H&R Block - 10-Q quarterly report FY2025 Q1

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q


(Mark One)
☑	QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
	For the quarterly period ended	September 30, 2025
OR
☐	TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
	For the transition period from to

Commission file number 1-06089

H&R Block, Inc.

(Exact name of registrant as specified in its charter)


Missouri						44-0607856
(State or other jurisdiction of						(I.R.S. Employer
incorporation or organization)						Identification No.)

One H&R Block Way, Kansas City, Missouri 64105

(Address of principal executive offices, including zip code)

(816) 854-3000

(Registrant's telephone number, including area code)

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


Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common Stock, without par value	HRB	New York Stock Exchange

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

Yes ☑ No ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).

Yes ☑ 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 the definitions of "large accelerated filer," "accelerated filer," "smaller reporting company" and "emerging growth company" in Rule 12b-2 of the Exchange Act. (Check one)

Large accelerated filer ☑ Accelerated filer ☐ Non-accelerated filer ☐ Smaller reporting company ☐ Emerging growth company ☐

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

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

Yes ☐ No ☑

The number of shares outstanding of the registrant's Common Stock, without par value, at the close of business on October 31, 2025: 126,425,305 shares.

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Form 10-Q for the Period ended September 30, 2025

Table of Contents


	PART I
Item 1.	Consolidated Statements of Operations and Comprehensive Loss Three months ended September 30, 2025 and 2024	1
	Consolidated Balance Sheets As of September 30, 2025 and June 30, 2025	2
	Consolidated Statements of Cash Flows Three months ended September 30, 2025 and 2024	3
	Consolidated Statements of Stockholders' Equity Three months ended September 30, 2025 and 2024	4
	Notes to Consolidated Financial Statements	5
Item 2.	Management's Discussion and Analysis of Financial Condition and Results of Operations	16
Item 3.	Quantitative and Qualitative Disclosures About Market Risk	23
Item 4.	Controls and Procedures	23
	PART II
Item 1.	Legal Proceedings	23
Item 1A.	Risk Factors	23
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	23
Item 3.	Defaults Upon Senior Securities	23
Item 4.	Mine Safety Disclosures	23
Item 5.	Other Information	24
Item 6.	Exhibits	24
	Signatures	25

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PART I FINANCIAL INFORMATION

ITEM 1. FINANCIAL STATEMENTS


CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE LOSS:	(unaudited, in 000s, except per share amounts)
		Three months ended September 30,
			2025		2024
REVENUES:
Service revenues			$	192,111	$	181,771
Royalty, product and other revenues			11,440		12,039
			203,551		193,810
OPERATING EXPENSES:
Costs of revenues			274,017		269,581
Selling, general and administrative			136,565		152,560
Total operating expenses			410,582		422,141

Other income (expense), net			8,102		11,917
Interest expense on borrowings			(17,402)		(15,847)
Loss from continuing operations before income tax benefit			(216,331)		(232,261)
Income tax benefit			(50,963)		(60,840)
Net loss from continuing operations			(165,368)		(171,421)
Net loss from discontinued operations, net of tax benefits of $135 and $345			(451)		(1,155)
NET LOSS			$	(165,819)	$	(172,576)
BASIC AND DILUTED LOSS PER SHARE:
Continuing operations			$	(1.26)	$	(1.23)
Discontinued operations			—		(0.01)
Consolidated			$	(1.26)	$	(1.24)








DIVIDENDS DECLARED PER SHARE			$	0.42	$	0.375
COMPREHENSIVE LOSS:
Net loss			$	(165,819)	$	(172,576)



Change in foreign currency translation adjustments			(9,308)		6,117
Other comprehensive income (loss)			(9,308)		6,117
Comprehensive loss			$	(175,127)	$	(166,459)

See accompanying notes to consolidated financial statements.


H&R Block, Inc. \|Q1 FY2026 Form 10-Q			1

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CONSOLIDATED BALANCE SHEETS	(unaudited, in 000s, except share and per share amounts)
As of	September 30, 2025		June 30, 2025
ASSETS
Cash and cash equivalents	$	376,410	$	983,277
Cash and cash equivalents - restricted	20,991		19,862
Receivables, less allowance for credit losses of $54,249 and $55,775	64,145		63,621

Prepaid expenses and other current assets	102,692		95,788
Total current assets	564,238		1,162,548
Property and equipment, at cost, less accumulated depreciation and amortization of $844,866 and $828,744	137,623		135,068
Operating lease right of use assets	499,910		521,215
Intangible assets, net	254,136		259,412
Goodwill	797,739		802,053
Deferred tax assets and income taxes receivable	300,251		317,691
Other noncurrent assets	67,425		65,911
Total assets	$	2,621,322	$	3,263,898
LIABILITIES AND STOCKHOLDERS' EQUITY
LIABILITIES:
Accounts payable and accrued expenses	$	145,574	$	144,046
Accrued salaries, wages and payroll taxes	62,231		107,375
Accrued income taxes and reserves for uncertain tax positions	156,449		296,244
Current portion of long-term debt	—		349,893
Operating lease liabilities	205,152		209,203
Deferred revenue and other current liabilities	170,145		191,849
Total current liabilities	739,551		1,298,610
Long-term debt and line of credit borrowings	1,734,962		1,143,305
Deferred tax liabilities and reserves for uncertain tax positions	310,722		306,134
Operating lease liabilities	306,000		322,847
Deferred revenue and other noncurrent liabilities	80,997		104,106
Total liabilities	3,172,232		3,175,002
COMMITMENTS AND CONTINGENCIES
STOCKHOLDERS' EQUITY:
Common stock, no par, stated value $0.01 per share, 800,000,000 shares authorized, shares issued of 156,506,438 and 164,367,434	1,565		1,644
Additional paid-in capital	757,981		766,998
Accumulated other comprehensive loss	(57,063)		(47,755)
Retained earnings (deficit)	(609,299)		12,061
Less treasury shares, at cost, of 30,085,317 and 30,420,033	(644,094)		(644,052)
Total stockholders' equity (deficiency)	(550,910)		88,896
Total liabilities and stockholders' equity	$	2,621,322	$	3,263,898

See accompanying notes to consolidated financial statements.


2			Q1 FY2026 Form 10-Q\| H&R Block, Inc.

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CONSOLIDATED STATEMENTS OF CASH FLOWS	(unaudited, in 000s)
Three months ended September 30,	2025		2024
CASH FLOWS FROM OPERATING ACTIVITIES:
Net loss	$	(165,819)	$	(172,576)
Adjustments to reconcile net loss to net cash used in operating activities:
Depreciation and amortization	28,922		28,831
Provision for credit losses	975		1,024
Deferred taxes	17,800		19,006
Stock-based compensation	6,173		8,727

Changes in assets and liabilities, net of acquisitions:

Receivables	262		1,029
Prepaid expenses, other current and noncurrent assets	7,530		8,836

Accounts payable, accrued expenses, salaries, wages and payroll taxes	(59,094)		(66,017)

Deferred revenue, other current and noncurrent liabilities	(46,118)		(27,025)

Income tax receivables, accrued income taxes and income tax reserves	(147,233)		(129,397)
Other, net	(236)		(1,019)
Net cash used in operating activities	(356,838)		(328,581)
CASH FLOWS FROM INVESTING ACTIVITIES:



Capital expenditures	(13,188)		(18,735)
Payments made for business acquisitions, net of cash acquired	(5,069)		(5,901)



Franchise loans funded	(3,667)		(7,109)
Payments from franchisees	731		211

Other, net	267		5,140
Net cash used in investing activities	(20,926)		(26,394)
CASH FLOWS FROM FINANCING ACTIVITIES:

Proceeds from line of credit borrowings	245,000		—
Repayments of long-term debt	(350,000)		—
Proceeds from issuance of long-term debt	346,980		—


Dividends paid	(50,208)		(44,653)
Repurchase of common stock, including shares surrendered	(412,415)		(238,376)

Other, net	(4,382)		(1,421)
Net cash used in financing activities	(225,025)		(284,450)
Effects of exchange rate changes on cash	(2,949)		3,249
Net decrease in cash and cash equivalents, including restricted balances	(605,738)		(636,176)
Cash, cash equivalents and restricted cash, beginning of period	1,003,139		1,075,193
Cash, cash equivalents and restricted cash, end of period	$	397,401	$	439,017
SUPPLEMENTARY CASH FLOW DATA:
Income taxes paid, net (includes payments for purchased investment tax credits)	$	78,339	$	48,343
Interest paid on borrowings	28,471		19,792


Accrued additions to property and equipment	7,734		6,341
New operating right of use assets and related lease liabilities	37,885		21,861
Accrued dividends payable to common shareholders	54,343		52,307
Accrued purchase of common stock	—		7,131

See accompanying notes to consolidated financial statements.


