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1、 Table of ContentsUNITED STATESSECURITIES AND EXCHANGE COMMISSIONWASHINGTON,D.C.20549_ FORM 10-K_(Mark One)ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(D)OF THE SECURITIES EXCHANGE ACT OF 1934For the fiscal year ended March 31,2024 TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D)OF THE SECURITIES EXC
2、HANGE ACT OF 1934For the transition period from to Commission File No.001-34972 _Booz Allen Hamilton Holding Corporation(Exact name of registrant as specified in its charter)_Delaware 26-2634160(State or other jurisdiction of incorporation or organization)(I.R.S.Employer Identification No.)8283 Gree
3、nsboro Drive,McLean,Virginia 22102(Address of principal executive offices)(Zip Code)(703)902-5000Registrants telephone number,including area codeSecurities registered pursuant to Section 12(b)of the Act:Title of Each ClassTrading SymbolName of Each Exchange on Which RegisteredClass A Common StockBAH
4、New York Stock ExchangeSecurities registered pursuant to Section 12(g)of the Act:None._Indicate by check mark if the registrant is a well-known seasoned issuer,as defined in Rule 405 of the Securities Act.Yes No Indicate by check mark if the registrant is not required to file reports pursuant to Sec
5、tion 13 or Section 15(d)of the Act.Yes No 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 theregistrant was required to file such rep
6、orts),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(232.405 of this chapter)during the preceding 12m
7、onths(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,a smaller reporting company,or an emerging growth company.See definition of“large acc
8、eleratedfiler”,“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 companyIf an emerging growth company,indicate by check mark if the reg
9、istrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant toSection 13(a)of the Exchange Act.Indicate by check mark whether the registrant has filed a report on and attestation to its managements assessment of
10、 the effectiveness of its internal control over financial reporting under Section 404(b)of the Sarbanes-Oxley Act(15 U.S.C.7262(b)by the registered public accounting firm that prepared or issued its audit report.Table of ContentsIf securities are registered pursuant to Section 12(b)of the Act,indica
11、te by check mark whether the financial statements of the registrant included in the filing reflect the correction of an error to previously issued financialstatements.Yes No Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-
12、based compensation received by any of the registrants executive officers during the relevantrecovery period pursuant to 240.10D-1(b).Yes No 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 September 30,2023,the last business
13、day of the registrants most recently completed second quarter,the aggregate market value of the registrants voting and non-voting common stock held by non-affiliates was$14,260,987,781.Indicate the number of shares outstanding of each of the issuers classes of common stock,as of the latest practicab
14、le date.Shares Outstandingas of May 20,2024Class A Common Stock129,320,488 DOCUMENTS INCORPORATED BY REFERENCEPortions of the registrants Proxy Statement for its Annual Meeting of Stockholders scheduled for July 24,2024 are incorporated by reference into Part III.Table of ContentsTABLE OF CONTENTS I
15、NTRODUCTORY NOTE1PART I3Item 1.Business3Item 1A.Risk Factors15Item 1B.Unresolved Staff Comments43Item 1C.Cybersecurity43Item 2.Properties45Item 3.Legal Proceedings45Item 4.Mine Safety Disclosures46Information on Our Executive Officers46PART II48Item 5.Market for Registrants Common Equity,Related Sto
16、ckholder Matters and Issuer Purchases of Equity Securities48Item 6.Reserved49Item 7.Managements Discussion and Analysis of Financial Condition and Results of Operations50Item 7A.Quantitative and Qualitative Disclosures About Market Risk71Item 8.Financial Statements and Supplementary DataF-1Item 9.Ch
17、anges in and Disagreements With Accountants on Accounting and Financial Disclosure72Item 9A.Controls and Procedures72Item 9B.Other Information74Item 9C.Disclosure Regarding Foreign Jurisdictions that Prevent Inspections74PART III74Item 10.Directors,Executive Officers and Corporate Governance74Item 1
18、1.Executive Compensation75Item 12.Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters75Item 13.Certain Relationships and Related Transactions,and Director Independence75Item 14.Principal Accounting Fees and Services75Item 15.Exhibits,Financial Statement Sch
19、edules75Item 16.Form 10-K Summary81 Table of ContentsINTRODUCTORY NOTEUnless the context otherwise indicates or requires,as used in this Annual Report on Form 10-K for the fiscal year ended March 31,2024,references to:(i)“we,”“us,”“our,”or our“company”refer to Booz Allen Hamilton Holding Corporation
20、,its consolidated subsidiaries and predecessors;(ii)“Booz Allen Holding”refers to Booz Allen Hamilton Holding Corporation,exclusive of its subsidiaries;(iii)“Booz Allen Investor”refers to Booz Allen Hamilton Investor Corporation,a wholly-owned subsidiary of Booz Allen Holding;(iv)“Booz Allen Hamilto
21、n”and“Booz Allen”refer to Booz Allen Hamilton Inc.,our primary operating company and a wholly-owned subsidiary of Booz Allen Holding;and(v)“fiscal,”when used in reference to any twelve-monthperiod ended March 31,refers to our fiscal years ended March 31.Unless otherwise indicated,information contain
22、ed in this Annual Report is as of March 31,2024.We have made roundingadjustments to reach some of the figures included in this Annual Report and,unless otherwise indicated,percentages presented in this Annual Report are approximate.Cautionary Note Regarding Forward-Looking StatementsCertain statemen
23、ts contained or incorporated in this Annual Report include forward-looking statements.In some cases,you can identify forward-looking statements by terminology such as“may,”“will,”“could,”“should,”“forecasts,”“expects,”“intends,”“plans,”“anticipates,”“projects,”“outlook,”“believes,”“estimates,”“predi
24、cts,”“potential,”“continue,”“preliminary,”or thenegative of these terms or other comparable terminology.Although we believe that the expectations reflected in the forward-looking statements are reasonable,we can give you no assurance theseexpectations will prove to have been correct.These forward-lo
25、oking statements relate to future events or our future financial performance and involve known and unknown risks,uncertainties andother factors that may cause our actual results,levels of activity,performance,or achievements to differ materially from any future results,levels of activity,performance
26、,or achievements expressedor implied by these forward-looking statements.These risks and other factors include:any issue that compromises our relationships with the U.S.government or damages our professional reputation,including negative publicity concerning government contractors in general orus in
27、 particular;changes in U.S.government spending,including a continuation of efforts by the U.S.government to decrease spending for management support service contracts,and mission priorities thatshift expenditures away from agencies or programs that we support,or as a result of U.S.administration tra
28、nsitions;efforts by Congress and other U.S.government bodies to reduce U.S.government spending and address budgetary constraints and the U.S.deficit,as well as associated uncertainty around thetiming,extent,nature,and effect of such efforts;delayed long-term funding of our contracts,including uncert
29、ainty relating to funding the U.S.government and increasing the debt ceiling;U.S.government shutdowns as a result of the failure by elected officials to fund the government;failure to comply with numerous laws and regulations,including,but not limited to,the Federal Acquisition Regulation(“FAR”),the
30、 False Claims Act,the Defense Federal AcquisitionRegulation Supplement(“DFARS”),and FAR Cost Accounting Standards and Cost Principles;the effects of disease outbreaks,pandemics,or widespread health epidemics,including disruptions to our workforce and the impact on government spending and demand for
31、our solutions;our ability to compete effectively in the competitive bidding process and delays or losses of contract awards caused by competitors protests of major contract awards received by us;variable purchasing patterns under U.S.government General Services Administration Multiple Award schedule
32、 contracts,or General Services Administration(“GSA”)schedules,blanketpurchase agreements,and indefinite delivery/indefinite quantity(“IDIQ”)contracts;the loss of GSA schedules or our position as prime contractor on government-wide acquisition contract vehicles(“GWACs”);changes in the mix of our cont
33、racts and our ability to accurately estimate or otherwise recover expenses,time,and resources for our contracts;changes in estimates used in recognizing revenue;our ability to realize the full value of and replenish our backlog,generate revenue under certain of our contracts,and the timing of our re
34、ceipt of revenue under contracts included in backlog;internal system or service failures and security breaches,including,but not limited to,those resulting from external or internal threats,including cyber attacks on our network and internalsystems;risks related to the operations of financial manage
35、ment systems;an inability to attract,train,or retain employees with the requisite skills and experience;1 Table of Contents an inability to timely hire,assimilate,and effectively utilize our employees,ensure that employees obtain and maintain necessary security clearances,and/or effectively manage o
36、ur coststructure;risks related to inflation that could impact the cost of doing business and/or reduce customer buying power;the loss of members of senior management or failure to develop new leaders;misconduct or other improper activities from our employees,subcontractors,or suppliers,including the
37、 improper access,use or release of our or our clients sensitive or classifiedinformation;increased competition from other companies in our industry;failure to maintain strong relationships with other contractors,or the failure of contractors with which we have entered into a sub-or prime-contractor
38、relationship to meet their obligations tous or our clients;inherent uncertainties and potential adverse developments in legal or regulatory proceedings,including litigation,audits,reviews,and investigations,which may result in materially adversejudgments,settlements,withheld payments,penalties,or ot
39、her unfavorable outcomes including debarment,as well as disputes over the availability of insurance or indemnification;failure to comply with special U.S.government laws and regulations relating to our international operations;risks associated with increased competition,new relationships,clients,cap
40、abilities,and service offerings in our U.S.and international businesses;risks related to changes to our operating structure,capabilities,or strategy intended to address client needs,grow our business,or respond to market developments;the adoption by the U.S.government of new laws,rules,and regulatio
41、ns,such as those relating to organizational conflicts of interest issues or limits;risks related to a possible recession and volatility or instability of the global financial system,including the failures of financial institutions and the resulting impact on counterparties andbusiness conditions gen
42、erally;risks related to a deterioration of economic conditions or weakening in credit or capital markets;risks related to pending,completed,and future acquisitions and dispositions,including the ability to satisfy specified closing conditions for pending transactions,such as those related toreceipt
