—		—		—		1		Shares issued for equity-based payment arrangements	—		—		—		1
Shares issued for Employee Stock Purchase Plan	Shares issued for Employee Stock Purchase Plan	1		—		1		—		Shares issued for Employee Stock Purchase Plan	—		1		1		1
Balance, end of period	Balance, end of period	$	1,039	$	1,037	$	1,039	$	1,037	Balance, end of period	$	1,039	$	1,038	$	1,039	$	1,038

ADDITIONAL PAID-IN CAPITAL:	ADDITIONAL PAID-IN CAPITAL:									ADDITIONAL PAID-IN CAPITAL:
Balance, beginning of period	Balance, beginning of period	$	527,255	$	497,030	$	518,960	$	495,005	Balance, beginning of period	$	535,493	$	503,205	$	518,960	$	495,005
Shares issued for equity-based payment arrangements	Shares issued for equity-based payment arrangements	—		—		—		(1)		Shares issued for equity-based payment arrangements	—		—		—		(1)
Tax withholding related to share-based compensation	Tax withholding related to share-based compensation	(1,046)		(1,184)		(1,998)		(6,689)		Tax withholding related to share-based compensation	(1,711)		(493)		(3,709)		(7,181)
Shares issued for Employee Stock Purchase Plan	Shares issued for Employee Stock Purchase Plan	2,739		2,232		6,476		5,138		Shares issued for Employee Stock Purchase Plan	3,019		2,881		8,523		8,018
Stock-based compensation expense	Stock-based compensation expense	6,545		5,127		12,055		9,752		Stock-based compensation expense	6,276		5,207		19,303		14,959
Balance, end of period	Balance, end of period	$	535,493	$	503,205	$	535,493	$	503,205	Balance, end of period	$	543,077	$	510,800	$	543,077	$	510,800

RETAINED EARNINGS:	RETAINED EARNINGS:									RETAINED EARNINGS:
Balance, beginning of period	Balance, beginning of period	$	2,480,574	$	2,293,229	$	2,412,496	$	2,235,320	Balance, beginning of period	$	2,542,583	$	2,332,509	$	2,412,496	$	2,235,320
Cumulative effect of Accounting Standards Update adoption (Note 1)	Cumulative effect of Accounting Standards Update adoption (Note 1)	—		—		—		(493)		Cumulative effect of Accounting Standards Update adoption (Note 1)	—		—		—		(493)
Net income	Net income	95,670		71,982		197,783		163,198		Net income	84,707		71,409		282,490		234,607
Dividends	Dividends	(33,661)		(32,702)		(67,696)		(65,516)		Dividends	(35,680)		(34,262)		(103,376)		(99,778)
Balance, end of period	Balance, end of period	$	2,542,583	$	2,332,509	$	2,542,583	$	2,332,509	Balance, end of period	$	2,591,610	$	2,369,656	$	2,591,610	$	2,369,656

TREASURY STOCK:	TREASURY STOCK:									TREASURY STOCK:
Balance, beginning of period	Balance, beginning of period	$	(1,613,202)	$	(1,247,546)	$	(1,613,202)	$	(1,181,673)	Balance, beginning of period	$	(1,807,118)	$	(1,291,572)	$	(1,613,202)	$	(1,181,673)
Purchase of treasury shares	Purchase of treasury shares	(193,917)		(44,026)		(193,917)		(109,899)		Purchase of treasury shares	—		(274,479)		(193,916)		(384,378)
Balance, end of period	Balance, end of period	$	(1,807,119)	$	(1,291,572)	$	(1,807,119)	$	(1,291,572)	Balance, end of period	$	(1,807,118)	$	(1,566,051)	$	(1,807,118)	$	(1,566,051)

TOTAL STOCKHOLDERS' EQUITY	TOTAL STOCKHOLDERS' EQUITY	$	1,271,996	$	1,545,179	$	1,271,996	$	1,545,179	TOTAL STOCKHOLDERS' EQUITY	$	1,328,608	$	1,315,443	$	1,328,608	$	1,315,443

Dividends declared per share	Dividends declared per share	$	0.46	$	0.43	$	0.92	$	0.86	Dividends declared per share	$	0.49	$	0.46	$	1.41	$	1.32

See notes to condensed consolidated financial statements.

Table of Contents

JACK HENRY & ASSOCIATES, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(In Thousands)
(Unaudited)
Six Months Ended
December 31,
2021 2020
CASH FLOWS FROM OPERATING ACTIVITIES:
Net Income $ 197,783 $ 163,198
Adjustments to reconcile net income from operations
to net cash from operating activities:
Depreciation 25,843 26,652
Amortization 62,610 61,164
Change in deferred income taxes 11,573 8,651
Expense for stock-based compensation 13,027 9,752
(Gain)/loss on disposal of assets 240 (2,019)
Changes in operating assets and liabilities:
Change in receivables 70,468 87,518
Change in prepaid expenses, deferred costs and other (39,991) (26,109)
Change in accounts payable 2,995 16
Change in accrued expenses (35,814) (22,627)
Change in income taxes 8,439 13,922
Change in deferred revenues (119,822) (126,134)
Net cash from operating activities 197,351 193,984
CASH FLOWS FROM INVESTING ACTIVITIES:
Capital expenditures (22,373) (9,543)
Proceeds from dispositions 38 6,157
Purchased software (7,364) (4,254)
Computer software developed (71,353) (62,804)
Purchase of investments — (12,100)
Net cash from investing activities (101,052) (82,544)
CASH FLOWS FROM FINANCING ACTIVITIES:
Borrowings on credit facilities 220,000 —
Repayments on credit facilities and financing leases (80,065) (57)
Purchase of treasury stock (193,917) (109,899)
Dividends paid (67,696) (65,516)
Tax withholding payments related to share-based compensation (1,998) (6,689)
Proceeds from sale of common stock 5,505 5,138
Net cash from financing activities (118,171) (177,023)
NET CHANGE IN CASH AND CASH EQUIVALENTS $ (21,872) $ (65,583)
CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD $ 50,992 $ 213,345
CASH AND CASH EQUIVALENTS, END OF PERIOD $ 29,120 $ 147,762



JACK HENRY & ASSOCIATES, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(In Thousands)
(Unaudited)
	Nine Months Ended
	March 31,
	2022		2021

CASH FLOWS FROM OPERATING ACTIVITIES:
Net Income	$	282,490	$	234,607
Adjustments to reconcile net income from operations to net cash from operating activities:
Depreciation	38,339		39,816
Amortization	94,563		92,189
Change in deferred income taxes	15,681		13,205
Expense for stock-based compensation	19,303		14,959
(Gain)/loss on disposal of assets	301		(2,206)
Changes in operating assets and liabilities:
Change in receivables	83,868		92,716
Change in prepaid expenses, deferred costs and other	(51,255)		(34,886)
Change in accounts payable	2,609		(1,529)
Change in accrued expenses	(33,400)		(19,164)
Change in income taxes	26,885		13,629
Change in deferred revenues	(177,987)		(177,021)
Net cash from operating activities	301,397		266,315

CASH FLOWS FROM INVESTING ACTIVITIES:
Payment for acquisitions, net of cash acquired	—		(2,300)
Capital expenditures	(28,386)		(14,916)

Proceeds from dispositions	38		6,187

Purchased software	(7,726)		(5,820)
Computer software developed	(108,950)		(95,991)
Purchase of investments	—		(13,300)
Net cash from investing activities	(145,024)		(126,140)

CASH FLOWS FROM FINANCING ACTIVITIES:
Borrowings on credit facilities	292,000		200,000
Repayments on credit facilities and financing leases	(167,091)		(86)

Purchase of treasury stock	(193,916)		(384,378)
Dividends paid	(103,376)		(99,778)
Proceeds from issuance of common stock upon exercise of stock options	—		1
Tax withholding payments related to share-based compensation	(3,709)		(7,182)
Proceeds from sale of common stock	8,524		8,019
Net cash from financing activities	(167,568)		(283,404)
NET CHANGE IN CASH AND CASH EQUIVALENTS	$	(11,195)	$	(143,229)
CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD	$	50,992	$	213,345
CASH AND CASH EQUIVALENTS, END OF PERIOD	$	39,797	$	70,116

See notes to condensed consolidated financial statements.

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JACK HENRY & ASSOCIATES, INC. AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(In Thousands, Except Per Share Amounts)

(Unaudited)

NOTE 1. NATURE OF OPERATIONS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Description of the Company

Jack Henry & Associates, Inc. and subsidiaries ("Jack Henry," "JKHY," or the "Company") is a leading provider of technology solutions and payment processing services primarily for the financial services industry. The Company has developed and acquired a number of banking and credit union software systems. The Company's revenues are predominately earned by marketing those systems to financial institutions nationwide, by providing the conversion and implementation services for financial institutions to utilize JKHY systems, and by providing payment processing and other related services. JKHY also provides continuing support and services to customers using on-premise or JKHY private and public cloud-based systems.

Consolidation

The condensed consolidated financial statements include the accounts of JKHY and its subsidiaries, all of which are wholly owned. All intercompany accounts and transactions have been eliminated.

Comprehensive Income

Comprehensive income for the three and ~~six~~nine months ended ~~December~~March 31, ~~2021,~~2022, and ~~2020,~~2021, equals the Company’s net income.

Change in Accounting Policy

The Company adopted Financial Accounting Standards Board ("FASB") Accounting Standards Codification ("ASC") Topic 326, Financial Instruments - Credit Losses, ("CECL") with an adoption date of July 1, 2020. As a result, the Company changed its accounting policy for allowance for credit losses. The accounting policy pursuant to CECL is disclosed below. The adoption of CECL resulted in an immaterial cumulative effect adjustment recorded in retained earnings as of July 1, 2020.

Allowance for Credit Losses

The Company monitors trade and other receivable balances and contract assets and estimates the allowance for lifetime expected credit losses. Estimates of expected credit losses are based on historical collection experience and other factors, including those related to current market conditions and events.

The following table summarizes allowance for credit losses activity for the fiscal quarter and year-to-date period ended ~~December~~March 31, ~~2021,~~2022, and ~~2020:~~2021:


		Three Months Ended December 31,				Six Months Ended December 31,					Three Months Ended March 31,				Nine Months Ended March 31,
		2021		2020		2021		2020			2022		2021		2022		2021
Allowance for credit losses - beginning balance	Allowance for credit losses - beginning balance	$	7,660	$	6,731	$	7,267	$	6,719	Allowance for credit losses - beginning balance	$	7,733	$	6,830	$	7,267	$	6,719
Cumulative effect of accounting standards update adoption	Cumulative effect of accounting standards update adoption	—		—		—		493		Cumulative effect of accounting standards update adoption	—		—		—		493
Current provision for expected credit losses	Current provision for expected credit losses	300		370		840		910		Current provision for expected credit losses	360		540		1,200		1,450
Write-offs charged against allowance	Write-offs charged against allowance	(227)		(263)		(373)		(1,286)		Write-offs charged against allowance	(381)		(252)		(754)		(1,538)
Recoveries of amounts previously written off	Recoveries of amounts previously written off	—		(1)		(1)		(4)		Recoveries of amounts previously written off	—		—		(1)		(4)
Other	Other	—		(7)		—		(2)		Other	—		—		—		(2)
Allowance for credit losses - ending balance	Allowance for credit losses - ending balance	$	7,733	$	6,830	$	7,733	$	6,830	Allowance for credit losses - ending balance	$	7,712	$	7,118	$	7,712	$	7,118

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Property and Equipment

Property and equipment is recorded at cost and depreciated using the straight-line method over the estimated useful lives of the assets. Accumulated depreciation at ~~December~~March 31, ~~2021,~~2022, totaled ~~$453,439~~$445,706 and at June 30, 2021, totaled $435,169.

During the three months ended March 31, 2022, the Company received an offer to purchase one of its facilities and management has committed to a plan to sell the facility. At March 31, 2022, the facility included assets with a carrying value of approximately $20,201. Although management has not committed to a sale, a sale of the facility is likely, and the Company expects to record a gain on the sale upon closing. Total assets held for sale by the Company at March 31, 2022 and June 30, 2021 were $20,201 and zero, respectively, and were included in assets held for sale on the Company's balance sheets and were not included in property and equipment, net.