H&R Block, Inc. \| Q1 FY2026 Form 10-Q			3

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CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY					(amounts in 000s, except per share amounts)
	Common Stock			Additional Paid-in Capital	Accumulated Other Comprehensive Loss(1)		Retained Earnings (Deficit)		Treasury Stock			Total Stockholders’ Equity
	Shares	Amount									Shares			Amount
Balances as of July 1, 2025	164,367	$	1,644		$	766,998	$	(47,755)	$	12,061	(30,420)	$	(644,052)		$	88,896
Net loss	—	—			—		—		(165,819)		—	—			(165,819)
Other comprehensive loss	—	—			—		(9,308)		—		—	—			(9,308)
Stock-based compensation	—	—			6,172		—		—		—	—			6,172
Stock-based awards exercised or vested	—	—			(10,551)		—		(1,797)		579	12,255			(93)
Acquisition of treasury shares(2)	—	—			—		—		—		(244)	(12,297)			(12,297)
Repurchase and retirement of common shares	(7,861)	(79)			(4,638)		—		(399,401)		—	—			(404,118)


Cash dividends declared - $0.42 per share	—	—			—		—		(54,343)		—	—			(54,343)
Balances as of September 30, 2025	156,506	$	1,565		$	757,981	$	(57,063)	$	(609,299)	(30,085)	$	(644,094)		$	(550,910)



					(amounts in 000s, except per share amounts)
	Common Stock			Additional Paid-in Capital	Accumulated Other Comprehensive Loss(1)		Retained Earnings (Deficit)		Treasury Stock			Total Stockholders’ Equity
	Shares	Amount									Shares			Amount
Balances as of July 1, 2024	170,916	$	1,709		$	762,583	$	(48,845)	$	12,654	(31,325)	$	(637,507)		$	90,594
Net loss	—	—			—		—		(172,576)		—	—			(172,576)
Other comprehensive income	—	—			—		6,117		—		—	—			6,117
Stock-based compensation	—	—			7,463		—		—		—	—			7,463
Stock-based awards exercised or vested	—	—			(23,990)		—		(2,611)		1,319	26,848			247
Acquisition of treasury shares(2)	—	—			—		—		—		(567)	(35,882)			(35,882)
Repurchase and retirement of common shares	(3,301)	(33)			(1,980)		—		(209,708)		—	—			(211,721)


Cash dividends declared - $0.375 per share	—	—			—		—		(52,307)		—	—			(52,307)
Balances as of September 30, 2024	167,615	$	1,676		$	744,076	$	(42,728)	$	(424,548)	(30,573)	$	(646,541)		$	(368,065)

(1) The balance of our accumulated other comprehensive loss consists of foreign currency translation adjustments.

(2) Represents shares swapped or surrendered to us in connection with the vesting or exercise of stock-based awards.

See accompanying notes to consolidated financial statements.


4			Q1 FY2026 Form 10-Q\| H&R Block, Inc.

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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (unaudited)

NOTE 1: SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

BASIS OF PRESENTATION – The consolidated balance sheets as of September 30, 2025 and June 30, 2025, the consolidated statements of operations and comprehensive loss for the three months ended September 30, 2025 and 2024, the consolidated statements of cash flows for the three months ended September 30, 2025 and 2024, and the consolidated statements of stockholders' equity for the three months ended September 30, 2025 and 2024 have been prepared by the Company, without audit. In the opinion of management, all adjustments, which include only normal recurring adjustments, necessary to present fairly the financial position, results of operations, and cash flows as of September 30, 2025 and 2024 and for all periods presented, have been made.

"H&R Block," "the Company," "we," "our," and "us" are used interchangeably to refer to H&R Block, Inc., to H&R Block, Inc. and its subsidiaries, or to H&R Block, Inc.'s operating subsidiaries, as appropriate to the context.

Certain information and footnote disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States (GAAP) have been condensed or omitted. These consolidated financial statements should be read in conjunction with the financial statements and notes thereto included in our June 30, 2025 Annual Report on Form 10-K. All amounts presented herein as of June 30, 2025 or for the year then ended are derived from our Annual Report on Form 10-K.

MANAGEMENT ESTIMATES – The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting periods. Significant estimates, assumptions and judgments are applied in the evaluation of contingent losses associated with pending claims and litigation, reserves for uncertain tax positions, and fair value of reporting units. Estimates have been prepared based on the best information available as of each balance sheet date. As such, actual results could differ materially from those estimates.

SEASONALITY OF BUSINESS – Our operating revenues are seasonal in nature with peak revenues typically occurring in the months of February through April. Therefore, results for interim periods are not indicative of results to be expected for the full year.

DISCONTINUED OPERATIONS – Our discontinued operations include the results of operations of Sand Canyon Corporation, previously known as Option One Mortgage Corporation, which exited its mortgage business in fiscal year 2008.


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NOTE 2: REVENUE RECOGNITION

The majority of our revenues are from our United States (U.S.) tax services business. The following table disaggregates our U.S. revenues by major service line, with revenues from our international tax services businesses and from Wave included as separate lines:


				(in 000s)
	Three months ended September 30,
		2025		2024
Revenues:
U.S. assisted tax preparation		$	48,644	$	42,963
U.S. royalties		5,849		5,852
U.S. DIY tax preparation		3,745		3,236
Refund Transfers		843		860
Peace of Mind® Extended Service Plan		23,509		23,097
Tax Identity Shield®		4,122		3,909
Emerald Card® and SpruceSM		7,852		8,826
Interest and fee income on Emerald Advance®		—		—
International		65,661		64,855
Wave		29,850		26,403
Other		13,476		13,809
Total revenues		$	203,551	$	193,810

Changes in the balances of deferred revenue and wages for our Peace of Mind® Extended Service Plan (POM) are as follows:


							(in 000s)
POM	Deferred Revenue				Deferred Wages
Three months ended September 30,	2025		2024		2025		2024
Balance, beginning of the period	$	149,302	$	156,610	$	19,884	$	20,212
Amounts deferred	1,534		1,563		8		15
Amounts recognized on previous deferrals	(26,955)		(27,450)		(3,461)		(3,629)
Balance, end of the period	$	123,881	$	130,723	$	16,431	$	16,598

As of September 30, 2025, deferred revenue related to POM was $123.9 million. We expect that $83.7 million will be recognized over the next twelve months, while the remaining balance will be recognized over the following five years.

As of September 30, 2025 and 2024, Tax Identity Shield® (TIS) deferred revenue was $18.7 million and $17.7 million, respectively. Deferred revenue related to TIS was $22.6 million and $21.4 million as of June 30, 2025 and 2024, respectively. All deferred revenue related to TIS will be recognized by April 2026.

NOTE 3: EARNINGS PER SHARE AND STOCKHOLDERS' EQUITY

EARNINGS PER SHARE – Basic and diluted earnings (loss) per share is computed using the two-class method. The two-class method is an earnings allocation formula that determines net income per share for each class of common stock and participating security according to dividends declared and participation rights in undistributed earnings. Per share amounts are computed by dividing net income (loss) from continuing operations attributable to common shareholders by the weighted average shares outstanding during each period. Diluted earnings per share excludes the impact of shares of common stock issuable upon the lapse of certain restrictions or the exercise of options to purchase 2.7 million shares for both the three months ended September 30, 2025 and 2024, as the effect would be antidilutive due to the net loss from continuing operations during the periods.


