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Watchlist
Account
Medpace
MEDP
#1352
Rank
$16.78 B
Marketcap
๐บ๐ธ
United States
Country
$601.38
Share price
-0.73%
Change (1 day)
31.97%
Change (1 year)
๐ Pharmaceuticals
๐งฌ Biotech
Categories
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Annual Reports (10-K)
Medpace
Quarterly Reports (10-Q)
Financial Year FY2026 Q2
Medpace - 10-Q quarterly report FY2026 Q2
Text size:
Small
Medium
Large
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Table of Contents
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
___________________________________________
FORM
10-Q
___________________________________________
(Mark One)
x
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended
June 30, 2026
or
o
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:
001-37856
___________________________________________
Medpace Holdings, Inc.
(Exact name of registrant as specified in its charter)
___________________________________________
Delaware
32-0434904
(State or other jurisdiction of
incorporation or organization)
(I.R.S. Employer
Identification No.)
5375 Medpace Way
,
Cincinnati
,
OH
45227
(Address of principal executive offices) (Zip Code)
(
513
)
579-9911
(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 $0.01 par value
MEDP
NASDAQ Global Select Market
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.
Yes
x
No
o
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
x
No
o
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer”, “accelerated filer”, “smaller reporting company” and “emerging growth company” in Rule 12b-2 of the Exchange Act.
Large accelerated filer
x
Accelerated filer
o
Non-accelerated filer
o
Smaller reporting company
o
Emerging growth company
o
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.
o
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes
o
No
x
Indicate the number of shares outstanding of each of the issuer’s classes of Common Stock, as of the latest practicable date.
Class
Number of Shares Outstanding
Common Stock $0.01 par value
27,911,655
shares outstanding as of July 17, 2026
Table of Contents
MEDPACE HOLDINGS, INC. AND SUBSIDIARIES
FORM 10-Q
FOR QUARTERLY PERIOD ENDED JUNE 30, 2026
TABLE OF CONTENTS
Item Number
Page
PART I — FINANCIAL INFORMATION
3
Item 1.
Financial Statements (unaudited)
3
Condensed Consolidated Balance Sheets as of
June
30, 202
6
and December 31, 20
25
3
Condensed Consolidated Statements of Operations for the three and
six
months ended
June
30, 202
6
and 202
5
4
Condensed Consolidated Statements of Comprehensive Income for the three and
six
months ended
June
30, 202
6
and 202
5
5
Condensed Consolidated Statements of Shareholders’ Equity for the three and
six
months ended
June
30, 202
6
and 20
25
6
Condensed Consolidated Statements of Cash Flows for the
six
months ended
June
30, 202
6
and 202
5
7
Notes to Condensed Consolidated Financial Statements
8
Item 2.
Management’s Discussion and Analysis of Financial Condition and Results of Operations
19
Item 3.
Quantitative and Qualitative Disclosures About Market Risk
26
Item 4.
Controls and Procedures
26
PART II — OTHER INFORMATION
27
Item 1.
Legal Proceedings
27
Item 1A.
Risk Factors
27
Item 2.
Unregistered Sales of Equity Securities and Use of Proceeds
27
Item 3.
Defaults Upon Senior Securities
28
Item 4.
Mine Safety Disclosures
28
Item 5.
Other Information
28
Item 6.
Exhibits
28
EXHIBIT INDEX
29
SIGNATURES
30
-2-
Table of Contents
PART I — FINANCIAL INFORMATION
Item 1. Financial Statements
MEDPACE HOLDINGS, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS (UNAUDITED)
(Amounts in thousands, except share amounts)
As of
June 30,
2026
December 31,
2025
ASSETS
Current assets:
Cash and cash equivalents
$
502,688
$
497,049
Accounts receivable and unbilled, net (includes $
2.9
million and $
3.5
million with related parties at June 30, 2026 and December 31, 2025, respectively)
441,797
402,078
Prepaid expenses and other current assets
105,800
90,497
Total current assets
1,050,285
989,624
Property and equipment, net
157,114
131,055
Operating lease right-of-use assets
125,849
117,815
Goodwill
662,396
662,396
Intangible assets, net
33,110
33,420
Deferred income taxes
3,231
19,223
Other assets
25,196
21,939
Total assets
$
2,057,181
$
1,975,472
LIABILITIES AND SHAREHOLDERS’ EQUITY
Current liabilities:
Accounts payable (includes $
0.1
million and $
0.3
million with related parties at June 30, 2026 and December 31, 2025, respectively)
$
37,527
$
28,142
Accrued expenses
451,076
408,382
Advanced billings (includes $
13.1
million and $
12.3
million with related parties at June 30, 2026 and December 31, 2025, respectively)
904,722
854,390
Other current liabilities
42,104
52,834
Total current liabilities
1,435,429
1,343,748
Operating lease liabilities
120,100
113,643
Deferred income tax liability
8,207
1,355
Other long-term liabilities
59,584
57,655
Total liabilities
1,623,320
1,516,401
Commitments and contingencies (see Note 11)
Shareholders’ equity:
Preferred stock - $
0.01
par-value;
5,000,000
shares authorized;
no
shares issued and outstanding at June 30, 2026 and December 31, 2025
—
—
Common stock - $
0.01
par-value;
250,000,000
shares authorized at June 30, 2026 and December 31, 2025;
27,910,605
and
28,370,780
shares issued and outstanding at June 30, 2026 and December 31, 2025, respectively
279
284
Treasury stock -
69,593
and
69,623
shares at June 30, 2026 and December 31, 2025, respectively
(
12,151
)
(
12,156
)
Additional paid-in capital
964,183
935,830
Accumulated deficit
(
511,368
)
(
459,981
)
Accumulated other comprehensive loss
(
7,082
)
(
4,906
)
Total shareholders’ equity
433,861
459,071
Total liabilities and shareholders’ equity
$
2,057,181
$
1,975,472
See notes to condensed consolidated financial statements.