43、of regulatory approval or lack of regulatory intervention,and to realize the expected benefits from completed acquisitions and dispositions;the incurrence of additional tax liabilities,including as a result of changes in tax laws or management judgments involving complex tax matters;risks inherent i
44、n the government contracting environment;continued efforts to change how the U.S.government reimburses compensation related costs and other expenses or otherwise limits such reimbursements,and an increased risk ofcompensation being deemed unreasonable and unallowable or payments being withheld as a
45、result of U.S.government audit,review,or investigation;increased insourcing by various U.S.government agencies due to changes in the definition of“inherently governmental”work,including proposals to limit contractor access to sensitive orclassified information and work assignments;the size of our ad
46、dressable markets and the amount of U.S.government spending on private contractors;risks related to our indebtedness and credit facilities which contain financial and operating covenants;the impact of changes in accounting rules and regulations,or interpretations thereof,that may affect the way we r
47、ecognize and report our financial results,including changes in accountingrules governing recognition of revenue;the impact of ESG-related risks and climate change generally on our and our clients businesses and operations;and other risks and factors listed under“Item 1A.Risk Factors”and elsewhere in
48、 this Annual Report.In light of these risks,uncertainties,and other factors,the forward-looking statements might not prove to be accurate and you should not place undue reliance upon them.All forward-lookingstatements speak only as of the date made and we undertake no obligation to update or revise
49、publicly any forward-looking statements,whether as a result of new information,future events,orotherwise.2 Table of ContentsPART I Item 1.Business.OverviewFor 110 years,business,government,and military leaders have turned to Booz Allen Hamilton to solve their most complex problems.A values-driven or
50、ganization with a guiding purpose toempower people to change the world,we remain focused on providing long-term solutions to our clients emerging and ever-changing challenges.Our people are passionate about their service to ourclients and their missions and supporting the communities in which we liv
51、e and work.This is our heritage,and it is as true today as when the Company was founded in 1914.A collaborative culture is an integral part of our unique operating model and encourages our people to bring a diversity of ideas and talent to every client engagement.We combine our in-depthexpertise in
52、artificial intelligence and cybersecurity with leading-edge technology and engineering practices to deliver powerful solutions.Leveraging 110 years of strategic consulting expertise withthe perspectives of diverse talent,we strive for results by integrating technology with an enduring focus on our c
53、lients.By investing in markets,capabilities,and talent,and building new businessmodels,including ventures,partnerships,and product offerings,we believe we are creating sustainable quality growth for the Company.Through our dedication to our clients missions,and a commitment to evolving our business
54、to address their needs,we have longstanding relationships with our clients,the longest of which ismore than 80 years.We support critical missions for a diverse base of federal government clients,including nearly all of the U.S.governments cabinet-level departments,as well as for commercialclients,bo
55、th domestically and internationally.We support our federal government clients by helping them tackle their most complex and pressing challenges,such as protecting soldiers in combat andsupporting their families,advancing cyber capabilities,securing our national infrastructure,enabling and enhancing
56、digital services,transforming the healthcare system,and improving governmentalefficiency to achieve better outcomes.Drawing on our deep understanding and leading position in cybersecurity,we serve commercial clients across industries,including financial services,health andlife sciences,energy,and te
57、chnology.History and Corporate StructureWe were founded in 1914 by Edwin Booz,one of the pioneers of management consulting.In 1940,we began serving the U.S.government by advising the Secretary of the Navy in preparationfor World War II.As the needs of our clients have grown more complex,we have expa
58、nded beyond our management consulting foundation to develop deep expertise in the fields of analytics,digitalsolutions,engineering,cyber and artificial intelligence.We are organized and operate as a corporation,but sometimes use the term“partner”to refer to our Chief Executive Officer and our Execut
59、ive and Senior Vice Presidents.The use of the term“partner”reflects our collaborative culture and is not meant to imply that we operate our Company as,or have any intention to create a legal entity that is,a partnership.Booz Allen Holding was incorporated in Delaware in May 2008 to serve as the top-
60、level holding company for the consolidated Booz Allen Hamilton U.S.government consulting business.OnJuly 31,2008,Booz Allen Hamilton completed the separation of its U.S.government consulting business from its legacy commercial and international consulting business,and the sale of 100%of itsoutstandi
61、ng common stock to Booz Allen Holding,or the Carlyle Acquisition,which was majority owned by The Carlyle Group and certain of its affiliated investment funds,or Carlyle.OurCompany is a corporation that is the successor to the U.S.government consulting business of Booz Allen Hamilton following the se
62、paration.Between 2013 and 2016,we registered the offering andsale of common stock by Carlyle,and on December 6,2016,Carlyle disposed of its remaining shares of the Companys Class A Common Stock in a registered secondary offering.Our Institution and Operating ModelWe operate as a single profit/loss c
63、enter with a single bonus pool for leadership.Our operating model encourages collaboration allowing us to bring a mix of the best talent to every clientengagement.Our partnership-style culture provides the operational flexibility necessary to quickly mobilize people and capabilities to react to mark
64、et changes faster than our competitors.As a result,we can go to market as a whole company rather than as a collection of individual competing business units or profit centers.Our operating model also encourages and enables continuous investmentin the right markets,capabilities,and talent to position
65、 the Company for further growth by anticipating what government and commercial clients will need next.Across all markets,we address our clients complex and evolving needs by deploying multifaceted teams with a combination of deep mission understanding,market-leading functionalcapabilities,consulting
66、 talent,and true technical and engineering expertise.These client-facing teams,which are fundamental to our differentiated value proposition,better position us to createmarket-relevant growth strategies and plan for and meet current,future,and prospective market needs.They also help us identify and
67、deliver against diverse client needs in a more agile manner.Oursignificant win rates during fiscal 2024 on new and re-competed contracts of 63%and 92%,respectively,as compared to 66%and 88%,respectively,in fiscal 2023,demonstrate the strength of thisapproach.3 Table of ContentsHuman Capital Manageme
68、ntAs we embrace new and future-focused ways of working,we remain true to what has always defined who we are:our commitments to our purpose and values,our clients and their missions,and our people.At Booz Allen,we strive to create an environment where all of our 34,200 employees feel a sense of belon
69、ging and feel empowered to bring their diverse skills,perspectives,andtalents to bear on our clients biggest challenges and to create careers that are meaningful to them.Booz Allen is a place where you can be you.Culture.Our VoLT(Velocity,Leadership,and Technology)strategy and the modern workplace h
70、ave created the opportunity for us to invigorate our culture to propel us into the next era.As wenavigate a hybrid work environment and seek to perform on an exceptional level,culture is more important than ever.Intentionally building,modeling,and driving a culture that reinforces ourstrategic objec
71、tives,propels our connectedness,and solidifies our purpose is key to unleashing our potential.Our cultural aspirations are to:Cultivate a culture where everyone can thrive and belongPreserve our cornerstone of strong relationships and collaborationEmbrace a flexible work environmentEmpower our peopl
72、e to be successful at work and in lifeThese aspirations drive our performance by building off our strengths.By committing to practice an evolved way of“how we do things,”we can amplify the positive impact we have on our people,our clients,and the world.Diversity,Equity,and Inclusion(“DEI”).Empowerin
73、g our people includes our commitment to making Booz Allen a more diverse,equitable,and inclusive workplace,enabling the execution of ourstrategy and enabling our people to achieve their full potential.This is aligned with our strong value proposition and assists in attracting and retaining the highe
74、st caliber employees.We celebratediversity in all forms,fostering a sense of belonging for our workforce across all ethnicities,religions,genders,sexual orientations,ages,and disabilities Our VoLT strategy and programs are designedto recruit,incentivize,and retain top talent based on merit and contr
75、ibutions to our company and culture.VoLT requires us to lead and compete differently to achieve velocity,agility and scale.Our DEI strategy focuses on leading by example through transparency and modeling inclusion;empowering potential by driving equitable access and outcomes,inspiring belonging,and
76、being a force for advancing equity.As we look to the near future,we intend to evolve our DEIstrategy to further cultivate culture,preserve relationships,embrace flexibility,and empower potential.Nearly a quarter of our employees are members of at least one of our company-sponsored Employee Communiti
77、es,which any employee can join.These groups support our people at everystage of the employment lifecycle by cultivating meaningful networks and development opportunities across locations,job roles,levels,and functional expertise.They are a facet of ourdevotion to inspiring belonging.“Unstoppable Tog
78、ether”is our global,employee-led,DEI movement.Through the power of storytelling,it strives to humanize the complex issues facing the modern workforce.Its assets,allof which are available to employees and non-employees alike,include an annual summit,syndicated podcast,digital quarterly magazine,video
79、 library,and discussion guides andconversation cards.Through our people-first perspective,our integrated wellbeing strategy supports all aspects of our peoples lives and empowers them to thrive.As of March 31,2024,based upon voluntary self-reporting:36%of our global workforce identified as female,in
80、cluding 37%of senior management.35%of our U.S.workforce identified as a person of color,including 12%Asian,12%Black or African American,and 7%Hispanic or Latino,and 4%two or more races;21%of seniormanagement identified as a person of color.Nearly 28%of our employees identified as a veteran or an ind
81、ividual with military experience.12%of our employees identified as an individual with a disability.3%of our U.S.workforce identified as LGBTQIA+.Approximately 87%of our employees hold a bachelors degree or higher;of that 87%,approximately 40%hold masters degrees and 4%hold doctoral degrees.Approxima
82、tely 65%hold one or more professional certifications,including certifications on over 10 topics such as Artificial Intelligence,Cyber and IT,Project Management,and Agile.Approximately 65%of our employees hold security clearances.Of new employee hires,32%globally identified as female and 40%in the U.