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The computations of basic and diluted earnings (loss) per share from continuing operations are as follows:


(in 000s, except per share amounts)
	Three months ended September 30,
		2025		2024
Net loss from continuing operations attributable to shareholders		$	(165,368)	$	(171,421)
Amounts allocated to participating securities		(262)		(229)
Net loss from continuing operations attributable to common shareholders		$	(165,630)	$	(171,650)

Basic weighted average common shares		131,387		139,154
Potential dilutive shares		—		—
Dilutive weighted average common shares		131,387		139,154

Loss per share from continuing operations attributable to common shareholders:
Basic		$	(1.26)	$	(1.23)
Diluted		(1.26)		(1.23)

The decrease in the weighted average shares outstanding is due to share repurchases completed in the current and prior fiscal years.

STOCK-BASED COMPENSATION – We granted 0.8 million and 1.0 million shares, including adjustments for performance achievement and dividend equivalents, under our stock-based compensation plans during the three months ended September 30, 2025 and 2024, respectively. Stock-based compensation expense of our continuing operations totaled $6.2 million and $8.7 million for the three months ended September 30, 2025 and 2024, respectively. As of September 30, 2025, unrecognized compensation cost for nonvested shares and units totaled $68.5 million.

NOTE 4: RECEIVABLES

Receivables, net of their related allowance, consist of the following:


(in 000s)
As of	September 30, 2025				June 30, 2025
	Short-term		Long-term		Short-term		Long-term
Loans to franchisees	$	10,833	$	16,526	$	7,386	$	16,402
Receivables for U.S. assisted and DIY tax preparation and related fees	12,594		6,392		15,896		6,361
H&R Block's Instant Refund® receivables	841		974		2,243		939
Emerald Advance®	13,100		24,169		13,899		22,816
Software receivables from retailers	338		—		2,582		—
Royalties and other receivables from franchisees	6,366		—		4,414		—
Wave payment processing receivables	1,936		—		1,533		—
Other	18,137		588		15,668		498
Total	$	64,145	$	48,649	$	63,621	$	47,016

Balances presented above as short-term are included in receivables, while the long-term portions are included in other noncurrent assets in the consolidated balance sheets.

LOANS TO FRANCHISEES – Franchisee loan balances consist of term loans made primarily to finance the purchase of franchises and revolving lines of credit primarily for the purpose of funding working capital needs. Loans with a principal balance more than 90 days past due or on non-accrual status were $3.5 million and $3.1 million as of September 30, 2025 and June 30, 2025, respectively.


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H&R BLOCK'S INSTANT REFUND® – H&R Block's Instant Refund® amounts are generally received from the Canada Revenue Agency within 60 days of filing the client's return, with the remaining balance collectible from the client.

We review the credit quality of our Instant Refund receivables based on pools, which are segregated by the tax return year of origination, with older years being deemed more unlikely to be repaid. We establish an allowance for credit losses at an amount that we believe reflects the receivable at net realizable value. In December of each year, we charge-off the receivables and the related allowance to an amount we believe represents the net realizable value.

Balances and amounts on non-accrual status, classified as impaired, or more than 60 days past due, by tax return year of origination, as of September 30, 2025 are as follows:


			(in 000s)

Tax return year of origination	Balance		More Than 60 Days Past Due
2024	$	2,237	$	2,085
2023 and prior	657		657

	2,894		$	2,742
Allowance	(1,079)
Net balance	$	1,815

EMERALD ADVANCE® – We review the credit quality of our purchased participation interests in Emerald Advance® (EA) receivables based on pools, which are segregated by the fiscal year of origination, with older years being deemed more unlikely to be repaid. We establish an allowance for credit losses at an amount that we believe reflects the receivable at net realizable value. Typically, in December of each year, we charge-off the receivables and the related allowance for EAs to an amount we believe represents the net realizable value.

Balances and amounts on non-accrual status, classified as impaired, or more than 60 days past due, by fiscal year of origination, as of September 30, 2025 are as follows:


(in 000s)
Fiscal year of origination	Balance		Non-Accrual
2025	$	34,444	$	34,444
2024 and prior	22,488		22,488

	56,932		$	56,932
Allowance	(19,663)
Net balance	$	37,269


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ALLOWANCE FOR CREDIT LOSSES – Activity in the allowance for credit losses for EA and all other short-term and long-term receivables for the three months ended September 30, 2025 and 2024 is as follows:


(in 000s)
	EAs		All Other		Total
Balances as of July 1, 2025	$	19,663	$	45,156	$	64,819
Provision for credit losses	—		975		975
Charge-offs, recoveries and other	—		(1,365)		(1,365)
Balances as of September 30, 2025	$	19,663	$	44,766	$	64,429
Balances as of July 1, 2024	$	33,536	$	45,327	$	78,863
Provision for credit losses	—		1,024		1,024
Charge-offs, recoveries and other	—		(1,462)		(1,462)
Balances as of September 30, 2024	$	33,536	$	44,889	$	78,425

NOTE 5: GOODWILL AND INTANGIBLE ASSETS

Changes in the carrying amount of goodwill for the three months ended September 30, 2025 are as follows:


(in 000s)
	Goodwill		Accumulated Impairment Losses		Net
Balances as of July 1, 2025	$	940,350	$	(138,297)	$	802,053

Acquisitions(1)	1,897		—		1,897
Disposals and foreign currency changes, net	(6,211)		—		(6,211)
Impairments	—		—		—
Balances as of September 30, 2025	$	936,036	$	(138,297)	$	797,739

(1) All goodwill added during the period is expected to be tax-deductible for federal income tax reporting.

We test goodwill for impairment annually as of February 1, or more frequently if events occur or circumstances change which would, more likely than not, reduce the fair value of a reporting unit below its carrying value.


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Components of intangible assets are as follows:


(in 000s)
	Gross Carrying Amount		Accumulated Amortization		Net
As of September 30, 2025:
Reacquired franchise rights	$	417,736	$	(246,916)	$	170,820
Customer relationships	356,998		(292,643)		64,355
Internally-developed software	120,434		(117,622)		2,812
Noncompete agreements	23,178		(20,405)		2,773
Purchased technology	68,100		(56,899)		11,201
Trade name	5,800		(3,625)		2,175

	$	992,246	$	(738,110)	$	254,136
As of June 30, 2025:
Reacquired franchise rights	$	415,700	$	(243,330)	$	172,370
Customer relationships	354,107		(287,067)		67,040
Internally-developed software	119,959		(117,604)		2,355
Noncompete agreements	23,070		(20,188)		2,882

Purchased technology	68,100		(55,655)		12,445
Trade name	5,800		(3,480)		2,320
	$	986,736	$	(727,324)	$	259,412

We made payments to acquire businesses totaling $5.1 million and $5.9 million during the three months ended September 30, 2025 and 2024, respectively. The amounts and weighted-average lives of intangible assets acquired during the three months ended September 30, 2025, including amounts capitalized related to internally-developed software, are as follows:


(dollars in 000s)
	Amount		Weighted-Average Life (in years)
Customer relationships	$	3,043	5
Reacquired franchise rights	2,117		7
Internally-developed software	556		3
Noncompete agreements	127		5
Total	$	5,843	6

Amortization of intangible assets for the three months ended September 30, 2025 was $11.1 million compared to $12.9 million for the three months ended September 30, 2024. Estimated amortization of intangible assets for fiscal years ending June 30, 2026, 2027, 2028, 2029, and 2030 is $42.6 million, $36.1 million, $27.8 million, $19.1 million and $9.4 million, respectively.


