KORN FERRY

Korn Ferry is a global consulting firm that powers individual and business performance, working across the full organization from strategy and leadership to hiring, development, rewards, and the roles, skills and workforce models needed for the future. The company operates in the human resource consulting market, which has been traditionally fragmented, with competitors including large consulting firms such as AON, Deloitte, McKinsey, Mercer and Willis Towers Watson. Digital products in the human resource market are also fragmented, with competitors such as AON, Eightfold, Hogan, Mercer, SHL, Richardson/Challenger, Willis Towers Watson and other boutique HR technology firms. The executive search market faces competition from traditional firms like Egon Zehnder, Heidrick & Struggles International, Inc., Russell Reynolds Associates and Spencer Stuart, as well as non-traditional competitors including AI-enabled companies and web-based providers like Eightfold AI, Google for Jobs, HireVue, iCIMS, Indeed, Jobvite, LinkedIn, Paradox, Phenom, Symphony Talent and Yello. RPO services primarily compete with Alexander Mann Solutions, Allegis, Cielo, Randstad, WilsonHCG, Hudson and LHH, while Professional Search competes with firms such as Michael Page, Robert Half and Hays, and Interim services compete with Axiom, Heidrick & Struggles, KForce, MLA, RGP and Robert Half.

Korn Ferry differentiates itself through its ability to leverage its Foundational Assets into technology-enabled service offerings, creating unique insights and end-to-end solutions that connect strategy and talent to drive business outcomes. The company's competitive advantages include one of the world's deepest and broadest bodies of insight into how people and organizations perform, grounded in more than 12 billion proprietary data points and decades of real-world application. Across fiscal years 2025 and 2026, Korn Ferry worked with 94% of the S&P 100, 82% of the S&P 500, 86% of the S&P Europe 350, and 96% of Fortune's Top 50 World's Most Admired. The company's 350 Marquee and Diamond accounts represented approximately 40% of consolidated fee revenue as of fiscal year-end 2026, more than double their contribution at the Program's inception. In fiscal 2026, approximately 27% of consolidated fee revenue came from cross-solution referrals, up from 14% in 2018.

Korn Ferry generates revenue through three primary engagement models: advisory engagements (tailored consulting and talent acquisition services grounded in proprietary data, behavioral science and expert advisory), embedded solutions (technology-enabled capabilities integrated into client workflows), and subscription-based offerings (licensed offerings providing direct access to Korn Ferry's talent intelligence). This diversified model balances project-based work with recurring revenue streams. The company's business is organized around three connected elements: Foundational Assets (proprietary data, science and IP), Capabilities (areas of expertise), and Integrated Solutions (combining multiple Capabilities to address high-priority business challenges). In fiscal 2026, approximately 82% of assignments were with clients served in the prior three years, reflecting strong loyalty and long-term engagement. The company operates across four regions—North America, EMEA, APAC, and Latin America—with 98 offices in 51 countries as of April 30, 2026.

Consulting helps clients design and implement talent strategies, organizational structures, and workforce capabilities and rewards to drive growth. In fiscal 2026, Consulting fee revenue was $691.7 million ¹, Adjusted EBITDA was $118.4 million ², and Adjusted EBITDA margin was 17.1% ³. The number of consulting and execution staff at year-end was 1,522 ⁴ with an average bill rate of $458 per hour ⁵. Consulting supported over 4,300 clients globally ⁶ with 32% of Consulting's fiscal 2026 fee revenue being referred from Korn Ferry's other solutions ⁷. Digital develops and manages the technology, data, platform, and AI capabilities that power Talent Suite. In fiscal 2026, Digital fee revenue was $363.5 million ⁸, subscription/license revenue was $148.6 million ⁹, an increase of 7.9% ¹⁰ compared to fiscal 2025. Digital Adjusted EBITDA was $113.1 million ¹¹ and Adjusted EBITDA margin was 31.1% ¹². Digital engaged with more than 7,600 clients globally ¹³ with 34% of Digital's fiscal 2026 fee revenue being referred from Korn Ferry's other solutions ¹⁴.