83、S.identified as people of color.Of employee departures,29%globally identified as female and 36%in the U.S.identified as people of color.Employee Engagement.We conduct an annual Employee Experience Survey.The survey results provide insights into our employees experience.Eighty-three percent of our em
84、ployees reportedhaving a favorable experience,with higher results than competitors against whom we benchmark our performance.4 Table of ContentsBooz Allen is a place where you are part of something bigger than yourself.We look out for one another,solve the worlds toughest problems,and do whats right
85、.With our purpose and values as our North Star,our unique culture provides us with a platform to setourselves apart from our competitors.Purpose and values.Our purposeto empower people to change the worldis an expression of our values.Together,they form the foundation of everything at Booz Allen.Our
86、 values are:Ferocious Integrity:Do right,and hold yourself and each other accountable.Unflinching Courage:Bring bold thinking and speak truth to power.Maintain conviction no matter the circumstances.Passionate Service:Listen and act with empathy as you make meaningful connections.Build community thr
87、ough generosity,and above all,embrace the mission.Champions Heart:Bring joy to the pursuit and learn from failure.Compete with passion and crave being the best.Collective Ingenuity:Be resourceful and creative,seek to make the biggest difference in every problem you solve.Be devoted to the team and h
88、arness the power of diversity.Ethics&Compliance.As one of the first organizations in the United States to adopt a formal code of business ethics,we believe that doing right and holding ourselves and others accountable is theonly way to do business.Our Code of Business Ethics and Conduct represents o
89、ur values in action and serves as a guide for all Booz Allen people on how they should operate on behalf of theCompany,day in and day out.It outlines what is expected of us and how we meet those expectations.In March 2024,the Ethisphere Institute named Booz Allen among the Worlds Most Ethical Compan
90、ies for the fifth consecutive year.The annual list recognizes global companies dedicatedto integrity,sustainability,governance,and community with a commitment to ethical behavior,accountability,and driving positive change.Community Impact.To create a more secure,resilient,and equitable future for al
91、l,we support and partner with charitable organizations.For fiscal 2024,Booz Allen donated$5.4 million to nonprofitorganizations.Through Booz Allen initiatives,our employees donated$1.7 million to more than 2,200 nonprofit organizations and engaged in more than 68,000 hours of volunteer service to mo
92、rethan 760 nonprofit organizations.Some of our calendar year 2023 highlights include:Launched a national movement for equitable access to responsible AI education with the AI Education Project,including thought leadership,convenings,and teacher workshops,includingthe training of more than 1,000 educ
93、ators in Hawaii and Maryland.Recognized in 2023 by the San Diego Business Journal for“Outstanding Collaboration between a Business&Nonprofit,”Booz Allens partnership with Girl Scouts San Diego includessponsorship of the annual Incredible Race STEM scavenger hunt and educational Cybersecurity Worksho
94、ps led by Booz Allen volunteers.Supported Thurgood Marshall College Funds Teacher Retention and Quality Program to recruit and retain more black teachers,and to provide them with technology,resources,and trainingto be leaders in their schools.Our funding supported 83 teachers who were able to affect
95、 10,000 students,90 percent from Title 1 schools.Established the multi-year Booz Allen Scholarship for Intelligence Studies at University of Hawaii at Manoa.Empowered 400 students and 40 teachers through sponsorship of Wolf Trap Institutes Early STEM/Arts Program which provides professional developm
96、ent for educators in techniques andstrategies that offer opportunities for arts integration which can lead to higher levels of learning in STEM subjects.Booz Allen is a place where you are empowered with knowledge and support to change the world.Our“think global,act local”approach to total rewards a
97、ims to provide our people with access to meaningful benefits and programs across a spectrum of life and career stages regardless of where theyare based.Learning without Limits.From in-house,award-winning training and badging programs to external tuition reimbursement and more,we strive to provide ou
98、r employees with limitless opportunities toenhance and broaden their skill setanytime,anywhere.In support of our VoLT growth strategy and its reliance on a highly skilled,technical workforce,we launched Technical Experience Groups(“TXGs”)to help attract,engage,and retain technically focused employee
99、s.Through TXGs,all Booz Allen employees can build technical acumen,unlock career opportunities,build connectionsthrough technical mentorships,and access and create technical thought leadership and intellectual property.Owning the Experience.Our Talent Mobility and Performance programs move employees
100、 from where they are now to where they want to be.Our programs emphasize the importance of goal setting,regular touchpoints to share feedback and aspirations,and career profiles that display and unlock experiencesall with the support system of trained managers and leaders who help build and guideper
101、sonalized career journeys.Enjoying the Pursuit.Appreciation is personal for us.Our Total Rewards program supports a resilient,high-performing workforce by investing in the financial,emotional,and physical well-being ofour employees and the people they care most about.5 Table of ContentsPay Practices
102、&Pay Equity.Our commitment to provide a fair and equitable workplace for employees,including through our pay practices,is woven into our Code of Business Ethics and Conduct,other policies,and practices,with support and oversight from the Compensation,Culture and People Committee of the Companys boar
103、d of directors(the“Board”).We have designed ourcompensation structure to pay our people competitively in the market and equitably based on their skills,qualifications,roles,and abilities.As part of our commitment to pay equity,we have processes in place to monitor our compensation practices,and we c
104、onduct a pay equity analysis on an annual basis in the U.S.to examinedifferences in pay between employees of different genders,races and ethnicities.Booz Allen is a place that is recognized for providing an exceptional experience.We are proud of the recognition we continue to receive for empowering
105、great talent,exhibiting a spirit of corporate citizenship,and achieving excellence.Some of our recent awards and recognitionsinclude:Black Engineer of the Year Award:100+employees recognized since 2005Bloomberg Governments BGOV200 Federal Industry Leaders ReportBusiness Group on Healths Best Employe
106、rs:Excellence in Health&Well-BeingDefenseNews Top 100 Defense CompaniesDisability Equality Indexs Best Places to WorkDiversity Firsts Top 50 Companies for DiversityEthispheres Worlds Most Ethical CompaniesForbes Americas Best Employers for VeteransForbes Americas Best Large Employers and Americas Be
107、st Employers for DiversityFortunes Americas Most Innovative Companies:This award recognizes a companys entrepreneurial innovation based on product innovation,process innovation,innovation culture,andrevenue growthFortunes Fortune 500Fortunes Worlds Most Admired CompaniesGlassdoors Best 100 Places to
108、 WorkInvestors Business Dailys Best ESG CompaniesNewsweeks:Americas Greatest Workplaces for Parents and FamiliesNewsweeks:Americas Greatest Workplaces for Remote WorkNewsweeks:Most Loved Workplaces in AmericaSeramounts 100 Best Companies for Working ParentsTIMEs Worlds Best Companies of 2023U.S.Depa
109、rtment of Labors 2023 HIRE Vets Platinum Medallion AwardU.S.News&World Reports Best Companies to Work ForWashington Technology Top 100Women of Color in STEM:250+employees recognized since 2004Innovation and SolutionsOur companys innovation engine is focused on harnessing our ability to identify and
110、ride successive waves of emerging technologies,with the goal to amass a portfolio of differentiated andmission-centric technology businesses.We identify,assess,build,and deploy emerging technology solutions,while ensuring that our technical expertise is closely integrated with mission insight from a
111、cross the business.Within thelarger innovation ecosystem,we cultivate relationships through technology scouting,partnerships,and venturing to identify emerging technology with applicability to our clients missions.We thenincubate and prototype that technology against mission use cases to assess mark
112、et readiness.Once proven,we focus on building capacity in emerging technology capabilities and solutions,such asAI,Cyber,and 5G,in partnership with our business sectors.Throughout this innovation lifecycle,we are focused on advancing our solution engineering standards,the creation of reusable Intell
113、ectualProperty/Intellectual Capital,and the application of new business and delivery models.6 Table of ContentsTo complement our innovation engine,we are deeply invested in cultivating and inspiring our technical talent.We lead programs to grow our Companys capacity in emerging technology skillsand
114、cultivate a vibrant technical community that fuels innovation for our client missions.We also maintain an active network of innovation centers,labs,and studios that serve clients with some ofthe best technologies,talent,and research that our industry has to offer.Beyond The Helixour innovation cente
115、r in Washington,DCBooz Allens regional research-and-development labs arestationed close to critical missions,providing clients with access to on-demand innovation and the latest in experimentation,from 5G to the metaverse.Empowering Our Technical CommunitiesBooz Allen is intentional about building a
116、 culture of empowerment where we can grow todays talent and future leaders from within.Our Technical Experience Groups are open to allemployees and are designed to build technical affiliation and skills,generate opportunities for career growth,and advance our technical capabilities and solutions aro
117、und the following eight functionalareas that are important to the Companys growth:Artificial Intelligence:The Artificial Intelligence(“AI”)TXGs computer programmers,mathematicians,and scientists harness computer learning to tackle complex decision-making withspeed and precision.The group focuses on
118、current and emerging AI capability areas,including machine learning(“ML”),predictive modeling,automation and decision analytics,andquantum computing.Cyber:The Cyber TXGs threat hunters,intelligence analysts,and ethical hackers utilize cybersecurity expertise to protect and defend computer networks,c
119、yber physical systems,andinfrastructure.The group prioritizes cyber capability areas,including strategy and policy,risk management,architecture and engineering,defense operations,analytics and AI/ML,andcomputer network operations.Data Science&Data Engineering:The Data Science&Data Engineering TXGs d
120、ata scientists,analysts,and engineers transform data into insights to inform decisions.The groupemphasizes data science and data engineering capability areas,such as data science,engineering,visualization,strategy,and analysis.Experience&Immersive:The Experience&Immersive TXGs artists,engineers,stra
121、tegists,and storytellers combine human-centered design,digital,and data expertise to createmeaningful customer experiences that improve how people interact with their environments.The group highlights experience and immersive capability areas,including User Experience(“UX”)/User Interface(“UI”),desi
122、gn thinking,sketching,graphic design,web design,and digital product design.Cloud&Infrastructure:The Platform&Infrastructure TXGs architects and engineers help accelerate,scale,secure,and transform mission and business outcomes using the latesttechnologies and partner offerings.The group advances pla
123、tform and infrastructure capabilities,including hybrid and multi-cloud deployment,edge cloud,cloud migration andmodernization,DevSecOps,and enterprise mobility,security,and infrastructure modernization.Software Engineering:The Software Engineering TXGs front end,back end,and full stack developers,ar