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NOTE 6: LONG-TERM DEBT

The components of long-term debt are as follows:


			(in 000s)
As of	September 30, 2025		June 30, 2025
Senior Notes, 5.250%, due October 2025	$	—	$	350,000
Senior Notes, 2.500%, due July 2028	500,000		500,000
Senior Notes, 3.875%, due August 2030	650,000		650,000
Senior Notes, 5.375%, due September 2032	350,000		—
Committed line of credit borrowings	245,000		—
Debt issuance costs and discounts	(10,038)		(6,802)
Total long-term debt	1,734,962		1,493,198
Less: Current portion	—		(349,893)
Long-term portion	$	1,734,962	$	1,143,305
Estimated fair value of long-term debt	$	1,698,000	$	1,437,000

On August 26, 2025, we issued $350.0 million of 5.375% Senior Notes due September 15, 2032 (2032 Senior Notes). The 2032 Senior Notes are not redeemable by the bondholders prior to maturity, although we have the right to redeem some or all of these notes at any time, at specified redemption prices. The net proceeds from the 2032 Senior Notes will be used for general corporate purposes, which includes, among other uses, the redemption of the $350.0 million in principal outstanding of our 5.250% notes due October 2025 (2025 Senior Notes). We redeemed our 2025 Senior Notes at 100% of the principal amount, plus accrued and unpaid interest, on September 19, 2025.

UNSECURED COMMITTED LINE OF CREDIT – On July 11, 2025, we entered into a Fifth Amended and Restated Credit and Guarantee Agreement (2025 CLOC), which amended and restated our Fourth Amended and Restated Credit and Guarantee Agreement, extended the scheduled maturity date to July 11, 2030, maintained the aggregate principal amount of $1.5 billion, and revised the interest rate table. All other material terms remain substantially unchanged from our previous CLOC.

The 2025 CLOC provides for an unsecured senior revolving credit facility in the aggregate principal amount of $1.5 billion, which includes a $175.0 million sublimit for swingline loans and a $50.0 million sublimit for standby letters of credit. We may request increases in the aggregate principal amount of the revolving credit facility of up to $500.0 million, subject to obtaining commitments from lenders and meeting certain other conditions. The 2025 CLOC will mature on July 11, 2030, unless extended pursuant to the terms of the 2025 CLOC, at which time all outstanding amounts thereunder will be due and payable. Our 2025 CLOC includes an annual facility fee, which will vary depending on our then current credit ratings.

The 2025 CLOC is subject to various conditions, triggers, events or occurrences that could result in earlier termination and contains customary representations, warranties, covenants and events of default, including, without limitation: (1) a covenant requiring the Company to maintain a debt-to-EBITDA ratio, as defined by the 2025 CLOC agreement, calculated on a consolidated basis of no greater than (a) 3.50 to 1.00 as of the last day of each fiscal quarter ending on March 31, June 30, and September 30 of each year and (b) 4.50 to 1.00 as of the last day of each fiscal quarter ending on December 31 of each year; (2) a covenant requiring us to maintain an interest coverage ratio (EBITDA-to-interest expense) calculated on a consolidated basis of not less than 2.50 to 1.00 as of the last date of any fiscal quarter; and (3) covenants restricting our ability to incur certain additional debt, incur liens, merge or consolidate with other companies, sell or dispose of assets (including equity interests), liquidate or dissolve, engage in certain transactions with affiliates or enter into certain restrictive agreements. The 2025 CLOC includes provisions for an equity cure which could potentially allow us to independently cure certain defaults. Proceeds under the 2025 CLOC may be used for working capital needs or for other general corporate purposes. We were in compliance with these requirements as of September 30, 2025.


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We had an outstanding balance of $245.0 million under our 2025 CLOC and amounts available to borrow were not limited by the debt-to-EBITDA covenant as of September 30, 2025.

NOTE 7: INCOME TAXES

We file a consolidated federal income tax return in the U.S. with the Internal Revenue Service (IRS) and file tax returns in various state, local, and foreign jurisdictions.

On July 4,2025, H.R. 1 was signed into law. The legislation did not have a material impact on our tax benefit for the three months ended September 30, 2025, and we do not expect it to materially change our effective income tax rate for the fiscal year ending June 30, 2026.

Our effective tax rate for continuing operations, including the effects of discrete tax items, was 23.6% and 26.2% for the three months ended September 30, 2025 and 2024, respectively.

Consistent with prior years, our pretax loss for the three months ended September 30, 2025 is expected to be offset by income in our third and fourth quarters due to the established pattern of seasonality in our primary business operations. As such, management has determined that it is more-likely-than-not that realization of tax benefits recorded in our financial statements will occur within our fiscal year. The amount of tax benefit recorded for the three months ended September 30, 2025 reflects management’s estimate of the annual effective tax rate applied to year-to-date loss from continued operations adjusted for the tax impact of discrete items for the periods presented.

NOTE 8: COMMITMENTS AND CONTINGENCIES

Our U.S. and Canadian businesses offer our 100% accuracy guarantee. Assisted tax returns are covered by our 100% accuracy guarantee, whereby we will reimburse a client for penalties and interest attributable to an H&R Block error on a return. Similarly, DIY tax returns are covered by our 100% accuracy guarantee, whereby we will reimburse a client (up to a maximum of $10,000 in the U.S.) if our software makes an arithmetic error that results in payment of penalties and/or interest to the respective taxing authority that a client would otherwise not have been required to pay. Our liability related to estimated losses under the 100% accuracy guarantee was $10.4 million and $11.4 million as of September 30, 2025 and June 30, 2025, respectively. The short-term and long-term portions of this liability are included in deferred revenue and other liabilities in the consolidated balance sheets.

Liabilities related to acquisitions for (1) estimated contingent consideration based on expected financial performance of the acquired business and economic conditions at the time of acquisition and (2) estimated accrued compensation related to continued employment of key employees were $30.6 million and $29.6 million as of September 30, 2025 and June 30, 2025 respectively, with amounts recorded in deferred revenue and other liabilities. Should actual results differ from our estimates, future payments made will differ from the above estimate and any differences will be recorded in results from continuing operations.

We have contractual commitments to fund certain franchises with approved short-term lines of credit for the purpose of meeting their seasonal working capital needs. Our total obligation under these lines of credit was $13.2 million at September 30, 2025, and net of amounts drawn and outstanding, our remaining commitment to fund totaled $8.1 million.

NOTE 9: LITIGATION AND OTHER RELATED CONTINGENCIES

We are a defendant in numerous litigation and arbitration matters, arising both in the ordinary course of business and otherwise, including as described below. The matters described below are not all of the lawsuits or arbitrations to which we are subject. In some of the matters, very large or indeterminate amounts, including punitive damages, may be sought. U.S. jurisdictions permit considerable variation in the assertion of monetary damages or other relief. Jurisdictions may permit claimants not to specify the monetary damages sought or may permit claimants to state only that the amount sought is sufficient to invoke the jurisdiction. In addition, jurisdictions may permit plaintiffs to allege monetary damages in amounts well exceeding reasonably possible verdicts in the jurisdiction for similar matters. We believe that the monetary relief which may be specified in a lawsuit or claim bears little relevance to its merits or disposition value due to this variability in pleadings and our experience in handling and resolving numerous claims over an extended period of time.


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The outcome of a matter and the amount or range of potential loss at particular points in time may be difficult to ascertain. Among other things, uncertainties can include how fact finders will evaluate documentary evidence and the credibility and effectiveness of witness testimony, and how courts and arbitrators will apply the law. Disposition valuations are also subject to the uncertainty of how opposing parties and their counsel will view the relevant evidence and applicable law.

In addition to litigation and arbitration matters, we are also subject to other loss contingencies arising out of our business activities, including as described below.

We accrue liabilities for litigation, arbitration and other related loss contingencies and any related settlements when it is probable that a loss has been incurred and the amount of the loss can be reasonably estimated. If a range of loss is estimated, and some amount within that range appears to be a better estimate than any other amount within that range, then that amount is accrued. If no amount within the range can be identified as a better estimate than any other amount, we accrue the minimum amount in the range.