Intangible Assets

Intangible assets consist of goodwill, customer relationships, computer software, and trade names acquired in business acquisitions in addition to internally developed computer software. The amounts are amortized, with the exception of those intangible assets with an indefinite life (such as goodwill), over an estimated economic benefit period, generally three to twenty years. Accumulated amortization of intangible assets totaled ~~$983,626~~$998,527 and $921,050 at ~~December~~March 31, ~~2021,~~2022, and June 30, 2021, respectively.

Purchase of Investments

At ~~December~~March 31, ~~2021,~~2022, and June 30, 2021, the Company had an investment in the preferred stock of Automated Bookkeeping, Inc. ("Autobooks") of $13,250, which represented a non-controlling share of the voting equity as of each date. The total investment was recorded at cost and is included within other non-current assets on the Company's balance sheet. There have been no events or changes in circumstances that would indicate an impairment and no price changes resulting from observing a similar or identical investment. An impairment and/or an observable price change would be an adjustment to recorded cost. Fair value will not be estimated unless there are identified events or changes in circumstances that may have a significant adverse effect on the fair value of the investment.

Common Stock

The Board of Directors has authorized the Company to repurchase shares of its common stock. Under this authorization, the Company may finance its share repurchases with available cash reserves or borrowings on its existing line-of-credit. The share repurchase program does not include specific price targets or timetables and may be suspended at any time. At ~~December~~March 31, ~~2021,~~2022, there were 31,043 shares in treasury stock and the Company had the remaining authority to repurchase up to 3,948 additional shares. The total cost of treasury shares at ~~December~~March 31, ~~2021,~~2022, was ~~$1,807,119.~~$1,807,118. During the first ~~six~~nine months of fiscal 2022, the Company repurchased 1,250 shares. At June 30, 2021, there were 29,793 shares in treasury stock and the Company had authority to repurchase up to 5,198 additional shares. The total cost of treasury shares at June 30, 2021, was $1,613,202. During the first ~~six~~nine months of fiscal 2021, the Company repurchased ~~675~~2,500 shares.

Income Taxes

Deferred tax liabilities and assets are recognized for the tax effects of differences between the financial statement basis and tax basis of assets and liabilities. A valuation allowance would be established to reduce deferred tax assets if it is more likely than not that a deferred tax asset will not be realized.

The Company recognizes the tax benefit from an uncertain tax position only if it is more likely than not that the tax position will be sustained on examination by the taxing authorities, based upon the technical merits of the position. The tax benefit recognized in the financial statements from such a position is measured based on the largest benefit that has a greater than 50% likelihood of being realized upon ultimate settlement. Also, interest and penalties expense are recognized on the full amount of unrecognized benefits for uncertain tax positions. The Company's policy is to include interest and penalties related to unrecognized tax benefits in income tax expense.

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Interim Financial Statements

The accompanying condensed consolidated financial statements have been prepared in accordance with the instructions to Form 10-Q of the Securities and Exchange Commission ("SEC") and in accordance with accounting principles generally accepted in the United States of America ("U.S. GAAP") applicable to interim condensed consolidated financial statements and do not include all of the information and footnotes required by accounting principles generally accepted in the United States of America for complete consolidated financial statements. The condensed consolidated financial statements should be read in conjunction with the Company’s audited consolidated financial statements and accompanying notes, which are included in its Annual Report on Form 10-K (“Form 10-K”) for the fiscal year ended June 30, 2021. The accounting policies followed by the Company are set forth in Note 1 to the Company's consolidated financial statements included in its Form 10-K for the fiscal year ended June 30, 2021, with updates to certain policies included in this Note 1.

In the opinion of the management of the Company, the accompanying unaudited condensed consolidated financial statements reflect all adjustments necessary (consisting of normal recurring adjustments) to state fairly in all material respects the financial position of the Company as of ~~December~~March 31, ~~2021,~~2022, the results of its operations for

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the three and ~~six~~nine months ended ~~December~~March 31, ~~2021,~~2022, and ~~2020,~~2021, changes in stockholders' equity for the three and ~~six~~nine months ended ~~December~~March 31, ~~2021,~~2022, and ~~2020,~~2021, and its cash flows for the ~~six~~nine months ended ~~December~~March 31, ~~2021,~~2022, and ~~2020.~~2021. The condensed consolidated balance sheet at June 30, 2021, was derived from audited annual financial statements but does not contain all of the footnote disclosures from the annual financial statements.

The results of operations for the three and ~~six~~nine months ended ~~December~~March 31, ~~2021,~~2022, are not necessarily indicative of the results to be expected for the entire fiscal year.

Use of Estimates

The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities as of the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates.

Risks and Uncertainties

The extent to which the COVID-19 pandemic will directly or indirectly impact our business and financial results, including revenue, expenses, cost of revenues, research and development, and selling, general and administrative expenses, will depend on future developments that are highly uncertain, such as new information that may emerge concerning COVID-19 and the actions taken to contain or treat COVID-19 (including the efficacy of vaccines against new variants and the development and effectiveness of treatments), as well as the economic impact on local, regional, national and international customers and markets. The Company assessed certain accounting matters that generally require consideration of forecasted financial information in context with the information reasonably available to the Company and the unknown future impacts of COVID-19 as of ~~December~~March 31, ~~2021,~~2022, and through the date of this report. The accounting matters assessed included, but were not limited to, the Company’s allowance for credit losses, as well as the carrying value of goodwill and other long-lived assets. While there was not a material impact to the Company’s condensed consolidated financial statements as of and for the fiscal quarter ended ~~December~~March 31, ~~2021,~~2022, the Company’s future assessment of the magnitude and duration of COVID-19, as well as other factors, could result in material impacts to the Company’s condensed consolidated financial statements in future reporting periods.

NOTE 2: RECENT ACCOUNTING PRONOUNCEMENTS

Recently Adopted Accounting Guidance

In December of 2019, the FASB issued Accounting Standards Update ("ASU") No. 2019-12, Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes, which removes certain exceptions and simplifies other requirements of Topic 740 guidance. The ASU was effective for the Company on July 1, 2021. The Company adopted ASU 2019-12 effective July 1, 2021 with no material impact on its condensed consolidated financial statements.

Not Yet Adopted

In October of 2021, the FASB issued ASU No. 2021-08, Business Combinations (Topic 805): Accounting for Contract Assets and Contract Liabilities from Contracts with Customers, which improves the accounting for acquired revenue contracts with customers in a business combination by addressing diversity in practice and inconsistency related to recognition of an acquired contract liability and payment terms and their effect on subsequent revenue

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recognized by the acquirer. The ~~Company plans to adopt~~ ASU ~~2021-08 when required, which will be~~is effective for fiscal years beginning after December 15, 2022, ~~including~~and interim periods within those fiscal years. The Company plans to adopt the ~~fiscal years,~~ASU effective July 1, 2023, and ~~should be applied~~will apply it prospectively to business combinations occurring on or after the effective date of this ASU. Although this ASU has no current effect on the Company's condensed consolidated financial statements, there could be an effect for any business combinations taking place after the effective date of this ASU.that date.

NOTE 3. REVENUE AND DEFERRED COSTS

Revenue Recognition

The Company generates revenue from data processing, transaction processing, software licensing and related services, professional services, and hardware sales.

Disaggregation of Revenue

The tables below present the Company's revenue disaggregated by type of revenue. Refer to Note 10, Reportable Segment Information, for disaggregated revenue by type and reportable segment. The majority of the Company’s

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revenue is earned domestically, with revenue from customers outside the United States comprising less than 1% of total revenue.


		Three Months Ended December 31,				Six Months Ended December 31,					Three Months Ended March 31,				Nine Months Ended March 31,
		2021		2020		2021		2020			2022		2021		2022		2021
Private and Public Cloud1	Private and Public Cloud1	$	138,340	$	124,498	$	273,982	$	245,456	Private and Public Cloud1	$	142,808	$	128,703	$	416,791	$	374,160
Product Delivery and Services	Product Delivery and Services	79,499		48,414		131,014		105,312		Product Delivery and Services	62,349		49,235		193,363		154,547
On-Premise Support2	On-Premise Support2	78,372		77,961		188,708		181,102		On-Premise Support2	77,764		76,701		266,471		257,802
Services and Support	Services and Support	296,211		250,873		593,704		531,870		Services and Support	282,921		254,639		876,625		786,509

Processing	Processing	197,685		171,488		388,248		342,291		Processing	195,339		179,137		583,587		521,429

Total Revenue	Total Revenue	$	493,896	$	422,361	$	981,952	$	874,161	Total Revenue	$	478,260	$	433,776	$	1,460,212	$	1,307,938

1 The name of this revenue stream was changed in fiscal 2021 from "outsourcing and cloud" to "private and public cloud" to better reflect the nature of the related revenue. However, the nature of the revenue included within this caption has not changed and is the same in the current fiscal quarter as it was in the comparative quarter of fiscal 2021 and prior.

2 The name of this revenue stream was changed in fiscal 2021 from "in-house support" to "on-premise support" to better reflect the nature of the related revenue. However, the nature of the revenue included within this caption has not changed and is the same in the current fiscal quarter as it was in the comparative quarter of fiscal 2021 and prior.

Contract Balances

The following table provides information about contract assets and contract liabilities from contracts with customers.


		December 31, 2021		June 30, 2021			March 31, 2022		June 30, 2021
Receivables, net	Receivables, net	$	236,096	$	306,564	Receivables, net	$	222,696	$	306,564
Contract Assets - Current	Contract Assets - Current	20,374		22,884		Contract Assets - Current	19,899		22,884
Contract Assets - Non-current	Contract Assets - Non-current	59,119		52,920		Contract Assets - Non-current	59,601		52,920
Contract Liabilities (Deferred Revenue) - Current	Contract Liabilities (Deferred Revenue) - Current	208,733		319,748		Contract Liabilities (Deferred Revenue) - Current	150,169		319,748
Contract Liabilities (Deferred Revenue) - Non-current	Contract Liabilities (Deferred Revenue) - Non-current	67,045		75,852		Contract Liabilities (Deferred Revenue) - Non-current	67,444		75,852

Contract assets primarily result from revenue being recognized when or as control of a solution or service is transferred to the customer, except where invoicing is contingent upon the completion of other performance obligations or payment terms differ from the provisioning of services. The current portion of contract assets is reported within prepaid expenses and other in the condensed consolidated balance sheet, and the non-current portion is included in other non-current assets. Contract liabilities (deferred revenue) primarily relate to consideration received from customers in advance of delivery of the related goods and services to the customer. Contract balances are reported in a net contract asset or liability position on a contract-by-contract basis at the end of each reporting period.

The Company analyzes contract language to identify if a significant financing component does exist and adjusts the transaction price for any material effects of the time value of money if the timing of payments provides either party to the contract with a significant benefit of financing the transaction.

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During the three months ended ~~December~~March 31, ~~2021~~2022 and ~~2020,~~2021, the Company recognized revenue of ~~$89,257~~$92,147 and ~~$79,421,~~$80,722, respectively, that was included in the corresponding deferred revenue balance at the beginning of the periods. For the ~~six~~nine months ended ~~December~~March 31, ~~2021~~2022 and ~~2020,~~2021, the Company recognized revenue of ~~$157,781~~$225,424 and ~~$156,666,~~$211,735, respectively, that was included in the corresponding deferred revenue balance at the beginning of the periods.

Amounts recognized that relate to performance obligations satisfied (or partially satisfied) in prior periods were immaterial for each period presented. These adjustments are primarily the result of transaction price re-allocations due to changes in estimates of variable consideration.

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Transaction Price Allocated to Remaining Performance Obligations

As of ~~December~~March 31, ~~2021,~~2022, estimated revenue expected to be recognized in the future related to performance obligations that are unsatisfied (or partially unsatisfied) at the end of the reporting period totaled ~~$5,154,912.~~$5,187,412. The Company expects to recognize approximately ~~26%~~25% over the next 12 months, 20% in 13-24 months, and the balance thereafter.