Executive Search delivers industry-leading executive recruitment across global markets. In fiscal 2026, Executive Search fee revenue was $924.1 million ¹⁵, Adjusted EBITDA was $237.4 million ¹⁶, and Adjusted EBITDA margin was 25.7% ¹⁷. The company opened more than 6,500 new engagements ¹⁸ with an average of 563 consultants ¹⁹. In fiscal 2026, Korn Ferry partnered with more than 3,700 Executive Search engagement clients ²⁰. Professional Search & Interim focuses on scalable, high impact recruiting and interim talent solutions. In fiscal 2026, Professional Search & Interim fee revenue was $561.1 million ²¹, Adjusted EBITDA was $121.2 million ²², and Adjusted EBITDA margin was 21.6% ²³. Average bill rates were $145 per hour ²⁴ and Professional Search annual fee revenue reached $741K per consultant ²⁵. Professional Search & Interim partnered with over 3,100 clients globally ²⁶ with 26% of its fiscal 2026 fee revenue being referred from Korn Ferry's other solutions ²⁷. RPO provides high-volume, outsourced hiring solutions. In fiscal 2026, RPO fee revenue was $367.1 million ²⁸, Adjusted EBITDA was $57.7 million ²⁹, and Adjusted EBITDA margin was 15.7% ³⁰. New business was $543.9 million ³¹ with 43% from New Logo clients ³². RPO supported more than 250 enterprise clients ³³ with 66% of its fiscal 2026 fee revenue being referred from Korn Ferry's other solutions ³⁴.

In fiscal 2026, Korn Ferry was named a Founding Partner of the LA28 Olympic and Paralympic Games and the Official Talent and Organizational Consulting Partner, entrusted to build and align the 5,000+ people who will power the Games. The company accelerated firm-wide AI transformation initiatives designed to embed AI into key workflows and digital platforms. On September 18, 2025, the Board approved an increase in the Company's stock repurchase program of $250 million ³⁵, bringing available capacity to $331.4 million ³⁶. The company repurchased approximately $116.1 million ³⁷ of common stock during fiscal 2026. On March 5, 2026, the Board approved a 15% increase in the quarterly dividend to $0.55 per share ³⁸. The company invested $84.7 million ³⁹ in capital expenditures (excluding leasehold improvements and furniture & fixtures), $18.5 million ⁴⁰ on debt service costs, and returned $104.6 million ⁴¹ to shareholders in the form of dividends. Beginning in the first quarter of fiscal 2027, external reporting structure will transition from a solution-based presentation to a regional reporting model consisting of the Americas, EMEA and APAC.

In fiscal 2026, fee revenue was $2,907.5 million ⁴², an increase of 7% ⁴³ year-over-year. Net Income Attributable to Korn Ferry was $277.4 million ⁴⁴ with a margin of 9.5% ⁴⁵, a 50bps increase compared to fiscal 2025. Adjusted EBITDA was $497.8 million ⁴⁶ with a margin of 17.1% ⁴⁷, a 10bps increase compared to fiscal 2025. Diluted Earnings Per Share was $5.22 ⁴⁸. For fiscal 2026, Adjusted EBITDA excluded $4.4 million ⁴⁹ of integration/acquisition costs and $13.9 million ⁵⁰ of gain on the modification of an office lease.

The company's growth strategy includes the We Are Korn Ferry enterprise-wide go-to-market model, designed to bring the full breadth of Korn Ferry's capabilities, insights and expertise to clients. In fiscal 2026, approximately 27% ⁵¹ of consolidated fee revenue came from cross-solution referrals, up from 14% ⁵² in 2018 when the company began tracking this metric. The Marquee and Diamond Accounts Program, which as of fiscal year-end 2026 had 350 ⁵³ accounts representing approximately 40% ⁵⁴ of consolidated fee revenue, is a key growth vector. The company is also investing in AI transformation initiatives designed to embed AI into key workflows and digital platforms across solutions and enterprise functions, improving consultant effectiveness, efficiency, quality, and client outcomes.

The company is transitioning its external reporting structure beginning in the first quarter of fiscal 2027 from a solution-based presentation to a regional reporting model consisting of the Americas, EMEA and APAC. The company will continue to provide new business, fee revenue and estimated remaining fees under existing contracts information through three groupings: Search (Executive Search and Professional Search), Talent & Organizational Solutions (Consulting and Digital), and Workforce Solutions (RPO and Interim). The company believes this structure better reflects how work is delivered across the firm, aligns more closely with how clients buy services and supports the We Are Korn Ferry operating model.