For such matters where a loss is believed to be reasonably possible, but not probable, or the loss cannot be reasonably estimated, no accrual has been made. It is possible that such matters could require us to pay damages or make other expenditures or accrue liabilities in amounts that could not be reasonably estimated as of September 30, 2025. While the potential future liabilities could be material in the particular quarterly or annual periods in which they are recorded, based on information currently known, we do not believe any such liabilities are likely to have a material adverse effect on our business and our consolidated financial position, results of operations, and cash flows. Our accrued liabilities were $6.8 million and $6.2 million as of September 30, 2025 and June 30, 2025, respectively.

Our estimate of the aggregate range of reasonably possible losses includes (1) matters where a liability has been accrued and there is a reasonably possible loss in excess of the amount accrued for that liability, and (2) matters where a liability has not been accrued but we believe a loss is reasonably possible. This aggregate range only represents those losses as to which we are currently able to estimate a reasonably possible loss or range of loss. It does not represent our maximum loss exposure.

Matters for which we are not currently able to estimate the reasonably possible loss or range of loss are not included in this range. We are often unable to estimate the possible loss or range of loss until developments in such matters have provided sufficient information to support an assessment of the reasonably possible loss or range of loss, such as precise information about the amount of damages or other remedies being asserted, the defenses to the claims being asserted, discovery from other parties and investigation of factual allegations, rulings by courts or arbitrators on motions or appeals, analyses by experts, or the status or terms of any settlement negotiations.

The estimated range of reasonably possible loss is based upon currently available information and is subject to significant judgment and a variety of assumptions, as well as known and unknown uncertainties. The matters underlying the estimated range will change from time to time, and actual results may vary significantly from the current estimate. As of September 30, 2025, we believe the estimate of the aggregate range of reasonably possible losses in excess of amounts accrued, where the range of loss can be estimated, is not material.

At the end of each reporting period, we review relevant information with respect to litigation, arbitration and other related loss contingencies and update our accruals, disclosures, and estimates of reasonably possible loss or range of loss based on such reviews. Costs incurred with defending matters are expensed as incurred. Any receivable for insurance recoveries is recorded separately from the corresponding liability, and only if recovery is determined to be probable and reasonably estimable.

We believe we have meritorious defenses to the claims asserted in the various matters described in this note, and we intend to defend them vigorously. The amounts claimed in the matters are substantial, however, and there can be no assurances as to their outcomes. In the event of unfavorable outcomes, it could require modifications to our operations; in addition, the amounts that may be required to be paid to discharge or settle the matters could be substantial and could have a material adverse impact on our business and our consolidated financial position, results of operations, and cash flows.


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We have received and are responding to certain governmental inquiries, class actions and mass arbitrations relating to the IRS Free File Program and other aspects of our DIY tax preparation services, including the use of pixels. An accrual related to these matters is included in our loss contingency accrual.

We are from time to time a party to litigation, arbitration and other loss contingencies not discussed herein arising out of our business operations. These matters may include actions by state attorneys general, other state regulators, federal regulators, individual plaintiffs, and cases in which plaintiffs seek to represent others who may be similarly situated.

While we cannot provide assurance that we will ultimately prevail in each instance, we believe the amount, if any, we are required to pay to discharge or settle these other matters will not have a material adverse impact on our business and our consolidated financial position, results of operations, and cash flows.

NOTE 10: SEGMENT INFORMATION

We provide assisted and DIY tax preparation solutions through multiple channels (including in-person, online and mobile applications, virtual, and desktop software) and distribute H&R Block-branded services and products, including those of our bank partners, to the general public primarily in the U.S., Canada and Australia. Tax returns are prepared by H&R Block tax professionals in one of our company-owned or franchise offices, virtually or via an online review, or they are prepared and filed by our clients through our DIY tax solutions. We also offer small business solutions through our company-owned and franchise offices (including in-person, online and virtual) and online through Wave. We report a single segment that includes all of our continuing operations. The majority of our revenues are from our U.S. tax services business.

The Company's Chief Operating Decision Maker (CODM) is our chief executive officer, who regularly reviews consolidated financial information to evaluate financial performance and allocate resources. Specifically, the CODM uses revenues, operating expenses, net income and EBITDA at a consolidated level, as key financial metrics in deciding how to reinvest to grow the business. These financial metrics are used by the CODM to make operating decisions and identify growth opportunities. The measure of segment assets is total consolidated assets as presented on the consolidated balance sheet.

The following table presents the significant revenue and expense categories included in the segment's net income from continuing operations as regularly provided to the CODM on a consolidated basis and then reconciled to net income for the three months ended September 30, 2025 and 2024.


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Consolidated – Financial Results	(in 000s, except per share amounts)
Three months ended September 30,	2025		2024
Revenues:
U.S. tax preparation and related services:
Assisted tax preparation	$	48,644	$	42,963
Royalties	5,849		5,852
DIY tax preparation	3,745		3,236
Refund Transfers	843		860
Peace of Mind® Extended Service Plan	23,509		23,097
Tax Identity Shield®	4,122		3,909



Emerald Card® and SpruceSM	7,852		8,826
Interest and fee income on Emerald Advance®	—		—

International	65,661		64,855
Wave	29,850		26,403
Other	13,476		13,809
Total revenues	$	203,551	$	193,810
Compensation and benefits:
Field wages	69,715		68,094
Other wages	79,279		77,335
Benefits and other compensation	36,662		38,754
	185,656		184,183
Occupancy	102,796		101,318
Marketing and advertising	8,342		9,972
Depreciation and amortization	28,922		28,831
Bad debt	2,205		2,730
Other	82,661		95,107
Total operating expenses	410,582		422,141
Other income (expense), net	8,102		11,917
Interest expense on borrowings	(17,402)		(15,847)
Loss from continuing operations before income taxes	(216,331)		(232,261)
Income tax benefit	(50,963)		(60,840)
Segment net income from continuing operations	(165,368)		(171,421)

Reconciliation of segment profit:
Reconciling items:
Net loss from discontinued operations	(451)		(1,155)
Net loss	$	(165,819)	$	(172,576)


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

RECENT DEVELOPMENTS

On July 11, 2025, we entered into a Fifth Amended and Restated Credit and Guarantee Agreement (2025 CLOC), which amended and restated our Fourth Amended and Restated Credit and Guarantee Agreement, extended the scheduled maturity date to July 11, 2030, maintained the aggregate principal amount of $1.5 billion, and revised the interest rate table. All other material terms remain substantially unchanged from the Fourth Amended and Restated Credit and Guarantee Agreement. See our Current Report on Form 8-K filed on July 15, 2025 for additional information.

On August 7, 2025, Jeffrey J. Jones II notified the Board of Directors of the Company of his intention to retire as President and Chief Executive Officer of the Company, effective as of December 31, 2025. Mr. Jones will also retire from the Board of Directors, effective on December 31, 2025. On August 8, 2025, the Board appointed Curtis A. Campbell, currently the Company's President, Global Consumer Tax and Chief Product Officer, to succeed Mr. Jones as President and Chief Executive Officer, effective immediately upon Mr. Jones’ retirement. See our Current Report on Form 8-K filed on August 11, 2025 for more information.

On August 13, 2025, Kellie J. Logerwell notified H&R Block, Inc. (the “Company”) of her intention to retire as the Company’s Vice President and Chief Accounting Officer, effective as of October 24, 2025. Ms. Logerwell was succeeded as principal accounting officer by April M. Wasleski, who most-recently served as the Company’s Director of Accounting and whose appointment as Vice President and Chief Accounting Officer became effective October 24, 2025. See our Current Report on Form 8-K filed on August 15, 2025 for more information.

RESULTS OF OPERATIONS

Our subsidiaries provide assisted and do-it-yourself (DIY) tax preparation solutions through multiple channels (including in-person, online and mobile applications, virtual, and desktop software) and distribute H&R Block-branded products and services, including those of our bank partners, to the general public primarily in the United States (U.S.), Canada and Australia. Tax returns are prepared by H&R Block tax professionals in one of our company-owned or franchise offices, virtually or via an online review, or they are prepared and filed by our clients through our DIY tax solutions. We also offer small business solutions through our company-owned and franchise offices (including in-person, online and virtual) and online through Wave. We report a single segment that includes all of our continuing operations.