Contract Costs

The Company incurs incremental costs to obtain a contract as well as costs to fulfill contracts with customers that are expected to be recovered. These costs consist primarily of sales commissions, which are incurred only if a contract is obtained, and customer conversion or implementation-related costs. Capitalized costs are amortized based on the transfer of goods or services to which the asset relates, in line with the percentage of revenue recognized for each performance obligation to which the costs are allocated.

Capitalized costs totaled ~~$347,867~~$354,373 and $314,807 at ~~December~~March 31, ~~2021~~2022 and June 30, 2021, respectively.

For the three months ended ~~December~~March 31, ~~2021~~2022 and ~~2020,~~2021, amortization of deferred contract costs was ~~$32,154~~$31,444 and ~~$28,794,~~$29,384, respectively. During the ~~six~~nine months ended ~~December~~March 31, ~~2021,~~2022, and ~~2020,~~2021, amortization of deferred contract costs totaled ~~$67,998~~$99,441 and ~~$62,620,~~$92,004, respectively.

NOTE 4. FAIR VALUE OF FINANCIAL INSTRUMENTS

For cash equivalents, certificates of deposit, amounts receivable or payable, and short-term borrowings, fair values approximate carrying value, based on the short-term nature of the assets and liabilities.

The Company's estimates of the fair value for financial assets and financial liabilities are based on the framework established in the fair value accounting guidance. The framework is based on the inputs used in valuation, gives the highest priority to quoted prices in active markets, and requires that observable inputs be used in the valuations when available. The three levels of the hierarchy are as follows:

Level 1: inputs to the valuation are quoted prices in an active market for identical assets

Level 2: inputs to the valuation include quoted prices for similar assets in active markets that are observable either directly or indirectly

Level 3: valuation is based on significant inputs that are unobservable in the market and the Company's own estimates of assumptions that we believe market participants would use in pricing the asset

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Fair value of financial assets included in current assets is as follows:


		Estimated Fair Value Measurements						Total Fair			Estimated Fair Value Measurements						Total Fair
		Level 1		Level 2		Level 3		Value			Level 1		Level 2		Level 3		Value
December 31, 2021
March 31, 2022										March 31, 2022
Financial Assets:	Financial Assets:									Financial Assets:

Certificates of Deposit	Certificates of Deposit	$	—	$	1,209	$	—	$	1,209	Certificates of Deposit	$	—	$	1,212	$	—	$	1,212
Financial Liabilities:	Financial Liabilities:									Financial Liabilities:
Revolving credit facility	Revolving credit facility	$	—	$	240,000	$	—	$	240,000	Revolving credit facility	$	—	$	225,000	$	—	$	225,000
June 30, 2021	June 30, 2021									June 30, 2021
Financial Assets:	Financial Assets:									Financial Assets:
Certificates of Deposit	Certificates of Deposit	$	—	$	1,200	$	—	$	1,200	Certificates of Deposit	$	—	$	1,200	$	—	$	1,200

Financial Liabilities:	Financial Liabilities:									Financial Liabilities:
Revolving credit facility	Revolving credit facility	$	—	$	100,000	$	—	$	100,000	Revolving credit facility	$	—	$	100,000	$	—	$	100,000

NOTE 5. LEASES

The Company determines if an arrangement is a lease at inception. The lease term begins on the commencement date, which is the date the Company takes possession of the property and may include options to extend or terminate the lease when it is reasonably certain that the option will be exercised. Right-of-use (“ROU”) assets represent the Company’s right to use an underlying asset for the lease term, and lease liabilities represent the Company’s obligation to make lease payments arising from the lease. Lease agreements with lease and non-lease

components are accounted for as a single lease component for all asset classes, which are comprised of real estate leases and equipment leases. ROU assets and lease liabilities are recognized at the commencement date based on the present value of lease payments over the lease term. Since the Company’s leases do not typically provide an implicit rate, the Company uses its incremental borrowing rate based upon the information available at commencement date. The determination of the incremental borrowing rate requires judgment and is determined by using the Company’s current unsecured borrowing rate, adjusted for various factors such as collateralization and term to align with the terms of the lease.

The Company leases certain office space, data centers and equipment with remaining terms of 1 to 12 years. Certain leases contain renewal options for varying periods, which are at the Company’s sole discretion. For leases where the Company is reasonably certain to exercise a renewal option, such option periods have been included in the determination of the Company’s ROU assets and lease liabilities. Certain leases require the Company to pay taxes, insurance, maintenance, and other operating expenses associated with the leased asset. Such amounts are not included in the measurement of the lease liability to the extent they are variable in nature. Variable lease costs are recognized as a variable lease expense when incurred.

At ~~December~~March 31, ~~2021,~~2022, and June 30, 2021, the Company had operating lease assets of ~~$51,888~~$49,170 and $55,977 and financing lease assets of ~~$124~~$100 and $188, respectively. At ~~December~~March 31, ~~2021,~~2022, total operating lease liabilities of ~~$56,653~~$53,845 were comprised of current operating lease liabilities of ~~$11,623~~$10,938 and noncurrent operating lease liabilities of ~~$45,030,~~$42,907, and total financing lease liabilities of ~~$129~~$103 were comprised of current financing lease liabilities of ~~$103~~$101 and noncurrent financing lease liabilities of ~~$26.~~$2. At June 30, 2021, total operating lease liabilities of $60,828 were comprised of current operating lease liabilities of $11,460 and noncurrent operating lease liabilities of $49,368, and total financing lease liabilities of $193 were comprised of current financing lease liabilities of $110 and noncurrent financing lease liabilities of $83.

Operating lease assets are included within other non-current assets and operating lease liabilities are included within accrued expenses (current portion) and other long-term liabilities (noncurrent portion) in the Company’s condensed consolidated balance sheet. Operating lease assets were recorded net of accumulated amortization of ~~$27,625~~$29,413 and $23,813 as of ~~December~~March 31, ~~2021,~~2022, and June 30, 2021, respectively. Financing lease assets are included within property and equipment, net and financing lease liabilities are included within notes payable (current portion) and long-term debt (noncurrent portion) in the Company’s condensed consolidated balance sheet. Financing lease assets were recorded net of accumulated amortization of ~~$206~~$231 and $153 as of ~~December~~March 31, ~~2021,~~2022, and June 30, 2021, respectively.

Operating lease costs for the three months ended ~~December~~March 31, 2022, and 2021, were $3,182 and ~~2020, were $3,327 and $3,766,~~$3,573, respectively. Financing lease costs for the three months ended ~~December~~March 31, 2022, and 2021, ~~and 2020,~~ were ~~$27~~$25 and $30, respectively. Total operating and financing lease costs for the respective quarters included variable lease costs of approximately ~~$441~~$640 and ~~$809,~~$1,015, respectively. Operating lease costs for the ~~six~~nine months ended ~~December~~March 31, 2022, and 2021, were $9,942 and ~~2020, were $6,759 and $7,675,~~$11,312, respectively. Financing lease costs for the ~~six~~nine months ended ~~December~~March 31, 2022, and 2021, were $80 and ~~2020, were $55 and $30,~~$92, respectively. Total operating and financing lease costs for the respective fiscal year-to-date periods included variable lease costs of approximately ~~$840~~$1,480 and ~~$2,189.~~$3,205. Operating and financing lease expense are included within cost of services, research and development, and selling, general and administrative expense, dependent upon the nature and use of the ROU asset, in the Company’s condensed consolidated statement of income.

For the ~~six~~nine months ended ~~December~~March 31, ~~2021,~~2022, and ~~2020,~~2021, the Company had operating cash flows for payments on operating leases of ~~$6,802~~$9,947 and ~~$6,872,~~$10,121, respectively, and ROU assets obtained in exchange for operating lease liabilities of ~~$1,870~~$1,985 and ~~$4,485,~~$4,746, respectively. Financing cash flows for payments on financing leases for the ~~six~~nine months ended ~~December~~March 31, 2022, and 2021, were $83 and ~~2020, were $55 and $63,~~$91, respectively.

As of ~~December~~March 31, ~~2021,~~2022, and June 30, 2021, the weighted average remaining lease term for the Company's operating leases was 77 months and 81 months, respectively, and the weighted average discount rate was ~~2.62%~~2.61% and 2.67%, respectively. As of ~~December~~March 31, ~~2021,~~2022, and June 30, 2021, the weighted average remaining lease term for the Company's financing leases was 1512 months and 21 months, respectively. The weighted average discount rate for the Company's financing leases was 2.36% and 2.39% as of ~~December~~March 31, ~~2021,~~2022, and June 30, 2021, respectively.

Maturity of Lease Liabilities under ASC 842

Future minimum rental payments on operating leases with initial non-cancellable lease terms in excess of one year were due as follows at ~~December~~March 31, 2021*2022*:


Due Dates (fiscal year)	Due Dates (fiscal year)	Future Minimum Rental Payments		Due Dates (fiscal year)	Future Minimum Rental Payments

2022 (remaining period)	2022 (remaining period)	6,617		2022 (remaining period)	$	3,169
2023	2023	12,089		2023	11,859
2024	2024	10,029		2024	10,149
2025	2025	7,266		2025	7,390
2026	2026	6,342		2026	6,468
Thereafter	Thereafter	19,388		Thereafter	19,561
Total lease payments	Total lease payments	$	61,731	Total lease payments	$	58,596
Less: interest	Less: interest	(5,078)		Less: interest	(4,751)
Present value of lease liabilities	Present value of lease liabilities	$	56,653	Present value of lease liabilities	$	53,845

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

Lease payments included $5,464 related to options to extend lease terms that are reasonably certain of being exercised. At ~~December~~March 31, ~~2021,~~2022, the Company had ~~$60~~approximately $1,418 in legally binding lease payments for ~~one lease~~two leases that ~~was~~were signed but not yet commenced. The lease commencement ~~date is March~~dates are July 1, 2022 and November 1, 2022, and the lease ~~term is 36 months.~~terms are 84 months and 60 months, respectively.

NOTE 6. DEBT

Revolving credit facility

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financial covenants that require the Company to maintain certain financial ratios as defined in the credit facility agreement. As of ~~December~~March 31, ~~2021,~~2022, the Company was in compliance with all such covenants. The revolving credit facility terminates February 10, 2025. There was ~~$240,000~~$225,000 outstanding under the credit facility at ~~December~~March 31, ~~2021,~~2022, and $100,000 outstanding balance at June 30, 2021.

Other lines of credit

The Company has an unsecured bank credit line which provides for funding of up to $5,000 and bears interest at the prime rate less 1%. The credit line expires on April 30, 2023. There was no balance outstanding at ~~December~~March 31, ~~2021,~~2022, or June 30, 2021.

Interest

The Company paid interest of ~~$604~~$1,235 and ~~$105~~$525 during the ~~six~~nine months ended ~~December~~March 31, ~~2021,~~2022, and ~~2020,~~2021, respectively.

NOTE 7. INCOME TAXES

Provision for income taxes increased for the three months ended ~~December~~March 31, ~~2021,~~2022, compared to the three months ended ~~December~~March 31, ~~2020,~~2021, with an effective tax rate of 23.6% of income before income taxes, compared to ~~23.1%~~21.5% in the prior-year fiscal quarter. The increase in the effective tax rate comparing the three-month periods ended ~~December~~March 31 was primarily due to differences in the impact of increases in operating income relative to the impact of other items affecting the effective tax rate in the current ~~period.~~

~~Table~~period, the most significant of ~~Contents~~

which are federal and state income tax credits.

For the ~~six~~nine months ended ~~December~~March 31, ~~2021,~~2022, provision for income taxes increased compared to the ~~six~~nine months ended ~~December~~March 31, ~~2020,~~2021, with an effective tax rate of 23.5% of income before income taxes, compared to ~~22.7%~~22.3% for the same period last fiscal year. The increase in the effective tax rate comparing the fiscal year-to-date periods ended ~~December~~March 31 was primarily due to the relative impact of the increase in operating income in the current fiscal year-to-date period and a larger excess tax benefit received from share-based compensation in the prior fiscal year-to-date period.