-3-
Table of Contents
MEDPACE HOLDINGS, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED)
(Amounts in thousands, except per share amounts)
Three Months Ended
June 30,
Six Months Ended
June 30,
2026
2025
2026
2025
Revenue, net (includes $
4.7
million and $
16.9
million with related parties for the three months ended June 30, 2026 and 2025, respectively, and $
12.0
million and $
30.7
million with related parties for the six months ended June 30, 2026 and 2025, respectively)
$
707,331
$
603,311
$
1,413,935
$
1,161,881
Operating expenses:
Direct service costs, excluding depreciation and amortization
202,555
185,826
400,829
363,642
Reimbursed out-of-pocket expenses
303,139
237,472
615,143
439,876
Total direct costs
505,694
423,298
1,015,972
803,518
Selling, general and administrative
48,103
46,664
96,020
104,561
Depreciation
6,555
6,777
13,306
13,471
Amortization
155
237
310
473
Total operating expenses
560,507
476,976
1,125,608
922,023
Income from operations
146,824
126,335
288,327
239,858
Other income (expense), net:
Miscellaneous (expense) income, net
(
147
)
(
2,875
)
824
(
4,691
)
Interest income, net
4,986
1,078
10,103
7,541
Total other income (expense), net
4,839
(
1,797
)
10,927
2,850
Income before income taxes
151,663
124,538
299,254
242,708
Income tax provision
30,301
34,278
54,022
37,853
Net income
$
121,362
$
90,260
$
245,232
$
204,855
Net income per share attributable to common shareholders:
Basic
$
4.31
$
3.16
$
8.66
$
6.95
Diluted
$
4.25
$
3.10
$
8.53
$
6.79
Weighted average common shares outstanding:
Basic
28,174
28,601
28,308
29,489
Diluted
28,554
29,143
28,761
30,165
See notes to condensed consolidated financial statements.
-4-
Table of Contents
MEDPACE HOLDINGS, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (UNAUDITED)
(Amounts in thousands)
Three Months Ended
June 30,
Six Months Ended
June 30,
2026
2025
2026
2025
Net income
$
121,362
$
90,260
$
245,232
$
204,855
Other comprehensive income (loss)
Foreign currency translation adjustments, net of taxes
39
5,967
(
2,176
)
9,089
Comprehensive income
$
121,401
$
96,227
$
243,056
$
213,944
See notes to condensed consolidated financial statements.