The filing does not contain specific margin trajectory, cost structure evolution, or efficiency targets beyond the historical figures reported.

As of April 30, 2026, Korn Ferry employed 8,965 ⁵⁵ full-time professionals. The company's technology capabilities support the firm's digital platforms, data assets and enterprise operations. The company is integrating AI capabilities across the firm to enable consultants and clients to access and apply Korn Ferry's insights more effectively. In fiscal 2026, the company accelerated firm-wide AI transformation initiatives designed to embed AI into key workflows and digital platforms across solutions and enterprise functions.

In fiscal 2026, the company invested $84.7 million ⁵⁶ in capital expenditures (excluding leasehold improvements and furniture & fixtures). On September 18, 2025, the Board approved an increase in the Company's stock repurchase program of $250 million ⁵⁷, bringing available capacity to $331.4 million ⁵⁸. The company repurchased approximately $116.1 million ⁵⁹ of common stock during fiscal 2026. On March 5, 2026, the Board approved a 15% increase in the quarterly dividend to $0.55 per share ⁶⁰. The company returned $104.6 million ⁶¹ to shareholders in the form of dividends during fiscal 2026.

The company faces headwinds from inflationary pressures that have adversely impacted and may continue to adversely impact profitability. The filing states that accelerated and pronounced economic pressures, such as ongoing inflationary cost pressures and recent increases in interest rates, as well as geopolitical uncertainty, have negatively impacted and may continue to negatively impact the expense base by increasing operating costs, including labor, borrowing, and other costs of doing business. The company also faces risks from foreign currency exchange rate fluctuations, as 48% ⁶² of fee revenue during fiscal 2026 was generated from operations outside the U.S.

The company faces constraints from its level of indebtedness. As of April 30, 2026, the company had approximately $400.0 million ⁶³ in total indebtedness outstanding, and $845.7 million ⁶⁴ of availability under its $850.0 million ⁶⁵ five-year senior secured revolving credit facility. The company also has $400.0 million ⁶⁶ principal amount of 4.625% Senior Unsecured Notes due 2027. The company's ability to pay dividends is restricted by agreements governing its debt, including the Credit Agreement and indenture governing the Notes, which limit dividend payments to $25.0 million ⁶⁷ per fiscal year with no restrictions plus an unlimited amount of dividends so long as the consolidated total leverage ratio is not greater than 3.50 to 1.00 ⁶⁸.

The company faces significant competition across all service lines, with competitors including large consulting firms such as AON, Deloitte, McKinsey, Mercer and Willis Towers Watson, executive search firms like Egon Zehnder, Heidrick & Struggles, Russell Reynolds Associates and Spencer Stuart, and technology-enabled competitors including Eightfold AI, LinkedIn and other AI-enabled companies. The company's top six consultants combined generated business equal to approximately 3% ⁶⁹ of total fee revenues in fiscal 2026, and the top ten consultants combined generated approximately 4% ⁷⁰, creating concentration risk from consultant departures. The company has $400.0 million ⁷¹ in total indebtedness outstanding and $400.0 million ⁷² principal amount of 4.625% Senior Unsecured Notes due 2027, with debt covenants that restrict operations and dividend payments. As of April 30, 2026, goodwill and purchased intangibles accounted for approximately 23% ⁷³ and 1% ⁷⁴ of total assets, respectively, exposing the company to potential impairment charges. The company generated 48% ⁷⁵ of fee revenue from operations outside the U.S., exposing it to foreign currency exchange rate fluctuations and geopolitical risks across 51 countries.

Management's message emphasizes that fiscal 2026 financial performance is a direct result of initiatives to integrate technology, deepen client relationships and drive growth, reflecting the introduction of the We Are Korn Ferry initiative and the ongoing success of the Marquee and Diamond Accounts Program. Management states that as the company continues to evolve and execute its strategy, it is confident that investments in innovation and client-tailored solutions align with and support the growth plan, while delivering value to shareholders. The strategic priorities emphasized for the period ahead include advancing AI transformation initiatives, deepening the We Are Korn Ferry go-to-market model, and continuing the balanced approach to capital allocation.