The Company paid income taxes, net of refunds, of ~~$40,687~~$44,245 and ~~$24,794~~$40,440 in the ~~six~~nine months ended ~~December~~March 31, ~~2021,~~2022, and ~~2020,~~2021, respectively.

At ~~December~~March 31, ~~2021,~~2022, the Company had ~~$9,594~~$10,000 of gross unrecognized tax benefits before interest and penalties, ~~$8,891~~$9,267 of which, if recognized, would affect our effective tax rate. The Company had accrued interest and penalties of ~~$1,425~~$1,542 and ~~$1,896~~$2,035 related to uncertain tax positions at ~~December~~March 31, ~~2021,~~2022, and ~~2020,~~2021, respectively.

The U.S. federal and state income tax returns for fiscal 2018 and all subsequent years remain subject to examination as of ~~December~~March 31, ~~2021,~~2022, under statute of limitations rules. The Company ~~believes it is reasonably possible that~~anticipates reductions of the ~~liability for~~ unrecognized tax benefits ~~could reduce by~~balance of $3,500 to $4,500 within twelve months of ~~December~~March 31, ~~2021,~~2022, due to potential changes from lapsing statutes of limitations and examination closures.

NOTE 8. STOCK-BASED COMPENSATION

Our operating income for the three months ended ~~December~~March 31, 2022, and 2021, included $6,276 and ~~2020, included $6,956 and $5,127~~$5,207 of stock-based compensation costs, respectively. Our operating income for the ~~six~~nine months ended ~~December~~March 31, 2022, and 2021, included $19,303 and ~~2020, included $13,027 and $9,752~~$14,959 of stock-based compensation costs, respectively.

Stock Options

On November 10, 2015, the Company adopted the 2015 Equity Incentive Plan ("2015 EIP") for its employees and non-employee directors. The plan allows for grants of stock options, stock appreciation rights, restricted stock shares or units, and performance shares or units. The maximum number of shares authorized for issuance under the plan is 3,000. For stock options, terms and vesting periods of the options are determined by the Compensation Committee of the Board of Directors when granted. The option period must expire not more than ten years from the option grant date. The options terminate upon surrender of the option, ninety days after termination of employment, or upon the expiration of one year following notification of a deceased optionee. The options granted under this plan are exercisable beginning three years after the grant date at an exercise price equal to 100% of the fair market value of the stock at the grant date. ~~The options terminate upon surrender~~

Table of ~~the option, ninety days after termination of employment, upon the expiration of one year following notification of a deceased optionee, or ten years after grant.~~Contents

A summary of option plan activity under this plan is as follows:


		Number of Shares	Weighted Average Exercise Price		Aggregate Intrinsic Value			Number of Shares	Weighted Average Exercise Price		Aggregate Intrinsic Value
Outstanding July 1, 2021	Outstanding July 1, 2021	22	$	87.27			Outstanding July 1, 2021	22	$	87.27
Granted	Granted	—	—				Granted	—	—
Forfeited	Forfeited	—	—				Forfeited	—	—
Exercised	Exercised	—	—				Exercised	(10)	87.27
Outstanding December 31, 2021		22	$	87.27	$	1,729
Vested and Expected to Vest December 31, 2021		22	$	87.27	$	1,729
Exercisable December 31, 2021		22	$	87.27	$	1,729
Outstanding March 31, 2022							Outstanding March 31, 2022	12	$	87.27	$	1,283
Vested and Expected to Vest March 31, 2022							Vested and Expected to Vest March 31, 2022	12	$	87.27	$	1,283
Exercisable March 31, 2022							Exercisable March 31, 2022	12	$	87.27	$	1,283

At ~~December~~March 31, ~~2021,~~2022, there was no compensation cost yet to be recognized related to outstanding options. For options currently exercisable, the weighted average remaining contractual term (remaining period of exercisability) as of ~~December~~March 31, ~~2021,~~2022, was ~~4.50~~4.25 years.

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The Company issues unit awards under the 2015 EIP. The following table summarizes non-vested performance and restricted stock unit awards as of ~~December~~March 31, ~~2021:~~2022:


		Units	Weighted Average Grant Date Fair Value		Aggregate Intrinsic Value			Units	Weighted Average Grant Date Fair Value		Aggregate Intrinsic Value
Outstanding July 1, 2021	Outstanding July 1, 2021	294	$	160.22			Outstanding July 1, 2021	294	$	160.22
Granted	Granted	130	178.47				Granted	133	178.36
Vested	Vested	(40)	148.56				Vested	(63)	143.93
Forfeited	Forfeited	(41)	198.03				Forfeited	(50)	191.11
Outstanding December 31, 2021		343	$	163.99	$	57,242
Outstanding March 31, 2022							Outstanding March 31, 2022	314	$	166.25	$	61,821

The ~~130~~133 unit awards granted in fiscal 2022 had service requirements and performance targets, with 8285 having only service requirements. The unit awards with only service requirements were valued at the weighted average fair value of the non-vested units based on the fair market value of the Company’s equity shares on the grant date, less the present value of expected future dividends to be declared during the vesting period, consistent with the methodology for calculating compensation expense on such awards.

The remaining 48 unit awards granted in fiscal 2022 have performance targets along with service requirements. 19 of these performance and service requirement unit awards were valued at grant by estimating 100% payout at release and using the fair market value of the Company equity shares on the grant date, less the present value of expected future dividends to be declared during the vesting period. The payout at release of approximately half of these unit awards will be determined based on the Company's compound annual growth rate (CAGR) for revenue (excluding adjustments) for the three-year vesting period compared against goal thresholds as defined in the award agreement. The performance payout at release of the other half of these unit awards will be determined based on the expansion of the Company's non-GAAP operating margin over the three-year vesting period compared against goal thresholds as defined in the award agreement. The other 29 performance and service requirement unit awards were valued at grant using a Monte Carlo pricing model as of the measurement date customized to the specific provisions of the Company’s plan design. Per the Company's award vesting and settlement provisions, the awards that utilized a Monte Carlo pricing model were valued at grant on the basis of Total Shareholder Return (TSR) in comparison to the custom peer group comprised of participants approved by the Compensation Committee of the Company's Board of Directors for fiscal year 2022. The Monte Carlo inputs used in the model to estimate fair value at the measurement date and resulting values for these performance unit awards are as follows.

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Fiscal year 2022 Monte Carlo award inputs:
Volatility	28.55		%
Risk free interest rate	0.32		%
Annual dividend based on most recent quarterly dividend	$	1.84
Beginning TSR	65		%

At ~~December~~March 31, ~~2021,~~2022, there was ~~$29,290~~$23,813 of compensation expense, excluding forfeitures, that has yet to be recognized related to non-vested restricted stock unit awards, which will be recognized over a weighted average period of ~~1.39~~1.32 years.

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NOTE 9. EARNINGS PER SHARE

The following table reflects the reconciliation between basic and diluted earnings per share.


		Three Months Ended December 31,				Six Months Ended December 31,					Three Months Ended March 31,				Nine Months Ended March 31,
		2021		2020		2021		2020			2022		2021		2022		2021
Net Income	Net Income	$	95,670	$	71,982	$	197,783	$	163,198	Net Income	$	84,707	$	71,409	$	282,490	$	234,607
Common share information:	Common share information:									Common share information:
Weighted average shares outstanding for basic earnings per share1	Weighted average shares outstanding for basic earnings per share1	73,580		76,202		73,798		76,354		Weighted average shares outstanding for basic earnings per share1	72,835		75,357		73,477		76,022
Dilutive effect of stock options and restricted stock	Dilutive effect of stock options and restricted stock	117		78		122		142		Dilutive effect of stock options and restricted stock	184		74		142		119
Weighted average shares outstanding for diluted earnings per share1	Weighted average shares outstanding for diluted earnings per share1	73,697		76,280		73,920		76,496		Weighted average shares outstanding for diluted earnings per share1	73,019		75,431		73,619		76,141
Basic earnings per share2	Basic earnings per share2	$	1.30	$	0.94	$	2.68	$	2.14	Basic earnings per share2	$	1.16	$	0.95	$	3.84	$	3.09
Diluted earnings per share2	Diluted earnings per share2	$	1.30	$	0.94	$	2.68	$	2.13	Diluted earnings per share2	$	1.16	$	0.95	$	3.84	$	3.08

1The change in weighted average shares outstanding is primarily due to the weighted effect of the Company's repurchase of 2,800 shares of common stock during all of fiscal 2021 ~~(675~~(2,500 shares repurchased during the first ~~half~~three quarters of fiscal 2021) and the repurchase of 1,250 shares during fiscal year-to-date 2022.

2Common stock repurchases during the trailing twelve months contributed ~~$0.05~~$0.02 to diluted earnings per share for the ~~second~~third fiscal quarter and ~~$0.09~~$0.05 for year-to-date fiscal 2022.

Per share information is based on the weighted average number of common shares outstanding for the three and ~~six~~nine months ended ~~December~~March 31, ~~2021,~~2022, and ~~2020.~~2021. Stock options and restricted stock units have been included in the calculation of earnings per share to the extent they are dilutive. There were 28nominal and 2310 anti-dilutive stock options or restricted stock units excluded for the three and ~~six~~nine months ended ~~December~~March 31, ~~2021,~~2022, respectively, and 21there were none excluded for both the three and ~~six~~nine months ended ~~December~~March 31, ~~2020.~~2021.

NOTE 10. REPORTABLE SEGMENT INFORMATION

The Company is a provider of integrated computer systems that perform data processing (available for on-premise installations or JKHY cloud-based services) for banks and credit unions.

The Company’s operations are classified into 4 reportable segments: Core, Payments, Complementary, and Corporate and Other. The Core segment provides core information processing platforms to banks and credit unions, which consist of integrated applications required to process deposit, loan, and general ledger transactions, and maintain centralized customer/member information. The Payments segment provides secure payment processing tools and services, including ATM, debit, and credit card transaction processing services, online and mobile bill pay solutions, Automated Clearing House ("ACH") origination and remote deposit capture processing, and risk management products and services. The Complementary segment provides additional software and services that can be integrated with our core solutions, and many can be used independently. The Corporate and Other segment includes hardware revenue and costs, as well as operating costs not directly attributable to the other three segments.

Immaterial adjustments were made to reclassify cost of revenue in the quarter and year-to-date periods of fiscal 2021 from the Core segment to the Corporate and Other segment to be consistent with the current allocation of cost

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of revenue by segment. The amounts reclassified for the three and nine months ended March 31, 2021 were $34 and $97, respectively.

The Company evaluates the performance of its segments and allocates resources to them based on various factors, including performance against trend, budget, and forecast. Only revenue and costs of revenue are considered in the evaluation for each segment.