124、chitects,designers,testers,and UX resources apply engineering methods andprinciples to the design,development,testing,and maintenance of software.The group harnesses modern software and systems development capability areas,in particular agile practices,DevSecOps,automation and Cloud,and Low/No Code
125、Platform engineering.Systems&Digital Engineering:The Systems&Digital Engineering TXGs engineers,system architects,computer programmers,and digital analysts combine traditional engineering withmodern digital tools and practices to more efficiently and effectively conceptualize,design,develop,and depl
126、oy integrated services and solutions.The group focuses on systems and digitalengineering capability areas,like engineering and science,data and ML,cloud automation,Digital Twin,and 5G.Tech Strategy&Product Management:The Tech Strategy&Product Management TXGs agile practitioners,operational specialis
127、ts,and product and project managers manage the strategic,operational,and management functions that enable digital execution and IT transformation.The group prioritizes tech strategy and product management capability areas,including corporateventure capital,digital transformation,emerging tech,partne
128、rships,product management,strategic assessments and technology adoption,and tech scouting.Our Long-Term Growth StrategyFiscal year 2024 was the second year of our VoLT strategy,which acknowledges that continued growth requires us to operate with increased speed,agility,and scale in a rapidly changin
129、g,highly competitive,and increasingly technical environment.The competitive landscape is changing,and investments in technology from both public and private sectors are gaining momentum.Theneed for highly qualified technical professionals greatly exceeds availability.In this context,our clients are
130、increasingly reliant on technology as their missions grow in size,complexity,and digitalfocus.We must continually adapt to keep pace with these shifts and guide our clients towards a future of digital missions.Our ability to embrace and drive change is crucial to our success,which iswhy we are using
131、 our VoLT strategy and its framework to rapidly innovate and scale solutions to transform missions and address our clients complex challenges.7 Table of ContentsVoLT is the next era of Booz Allen and is accelerating our growth by focusing on the powerful convergence of Velocity,Leadership,and Techno
132、logythe blueprint for transforming ourCompany.Velocity:Get There FirstLeverage our mission knowledge to get to the future at speed and scale Double-down on innovation Strategically use mergers and acquisitions and partnerships to build market positions Make decisions closer to the needs of clientsLe
133、adership:Transform with ConvictionRedefine mission leadership to stand apart in this new era Identify client needs ripe for hyper-growth Scale businesses at the nexus of mission and technologyTechnology:Differentiate to WinPut technology at the heart of the client mission to define the next generati
134、on of impact Use mission insights to develop solutions Identify,build,and scale next generation technology to transform missionWith VoLT as the catalyst,our ambition is that by 2030 Booz Allen will be a market-leading mission partner for the U.S.government in the new digital environment,highly diffe
135、rentiated acrossa portfolio of scaled mission and technology businesses,and recognized for integrating,applying,and scaling technologies in the service of national mission priorities.Our ClientsBooz Allen is committed to solving our clients toughest challenges,and we work with a diverse base of publ
136、ic and private sector clients across a number of industries in the U.S.andinternationally,operating at the intersection of technology and mission understanding.Our clients call us to work on their hardest problems,such as delivering effective healthcare,protecting soldiers in combat and their famili
137、es,and keeping our national infrastructure secure.Weare investing in markets,capabilities,and talent and are building new business models through strategic ventures,partnerships,and product offerings.Our government clients include nearly all of the cabinet-level departments of the U.S.government.We
138、also serve large commercial clients across industries,including financial services,healthand life sciences,energy,and technology to solve their hardest and most sophisticated cyber challenges.Internationally,we also serve a portfolio of U.S.and non-U.S.government and commercialclients.A Large Addres
139、sable MarketWe believe that the U.S.government is the worlds largest consumer of management consulting and technology services.According to the Congressional Budget Office and the U.S.Departmentof the Treasury,the U.S.governments total spending for its fiscal year ended September 30,2023 was$6.1 tri
140、llion.Memorandum baseline estimates for fiscal year 2023 indicate approximately$1.7trillion was for discretionary budget authority,including$806 billion for the Department of Defense and intelligence community and$912 billion for civil agencies.Based on data from the FederalProcurement Data System,a
141、pproximately$775.9 billion of the U.S.governments fiscal year 2023 discretionary outlays were non-intelligence agency funding-related products and services procuredfrom private contractors.We estimate that$172.8 billion of the spending directed toward private contractors in U.S.government fiscal yea
142、r 2023 was for management,technology,and engineeringservices,with$89.0 billion spent by the Department of Defense and$83.8 billion spent by civil agencies.The agencies of the U.S.intelligence community that we serve represent an additionaladdressable market that is classified and,therefore,excluded
143、from these numbers.These numbers also exclude a large addressable market for our services and capabilities in the global commercialmarkets where we have a modest footprint.Highlights of Booz Allens fiscal 2024 are as follows:We derived 98%of our revenue from contracts where the end client was an age
144、ncy or department of the U.S.government.We delivered services under 4,755 contracts and task orders.We derived 95%of our revenue in fiscal 2024 from engagements for which we acted as the prime contractor.We derived 13%of our revenue in fiscal 2024 from the Department of Veterans Affairs,which was th
145、e single largest client that we served in that year.8 Table of ContentsSelected Long-Term Client Relationships ClientRelationship Length(Years)U.S.Navy80+U.S.Army75+Department of Veterans Affairs70+Department of Energy45+U.S.Air Force45+National Security Agency40+Department of Homeland Security40+Fe
146、deral Bureau of Investigation30+Internal Revenue Service25+Department of Health and Human Services25+National Reconnaissance Office25+A U.S.intelligence agency25+Includes predecessor organizations.Defense ClientsWe are a preferred partner to the Department of Defense in the generation and sustainmen
147、t of differentiated mission outcomes.We blend decades of mission experience with state of-the-artAI/ML,next-generation data solutions,resilient communications,cyber,and advanced software development.As we operate in an environment where our adversaries are deeply investing intechnology,we design ope
148、n architectures to lower lifecycle cost and maintain a technical edge to modernize,achieve interoperability,and win.Our technologists partner with our mission experts tobuild solutions that deliver mission technologies for todays digital battlespace,the fully networked conflict space extending acros
149、s all warfighting domains.Our core defense clients include all six branches of the U.S.military,the Office of the Secretary of Defense,NASA and the Joint Staff.Our key defense clients include the Army,Navy/MarineCorps,Air Force,Space Force,Coast Guard,and Joint Combatant Commands.Revenue generated f
150、rom defense clients was$5.1 billion,or approximately 47.1%of our revenue,in fiscal 2024,as compared to$4.2 billion,or approximately 45.2%of our revenue,in fiscal2023.Revenue generated from defense clients also includes foreign military sales and work performed under status of forces agreements to U.
151、S.and non-U.S.government clients.Intelligence ClientsWe deliver innovative,high-value services,capabilities,and solutions that directly impact core national security missions across the Intelligence Community and national cyber missionproviders.We leverage our knowledge of the mission and tailor our
152、 capabilities for our clientsour biggest driver is the demand for innovation,requiring us to be ahead of the pace of technologyadoption.Technology is at the center of our clients missions and ourswe are investing in emerging technologies like AI,zero trust cyber solutions,multi-cloud,and 5G to adapt
153、 ahead ofadversaries.The national security workforce remains focused on whats next,blending cleared and uncleared talent across dispersed geographies,ensuring mission impact.Our combination oftechnology,innovation,and talent is helping to shape the future of our national security ecosystem.Our intel
154、ligence clients are the 18 organizations of the U.S.Intelligence Community,which includes independent agencies,the Department of Defense elements,such as the National SecurityAgency and Defense Intelligence Agency,and other departments or agencies.Revenue generated from intelligence clients was$1.8
155、billion,or approximately 16.6%of our revenue,in fiscal 2024,as compared to$1.7 billion,or approximately 18.2%of our revenue,infiscal 2023.Civil ClientsOur civil work centers on the federal missions that are the highest priority to the domestic agenda,and we excel at helping our clients innovate thei
156、r most critical missions.From healthcare,homeland security,and financial services to justice,law enforcement,immigration,energy,transportation,and labor,we work at the core of the mission to address our clients most pressing needs.(1)(1)9 Table of ContentsOur major civil government clients include t
157、he Departments of Veterans Affairs,Health and Human Services,Treasury,Labor,Homeland Security,Justice,Energy,Commerce,andTransportation.Modernization and transformation are key needs of our clients,and we offer the technical expertise and mission understanding required to deliver innovative solution
158、s to all ourclients needs across the civil portfolio.Revenue generated from civil clients was$3.7 billion,or approximately 34.3%of our revenue,in fiscal 2024,as compared to$3.1 billion,or approximately 33.6%of our revenue,in fiscal2023.Global Commercial ClientsThe Global Commercial business partners
159、 with clients,from sophisticated multinational organizations to small-to-medium sized organizations,to transform cybersecurity into a sustainable,competitive advantage to drive their businesses forward.We deliver advanced cyber defense solutions across two industry leading lines of business:enterpri
160、se consulting and incident response.Ourteam is led by practitioners with decades of cyber operational,strategic consulting,incident response,commercial,and federal experience.Our extensive industry expertise is earned through years ofworking with market leading clients in financial services,health a
161、nd life sciences,software and technology,manufacturing,logistics,and energy.Revenue generated from global commercial clients was$173.2 million,or approximately 1.6%of our revenue,in fiscal 2024,as compared to$231.6 million,or approximately 2.5%of ourrevenue,in fiscal 2023.ContractsBooz Allens approa
162、ch has long been to ensure that we have prime or subcontractor positions on a wide range of contracts that allow clients maximum opportunity to access our services.Ourdiverse contract base provides stability to our business.This diversity shows that more than 85%of our revenue for fiscal 2024 was de
163、rived from 2,650 active task orders under IDIQ contractvehicles.Our top IDIQ contract vehicle represented approximately 15.2%of our revenue in fiscal 2024.Our largest task order under an IDIQ contract vehicle accounted for approximately 4.5%ofour revenue in fiscal 2024.Our largest definite contract