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Consolidated – Financial Results			(in 000s, except per share amounts)
Three months ended September 30,	2025		2024		$ Change		% Change
Revenues:
U.S. tax preparation and related services:
Assisted tax preparation	$	48,644	$	42,963	$	5,681	13.2	%
Royalties	5,849		5,852		(3)		(0.1)	%
DIY tax preparation	3,745		3,236		509		15.7	%
Refund Transfers	843		860		(17)		(2.0)	%
Peace of Mind® Extended Service Plan	23,509		23,097		412		1.8	%
Tax Identity Shield®	4,122		3,909		213		5.4	%
Other	13,476		13,809		(333)		(2.4)	%
Total U.S. tax preparation and related services	100,188		93,726		6,462		6.9	%
Financial services:
Emerald Card® and SpruceSM	7,852		8,826		(974)		(11.0)	%
Interest and fee income on Emerald Advance®	—		—		—		**
Total financial services	7,852		8,826		(974)		(11.0)	%
International	65,661		64,855		806		1.2	%
Wave	29,850		26,403		3,447		13.1	%
Total revenues	$	203,551	$	193,810	$	9,741	5.0	%
Compensation and benefits:
Field wages	69,715		68,094		(1,621)		(2.4)	%
Other wages	79,279		77,335		(1,944)		(2.5)	%
Benefits and other compensation	36,662		38,754		2,092		5.4	%
	185,656		184,183		(1,473)		(0.8)	%
Occupancy	102,796		101,318		(1,478)		(1.5)	%
Marketing and advertising	8,342		9,972		1,630		16.3	%
Depreciation and amortization	28,922		28,831		(91)		(0.3)	%
Bad debt	2,205		2,730		525		19.2	%
Other	82,661		95,107		12,446		13.1	%
Total operating expenses	410,582		422,141		11,559		2.7	%
Other income (expense), net	8,102		11,917		(3,815)		(32.0)	%
Interest expense on borrowings	(17,402)		(15,847)		(1,555)		(9.8)	%
Pretax loss	(216,331)		(232,261)		15,930		6.9	%
Income tax benefit	(50,963)		(60,840)		(9,877)		(16.2)	%
Net loss from continuing operations	(165,368)		(171,421)		6,053		3.5	%
Net loss from discontinued operations	(451)		(1,155)		704		61.0	%
Net loss	$	(165,819)	$	(172,576)	$	6,757	3.9	%
BASIC AND DILUTED LOSS PER SHARE:
Continuing operations	$	(1.26)	$	(1.23)	$	(0.03)	(2.4)	%
Discontinued operations	—		(0.01)		0.01		100.0	%
Consolidated	$	(1.26)	$	(1.24)	$	(0.02)	(1.6)	%




Adjusted diluted EPS(1)	$	(1.20)	$	(1.17)	$	(0.03)	(2.6)	%
EBITDA (1)	$	(170,007)	$	(187,583)	$	17,576	9.4	%

(1) All non-GAAP measures are results from continuing operations. See "Non-GAAP Financial Information" at the end of this item for a reconciliation of non-GAAP measures.


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Three months ended September 30, 2025 compared to September 30, 2024

Revenues increased $9.7 million, or 5.0%, from the prior year. U.S. assisted tax preparation revenues increased $5.7 million, or 13.2%, due to an increase in net average charge and company-owned tax return volumes in the current year.

Wave revenues increased $3.4 million, or 13.1%, due to higher accounting, invoicing, and receipts subscriptions and small business payment processing volumes.

Total operating expenses decreased $11.6 million, or 2.7%, from the prior year. Field wages increased $1.6 million, or 2.4%, due to higher preseason and tax professional wages in the current year. Other wages increased $1.9 million, or 2.5% due to higher corporate wages due to salary increases. Benefits and other compensation decreased $2.1 million, or 5.4% primarily due to lower stock-based compensation expense. Occupancy expense increased $1.5 million, or 1.5%, primarily due to higher lease expenses. Marketing and advertising expense decreased $1.6 million, or 16.3%, due to higher vendor refunds for expired customer incentives and lower online advertising.

Other operating expenses decreased $12.4 million, or 13.1%. The components of other expenses are as follows:


							(in 000s)
Three months ended September 30,	2025		2024		$ Change		% Change
Consulting and outsourced services	$	13,157	$	15,444	$	2,287	14.8	%
Bank partner fees	(334)		47		381		**
Client claims and refunds	5,445		5,944		499		8.4	%
Employee and travel expenses	5,673		6,117		444		7.3	%
Technology-related expenses	26,349		24,501		(1,848)		(7.5)	%
Credit card/bank charges	19,377		18,149		(1,228)		(6.8)	%
Insurance	2,680		3,544		864		24.4	%
Legal fees and settlements	3,462		14,462		11,000		76.1	%
Supplies	3,099		2,907		(192)		(6.6)	%
Other	3,753		3,992		239		6.0	%
	$	82,661	$	95,107	$	12,446	13.1	%

Consulting and outsourced services expense decreased $2.3 million, or 14.8%, due to lower call center expenses. Technology-related expenses increased by $1.8 million, or 7.5%, due to higher cloud-related technology spend. Legal expenses decreased $11.0 million primarily due to lower outside legal counsel spend in the current year.

We recorded an income tax benefit of $51.0 million in the current year compared to $60.8 million in the prior year. The effective tax rate for the three months ended September 30, 2025, and 2024 was 23.6% and 26.2%, respectively.

FINANCIAL CONDITION

These comments should be read in conjunction with the consolidated balance sheets and consolidated statements of cash flows included in Part 1, Item 1.

CAPITAL RESOURCES AND LIQUIDITY –

OVERVIEW – Our primary sources of capital and liquidity include cash from operations (including changes in working capital), draws on our unsecured committed line of credit (CLOC), and issuances of debt. We use our sources of liquidity primarily to fund working capital, service and repay debt, pay dividends, repurchase shares of our common stock, and acquire businesses.

Our operations are highly seasonal and substantially all of our revenues and cash flow are generated during the period from February through April in a typical year. Therefore, we normally require the use of cash to fund losses and working capital needs, periodically resulting in a working capital deficit, during the months of May through


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January. We typically have relied on available cash balances from the prior tax season and borrowings to meet liquidity needs.

Given the likely availability of a number of liquidity options discussed herein, we believe that, in the absence of any unexpected developments, our existing sources of capital as of September 30, 2025 are sufficient to meet our operating, investing and financing needs.

DISCUSSION OF CONSOLIDATED STATEMENTS OF CASH FLOWS – The following table summarizes our statements of cash flows for the three months ended September 30, 2025 and 2024. See Item 1 for the complete consolidated statements of cash flows for these periods.


	(in 000s)
Three months ended September 30,	2025		2024
Net cash provided by (used in):
Operating activities	$	(356,838)	$	(328,581)
Investing activities	(20,926)		(26,394)
Financing activities	(225,025)		(284,450)
Effects of exchange rates on cash	(2,949)		3,249
Net decrease in cash and cash equivalents, including restricted balances	$	(605,738)	$	(636,176)

Operating Activities. Cash used in operations totaled $356.8 million for the three months ended September 30, 2025 compared to $328.6 million in the prior year period. The increase is primarily due to changes in accrued income taxes and other current liabilities, partially offset by a lower net loss.

Investing Activities. Cash used in investing activities totaled $20.9 million for the three months ended September 30, 2025 compared to $26.4 million in the prior year period. The decrease is primarily due to lower capital expenditures.

Financing Activities. Cash used in financing activities totaled $225.0 million for the three months ended September 30, 2025 compared to $284.5 million in the prior year period. The change is primarily due to proceeds from line of credit borrowings partially offset by higher repurchases of common stock.

CASH REQUIREMENTS –

Dividends and Share Repurchases. Returning capital to shareholders in the form of dividends and the repurchase of outstanding shares is, and has historically been, a significant component of our capital allocation plan.