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		Three Months Ended											Three Months Ended
		December 31, 2021											March 31, 2022
		Core		Payments		Complementary		Corporate and Other		Total			Core		Payments		Complementary		Corporate and Other		Total
REVENUE	REVENUE											REVENUE
Services and Support	Services and Support	$	145,699	$	23,944	$	112,490	$	14,078	$	296,211	Services and Support	$	141,194	$	22,455	$	107,730	$	11,542	$	282,921
Processing	Processing	9,179		158,584		29,234		688		197,685		Processing	9,605		155,092		29,980		662		195,339
Total Revenue	Total Revenue	154,878		182,528		141,724		14,766		493,896		Total Revenue	150,799		177,547		137,710		12,204		478,260

Cost of Revenue	Cost of Revenue	64,554		95,570		58,151		64,550		282,825		Cost of Revenue	66,576		94,628		58,957		62,178		282,339
Research and Development	Research and Development									29,916		Research and Development									30,725
Selling, General, and Administrative	Selling, General, and Administrative									55,493		Selling, General, and Administrative									53,607

Total Expenses	Total Expenses									368,234		Total Expenses									366,671

SEGMENT INCOME	SEGMENT INCOME	$	90,324	$	86,958	$	83,573	$	(49,784)			SEGMENT INCOME	$	84,223	$	82,919	$	78,753	$	(49,974)

OPERATING INCOME	OPERATING INCOME									125,662		OPERATING INCOME									111,589

INTEREST INCOME (EXPENSE)	INTEREST INCOME (EXPENSE)									(441)		INTEREST INCOME (EXPENSE)									(688)

INCOME BEFORE INCOME TAXES	INCOME BEFORE INCOME TAXES									$	125,221	INCOME BEFORE INCOME TAXES									$	110,901

Three Months Ended
December 31, 2020
Core Payments Complementary Corporate and Other Total
REVENUE
Services and Support $ 126,758 $ 14,807 $ 98,829 $ 10,479 $ 250,873
Processing 8,190 140,375 22,579 344 171,488
Total Revenue 134,948 155,182 121,408 10,823 422,361
Cost of Revenue 58,485 86,455 52,407 60,435 257,782
Research and Development 26,780
Selling, General, and Administrative 44,167
Total Expenses 328,729
SEGMENT INCOME $ 76,463 $ 68,727 $ 69,001 $ (49,612)
OPERATING INCOME 93,632
INTEREST INCOME (EXPENSE) (65)
INCOME BEFORE INCOME TAXES $ 93,567


	Three Months Ended
	March 31, 2021
	Core		Payments		Complementary		Corporate and Other		Total
REVENUE
Services and Support	$	126,400	$	15,978	$	100,421	$	11,840	$	254,639
Processing	8,749		144,863		25,010		515		179,137
Total Revenue	135,149		160,841		125,431		12,355		433,776

Cost of Revenue	63,225		87,628		54,207		62,710		267,770
Research and Development									27,395
Selling, General, and Administrative									47,408


Total Expenses									342,573

SEGMENT INCOME	$	71,924	$	73,213	$	71,224	$	(50,355)

OPERATING INCOME									91,203

INTEREST INCOME (EXPENSE)									(266)

INCOME BEFORE INCOME TAXES									$	90,937

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Six Months Ended
December 31, 2021
Core Payments Complementary Corporate & Other Total
REVENUE
Services and Support 301,536 39,594 227,443 25,131 593,704
Processing 18,627 312,556 55,762 1,303 388,248
Total Revenue 320,163 352,150 283,205 26,434 981,952
Cost of Revenue 131,456 188,795 113,635 125,574 559,460
Research and Development 56,670
Selling, General, and Administrative 106,565
Total Expenses 722,695
SEGMENT INCOME $ 188,707 $ 163,355 $ 169,570 $ (99,140)
OPERATING INCOME 259,257
INTEREST INCOME (EXPENSE) (683)
INCOME BEFORE INCOME TAXES $ 258,574



	Nine Months Ended
	March 31, 2022
	Core		Payments		Complementary		Corporate & Other		Total
REVENUE
Services and Support	442,730		62,049		335,174		36,672		876,625
Processing	28,232		467,648		85,741		1,966		583,587
Total Revenue	470,962		529,697		420,915		38,638		1,460,212

Cost of Revenue	198,032		283,423		172,593		187,751		841,799
Research and Development									87,394
Selling, General, and Administrative									160,172


Total Expenses									1,089,365

SEGMENT INCOME	$	272,930	$	246,274	$	248,322	$	(149,113)

OPERATING INCOME									370,847

INTEREST INCOME (EXPENSE)									(1,371)

INCOME BEFORE INCOME TAXES									$	369,476


		Six Months Ended											Nine Months Ended
		December 31, 2020											March 31, 2021
		Core		Payments		Complementary		Corporate & Other		Total			Core		Payments		Complementary		Corporate & Other		Total
REVENUE	REVENUE											REVENUE
Services and Support	Services and Support	$	271,344	$	31,111	$	207,378	$	22,037	$	531,870	Services and Support	$	397,744	$	47,090	$	307,798	$	33,877	$	786,509
Processing	Processing	16,759		280,804		44,384		344		342,291		Processing	25,509		425,666		69,395		859		521,429
Total Revenue	Total Revenue	288,103		311,915		251,762		22,381		874,161		Total Revenue	423,253		472,756		377,193		34,736		1,307,938

Cost of Revenue	Cost of Revenue	122,347		172,783		104,431		121,150		520,711		Cost of Revenue	185,571		260,411		158,638		183,861		788,481
Research and Development	Research and Development									52,837		Research and Development									80,233��
Selling, General, and Administrative	Selling, General, and Administrative									89,393		Selling, General, and Administrative									136,801

Total Expenses	Total Expenses									662,941		Total Expenses									1,005,515

SEGMENT INCOME	SEGMENT INCOME	$	165,756	$	139,132	$	147,331	$	(98,769)			SEGMENT INCOME	$	237,682	$	212,345	$	218,555	$	(149,125)

OPERATING INCOME	OPERATING INCOME									211,220		OPERATING INCOME									302,423

INTEREST INCOME (EXPENSE)	INTEREST INCOME (EXPENSE)									(115)		INTEREST INCOME (EXPENSE)									(381)

INCOME BEFORE INCOME TAXES	INCOME BEFORE INCOME TAXES									$	211,105	INCOME BEFORE INCOME TAXES									$	302,042

The Company has not disclosed any additional asset information by segment, as the information is not generated for internal management reporting to the Chief Executive Officer, who is also the Chief Operating Decision Maker.

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NOTE 11: SUBSEQUENT EVENTS

None.

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

This discussion and analysis should be read in conjunction with the condensed consolidated financial statements and the accompanying notes to the condensed consolidated financial statements included in this Form 10-Q for the fiscal quarter ended ~~December~~March 31, ~~2021.~~2022.

OVERVIEW

Jack Henry & Associates, Inc. ("JKHY") is a leading provider of technology solutions and payment processing services primarily for financial services organizations. Its solutions are marketed and supported through three primary brands. Jack Henry Banking® provides innovative solutions to community and regional banks. Symitar® provides industry-leading solutions to credit unions of all sizes. ProfitStars® offers highly specialized solutions to financial institutions of every asset size, as well as diverse corporate entities outside of the financial services industry, to mitigate and control risks, optimize revenue and growth opportunities, and contain costs. JKHY's integrated solutions are generally available for on-premise installation and delivery in our JKHY private or the public cloud.

Our two primary revenue streams are "services and support" and "processing." Services and support includes: "private and public cloud" fees (formerly known as "outsourcing and cloud" fees - see Note 3 to the condensed consolidated financial statements) that predominantly have contract terms of seven years or longer at inception; "product delivery and services" revenue, which includes revenue from the sales of licenses, implementation services, deconversion fees, consulting, and hardware; and "on-premise support" revenue (formerly known as "in-house support" revenue - see Note 3 to the condensed consolidated financial statements), composed of maintenance fees which primarily contain annual contract terms. Processing revenue includes: "remittance" revenue from payment processing, remote capture, and ACH transactions; "card" fees, including card transaction processing and monthly fees; and "transaction and digital" revenue, which includes transaction and mobile processing fees. We continually seek opportunities to increase revenue while at the same time containing costs to expand margins.

All amounts in the following discussion are in thousands, except per share amounts.

COVID-19 Impact and Response

Since its outbreak in early calendar 2020, COVID-19 has rapidly spread and continues to represent a public health concern. The health, safety, and well-being of our employees and customers is of paramount importance to us. In March 2020, we established an internal task force composed of executive officers and other members of management to frequently assess updates to the COVID-19 situation and recommend Company actions. We offered remote working as a recommended option to employees whose job duties allowed them to work off-site, and we suspended all non-essential business travel. This company-wide recommendation initially extended until July 1, 2021, at which point we began transition to a return to our facilities and normalization of travel activities. However, we reimplemented our company-wide recommendation for remote work on August 3, 2021, based on new virus variants and increased infection rates. This remote work recommendation remains in effect as of February 4, 2022. For those employees who are at our facilities, we have introduced enhanced sanitation procedures and require face masks for both vaccinated and unvaccinated employees. We have not required employees who return to our facilities to receive vaccinations, but we have provided information on vaccine providers, as well as hosted on-site COVID-19 vaccination clinics at several of our facilities for our employees and their families. As of ~~February 4,~~April 29, 2022, the majority of our employees were continuing to work remotely either full time or in a hybrid capacity. ~~Once~~We have announced that our official return-to-office date is September 6, 2022, though employees can voluntarily return to the ~~remote work recommendation is lifted, individual~~office on May 2, 2022. Individual decisions on returning to the office will be manager-coordinated and based on conversations with specific teams and departments. A large number of our employees have requested to remain fully remote or participate in a hybrid approach where they would split their time between remote and in-person working. While our business travel has increased in recent months, we continue to encourage a cautious approach to business travel activities.

Customers

We work closely with our customers who are scheduled for on-site visits to ensure their needs are met while taking necessary safety precautions when our employees are required to be at a customer site. Delays of customer system installations due to COVID-19 have been limited, and we have developed processes to handle remote installations when available. We expect these processes to provide flexibility and value both during and after the COVID-19 pandemic. Even though a substantial portion of our workforce has worked remotely during the outbreak and business travel has been limited, we have not yet experienced significant disruption to our operations. We

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

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Financial impact

Despite the changes and restrictions caused by COVID-19, the overall financial and operational impact on our business has been limited and our liquidity, balance sheet, and business trends remain strong. We experienced positive operating cash flows during fiscal 2021 and the first ~~six~~nine months of fiscal 2022, and we do not expect that to change in the near term. However, we are unable to accurately predict the future impact of COVID-19 due to a number of uncertainties, including further government actions; the duration, severity and recurrence of the outbreak, including the onset of variants of the virus; the effectiveness of vaccines against new variants; the development and effectiveness of treatments; the effect on the economy generally; the potential impact to our customers, vendors, and employees; and how the potential impact might affect future customer services, processing and installation-related revenue, and processes and efficiencies within the Company directly or indirectly impacting financial results. We will continue to monitor COVID-19 and its possible impact on the Company and to take steps necessary to protect the health and safety of our employees and customers.

RESULTS OF OPERATIONS

For the ~~second~~third quarter of fiscal 2022, total revenue increased ~~17%~~10%, or ~~$71,535,~~$44,484, compared to the same quarter in fiscal 2021. Total revenue less deconversion fee and acquisition and divestiture revenues of ~~$26,903~~$17,431 and ~~$96,~~$71, respectively, for the current fiscal quarter and less deconversion fee revenues of ~~$2,155~~$4,367 for the prior fiscal quarter, results in an increase of ~~11%~~7%, quarter over quarter. This increase was primarily driven by growth in public and private cloud, ~~revenue, card,~~ transaction and digital, ~~and~~ remittance processing, ~~revenues,~~card processing, and ~~increased~~ implementation fee ~~revenue.~~revenues.

Operating expenses increased ~~12%~~7% for the ~~second~~third quarter of fiscal 2022 compared to the ~~second~~third quarter of fiscal 2021, primarily due to increased direct costs and higher personnel ~~costs, and increased operating licenses and fees.~~costs. The increase in direct costs was primarily related to increased card volume activity processed through our card payment processing platform and Jack Henry digital and were in alignment with the increases in revenue described above. Higher personnel costs were primarily related to salary and pay-related increases in the trailing twelve months.

Operating income increased ~~34%~~22% for the ~~second~~third quarter of fiscal 2022 compared to the ~~second~~third quarter of fiscal 2021. Operating income less deconversion fee operating income of ~~$24,356~~$15,482 and adjusted for acquisition and divestiture operating loss of ~~$21~~$306 for the current fiscal quarter, and less deconversion fee operating income of ~~$1,919 and a gain on disposals of $2,040~~$3,967 for the prior fiscal quarter, results in ~~a 13%~~an 11% increase for the ~~second~~third quarter of fiscal 2022, quarter over quarter. This increase in operating income was primarily driven by revenue growth partially offset by increased operating expenses, as detailed above.

The provision for income taxes increased ~~37%~~34% for the ~~second~~third quarter of fiscal 2022 compared to the prior fiscal ~~second~~third quarter. The effective tax rate for the ~~second~~third quarter of fiscal 2022 was 23.6% compared to ~~23.1%~~21.5% for the same quarter a year ago. The increase in the effective tax rate was primarily due to differences in the ~~relative~~ impact of ~~the increase~~increases in operating income ~~quarter over quarter.~~relative to the impact of other items affecting the effective tax rate in the current fiscal period, the most significant of which are federal and state income tax credits.