164、represented approximately 0.7%of our revenue in fiscal 2024.For risks related to our contracts,see“Item 1A.Risk FactorsIndustry andEconomic Risks.”The U.S.government procures services through two predominant contracting methods:indefinite contract vehicles and definite contracts.Each of these is des
165、cribed below:Indefinite contract vehicles provide for the issuance by the client of orders for services or products under the terms of the contract.Indefinite contracts are often referred to as contractvehicles or ordering contracts.IDIQ contracts may be awarded to one contractor(single award)or sev
166、eral contractors(multiple award).Under a multiple award IDIQ contract,there is noguarantee of work as contract holders must compete for individual work orders.IDIQ contracts will often include pre-established labor categories and rates,and the ordering process isstreamlined(usually taking less than
167、a month from recognition of a need to an established order with a contractor).IDIQ contracts often have multiyear terms and unfunded ceiling amounts,thereby enabling but not committing the U.S.government to purchase substantial amounts of products and services from one or more contractors in a strea
168、mlined procurement process.Definite contracts call for the performance of specified services or the delivery of specified products.The U.S.government procures services and solutions through single award,definitecontracts that specify the scope of services that will be delivered and identify the cont
169、ractor that will provide the specified services.When an agency recognizes a need for services orproducts,it develops an acquisition plan,which details how it will procure those services or products.During the acquisition process,the agency may release a request for information todetermine if qualifi
170、ed bidders exist,a draft request for a proposal to allow the industry to comment on the scope of work and acquisition strategy,and finally a formal request for a proposal.Following the evaluation of submitted proposals,the agency will award the contract to the winning bidder.10 Table of ContentsList
171、ed below are our top IDIQ contracts for fiscal 2024 and the number of active task orders under these contracts as of March 31,2024.Fiscal2024 Revenue%of Total RevenueNumber ofTask Orders as ofMarch 31,2024Expiration Date (in millions)GSA Alliant 2$1,625.515.2%836/30/2028(OASIS)One Acquisition Soluti
172、on for Integrated Services1,225.211.5%983/1/2025VA Transformation Twenty-One Total Technology Next Generation(T4NG)IDIQ765.97.2%123/6/2026Liberty IT-VA T4NG IDIQ585.95.5%193/6/2026DTIC Information Analysis Center Multiple Award Contract(IAC MAC)IDIQ571.85.4%599/29/2027SeaPort Next Generation(SeaPort
173、 NxG)IDIQ558.95.2%371/1/2029Alliant375.03.5%244/30/2019Multiple Award Schedule(MAS)-Formerly known as Information Technology(IT)Schedule 70(New)197.11.8%276/28/2036CIOSP3170.21.6%234/29/2024Solutions for Intelligence Analysis 3 IDIQ165.51.6%78/4/2029 Expiration date applies to the IDIQ vehicle.Task
174、orders awarded under the IDIQ can run past the expiration of the IDIQ itself.Listed below for each specified revenue band is the number of task orders,revenue derived from the task orders,and average duration of the task orders as of March 31,2024.The tableincludes revenue earned during fiscal 2024
175、under all task orders that were active during fiscal 2024 under these IDIQ contracts and the number of active task orders on which this revenue was earned.Average duration reflected in the table below is calculated based on the inception date of the task order,which may be prior to the beginning of
176、fiscal 2024,and the completion date which may havebeen prior or subsequent to March 31,2024.As a result,the actual average remaining duration for task orders included in this table may be less than the average duration shown in the table,and taskorders included in the table may have been complete on
177、 March 31,2024.Segmentation of Task Order by Revenue Fiscal 2024Number of TaskOrders Active During Fiscal2024Fiscal 2024 Revenue(in millions)%of Total RevenueAverageDuration(Years)Less than$1 million1,891$357.23%2.3Between$1 million and$3 million341603.96%3.6Between$3 million and$5 million142542.25%
178、4.0Between$5 million and$10 million122862.88%4.5Greater than$10 million1546,758.563%4.8Total2,650$9,124.685%2.8Listed below are our top definite contracts for fiscal 2024 and revenue recognized under these contracts.Classified contracts that cannot be named are noted generically in the table:Fiscal2
179、024 Revenue%of Total RevenueExpiration Date(in millions)Classified Contract$72.5 0.7%6/30/2025Classified Contract69.0 0.6%12/29/2023USDA FOREST SERVICES R1S46.6 0.4%9/30/2028Classified Contract46.5 0.4%3/31/2025Classified Contract38.2 0.4%4/18/2028Classified Contract33.2 0.3%9/16/2024ARPA-E SETA BRI
180、DGE V32.8 0.3%4/30/2024Classified Contract30.8 0.3%1/18/2029Classified Contract29.6 0.3%1/7/2024Classified Contract27.2 0.3%7/31/2024(1)(1)11 Table of ContentsBacklogWe define backlog to include the following three components:Funded Backlog.Funded backlog represents the revenue value of orders for s
181、ervices under existing contracts for which funding is appropriated or otherwise authorized less revenuepreviously recognized on these contracts.Unfunded Backlog.Unfunded backlog represents the revenue value of orders(including optional orders)for services under existing contracts for which funding h
182、as not been appropriated orotherwise authorized.Priced Options.Priced contract options represent 100%of the revenue value of all future contract option periods under existing contracts that may be exercised at our clients option and forwhich funding has not been appropriated or otherwise authorized.
183、Our backlog does not include contracts that have been awarded but are currently under protest,and also does not include any task orders under IDIQ contracts except to the extent that taskorders have been awarded to us under those contracts.The following table summarizes the value of our contract bac
184、klog as of the respective periods shown:As of March 31,20242023(in millions)Funded$4,822$4,619 Unfunded9,463 9,519 Priced options19,533 17,064 Total backlog$33,818$31,202 We may never realize all of the revenue that is included in our total backlog,and there is a higher degree of risk in this regard
185、 with respect to unfunded backlog and priced options.See“Item 7.Managements Discussion and Analysis of Financial Condition and Results of OperationsFactors and Trends Affecting Our Results of OperationsSources of RevenueContract Backlog”foradditional disclosure regarding our backlog.See also“Item 1A
186、.Risk FactorsIndustry and Economic RisksWe may not realize the full value of our backlog,which may result in lower thanexpected revenue.”CompetitionThe government services market is highly fragmented and competition within the government professional services industry has intensified as a result of
187、market pressure and consolidationactivity.In addition to professional service companies like ours that focus principally on the provision of services to the U.S.government,other companies active in our markets include large defensecontractors;diversified consulting,technology,and outsourcing service
188、 providers;and small businesses.Changing government policies and market dynamics are impacting the competitive landscape.In the past,the governments focus on organizational conflicts of interest has driven divestitures,which have changed the competitive landscape.There has been increasing pressure f
189、rom government clients to utilize small businesses,in large part because of a push by both past and presentadministrations to bolster the economy by helping small business owners.Finally,as a result of the foregoing factors and the drive in our markets to quickly build competencies in growth areas a
190、ndachieve economies of scale,we believe that consolidation activity among market participants will continue.In the course of doing business,we compete and collaborate with companies of all types and sizes.We strive to maintain positive and productive relationships with these organizations.Some ofthe
191、m hire us as a subcontractor,and we hire some of them to work with us as our subcontractors.Our major competitors include:(1)contractors focused principally on the provision of services to theU.S.government,(2)large defense contractors that provide both products and services to the U.S.government,an
192、d(3)diversified service providers.We compete based on our technical expertise andclient knowledge,our ability to successfully recruit and retain appropriately skilled and experienced talent,our ability to deliver cost-effective multifaceted services in a timely manner,our reputationand relationship
193、with our clients,our past performance,security clearances,and the size and scale of our Company.In addition,to maintain our competitive position,we routinely review ouroperating structure,capabilities,and strategy to determine whether we are effectively meeting the needs of existing clients,effectiv
194、ely responding to developments in our markets,and successfullybuilding a platform intended to provide the foundation for the future growth of our business.12 Table of ContentsPatents and Proprietary InformationOur management and technology consulting services business utilizes a variety of proprieta
195、ry rights in delivering products and services to our clients.We claim a proprietary interest in certainservice offerings,products,software tools,methodologies,and know-how,and also have certain licenses to third-party intellectual property that may be significant to our business.While we haveseveral
196、 patents issued and pending in the United States and in certain foreign countries,we do not consider our overall business to be materially dependent on the protection of such patents.Inaddition,we have a number of trade secrets that contribute to our success and competitive position,and we endeavor
197、to protect this proprietary information.While protecting trade secrets andproprietary information is important,we are not materially dependent on any specific trade secret or group of trade secrets.We rely on a combination of nondisclosure agreements and other contractual arrangements,as well as cop
198、yright,trademark,patent,and trade secret laws,to protect our proprietary information.We also enter into proprietary information and intellectual property agreements with employees,which require them to disclose any inventions created during employment,to convey such rights toinventions to us,and to
199、restrict any disclosure of proprietary information.We have a variety of trademarks registered in the United States and certain foreign countries,including“Booz AllenHamilton”and“Booz Allen.”Generally,registered trademarks have perpetual life,provided that they are renewed on a timely basis and conti
200、nue to be used properly as trademarks.We haveregistered trademarks related to our name and logo in the United States,with the earliest renewal in November 2032,while the earliest renewal for our trademarks outside of the United States isOctober 2024.For our work under U.S.government funded contracts
201、 and subcontracts,the U.S.government obtains certain rights to data,software,and related information developed under such contracts orsubcontracts.These rights may allow the U.S.government to disclose such data,software,and related information to third parties,which may include our competitors in so
202、me instances.In the case ofour work as a subcontractor,our prime contractor may also have certain rights to data,information,and products we develop under the subcontract.Booz Allen Hamiltonand other trademarks or service marks of Booz Allen Hamilton Inc.appearing in this Annual Report are the trade
203、marks or registered trademarks of Booz Allen HamiltonInc.Trade names,trademarks,and service marks of other companies appearing in this Annual Report are the property of their respective owners.RegulationAs a contractor to the U.S.government,as well as state and local governments,we are heavily regul
204、ated in most fields in which we operate.We deal with numerous U.S.government agenciesand entities,and,when working with these and other entities,we must comply with and are affected by unique laws and regulations relating to the formation,administration,and performance ofpublic government contracts.