We have consistently paid quarterly dividends. Dividends paid totaled $50.2 million and $44.7 million for the three months ended September 30, 2025 and 2024, respectively. Although we have historically paid dividends and plan to continue to do so, there can be no assurances that circumstances will not change in the future that could affect our ability or decisions to pay dividends.

During the three months ended September 30, 2025, we repurchased $400.1 million of our common stock at an average price of $50.90 per share, excluding excise taxes in connection with such repurchases. In the prior year period, we repurchased $209.6 million of our common stock at an average price of $63.51 per share, excluding excise taxes in connection with such repurchases. Our current share repurchase program has remaining authorization of $700.0 million and does not have an expiration date.

Share repurchases may be effectuated through open market transactions, some of which may be effectuated under SEC Rule 10b5-1. The Company may cancel, suspend, or extend the period for the purchase of shares at any time. Any repurchases will be funded primarily through available cash and cash from operations. Although we may continue to repurchase shares, there is no assurance that we will purchase up to the full Board authorization.

Capital Investment. Capital expenditures totaled $13.2 million and $18.7 million for the three months ended September 30, 2025 and 2024, respectively. Our capital expenditures relate primarily to recurring improvements to retail offices, as well as investments in computers, software and related assets. In addition to our capital expenditures, we also made payments to acquire businesses. We acquired franchisee and competitor businesses


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totaling $5.1 million and $5.9 million during the three months ended September 30, 2025 and 2024, respectively. See Item 1, note 5 for additional information on our acquisitions.

FINANCING RESOURCES – The 2025 CLOC has capacity up to $1.5 billion and is scheduled to expire in July 2030. Proceeds under the 2025 CLOC may be used for working capital needs or for other general corporate purposes. We had an outstanding balance of $245.0 million under our 2025 CLOC and amounts available to borrow were not limited by the debt-to-EBITDA covenant as of September 30, 2025.

On August 26, 2025, we issued the 2032 Senior Notes. We intend to use the net proceeds from the 2032 Senior Notes for general corporate purposes, which may include, among other uses, redeeming the 2025 Senior Notes. We redeemed our 2025 Senior Notes at 100% of the principal amount, plus accrued and unpaid interest, on September 19, 2025.

The following table provides ratings for debt issued by Block Financial LLC (Block Financial) as of September 30, 2025 and June 30, 2025:

As of

September 30, 2025

June 30, 2025

Short-term

Long-term

Outlook

Short-term

Long-term

Outlook

Moody's

P-3

Baa3

Stable

P-3

Baa3

Stable

S&P

A-2

BBB

Stable

A-2

BBB

Stable

Other than described above, there have been no material changes in our borrowings from those reported as of June 30, 2025 in our Annual Report on Form 10-K.

CASH AND OTHER ASSETS – As of September 30, 2025, we held cash and cash equivalents, excluding restricted amounts, of $376.4 million, including $213.1 million held by our foreign subsidiaries.

Foreign Operations. Seasonal borrowing needs of our Canadian operations are typically funded by our U.S. operations. To mitigate foreign currency risk, we sometimes enter into foreign exchange forward contracts. There were no forward contracts outstanding as of September 30, 2025.

We do not currently intend to repatriate non-borrowed funds held by our foreign subsidiaries in a manner that would trigger a tax liability.

The impact of changes in foreign exchange rates during the period on our international cash balances resulted in a decrease of $2.9 million during the three months ended September 30, 2025 and in an increase of $3.2 million during the three months ended September 30, 2024.

CONTRACTUAL OBLIGATIONS AND COMMERCIAL COMMITMENTS – Except as described in Recent Developments related to the 2025 CLOC, the 2032 Senior Notes issuance and the 2025 Senior Notes redemption, there have been no other material changes in our contractual obligations and commercial commitments from those reported in our June 30, 2025 Annual Report on Form 10-K.

SUMMARIZED GUARANTOR FINANCIAL STATEMENTS – Block Financial is a 100% owned subsidiary of H&R Block, Inc. Block Financial is the Issuer and H&R Block, Inc. is the full and unconditional Guarantor of our Senior Notes, CLOC and other indebtedness issued from time to time.

The following table presents summarized financial information for H&R Block, Inc. (Guarantor) and Block Financial (Issuer) on a combined basis after intercompany eliminations and excludes investments in and equity earnings in non-guarantor subsidiaries.


SUMMARIZED BALANCE SHEET - GUARANTOR AND ISSUER			(in 000s)
As of	September 30, 2025		June 30, 2025
Current assets	$	40,457	$	38,254
Noncurrent assets	2,066,122		1,836,847
Current liabilities	75,409		432,139
Noncurrent liabilities	1,741,597		1,148,806


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SUMMARIZED STATEMENTS OF OPERATIONS - GUARANTOR AND ISSUER			(in 000s)
	Three months ended September 30, 2025		Twelve months ended June 30, 2025
Total revenues	$	8,766	$	126,240
Income from continuing operations before income taxes	8,687		58,596
Net income from continuing operations	6,672		45,120
Net income	6,221		41,443

The table above reflects $2.0 billion and $1.8 billion of non-current intercompany receivables due to the Issuer from non-guarantor subsidiaries as of September 30, 2025 and June 30, 2025, respectively.

REGULATORY ENVIRONMENT

There have been no material changes in our regulatory environment from what was reported in our June 30, 2025 Annual Report on Form 10-K.

NON-GAAP FINANCIAL INFORMATION

Non-GAAP financial measures should not be considered as a substitute for, or superior to, measures of financial performance prepared in accordance with U.S. generally accepted accounting principles (GAAP). Because these measures are not measures of financial performance under GAAP and are susceptible to varying calculations, they may not be comparable to similarly titled measures for other companies.

We consider our non-GAAP financial measures to be performance measures and a useful metric for management and investors to evaluate and compare the ongoing operating performance of our business. We make adjustments for certain non-GAAP financial measures related to amortization of intangibles from acquisitions and goodwill impairments. We may consider whether other significant items that arise in the future should be excluded from our non-GAAP financial measures.

We measure the performance of our business using a variety of metrics, including earnings before interest, taxes, depreciation and amortization (EBITDA) from continuing operations, adjusted EBITDA from continuing operations, adjusted diluted earnings per share from continuing operations, free cash flow and free cash flow yield. We also use EBITDA from continuing operations and pretax income of continuing operations, each subject to permitted adjustments, as performance metrics in incentive compensation calculations for our employees.

The following is a reconciliation of net loss to EBITDA from continuing operations, which is a non-GAAP financial measure:


				(in 000s)
	Three months ended September 30,
		2025		2024
Net loss - as reported		$	(165,819)	$	(172,576)
Discontinued operations, net		451		1,155
Net loss from continuing operations - as reported		(165,368)		(171,421)
Add back:
Income tax benefit		(50,963)		(60,840)
Interest expense		17,402		15,847
Depreciation and amortization		28,922		28,831
		(4,639)		(16,162)
EBITDA from continuing operations		$	(170,007)	$	(187,583)


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The following is a reconciliation of our results from continuing operations to our adjusted results from continuing operations, which is a non-GAAP financial measure:


(in 000s, except per share amounts)
	Three months ended September 30,
		2025		2024
Net loss from continuing operations - as reported		$	(165,368)	$	(171,421)
Adjustments:
Amortization of intangibles related to acquisitions (pretax)		10,979		11,128
Tax effect of adjustments (1)		(2,792)		(2,645)
Adjusted net loss from continuing operations		$	(157,181)	$	(162,938)
Diluted loss per share from continuing operations - as reported		$	(1.26)	$	(1.23)
Adjustments, net of tax		0.06		0.06
Adjusted diluted loss per share from continuing operations		$	(1.20)	$	(1.17)

(1)Tax effect of adjustments is the difference between the tax provision calculated on a GAAP basis and on an adjusted non-GAAP basis.