Due to the above changes, net income increased ~~33%~~19% for the ~~second~~third quarter of fiscal 2022 compared to the ~~second~~third quarter of fiscal 2021.

For the ~~six~~nine months ended ~~December~~March 31, ~~2021,~~2022, total revenue increased 12%, or ~~$107,791,~~$152,274, over the ~~six~~nine months ended ~~December~~March 31, ~~2020.~~2021. Total revenue less deconversion fee and acquisition and divestiture revenues of ~~$30,627~~$48,058 and ~~$202,~~$273, respectively, for the current fiscal ~~year~~ period and deconversion fee and acquisition and divestiture revenues of ~~$8,037~~$12,405 and $1,182, respectively, for the prior fiscal ~~year~~ period, results in a ~~10%~~9% increase for the period compared to the same period a year ago. This total revenue increase was primarily driven by growth in public and private cloud, ~~revenue,~~ card processing, remittance ~~and~~processing, transaction and digital, ~~processing revenues,~~ and ~~increased~~ implementation fee ~~revenue.~~revenues.

Operating expenses for the ~~six~~nine months ended ~~December~~March 31, ~~2021,~~2022, increased 9%8% compared to the equivalent period in the prior fiscal year, primarily due to increased direct costs, higher personnel costs, and increased operating licenses and fees. The increased direct costs were primarily related to increased card volume activity processed through our card payment processing platform and Jack Henry digital and were in alignment with the increases in revenue described above. Higher personnel costs were primarily related to salary and pay-related increases in the trailing twelve months.

Operating income increased 23% for the ~~six~~nine months ended ~~December~~March 31, ~~2021,~~2022, compared to the ~~six~~nine months ended ~~December~~March 31, ~~2020.~~2021. Operating income less deconversion fee operating income of ~~$27,540~~$43,022 and adjusted for acquisition and divestiture operating loss of ~~$66~~$372 for the current fiscal ~~year~~ period, and less deconversion fee operating income of ~~$7,138~~$11,105 and income from divestitures and a gain on disposals totaling ~~$2,409~~$2,410 for the prior fiscal period, results in a 14% increase for the nine months ended March 31, 2022, compared to the same period a year ago. This increase

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~~year period, results in a 15% increase for the six months ended December 31, 2021, compared to the same period a year ago. This increase~~ was primarily driven by revenue growth described above partially offset by increased operating expenses, as detailed above.

The provision for income taxes increased ~~27%~~29% for the ~~six~~nine months ended ~~December~~March 31, ~~2021,~~2022, compared to the ~~prior fiscal year-to-date period.~~nine months ended March 31, 2021. The effective tax rate for the ~~six months ended December 31, 2021,~~current fiscal period was 23.5% compared to ~~22.7%~~22.3% for the prior fiscal ~~year-to-date~~ period. The effective tax rate increase was primarily ~~driven by~~due to the relative impact of the increase in operating income in the current ~~fiscal year-to-date~~ period and a larger excess tax benefit received from share-based compensation in the prior ~~fiscal year-to-date~~ period.

The result of the above changes led to net income that increased ~~21%~~20% for the ~~six~~nine months ended ~~December~~March 31, ~~2021,~~2022, compared to the same period in the prior fiscal year.

We move into the ~~third~~fourth quarter of fiscal 2022 with optimism following strong performance in the ~~second~~third quarter, but with some uncertainty as to the future impact of the COVID-19 pandemic (see "COVID-19 Impact and Response" section above). Significant portions of our business continue to come from recurring revenues and our sales pipeline also remains encouraging. Our customers continue to face regulatory and operational challenges which our products and services address, and in these uncertain times, we believe they have an even greater need for our solutions that directly address institutional profitability, efficiency, and security. Our strong balance sheet, access to extensive lines of credit, the continued strength of our existing lines of revenue, and an unwavering commitment to superior customer service should position us well to address current and future opportunities.

A detailed discussion of the major components of the results of operations for the three and ~~six~~nine months ended ~~December~~March 31, ~~2021,~~2022, follows. Discussions compare the current fiscal ~~year's~~ three and ~~six~~nine months ended ~~December~~March 31, ~~2021,~~2022, to the prior fiscal ~~year's~~ three and ~~six~~nine months ended ~~December~~March 31, ~~2020.~~2021.

REVENUE


Services and Support	Services and Support	Three Months Ended December 31,						% Change		Six Months Ended December 31,						% Change		Services and Support	Three Months Ended March 31,						% Change		Nine Months Ended March 31,						% Change
		2021			2020					2021			2020						2022			2021					2022			2021
Services and Support	Services and Support	$	296,211		$	250,873		18	%	$	593,704		$	531,870		12	%	Services and Support	$	282,921		$	254,639		11	%	$	876,625		$	786,509		11	%
Percentage of total revenue	Percentage of total revenue	60		%	59		%			60		%	61		%			Percentage of total revenue	59		%	59		%			60		%	60		%

Services and support revenue increased ~~18%~~11% for the ~~second~~third quarter of fiscal 2022 compared to the same quarter a year ago. Total services and support revenue less deconversion fee revenue for the current and prior fiscal quarter of ~~$26,903~~$17,431 and ~~$2,155,~~$4,367, respectively, results in growth of 8%6%, quarter over quarter. This increase was primarily driven by growth in data processing and hosting fee revenues as new customers were added and volumes continued to expand, as well as higher implementation ~~and conversion/merger~~ revenues when compared to the prior fiscal quarter.

For the ~~six~~nine months ended ~~December~~March 31, ~~2021,~~2022, services and support revenue increased ~~12%~~11% compared to the same fiscal period a year ago. Total services and support revenue less deconversion fee revenue for the current and prior fiscal periods of ~~$30,627~~$48,058 and ~~$8,037,~~$12,405, respectively, and for revenue from acquisitions and divestitures of $1,181 from the prior fiscal ~~year~~ period, results in growth of 8%7% period over period. This increase was primarily driven by growth in data processing and hosting fee revenues, as new customers were added and volumes continued to expand, as well as higher implementation fee and software usage fee revenues when compared to the prior fiscal period.


Processing	Processing	Three Months Ended December 31,						% Change		Six Months Ended December 31,						% Change		Processing	Three Months Ended March 31,						% Change		Nine Months Ended March 31,						% Change
		2021			2020					2021			2020						2022			2021					2022			2021
Processing	Processing	$	197,685		$	171,488		15	%	$	388,248		$	342,291		13	%	Processing	$	195,339		$	179,137		9	%	$	583,587		$	521,429		12	%
Percentage of total revenue	Percentage of total revenue	40		%	41		%			40		%	39		%			Percentage of total revenue	41		%	41		%			40		%	40		%

Processing revenue increased ~~15%~~9% for the ~~second~~third quarter of fiscal 2022 compared to the same quarter a year ago. The increase was driven by growth in card processing, Jack Henry digital, and ~~remittance processing~~remote capture and ACH fee revenues, as customers were added and volumes expanded during the fiscal quarter compared to the prior fiscal quarter.

Each processing revenue component also experienced customer additions and volume growth in the fiscal year-to-date period, leading to an increase in processing revenue of ~~13%~~12% for the ~~six~~nine months ended ~~December~~March 31, ~~2021,~~2022, compared to the ~~six~~nine months ended ~~December~~March 31, ~~2020.~~2021.

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OPERATING EXPENSES


Cost of Revenue	Cost of Revenue	Three Months Ended December 31,						% Change		Six Months Ended December 31,						% Change		Cost of Revenue	Three Months Ended March 31,						% Change		Nine Months Ended March 31,						% Change
		2021			2020					2021			2020						2022			2021					2022			2021
Cost of Revenue	Cost of Revenue	$	282,825		$	257,782		10	%	$	559,460		$	520,711		7	%	Cost of Revenue	$	282,339		$	267,770		5	%	$	841,799		$	788,481		7	%
Percentage of total revenue	Percentage of total revenue	57		%	61		%			57		%	60		%			Percentage of total revenue	59		%	62		%			58		%	60		%

Cost of revenue for the ~~second~~third quarter of fiscal 2022 increased ~~10%~~5% over the prior fiscal year second quarter. Total cost of revenue less the effects of deconversion fees, which were $1,601 for the current fiscal quarter and $213 for the prior fiscal quarter, and the effects of acquisitions and divestitures of $67 for the current fiscal quarter, results in a 9% increase quarter overthird quarter. This increase was primarily due to higher direct costs associated with increased card volume activity processed through our card processing platform and higher personnel ~~costs, and increased operating licenses and fees.~~costs. Cost of revenue decreased 4%3% compared to the prior fiscal quarter as a percentage of total ~~revenue.~~revenue due to the impact of increased deconversion fees in the current quarter that yield higher margins.

For the current fiscal year-to-date period, cost of revenue increased 7% over the prior fiscal year-to-date period. This increase in costs was primarily due to higher costs associated with increased card volume activity processed through our card processing platform, higher personnel costs, and operating licenses and fees. Cost of revenue decreased 3%2% compared to the prior fiscal year-to-date period as a percentage of total ~~revenue.~~revenue due to the impact of increased deconversion fees in the current period that yield higher margins.


Research and Development	Research and Development	Three Months Ended December 31,						% Change		Six Months Ended December 31,						% Change		Research and Development	Three Months Ended March 31,						% Change		Nine Months Ended March 31,						% Change
		2021			2020					2021			2020						2022			2021					2022			2021
Research and Development	Research and Development	$	29,916		$	26,780		12	%	$	56,670		$	52,837		7	%	Research and Development	$	30,725		$	27,395		12	%	$	87,394		$	80,233		9	%
Percentage of total revenue	Percentage of total revenue	6		%	6		%			6		%	6		%			Percentage of total revenue	6		%	6		%			6		%	6		%

Research and development expense increased 12% for the ~~second~~third quarter of fiscal 2022 over the prior fiscal ~~second~~third quarter. ~~The~~Total research and development expense adjusted for acquisition and divestiture research and development expense of $322 for the current fiscal quarter, results in an increase of 11%, quarter over quarter. This increase was primarily due to higher personnel costs, net of capitalization, quarter over quarter. Research and development expense remained consistent compared to the prior fiscal ~~second~~third quarter as a percentage of total revenue.

For the current fiscal year-to-date period, research and development expense increased 7%9% over the prior fiscal year-to-date period. The increase was primarily due to higher personnel costs, net of capitalization, period over period. Research and development expense remained consistent compared to the prior fiscal year-to-date period as a percentage of total revenue.

The growth of this expense category in both the ~~second~~third quarter and year-to-date fiscal periods reflects our continuing commitment to the development of strategic products.


Selling, General, and Administrative	Selling, General, and Administrative	Three Months Ended December 31,						% Change		Six Months Ended December 31,						% Change		Selling, General, and Administrative	Three Months Ended March 31,						% Change		Nine Months Ended March 31,						% Change
		2021			2020					2021			2020						2022			2021					2022			2021
Selling, General, and Administrative	Selling, General, and Administrative	$	55,493		$	44,167		26	%	$	106,565		$	89,393		19	%	Selling, General, and Administrative	$	53,607		$	47,408		13	%	$	160,172		$	136,801		17	%

Percentage of total revenue	Percentage of total revenue	11		%	10		%			11		%	10		%			Percentage of total revenue	11		%	11		%			11		%	10		%

Selling, general, and administrative expense increased ~~26%~~13% in the ~~second~~third quarter of fiscal 2022 over the same quarter a year ago. Total selling, general, and administrative expenses less deconversion-related expenses, which were ~~$946~~$820 for the current fiscal quarter and ~~$24~~$49 for the prior fiscal quarter, and the effects of acquisitions and divestitures of $10 in the current fiscal quarter, ~~and an adjustment for gain on disposals in the prior fiscal quarter of $2,040,~~ results in an ~~18%~~11% increase quarter over quarter. This increase was primarily due to higher personnel costs related to a 2% growth in headcount and salary and pay-related increases in the trailing twelve months. Selling, general, and administrative expense ~~increased 1%~~remained consistent as a percentage of total revenue in fiscal ~~second~~third quarter versus the prior fiscal ~~second~~third quarter.