205、Some significant laws and regulations that affect us include the following:the FAR,and agency regulations supplemental to the FAR,which regulate the formation,administration,and performance of U.S.government contracts.For example,FAR 52.203-13requires contractors to establish a Code of Business Ethi
206、cs and Conduct,implement a comprehensive internal control system,and report to the government when the contractor has credibleevidence that a principal,employee,agent,or subcontractor,in connection with a government contract,has violated certain federal criminal laws,violated the civil False Claims
207、Act,or hasreceived a significant overpayment;the False Claims Act,which imposes civil and criminal liability for violations,including substantial monetary penalties,for,among other things,presenting false or fraudulent claims forpayments or approval;the False Statements Act,which imposes civil and c
208、riminal liability for making false statements to the U.S.government;the Truthful Cost or Pricing Data Statute(formerly known as the Truth in Negotiations Act),which requires certification and disclosure of cost and pricing data in connection with thenegotiation of certain contracts,modifications,or
209、task orders;the Procurement Integrity Act,which regulates access to competitor bid and proposal information and certain internal government procurement sensitive information,and our ability toprovide compensation to certain former government procurement officials;laws and regulations restricting the
210、 ability of a contractor to provide gifts or gratuities to employees of the U.S.government;post-government employment laws and regulations,which restrict the ability of a contractor to recruit and hire current employees of the U.S.government and deploy former employees of theU.S.government;laws,regu
211、lations,and executive orders restricting the handling,use,and dissemination of information classified for national security purposes or determined to be“controlled unclassifiedinformation”or“for official use only,”and the export of certain products,services,and technical data,including requirements
212、regarding any applicable licensing of our employees involvedin such work;13 Table of Contents laws,regulations,and executive orders,regulating the handling,use,and dissemination of personally identifiable information in the course of performing a U.S.government contract;international trade complianc
213、e laws,regulations,and executive orders that prohibit business with certain sanctioned entities and require authorization for certain exports or imports in order toprotect national security and global stability;laws,regulations,and executive orders governing organizational conflicts of interest that
214、 may restrict our ability to compete for certain U.S.government contracts because of the work thatwe currently perform for the U.S.government or may require that we take measures such as firewalling off certain employees or restricting their future work activities due to the currentwork that they pe
215、rform under a U.S.government contract;laws,regulations,and executive orders that impose requirements on us to ensure compliance with requirements and protect the government from risks related to our supply chain;laws,regulations,and mandatory contract provisions providing protections to employees or
216、 subcontractors seeking to report alleged fraud,waste,and abuse related to a government contract;the Contractor Business Systems rule,which authorizes Department of Defense agencies to withhold a portion of our payments if we are determined to have a significant deficiency in ouraccounting,cost esti
217、mating,purchasing,earned value management,material management and accounting,and/or property management system;and the Cost Accounting Standards and Cost Principles,which impose accounting and allowability requirements that govern our right to reimbursement under certain cost-based U.S.governmentcon
218、tracts and require consistency of accounting practices over time.Given the magnitude of our revenue derived from contracts with the Department of Defense,the Defense Contract Audit Agency(“DCAA”)is our cognizant government audit agency.TheDCAA audits the adequacy of our internal control systems and
219、policies including,among other areas,compensation.The Defense Contract Management Agency(“DCMA”),as our cognizantgovernment contract management agency,may determine that a portion of our employee compensation is unallowable based on the findings and recommendations in the DCAAs audits.In addition,th
220、e DCMA directly reviews the adequacy of certain of our business systems,such as our purchasing system.See“Item 1A.Risk FactorsLegal and Regulatory RisksOur work with governmentclients exposes us to additional risks inherent in the government contracting environment,which could reduce our revenue,dis
221、rupt our business,or otherwise materially adversely affect our results ofoperations.”We are also subject to audit by Inspectors General of other U.S.government agencies.The U.S.government may revise its procurement practices or adopt new contract rules and regulations at any time.To help ensure comp
222、liance with these laws and regulations,all of ouremployees are required to attend ethics training at least annually,and to participate in other compliance training relevant to their position.Internationally,we are subject to special U.S.governmentlaws and regulations(such as the Foreign Corrupt Prac
223、tices Act),local government regulations and procurement policies and practices,including regulations relating to import-export control,investments,exchange controls,and repatriation of earnings,as well as varying currency,political,and economic risks.U.S.government contracts are,by their terms,subje
224、ct to termination by the U.S.government either for its convenience or default by the contractor.In addition,U.S.government contracts areconditioned upon the continuing availability of Congressional appropriations.Congress usually appropriates funds for a given program on a September 30 fiscal year b
225、asis,even though contractperformance could take many years.As is common in the industry,our Company is subject to business risks,including changes in governmental appropriations,national defense policies,servicemodernization plans,and availability of funds.Any of these factors could materially adver
226、sely affect our Companys business with the U.S.government in the future.The U.S.government has a broad range of actions that it can instigate to enforce its procurement law and policies.These include proposing a contractor,certain of its operations or individualemployees for debarment or suspending
227、or debarring a contractor,certain of its operations or individual employees from future government business.In addition to criminal,civil,and administrativeactions by the U.S.government,under the False Claims Act,an individual alleging fraud related to payments under a U.S.government contract or pro
228、gram may file a qui tam lawsuit on behalf of thegovernment against us;if successful in obtaining a judgment or settlement,the individual filing the suit may receive up to 30%of the amount recovered by the government.See“Item 1A.Risk FactorsLegal and Regulatory RisksWe are required to comply with num
229、erous laws and regulations,some of which are highly complex,and our failure to comply couldresult in fines or civil or criminal penalties or suspension or debarment by the U.S.government that could result in our inability to continue to work on or receive U.S.government contracts,whichcould material
230、ly and adversely affect our results of operations.”14 Table of ContentsAvailable InformationWe file annual,quarterly,and current reports and other information with the Securities and Exchange Commission(the“SEC”).The SEC maintains a website(www.sec.gov)that containsreports,proxy and information stat
231、ements,and other information regarding registrants that file electronically with the SEC,including us.You may also access,free of charge,our reports filed with theSEC(for example,our Annual Report on Form 10-K,Quarterly Reports on Form 10-Q,and Current Reports on Form 8-K,and any amendments to those
232、 forms)through the“Investors”portion of ourwebsite().Reports filed with or furnished to the SEC will be available as soon as reasonably practicable after they are filed with or furnished to the SEC.Our website is includedin this Annual Report as an inactive textual reference only.The information fou
233、nd on our website is not part of this or any other report filed with or furnished to the SEC.Item 1A.Risk Factors.You should consider and read carefully all of the risks and uncertainties described below,as well as other information included in this Annual Report,including our consolidated financial
234、statements and related notes.The risks described below are not the only ones facing us.The occurrence of any of the following risks or additional risks and uncertainties not presently known to us orthat we currently believe to be immaterial could materially and adversely affect our business,financia
235、l condition,and results of operations.This Annual Report also contains forward-lookingstatements and estimates that involve risks and uncertainties.Our actual results could differ materially from those anticipated in the forward-looking statements as a result of specific factors,including the risks
236、and uncertainties described below.This risk factor summary contains a high-level summary of risks associated with our business.It does not contain all of the information that may be important to you,and you should read thisrisk factor summary together with the more detailed discussion of risks and u
237、ncertainties set forth following this summary.A summary of our risks includes,but is not limited to,the following:Industry and Economic Risks risks relating to our relationships with the U.S.government;changes in U.S.government spending and mission priorities,including due to uncertainty relating to
238、 funding of the U.S.government and increasing the debt ceiling;the effects of disease outbreaks,pandemics,or widespread health epidemics,including disruptions to our workforce and the impact on government spending and demand for our solutions;our ability to compete effectively in the competitive bid
239、ding and re-competing processes and delays or losses of contract awards caused by competitors protests of major contract awardsreceived by us;the loss of GSA schedules,or our position as prime contractor on GWACs;variable purchasing patterns under GSA schedules,blanket purchase agreements,and IDIQ c
240、ontracts;changes in the mix of our contracts and our ability to accurately estimate or otherwise recover expenses,time,and resources for our contracts;changes in estimates used in recognizing revenue;our ability to realize the full value of and replenish our backlog,generate revenue under certain of
241、 our contracts,and the timing of our receipt of revenue under contracts included in backlog;risks related to inflation that could impact the cost of doing business and/or reduce customer buying power;risks related to the deterioration of economic conditions or weakening in the credit or capital mark
242、ets;internal system or service failures and security breaches,including,but not limited to,those resulting from external or internal threats,including cyber attacks on our network and internalsystems;risks related to the use of artificial intelligence,which include potential liability as well as reg
243、ulatory,competition,reputational and other risks;risks related to the operation of financial management systems;our ability to attract,train,or retain employees with the requisite skills and experience and ensure that employees obtain and maintain necessary security clearances and effectively manage
244、our cost structure;the loss of members of senior management or failure to develop new leaders;misconduct or other improper activities from our employees,subcontractors,or suppliers,including the improper access,use,or release of our or our clients sensitive or classifiedinformation;the impact of inc
245、reased competition from other companies in our industry;failure to maintain strong relationships with other contractors,or the failure of contractors with which we have entered into a sub-or prime-contractor relationship to meet their obligations tous or our clients;15 Table of Contents risks relate
246、d to changes to our operating structure,capabilities,or strategy intended to address client needs,grow our business,or respond to market developments;and risks related to completed and future acquisitions,including our ability to realize the expected benefits from such acquisitions.Legal and Regulat
247、ory Risks failure to comply with numerous laws and regulations,including the FAR,False Claims Act,DFARS,and FAR Cost Accounting Standards and Cost Principles;risks related to our international operations;the adoption by the U.S.government of new laws,rules,and regulations,such as those relating to o