FORWARD-LOOKING INFORMATION

This report and other documents filed with the Securities and Exchange Commission (SEC) may contain forward-looking statements. In addition, our senior management may make forward-looking statements orally to analysts, investors, the media and others. Forward-looking statements can be identified by the fact that they do not relate strictly to historical or current facts. They often include words or variation of words such as "expects," "anticipates," "intends," "plans," "believes," "commits," "seeks," "estimates," "projects," "forecasts," "targets," "would," "will," "should," "could," "may" or other similar expressions. Forward-looking statements provide management's current expectations or predictions of future conditions, events or results. All statements that address operating performance, events or developments that we expect or anticipate will occur in the future are forward-looking statements. They may include estimates of revenues, client trajectory, income, effective tax rate, earnings per share, cost savings, capital expenditures, dividends, share repurchases, liquidity, capital structure, market share, industry volumes or other financial items, descriptions of management's plans or objectives for future operations, services or products, or descriptions of assumptions underlying any of the above. They may also include the expected impact of external events beyond the Company's control, such as outbreaks of infectious disease, severe weather events, natural or manmade disasters, or changes in the regulatory environment in which we operate.

All forward-looking statements speak only as of the date they are made and reflect the Company's good faith beliefs, assumptions and expectations, but they are not guarantees of future performance or events. Furthermore, the Company disclaims any obligation to publicly update or revise any forward-looking statement to reflect changes in underlying assumptions, factors, or expectations, new information, data or methods, future events or other changes, except as required by law.

By their nature, forward-looking statements are subject to risks and uncertainties that could cause actual results to differ materially from those suggested by the forward-looking statements. Factors that might cause such differences include, but are not limited to, a variety of economic, competitive, operational and regulatory factors, many of which are beyond the Company's control. In addition, factors that may cause the Company’s actual effective tax rate to differ from estimates include the Company’s actual results from operations compared to current estimates, future discrete items, changes in interpretations and assumptions the Company has made, future actions of the Company, and increases in applicable tax rates in jurisdictions where the Company operates. Investors should understand that it is not possible to predict or identify all such factors and, consequently, should not consider any such list to be a complete set of all potential risks or uncertainties.

Details about risks, uncertainties and assumptions that could affect various aspects of our business are included throughout our Annual Report on Form 10-K for the fiscal year ended June 30, 2025 and are also described from time to time in other filings with the SEC. Investors should carefully consider all of these risks, and should pay


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particular attention to Item 1A, "Risk Factors," and Item 7 under "Critical Accounting Estimates" of our Annual Report on Form 10-K for the fiscal year ended June 30, 2025.

ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

There have been no material changes in our market risks from those reported in our June 30, 2025 Annual Report on Form 10-K.

ITEM 4. CONTROLS AND PROCEDURES

EVALUATION OF DISCLOSURE CONTROLS AND PROCEDURES – As of the end of the period covered by this Form 10-Q, management, under the supervision and with the participation of our Chief Executive Officer and Chief Financial Officer, evaluated the effectiveness of the design and operation of our disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)). Based on this evaluation, our Chief Executive Officer and Chief Financial Officer have concluded that our disclosure controls and procedures were effective as of the end of the period covered by this Quarterly Report on Form 10-Q.

CHANGES IN INTERNAL CONTROL OVER FINANCIAL REPORTING – There were no changes during the three months ended September 30, 2025 that materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

PART II OTHER INFORMATION

ITEM 1. LEGAL PROCEEDINGS

For a description of our material pending legal proceedings, see discussion in Part I, Item 1, note 9 to the consolidated financial statements.

ITEM 1A. RISK FACTORS

There have been no material changes in our risk factors from those reported in our June 30, 2025 Annual Report on Form 10-K.

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

A summary of our purchases of H&R Block common stock during the three months ended September 30, 2025 is as follows:


(in 000s, except per share amounts)
	Total Number of Shares Purchased (1)	Average Price Paid per Share		Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs (2)	Maximum Dollar Value of Shares that May Yet Be Purchased Under the Plans or Programs (2)
July 1 - July 31	—	$	56.02	—	$	1,100,000
August 1 - August 31	4,278	$	50.82	4,034	$	894,919
September 1 - September 30	3,827	$	50.95	3,827	$	700,000
	8,105	$	50.88	7,861

(1)We purchased approximately 244 thousand shares in connection with funding employee income tax withholding obligations arising upon the lapse of restrictions on restricted share units.

(2)On August 15, 2024, we announced that our Board of Directors approved a $1.5 billion share repurchase program. The repurchase program does not have an expiration date.

ITEM 3. DEFAULTS UPON SENIOR SECURITIES

None.

ITEM 4. MINE SAFETY DISCLOSURES

Not applicable.


H&R Block, Inc. \|Q1 FY2026 Form 10-Q			23

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ITEM 5. OTHER INFORMATION

Director and Section 16 Officer Trading Arrangements

During the three months ended September 30, 2025, no director or Section 16 officer adopted or terminated a "Rule 10b5-1 trading arrangement" or "non-Rule 10b5-1 trading arrangement," as each term is defined in Item 408(a) of Regulation S-K.

ITEM 6. EXHIBITS

The following exhibits are numbered in accordance with the Exhibit Table of Item 601 of Regulation S-K:


4.1			Fifth Supplemental Indenture, dated August 26, 2025, among H&R Block, Inc., Block Financial LLC (formerly known as Block Financial Corporation), Deutsche Bank Trust Company Americas (formerly known as Bankers Trust Company) and U.S. Bank Trust Company, National Association, as separate and successor trustee, filed as Exhibit 4.1 to the Company's current report on Form 8-K filed August 26, 2025, file number 1-06089, is incorporated herein by reference.
4.2			Officers' Certificate, dated August 26, 2025, of Block Financial LLC (including the Form of the 5.375% Notes due 2032), filed as Exhibit 4.2 to the Company's current report on Form 8-K filed August 26, 2025, file number 1-06089, is incorporated by reference.
10.1			Transition and Strategic Advisor Agreement dated August 9, 2025, among H&R Block, Inc., HRB Professional Resources LLC, and Jeffrey J. Jones II, filed as Exhibit 10.1 to the Company's current report on Form 8-K filed on August 11, 2025, file number 1-06089, is incorporated herein by reference.
10.2			Offer Letter dated August 9, 2025, among H&R Block, Inc., HRB Professional Resources LLC, and Curtis A. Campbell, filed as Exhibit 10.2 to the Company's current report on Form 8-K filed on August 11, 2025, file number 1-06089, is incorporated herein by reference.
10.3			Form of 2018 Long Term Incentive Plan Award Agreement for Director Restricted Share Units, as approved on September 16, 2025.
22			List of Guarantor and Issuer Subsidiaries, filed as Exhibit 22 to the Company’s Annual Report on Form 10-K for the year ended June 30, 2024, file number 1-06089, is incorporated herein by reference.
31.1			Certification by Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
31.2			Certification by Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
32.1			Certification by Chief Executive Officer pursuant to 18 U.S.C. 1350, as adopted by Section 906 of the Sarbanes-Oxley Act of 2002.
32.2			Certification by Chief Financial Officer pursuant to 18 U.S.C. 1350, as adopted by Section 906 of the Sarbanes-Oxley Act of 2002.
101.INS			Inline XBRL Instance Document - the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document
101.SCH			Inline XBRL Taxonomy Extension Schema
101.CAL			Inline XBRL Extension Calculation Linkbase
101.LAB			Inline XBRL Taxonomy Extension Label Linkbase
101.PRE			Inline XBRL Taxonomy Extension Presentation Linkbase
101.DEF			Inline XBRL Taxonomy Extension Definition Linkbase
104			Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101)


24			Q1 FY2026 Form 10-Q\| H&R Block, Inc.

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SIGNATURES

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


H&R BLOCK, INC.

/s/ Jeffrey J. Jones II
Jeffrey J. Jones II
President and Chief Executive Officer
November 6, 2025

/s/ Tiffany L. Mason
Tiffany L. Mason
Chief Financial Officer
November 6, 2025

/s/ April M. Wasleski
April M. Wasleski
Chief Accounting Officer
November 6, 2025


H&R Block, Inc. \|Q1 FY2026 Form 10-Q			25

H&R Block - 10-Q quarterly report FY2025 Q1

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