For the fiscal year-to-date period, selling, general, and administrative expense increased ~~19%~~17% over the prior fiscal year-to-date period. Total selling, general, and administrative expenses less deconversion-related expenses from each period, which were ~~$1,149~~$1,968 for the current fiscal period and ~~$250~~$300 for the prior fiscal period, and less the effects of acquisitions and divestitures, which were ~~$20~~$30 for the current fiscal period and $28 for the prior fiscal period, and adjusted for a gain on disposals of $2,040 in the prior fiscal period, results in a ~~16%~~14% increase period over period. This increase was primarily due to higher personnel costs related to a 2% growth in headcount and salary ~~increases~~and pay-

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related increases in the trailing twelve ~~months.~~months and an increase in travel expenses. Selling, general, and administrative expense increased 1% as a percentage of total revenue for the current fiscal period versus the year-ago fiscal period.


INTEREST INCOME (EXPENSE)	INTEREST INCOME (EXPENSE)	Three Months Ended December 31,				% Change		Six Months Ended December 31,				% Change		INTEREST INCOME (EXPENSE)	Three Months Ended March 31,				% Change		Nine Months Ended March 31,				% Change
		2021		2020				2021		2020					2022		2021				2022		2021
Interest Income	Interest Income	$	6	$	52	(88)	%	$	13	$	120	(89)	%	Interest Income	$	3	$	24	(88)	%	$	16	$	144	(89)	%
Interest Expense	Interest Expense	$	(447)	$	(117)	282	%	$	(696)	$	(235)	196	%	Interest Expense	$	(691)	$	(290)	138	%	$	(1,387)	$	(525)	164	%

Interest income fluctuated due to changes in invested balances and yields on invested balances during the ~~second~~third quarter of fiscal 2022 compared to the ~~second~~third quarter a year ago. Interest expense increased when compared to the prior fiscal quarter due to interest rate fluctuations, length of borrowing time, and amounts borrowed. There was a ~~$240,000~~$225,000 outstanding balance under the credit facility at ~~December~~March 31, ~~2021,~~2022, and no$200,000 outstanding balance at ~~December~~March 31, ~~2020.~~2021. The credit facility balance increase was primarily due to the increase in the Company's repurchases of common stock for the treasury during the trailing twelve months.


PROVISION FOR INCOME TAXES	PROVISION FOR INCOME TAXES	Three Months Ended December 31,						% Change		Six Months Ended December 31,						% Change		PROVISION FOR INCOME TAXES	Three Months Ended March 31,						% Change		Nine Months Ended March 31,						% Change
		2021			2020					2021			2020						2022			2021					2022			2021
Provision for Income Taxes	Provision for Income Taxes	$	29,551		$	21,585		37	%	$	60,791		$	47,907		27	%	Provision for Income Taxes	$	26,194		$	19,528		34	%	$	86,986		$	67,435		29	%
Effective Rate	Effective Rate	23.6		%	23.1		%			23.5		%	22.7		%			Effective Rate	23.6		%	21.5		%			23.5		%	22.3		%

The increase in the effective tax rate for the ~~second~~third quarter of fiscal 2022 compared to the same quarter a year ago was primarily due to the ~~relative~~differences in the impact of ~~the increase~~increases in operating income relative to the impact of other items affecting the effective tax rate in the current quarter, ~~over quarter.~~the most significant of which are federal and state income tax credits.

The increase in effective tax rate for the current fiscal year-to-date period compared to the prior fiscal year-to-date period was primarily due to the relative impact of the increase in operating income in the current ~~fiscal~~ period and a larger excess tax benefit received from share-based compensation in the prior ~~fiscal~~ period.


NET INCOME	NET INCOME	Three Months Ended December 31,				% Change		Six Months Ended December 31,				% Change		NET INCOME	Three Months Ended March 31,				% Change		Nine Months Ended March 31,				% Change
		2021		2020				2021		2020					2022		2021				2022		2021
Net income	Net income	$	95,670	$	71,982	33	%	$	197,783	$	163,198	21	%	Net income	$	84,707	$	71,409	19	%	$	282,490	$	234,607	20	%
Diluted earnings per share	Diluted earnings per share	$	1.30	$	0.94			$	2.68	$	2.13			Diluted earnings per share	$	1.16	$	0.95			$	3.84	$	3.08

Net income increased ~~33%~~19% to ~~$95,670,~~$84,707, or ~~$1.30~~$1.16 per diluted share, for the ~~second~~third quarter of fiscal 2022 compared to ~~$71,982,~~$71,409, or ~~$0.94~~$0.95 per diluted share in the prior fiscal ~~second~~third quarter, resulting in a ~~38%~~23% increase in diluted earnings per share.

Net income increased ~~21%~~20% to ~~$197,783,~~$282,490, or ~~$2.68~~$3.84 per diluted share, for the current fiscal year-to-date period, compared to ~~$163,198,~~$234,607, or ~~$2.13~~$3.08 per diluted share in the prior fiscal year-to-date period, resulting in a 25% increase in diluted earnings per share.

REPORTABLE SEGMENT DISCUSSION

The Company is a leading provider of technology solutions and payment processing services primarily for financial services organizations.

The Company’s operations are classified into four reportable segments: Core, Payments, Complementary, and Corporate and Other. The Core segment provides core information processing platforms to banks and credit unions, which consist of integrated applications required to process deposit, loan, and general ledger transactions, and maintain centralized customer/member information. The Payments segment provides secure payment processing tools and services, including ATM, debit, and credit card processing services; online and mobile bill pay solutions; ACH origination and remote deposit capture processing; and risk management products and services. The Complementary segment provides additional software, hosted processing platforms, and services, including call

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center support, and network security management, consulting, and monitoring, that can be integrated with our core solutions, and many can be used independently. The Corporate and Other segment includes revenue and costs from hardware and other products not attributed to any of the other three segments, as well as operating costs not directly attributable to the other three segments.

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Core	Core													Core
		Three Months Ended December 31,				% Change		Six Months Ended December 31,				% Change			Three Months Ended March 31,				% Change		Nine Months Ended March 31,				% Change
		2021		2020				2021		2020					2022		2021				2022		2021
Revenue	Revenue	$	154,878	$	134,948	15	%	$	320,163	$	288,103	11	%	Revenue	$	150,799	$	135,149	12	%	$	470,962	$	423,253	11	%
Cost of Revenue	Cost of Revenue	$	64,554	$	58,485	10	%	$	131,456	$	122,347	7	%	Cost of Revenue	$	66,576	$	63,225	5	%	$	198,032	$	185,571	7	%

Revenue in the Core segment increased ~~15%~~12% and cost of revenue increased ~~10%~~5% for the three months ended ~~December~~March 31, ~~2021,~~2022, compared to the three months ended ~~December~~March 31, ~~2020.~~2021. Core revenue less deconversion fee revenue for the ~~second~~third quarter of ~~$10,853~~$8,154 and less deconversion fee revenue of ~~$882~~$1,362 for the prior fiscal ~~second~~third quarter, results in a 7% increase, quarter over quarter. This increase was primarily driven by growth in data processing and hosting fee revenue. Cost of revenue decreased 2%3% as a percentage of revenue for the ~~second~~third quarter of fiscal 2022 compared to the prior fiscal ~~second~~third quarter.

For the ~~six~~nine months ended ~~December~~March 31, ~~2021,~~2022, revenue in the Core segment increased 11% compared to the prior fiscal year-to-date period. Core revenue less deconversion fee revenue in both periods, which totaled ~~$13,021~~$21,176 for the current fiscal period and ~~$2,934~~$4,297 for the prior fiscal period and revenue from acquisitions and divestitures of $1,182 from the prior fiscal period, results in an 8% increase, period over period. This increase was primarily driven by the growth in data processing and hosting fee revenue. Cost of revenue decreased 1%2% as a percentage of revenue for year-to-date fiscal 2022 compared to the year-ago period.


Payments	Payments													Payments
		Three Months Ended December 31,				% Change		Six Months Ended December 31,				% Change			Three Months Ended March 31,				% Change		Nine Months Ended March 31,				% Change
		2021		2020				2021		2020					2022		2021				2022		2021
Revenue	Revenue	$	182,528	$	155,182	18	%	$	352,150	$	311,915	13	%	Revenue	$	177,547	$	160,841	10	%	$	529,697	$	472,756	12	%
Cost of Revenue	Cost of Revenue	$	95,570	$	86,455	11	%	$	188,795	$	172,783	9	%	Cost of Revenue	$	94,628	$	87,628	8	%	$	283,423	$	260,411	9	%

Revenue in the Payments segment increased ~~18%~~10% for the ~~second~~third quarter of fiscal 2022 compared to the prior fiscal quarter. Payments revenue less deconversion fee revenue in both periods, which totaled ~~$7,933~~$4,703 for the ~~second~~third quarter of fiscal 2022 and ~~$674~~$1,911 for the prior fiscal ~~second~~third quarter, results in a ~~13%~~9% increase, quarter over quarter. This growth was primarily due to increased card and remittance fee ~~revenue~~revenues within processing. Cost of revenue decreased 3%1% as a percentage of revenue for the ~~second~~third quarter of fiscal 2022 compared to the same quarter of fiscal 2021.

For the ~~six~~nine months ended ~~December~~March 31, ~~2021,~~2022, revenue in the Payments segment increased ~~13%~~12% compared to the same fiscal period a year ago. Payments revenue less deconversion fee revenue in both periods, which totaled ~~$8,381~~$13,084 for year-to-date fiscal 2022 and ~~$2,521~~$4,433 for year-to-date fiscal 2021, results in ~~an 11%~~a 10% increase period over period. This Payments revenue growth was primarily due to increased card and remittance ~~revenue~~revenues within processing. Cost of revenue as a percentage of revenue decreased 2% for year-to-date fiscal 2022 compared to the same period of fiscal 2021.


Complementary	Complementary													Complementary
		Three Months Ended December 31,				% Change		Six Months Ended December 31,				% Change			Three Months Ended March 31,				% Change		Nine Months Ended March 31,				% Change
		2021		2020				2021		2020					2022		2021				2022		2021
Revenue	Revenue	$	141,724	$	121,408	17	%	$	283,205	$	251,762	12	%	Revenue	$	137,710	$	125,431	10	%	$	420,915	$	377,193	12	%
Cost of Revenue	Cost of Revenue	$	58,151	$	52,407	11	%	$	113,635	$	104,431	9	%	Cost of Revenue	$	58,957	$	54,207	9	%	$	172,593	$	158,638	9	%

Revenue in the Complementary segment increased ~~17%~~10% for the ~~second~~third quarter of fiscal 2022 compared to the same quarter of the prior fiscal year. Complementary revenue less deconversion fee revenue in both periods, which totaled ~~$7,917~~$4,540 for the ~~second~~third quarter of fiscal 2022 and ~~$509~~$1,080 for the prior fiscal ~~second~~third quarter, and less acquisitions and divestitures revenue in the current quarter of ~~$96,~~$71, results in ~~an 11%~~a 7% increase, quarter over quarter. This growth was primarily driven by growth in Jack Henry digital and hosting fee revenues. Cost of revenue as a percentage of revenue ~~decreased 2%~~remained consistent for the ~~second~~third quarter of fiscal 2022 compared to the same quarter of fiscal 2021.

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For the ~~six~~nine months ended ~~December~~March 31, ~~2021,~~2022, revenue in the Complementary segment increased 12% compared to the same period last fiscal year. Complementary revenue less deconversion fee revenue in both periods, which

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totaled ~~$9,014~~$13,554 for year-to-date fiscal 2022 and ~~$2,509~~$3,588 for year-to-date fiscal 2021, and less acquisitions and divestitures revenue in the current fiscal year-to-date period of ~~$202,~~$273, results in a ~~10%~~9% increase period over period. This increase in Complementary revenue was primarily driven by growth in Jack Henry digital and hosting fee revenues. Cost of revenue decreased 1% as a percentage of revenue for year-to-date fiscal 2022 compared to the same period of fiscal 2021.