248、rganizational conflicts of interest issues or limits;the incurrence of additional tax liabilities,including as a result of changes in tax laws or management judgments involving complex tax matters;continued efforts to change how the U.S.government reimburses compensation related costs and other expe
249、nses or otherwise limit such reimbursements and an increased risk ofcompensation being deemed unreasonable and unallowable or payments being withheld as a result of U.S.government audit,review,or investigation;inherent uncertainties and potential adverse developments in legal or regulatory proceedin
250、gs;the impact of changes in accounting rules and regulations,or interpretations thereof,that may affect the way we recognize and report our financial results,including changes in accountingrules governing recognition of revenue;and the impact of ESG-related risks and climate change generally on our
251、and our clients businesses and operations.Risks Related to Our Indebtedness the impact of our substantial indebtedness and our ability to service and refinance such indebtedness;and the restrictions and limitations in the agreements and instruments governing our indebtedness.Risks Related to Our Com
252、mon Stock the volatility of the market price of our Class A common stock;the timing and amount of our dividends,if any;and the impact of fulfilling our obligations incident to being a public company.Industry and Economic RisksWe depend on contracts with U.S.government agencies for substantially all
253、of our revenue.If our relationships with such agencies are harmed,our future revenue and operating profitswould decline.The U.S.government is our primary client,with revenue from contracts and task orders,either as a prime or a subcontractor,with U.S.government agencies accounting for 98%of our reve
254、nuefor fiscal year 2024.Our belief is that the successful future growth of our business will continue to depend primarily on our ability to be awarded work under U.S.government contracts,as we expectthis will be the primary source of substantially all of our revenue in the foreseeable future.For thi
255、s reason,any issue that compromises our relationship with the U.S.government generally or any U.S.government agency that we serve would cause our revenue to decline.Among the key factors in maintaining our relationship with U.S.government agencies is our performance on contracts and taskorders,the s
256、trength of our professional reputation,compliance with applicable laws and regulations,and the strength of our relationships with client personnel.In addition,the mishandling or theperception of mishandling of sensitive information,such as our failure to maintain the confidentiality of the existence
257、 of our business relationships with certain of our clients,including as a result ofmisconduct or other improper activities by our employees,subcontractors,or suppliers,or a failure to maintain adequate protection against security breaches,including those resulting from cyberattacks,could harm our re
258、lationship with U.S.government agencies.See“Our employees or subcontractors may engage in misconduct or other improper activities,which could harm our ability toconduct business with the U.S.government.”Our relationship with the U.S.government could also be damaged as a result of an agencys dissatis
259、faction with work performed by us,a subcontractor,or other third parties who provide services or products for a specific project for any reason,including due to perceived or actual deficiencies in the performance or quality of our work,and we mayincur additional costs to address any such situation a
260、nd the profitability of that work might be impaired.Further,negative publicity concerning government contractors in general,or us,regardless ofaccuracy,may harm our reputation among federal agencies and federal government contractors.Due to the sensitive nature of our work and our confidentiality ob
261、ligations to our customers,we maybe unable or limited in our ability to respond to such negative publicity,which could also harm our reputation and business.To the extent our reputation or relationships with U.S.governmentagencies is impaired,our revenue and operating profits could materially declin
262、e.16 Table of ContentsU.S.government spending levels and mission priorities could change in a manner that adversely affects our future revenue and limits our growth prospects.Our business depends upon continued U.S.government expenditures on defense,intelligence,and civil programs for which we provi
263、de support.These expenditures have not remained constantover time,have been reduced in certain periods,and have been affected by the U.S.governments efforts to improve efficiency and reduce costs affecting U.S.government programs generally.Ourbusiness,prospects,financial condition,or operating resul
264、ts could be materially harmed by,among other causes,the following:budgetary constraints,including mandated automatic spending cuts,affecting U.S.government spending generally,or specific agencies in particular,and changes in available funding;a shift in the permissible federal debt limit;a shift in
265、expenditures away from agencies or programs that we support;reduced U.S.government outsourcing of functions that we are currently contracted to provide,including as a result of increased insourcing by various U.S.government agencies due tochanges in the definition of“inherently governmental”work,inc
266、luding proposals to limit contractor access to sensitive or classified information and work assignments;changes or delays in U.S.government programs that we support or related requirements;U.S.government shutdowns due to,among other reasons,a failure to fund the government and other potential delays
267、 in the appropriations process;U.S.government agencies awarding contracts on a technically acceptable/lowest cost basis in order to reduce expenditures;delays in the payment of our invoices by government payment offices;an inability by the U.S.government to fund its operations as a result of a failu
268、re to increase the U.S.governments debt ceiling,the exhaustion of“extraordinary measures”to borrowadditional funds without breaching the governments debt ceiling,a credit downgrade of U.S.government obligations or for any other reason;and changes in the political climate and general economic conditi
269、ons,including political changes from successive presidential administrations,a slowdown of the economy or unstable economicconditions and other conditions,such as emergency spending,that reduce funds available for other government priorities.In addition,any disruption in the functioning of U.S.gover
270、nment agencies,including as a result of U.S.government closures and shutdowns,terrorism,war,international conflicts(includingthe ongoing conflict between Russia and Ukraine and the ongoing conflict between Israel and Hamas),natural disasters,public health crises,destruction of U.S.government facilit
271、ies,and otherpotential calamities could have a negative impact on our operations and cause us to lose revenue or incur additional costs due to,among other things,our inability to deploy our staff to clientlocations or facilities as a result of such disruptions.The U.S.government budget deficits,the
272、national debt,and prevailing economic conditions,and actions taken to address them,could negatively affect U.S.government expenditures ondefense,intelligence,and civil programs for which we provide support.The Department of Defense is one of our significant clients and cost cutting,including through
273、 consolidation and eliminationof duplicative organizations and insourcing,has become a major initiative for the Department of Defense.A reduction in the amount of,or delays or cancellations of funding for,services that we arecontracted to provide as a result of any of these related initiatives,legis
274、lation,or otherwise could have a material adverse effect on our business and results of operations.In addition,governmentagencies have reduced management support services spending in recent years.If federal awards for management support services continue to decline,our revenue and operating profits
275、may materiallydecline and could have a material and adverse effect on our business and results of operations.Considerable uncertainty exists regarding how future budget and program decisions will unfold,including the spending priorities of the U.S.government.In January 2025,the U.S.Congressmay have
276、to contend with the legal limit on U.S.debt commonly known as the debt ceiling.If the debt ceiling is not raised,the U.S.government may not be able to fulfill its funding obligations andthere could be significant disruption to all discretionary programs,which would have corresponding impacts on us a
277、nd our industry.If government funding relating to our contracts with the U.S.government or Department of Defense becomes unavailable,or is reduced or delayed,or planned orders are reduced,our contractor subcontract under such programs may be terminated or adjusted by the U.S.government or the prime
278、contractor,if applicable.Our operating results could also be adversely affected by spendingcaps or changes in the budgetary priorities of the U.S.government or Department of Defense,as well as delays in program starts or the award of contracts or task orders under contracts.17 Table of ContentsThese
279、 or other factors could cause our defense,intelligence,or civil clients to decrease the number of new contracts awarded generally and fail to award us new contracts,reduce their purchasesunder our existing contracts,exercise their right to terminate our contracts,or not exercise options to renew our
280、 contracts,any of which could cause a material decline in our revenue.The effects of a disease outbreak,pandemic or widespread health epidemic could have a material adverse effect on our business and results of operations.Disease outbreaks,pandemics or similar widespread health epidemics and attempt
281、s to contain and reduce their spread may adversely affect U.S.and global economies,including impacts tosupply chains,customer demand,international trade,and capital markets.These effects may adversely affect certain of our business operations and may materially and adversely affect our financialcond
282、ition,results of operations,cash flows,and equity.We have taken precautionary measures intended to minimize the risk of disease outbreaks,pandemics or similar widespread health epidemics,to our employees,our clients,and thecommunities in which we operate,as well as remedial measures to address resid
283、ual,lasting issues,including increased medical costs and a rise in mental health issues,which could negatively impactour business.In addition,some of our employees,clients,and subcontractors are located in foreign countries,which may be impacted differently from the United States depending on theirc
284、ircumstances.Although the Company has business continuity plans and other safeguards in place,there is no assurance that such plans and safeguards will be effective or that such measures will notadversely affect our operations or long-term plans.In addition,as local conditions and regulations respon
285、d to the risks of disease outbreaks,pandemics or similar widespread health epidemicsregarding the return of employees to offices generally,our workforce may not be able to return to work in person immediately,if at all,or may instead choose to pursue competing employmentopportunities,including as a
286、result of transportation,childcare,and ongoing health issues,which could negatively affect our business.In addition,disease outbreaks,pandemics or widespread health epidemics may disrupt the operations of our clients,suppliers,vendors,service providers,and subcontractors,including as aresult of trav
287、el restrictions,business shutdowns,key material shortages,or lack of access to financial markets,all of which could negatively impact our business and results of operations.Anyinability to develop alternative sources of supply on a cost-effective and timely basis could materially impair our ability
288、to provide products,systems,and services to our clients.We derive a majority of our revenue from contracts awarded through a competitive bidding process,and our revenue and profitability may be adversely affected if we are unable to competeor re-compete effectively in the process or if there are del
289、ays caused by our competitors protesting major contract awards received by us.We derive a majority of our revenue from U.S.government contracts awarded through competitive bidding and re-competing processes.We do not expect this to change for the foreseeablefuture.Our failure to compete effectively
290、in this procurement environment would have a material adverse effect on our revenue and profitability.The competitive bidding and re-competing processes involve risk and significant costs to businesses operating in this environment,including:the necessity to expend resources,make financial commitmen