Corporate and Other	Corporate and Other													Corporate and Other
		Three Months Ended December 31,				% Change		Six Months Ended December 31,				% Change			Three Months Ended March 31,				% Change		Nine Months Ended March 31,				% Change
		2021		2020				2021		2020					2022		2021				2022		2021
Revenue	Revenue	$	14,766	$	10,823	36	%	$	26,434	$	22,381	18	%	Revenue	$	12,204	$	12,355	(1)	%	$	38,638	$	34,736	11	%
Cost of Revenue	Cost of Revenue	$	64,550	$	60,435	7	%	$	125,574	$	121,150	4	%	Cost of Revenue	$	62,178	$	62,710	(1)	%	$	187,751	$	183,861	2	%

Revenue in the Corporate and Other segment ~~increased 36%~~decreased 1% for the ~~second~~third quarter of fiscal 2022 compared to the same quarter of the prior fiscal year and increased ~~18%~~11% for the fiscal year-to-date period compared to the prior fiscal year-to-date period. The ~~quarter-over-quarter~~fiscal year-to-date increase was primarily due to higher services and support revenue, including an increase in ~~hardware revenue. Revenue~~software usage and subscription revenues. Revenues classified in the Corporate and Other segment ~~includes revenue~~include revenues from other products and services and hardware not specifically attributed to any of the other three segments.

The increased cost of revenue for the fiscal 2022 ~~second quarter and~~ year-to-date ~~periods~~period of ~~7% and 4%, respectively,~~2% when compared to the prior ~~respective~~ fiscal ~~periods,~~period, was primarily due to higher operating licenses and ~~fees for both comparisons.~~fees.

LIQUIDITY AND CAPITAL RESOURCES

The Company's cash and cash equivalents decreased to ~~$29,120~~$39,797 at ~~December~~March 31, ~~2021,~~2022, from $50,992 at June 30, 2021.

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


		Six Months Ended					Nine Months Ended
		December 31,					March 31,
		2021		2020			2022		2021
Net income	Net income	$	197,783	$	163,198	Net income	$	282,490	$	234,607
Non-cash expenses	Non-cash expenses	113,293		104,200		Non-cash expenses	168,187		157,963
Change in receivables	Change in receivables	70,468		87,518		Change in receivables	83,868		92,716
Change in deferred revenue	Change in deferred revenue	(119,822)		(126,134)		Change in deferred revenue	(177,987)		(177,021)
Change in other assets and liabilities	Change in other assets and liabilities	(64,371)		(34,798)		Change in other assets and liabilities	(55,161)		(41,950)
Net cash provided by operating activities	Net cash provided by operating activities	$	197,351	$	193,984	Net cash provided by operating activities	$	301,397	$	266,315

Cash provided by operating activities for the first ~~six~~nine months of fiscal 2022 increased 2%13% compared to the same period last year. Cash from operations is primarily used to repay debt, pay dividends, repurchase stock, and for capital expenditures.

Cash used in investing activities for the first ~~six~~nine months of fiscal 2022 totaled ~~$101,052~~$145,024 and included: ~~$71,353~~$108,950 for the ongoing enhancements and development of existing and new product and service offerings; capital expenditures on facilities and equipment of ~~$22,373;~~$28,386; and ~~$7,364~~$7,726 for the purchase and development of internal use software. Uses of cash were partially offset by proceeds from dispositions of $38. Cash used in investing activities for the first ~~six~~nine months of fiscal 2021 totaled ~~$82,544~~$126,140 and included: ~~$62,804~~$95,991 for the development of software; ~~$12,100~~$13,300 for purchase of investments; capital expenditures of ~~$9,543; and $4,254~~$14,916; $5,820 for the purchase and development of internal use ~~software.~~software; and a $2,300 payment for acquisitions, net of cash acquired. Uses of cash were partially offset by proceeds from dispositions of ~~$6,157.~~$6,187.

Financing activities used cash of ~~$118,171~~$167,568 for the first ~~six~~nine months of fiscal 2022 and included ~~$193,917~~$193,916 for purchases of treasury stock; ~~$80,065~~$167,091 for repayment on the revolving credit facility and payments on financing ~~leases,~~leases; and ~~$67,696~~$103,376 for the payment of dividends to stockholders. Uses of cash were partially offset by borrowings on credit facilities of ~~$220,000~~$292,000 and ~~$3,507~~$4,815 net cash inflow from the issuance of stock and tax withholding related to stock-based compensation. Financing activities used cash of ~~$177,023~~$283,404 in the first ~~six~~nine months of fiscal 2021 and ~~included: $109,899 for the purchase of treasury shares; $65,516 for the payment of dividends to stockholders; $1,551 from~~

included: $384,378 for the purchase of treasury shares; and $99,778 for the payment of dividends to stockholders; and $86 for payments on financing leases. Uses of cash were partially offset by borrowing on credit facilities of $200,000 and $838 net cash inflow from the issuance of stock and tax withholding related to stock-based ~~compensation; and $57 for payments on financing leases.~~compensation.

Capital Requirements and Resources

The Company generally uses existing resources and funds generated from operations to meet its capital requirements. Capital expenditures totaling ~~$22,373~~$28,386 and ~~$9,543~~$14,916 for the ~~six~~nine months ended ~~December~~March 31, ~~2021,~~2022, and ~~December~~March 31, ~~2020,~~2021, respectively, were made primarily for additional equipment and the improvement of existing facilities. These additions were primarily funded from cash generated by operations. Total consolidated capital expenditures on facilities and equipment for the Company for fiscal year 2022 are not expected to exceed ~~$52,000~~$45,000 and will be primarily funded from cash generated by operations.

The Board of Directors has authorized the Company to repurchase shares of its common stock. Under this authorization, the Company may finance its share repurchases with available cash reserves or borrowings on its existing line of credit. The share repurchase program does not include specific price targets or timetables and may be suspended at any time. At ~~December~~March 31, ~~2021,~~2022, there were 31,043 shares of treasury stock, and the Company had the remaining authority to repurchase up to 3,948 additional shares. The total cost of treasury shares at ~~December~~March 31, ~~2021,~~2022, was ~~$1,807,119.~~$1,807,118. During the first ~~six~~nine months of fiscal 2022, the Company repurchased 1,250 shares for the treasury. At June 30, 2021, there were 29,793 shares in treasury stock and the Company had the remaining authority to repurchase up to 5,198 additional shares. The total cost of treasury shares at June 30, 2021, was $1,613,202. During the first ~~six~~nine months of fiscal 2021, the Company repurchased ~~675~~2,500 shares for the treasury and, the Company repurchased 2,800 shares for the treasury during all of fiscal 2021.

Revolving credit facility

On February 10, 2020, the Company entered into a five-year senior, unsecured revolving credit facility. The credit facility allows for borrowings of up to $300,000, which may be increased by the Company at any time until maturity to $700,000. The credit facility bears interest at a variable rate equal to (a) a rate based on a eurocurrency rate or (b) an alternate base rate (the highest of (i) 0%, (ii) the U.S. Bank prime rate for such day, (iii) the sum of the Federal Funds Effective Rate for such day plus 0.50% and (iv) the eurocurrency rate for a one-month interest period on such day for dollars plus 1.0%), plus an applicable percentage in each case determined by the Company's leverage ratio. The credit facility is guaranteed by certain subsidiaries of the Company and is subject to various financial covenants that require the Company to maintain certain financial ratios as defined in the credit facility agreement. As of ~~December~~March 31, ~~2021,~~2022, the Company was in compliance with all such covenants. The revolving credit facility terminates February 10, 2025. There was a ~~$240,000~~$225,000 outstanding balance under the credit facility at ~~December~~March 31, ~~2021,~~2022, and $100,000 outstanding balance at June 30, 2021. The increase in the outstanding credit facility balance was primarily due to the ~~increase in the~~ Company's repurchases of common stock during the current ~~fiscal year-to-date period compared to repurchases during the prior~~ fiscal year-to-date period.

Other lines of credit

ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

Dollar amounts in this item are in thousands.

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

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

We have ~~$240,000~~$225,000 outstanding debt with variable interest rates as of ~~December~~March 31, ~~2021,~~2022, and a 1% increase in our borrowing rate would increase our annual interest expense by ~~$2,400.~~$2,250.

ITEM 4. CONTROLS AND PROCEDURES

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

Changes in Internal Control over Financial Reporting

During the fiscal quarter ended ~~December~~March 31, ~~2021,~~2022, there were no changes in internal control over financial reporting which were identified in connection with management’s evaluation required by Rules 13a-15(d) and 15d-15(d) under the Exchange Act, that have materially affected, or are reasonably likely to materially affect, the Company’s internal control over financial reporting.

PART II. OTHER INFORMATION

ITEM 1. LEGAL PROCEEDINGS

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

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

Issuer Purchases of Equity Securities

The following shares of the Company were repurchased during the fiscal quarter ended ~~December~~March 31, ~~2021:~~2022:
Total Number of Shares Purchased Average Price of Share Total Number of Shares Purchased as Part of Publicly Announced Plans
Maximum Number of Shares that May Yet Be Purchased Under the Plans (1)
October 1 - October 31, 2021 — $ — — 5,197,713
November 1 - November 30, 2021 800,000 154.44 800,000 4,397,713
December 1 - December 31, 2021 450,000 156.37 450,000 3,947,713
Total 1,250,000 155.13 1,250,000 3,947,713


	Total Number of Shares Purchased	Average Price of Share		Total Number of Shares Purchased as Part of Publicly Announced Plans	Maximum Number of Shares that May Yet Be Purchased Under the Plans (1)
January 1 - January 31, 2022	—	$	—	—	3,947,713
February 1 - February 28, 2022	—	—		—	3,947,713
March 1 - March 31, 2022	—	—		—	3,947,713
Total	—	—		—	3,947,713

(1) Total stock repurchase authorizations approved by the Company's Board of Directors as of May 17, 2021 were for 35 million shares. The Company has repurchased 31,042,903 shares under these authorizations. The authorizations have no specific dollar or share price targets and no expiration dates.

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ITEM 6. EXHIBITS

10.71 Form of Indemnification Agreement attached as Exhibit 10.71 to the Company’s Current Report on Form 8-K filed February 17, 2022

31.1 Certification of the Chief Executive Officer.

31.2 Certification of the Chief Financial Officer.

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

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

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

101.SCH* XBRL Taxonomy Extension Schema Document

101.CAL* XBRL Taxonomy Extension Calculation Linkbase Document

101.DEF* XBRL Taxonomy Extension Definition Linkbase Document

101.LAB* XBRL Taxonomy Extension Label Linkbase Document

101.PRE* XBRL Taxonomy Extension Presentation Linkbase Document

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

* Furnished with this quarterly report on Form 10-Q are the following documents formatted in XBRL (Extensible Business Reporting Language): (i) the Condensed Consolidated Balance Sheets at ~~December~~March 31, ~~2021,~~2022, and June 30, 2021, (ii) the Condensed Consolidated Statements of Income for the three and ~~six~~nine months ended ~~December~~March 31, ~~2021,~~2022, and ~~2020,~~2021, (iii) the Condensed Consolidated Statements of Changes in Shareholders' Equity for the three and ~~six~~nine months ended ~~December~~March 31, ~~2021,~~2022, and ~~2020,~~2021, (iv) the Condensed Consolidated Statements of Cash Flows for the ~~six~~nine months ended ~~December~~March 31, ~~2021,~~2022, and ~~2020,~~2021, and (v) Notes to Condensed Consolidated Financial Statements.

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SIGNATURES

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


		JACK HENRY & ASSOCIATES, INC.

Date:	~~February 9,~~May 6, 2022	/s/ David B. Foss
		David B. Foss
		Board Chair and Chief Executive Officer

Date:	~~February 9,~~May 6, 2022	/s/ Kevin D. Williams
		Kevin D. Williams
		Chief Financial Officer and Treasurer