291、ts(such as procuring leased premises),and bid on engagements in advance of the completion of their design,which may resultin unforeseen difficulties in execution,cost overruns and,in the case of an unsuccessful competition,the loss of committed costs;the substantial cost and managerial time and effo
292、rt spent to prepare bids and proposals for contracts that may not be awarded to us;the ability to accurately estimate the resources and costs that will be required to service any contract we are awarded;the expense and delay that may arise if our competitors protest or challenge contract awards made
293、 to us pursuant to competitive bidding,and the risk that any such protest or challenge couldresult in the resubmission of bids on modified specifications,or in termination,reduction,or modification of the awarded contract;and any opportunity cost of not bidding and winning other contracts we might h
294、ave otherwise pursued.In circumstances where contracts are held by other companies and are scheduled to expire,we still may not be provided the opportunity to bid on those contracts if the U.S.governmentdetermines to extend the existing contract.If we are unable to win particular contracts that are
295、awarded through the competitive bidding and re-competing processes,we may not be able to operate inthe market for services that are provided under those contracts for the duration of those contracts to the extent that there is no additional demand for such services.An inability to consistently win n
296、ewcontract awards over any extended period would have a material adverse effect on our business and results of operations.18 Table of ContentsWe have seen our current competitive environment result in an increase in the number of bid protests from unsuccessful bidders on new program awards.It can ta
297、ke many months for therelevant U.S.government agency to resolve protests by one or more of our competitors of contract awards we receive.Bid protests may result in significant expense to us,contract modification,orloss of an awarded contract as a result of the award being overturned.Even where we do
298、 not lose the awarded contract,the resulting delay in the startup and funding of the work under these contractsmay cause our actual results to differ materially and adversely from those anticipated.A significant majority of our revenue is derived from task orders under indefinite delivery/indefinite
299、 quantity,or IDIQ,contract vehicles where we perform in either a prime orsubcontractor position.We believe that one of the key elements of our success is our position as the holder of 2,650 active task orders under IDIQ contract vehicles as of March 31,2024.IDIQ contracts provide for the issuance by
300、 the client of orders for services or products under the contract,and often contain multi-year terms and unfunded ceiling amounts,which allow but donot commit the U.S.government to purchase products and services from contractors.Our ability to generate revenue under each of these types of contracts
301、depends upon our ability to be awardedtask orders for specific services by the client.IDIQ contracts may be awarded to one contractor(single award)or several contractors(multiple award).Multiple contractors must compete undermultiple award IDIQ contracts for task orders to provide particular service
302、s,and contractors earn revenue only to the extent that they successfully compete for these task orders.A failure to beawarded task orders under such contracts would have a material adverse effect on our results of operations and financial condition.In addition,our ability to maintain our existing bu
303、siness and win new business depends on our ability to maintain our prime and subcontractor positions on these contracts.The loss,withoutreplacement,of certain of these contract vehicles could have a material adverse effect on our ability to win new business and our operating results.If the U.S.gover
304、nment elects to use a contractvehicle that we do not hold,we will not be able to compete for work under that contract vehicle as a prime contractor.Our earnings and profitability may vary based on the mix of our contracts and may be adversely affected by our failure to accurately estimate or otherwi
305、se recover the expenses,time,andresources for our contracts.We enter into three general types of U.S.government contracts for our services:cost-reimbursable,time-and-materials,and fixed-price.Each of these types of contracts,to varying degrees,involves the risk that we could underestimate our cost o
306、f fulfilling the contract,which may reduce the profit we earn or lead to a financial loss on the contract and adversely affect our operatingresults.Under cost-reimbursable contracts,we are reimbursed for allowable costs up to a ceiling and paid a fee,which may be fixed or performance-based.If our ac
307、tual costs exceed the contract ceilingor are not allowable under the terms of the contract or applicable regulations,we may not be able to recover those costs.In particular,there is ongoing focus by the U.S.government on the extent towhich government contractors,including us,are able to receive reim
308、bursement for employee compensation,including the adoption of interim rules by federal agencies implementing a section of theBipartisan Budget Act of 2013,as amended,that substantially decreased the level of allowable compensation cost for executive-level employees and further applied the newly redu
309、ced limitation to allemployees.In addition,there is an increased risk of compensation being deemed unallowable or payments being withheld as a result of U.S.government audit,review,or investigation.Under time-and-materials contracts,we are reimbursed for labor at negotiated hourly billing rates and
310、for certain allowable expenses.We assume financial risk on time-and-materials contractsbecause our costs of performance may exceed these negotiated hourly rates.Under fixed-price contracts,we perform specific tasks for a predetermined price.Compared to time-and-materials and cost-reimbursable contra
311、cts,fixed-price contracts generally offer highermargin opportunities because we receive the benefits of any cost savings,but involve greater financial risk because we bear the impact of any cost overruns.The U.S.government has generallyindicated that it intends to increase its use of fixed price con
312、tract procurements.Because we assume the risk for cost overruns and contingent losses on fixed-price contracts,an increase in thepercentage of fixed-price contracts in our contract mix would increase our risk of suffering losses.Additionally,our profits could be adversely affected if our costs under
313、 any such contract exceed the assumptions we used in bidding for the contract.For example,we may miscalculate thecosts,resources,or time needed to complete projects or meet contractual milestones as a result of delays on a particular project,including delays in designs,engineering information,or mat
314、erialsprovided by the customer or a third party,delays or difficulties in equipment and material delivery,schedule changes,and other factors,some of which are beyond our control.We record provisions inour consolidated financial statements for losses on our contracts when necessary,as required under
315、accounting principles generally accepted in the United States,or GAAP,but our contract lossprovisions may not be adequate to cover all actual losses that we may incur in the future.Our professional reputation and relationships with U.S.government agencies are critical to our business,and any harm to
316、 our reputation or relationships could decrease the amount ofbusiness the U.S.government does with us,which could have a material adverse effect on our future revenue and growth prospects.19 Table of ContentsWe depend on our contracts with U.S.government agencies for substantially all of our revenue
317、 and if our reputation or relationships with these agencies were harmed,our future revenue andgrowth prospects would be materially and adversely affected.Our reputation and relationship with the U.S.government is a key factor in maintaining and growing revenue under contracts with theU.S.government.
318、In addition,a significant portion of our business relates to designing,developing,and implementing advanced defense and technology systems and products,including cybersecurityproducts and services.Negative press reports regarding poor contract performance,employee misconduct,information security bre
319、aches,engagements in or perceived connections to politically orsocially sensitive activities,or other aspects of our business,or regarding government contractors generally,could harm our reputation.In addition,to the extent our performance under a contract doesnot meet a U.S.government agencys expec
320、tations,the client might seek to terminate the contract prior to its scheduled expiration date,provide a negative assessment of our performance togovernment-maintained contractor past-performance data repositories,fail to award us additional business under existing contracts or otherwise,and direct
321、future business to our competitors.If ourreputation or relationships with these agencies are negatively affected,or if we are suspended or debarred from contracting with government agencies for any reason,such actions would decrease theamount of business that the U.S.government does with us,which wo
322、uld have a material adverse effect on our future revenue and growth prospects.We use estimates in recognizing revenue and if we make changes to estimates used in recognizing revenue,our profitability may be adversely affected.Revenue from our fixed-price contracts is primarily recognized using the p
323、ercentage-of-completion method with progress toward completion of a particular contract based on actual costsincurred relative to total estimated costs to be incurred over the life of the contract.Revenue from our cost-reimbursable-plus-award-fee contracts are based on our estimation of award fees o
324、ver thelife of the contract.Estimating costs at completion and award fees on our long-term contracts is complex and involves significant judgment.Adjustments to original estimates are often required aswork progresses,experience is gained,and additional information becomes known,even though the scope
325、 of the work required under the contract may not change.Any adjustment as a result of achange in estimate is recognized as events become known.In the event updated estimates indicate that we will experience a loss on a contract,we recognize the estimated loss at the time it is determined.Additional
326、information may subsequentlyindicate that the loss is more or less than initially recognized,which requires further adjustments in our consolidated financial statements.Changes in the underlying assumptions,circumstances,orestimates could result in adjustments that could have a material adverse effe
327、ct on our future results of operations.We may not realize the full value of our backlog,which may result in lower than expected revenue.Our backlog does not include contracts that have been awarded but are currently under protest and also does not include any task orders under IDIQ contracts,except
328、to the extent that taskorders have been awarded to us under those contracts.For additional disclosure regarding our backlog,please see“Item 7.Managements Discussion and Analysis of Financial Condition and Resultsof OperationsFactors and Trends Affecting Our Results of OperationsSources of RevenueCon
329、tract Backlog.”We historically have not realized all of the revenue included in our total backlog,and we may not realize all of the revenue included in our current or future total backlog.There is a higherdegree of risk in this regard with respect to unfunded backlog and priced options.In addition,t
330、here can be no assurance that our backlog will result in actual revenue in any particular period.This isbecause the actual receipt,timing,and amount of revenue under contracts included in backlog are subject to various contingencies,including congressional appropriations,many of which are beyondour
331、control.The actual receipt of revenue from contracts included in backlog may never occur or may be delayed because:a program schedule could change or the program could be canceled;acontracts funding or scope could be reduced,modified,delayed,de-obligated,or terminated early,including as a result of
332、a lack of appropriated funds or cost cutting initiatives and other efforts toreduce U.S.government spending and/or the automatic federal defense spending cuts required by sequestration;in the case of funded backlog,the period of performance for the contract has expiredor the U.S.government has exerc
333、ised its unilateral right to cancel multi-year contracts and related orders or terminate existing contracts for convenience or default;in the case of unfunded backlog,funding may not be available;or,in the case of priced options,our clients may not exercise their options.In addition,client staff headcount growth is the primary means by which we are able torecognize revenue growth.Any inability to