-5-
Table of Contents
MEDPACE HOLDINGS, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF SHAREHOLDERS' EQUITY (UNAUDITED)
(Amounts in thousands)
Common
Stock
Treasury
Stock
Additional
Paid-In
Capital
Retained Earnings (Accumulated Deficit)
Accumulated
Other
Comprehensive
Loss
Total
BALANCE — December 31, 2024
$
306
$
(
12,235
)
$
844,050
$
8,167
$
(
14,743
)
$
825,545
Net income
114,595
114,595
Foreign currency translation
3,122
3,122
Stock-based compensation expense
16,892
16,892
Stock options exercised
4
25,941
25,945
Repurchases of common stock
(
12
)
(
392,478
)
(
392,490
)
BALANCE — March 31, 2025
$
298
$
(
12,235
)
$
886,883
$
(
269,716
)
$
(
11,621
)
$
593,609
Net income
90,260
90,260
Foreign currency translation
5,967
5,967
Stock-based compensation expense
5,951
5,951
Stock options exercised
340
340
Repurchases of common stock
(
17
)
(
523,759
)
(
523,776
)
BALANCE — June 30, 2025
$
281
$
(
12,235
)
$
893,174
$
(
703,215
)
$
(
5,654
)
$
172,351
Common
Stock
Treasury
Stock
Additional
Paid-In
Capital
Accumulated Deficit
Accumulated
Other
Comprehensive
Loss
Total
BALANCE — December 31, 2025
$
284
$
(
12,156
)
$
935,830
$
(
459,981
)
$
(
4,906
)
$
459,071
Net income
123,870
123,870
Foreign currency translation
(
2,215
)
(
2,215
)
Stock-based compensation expense
4,918
4,918
Stock options exercised
2
12,668
12,670
BALANCE — March 31, 2026
$
286
$
(
12,156
)
$
953,416
$
(
336,111
)
$
(
7,121
)
$
598,314
Net income
121,362
121,362
Foreign currency translation
39
39
Stock-based compensation expense
4,348
4,348
Stock options exercised
5
6,419
6,424
Repurchases of common stock
(
7
)
(
296,619
)
(
296,626
)
BALANCE — June 30, 2026
$
279
$
(
12,151
)
$
964,183
$
(
511,368
)
$
(
7,082
)
$
433,861
See notes to condensed consolidated financial statements.
-6-
Table of Contents
MEDPACE HOLDINGS, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED)
(Amounts in thousands)
Six Months Ended
June 30,
2026
2025
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income
$
245,232
$
204,855
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation
13,306
13,471
Amortization
310
473
Stock-based compensation expense
9,266
22,843
Noncash lease expense
11,902
11,687
Deferred income tax provision
22,824
34,856
Other
255
(
520
)
Changes in assets and liabilities:
Accounts receivable and unbilled, net
(
39,361
)
(
81,980
)
Prepaid expenses and other current assets
(
15,949
)
(
33,130
)
Accounts payable
(
45
)
12,021
Accrued expenses
43,717
12,249
Advanced billings
50,332
98,198
Lease liabilities
(
12,357
)
(
12,615
)
Other assets and liabilities, net
(
15,633
)
(
8,046
)
Net cash provided by operating activities
313,799
274,362
CASH FLOWS FROM INVESTING ACTIVITIES:
Property and equipment expenditures
(
30,725
)
(
16,107
)
Other
92
100
Net cash used in investing activities
(
30,633
)
(
16,007
)
CASH FLOWS FROM FINANCING ACTIVITIES:
Proceeds from stock option exercises
19,094
26,285
Repurchases of common stock
(
294,764
)
(
912,815
)
Net cash used in financing activities
(
275,670
)
(
886,530
)
EFFECT OF EXCHANGE RATES ON CASH, CASH EQUIVALENTS, AND
RESTRICTED CASH
(
1,857
)
5,069
INCREASE (DECREASE) IN CASH, CASH EQUIVALENTS, AND RESTRICTED CASH
5,639
(
623,106
)
CASH, CASH EQUIVALENTS, AND RESTRICTED CASH — Beginning of period
497,049
669,436
CASH, CASH EQUIVALENTS, AND RESTRICTED CASH — End of period
$
502,688
$
46,330
See notes to condensed consolidated financial statements.
-7-
Table of Contents
MEDPACE HOLDINGS, INC. AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
June 30, 2026
(1)
Basis of Presentation
Description of Business
Medpace Holdings, Inc. (together with its subsidiaries, “Medpace” or the “Company”), a Delaware corporation, is a global provider of clinical research-based drug and medical device development services. The Company partners with pharmaceutical, biotechnology, and medical device companies in the development and execution of clinical trials. The Company’s drug development services focus on full service Phase I-IV clinical development services and include development plan design, project management, regulatory affairs, clinical monitoring, data management and analysis, pharmacovigilance new drug application submissions, post-marketing clinical support, laboratory services, clinical human pharmacology, imaging services, and electrocardiography reading support for clinical trials.
The Company’s operations are principally based in North America, Europe, and Asia.
Unaudited Interim Financial Information
The interim condensed consolidated financial statements include the accounts of the Company, are prepared in conformity with U.S. generally accepted accounting principles (“GAAP”), and are unaudited. In the opinion of the Company’s management, all adjustments of a normal recurring nature necessary for a fair presentation have been reflected. Certain financial information that is normally included in annual financial statements prepared in accordance with GAAP, but that is not required for interim reporting purposes, has been omitted. The preparation of the interim condensed consolidated 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 interim condensed consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results and outcomes could differ from management’s estimates and assumptions. As such, the information included in this quarterly report on Form 10-Q should be read in conjunction with the Company’s audited consolidated financial statements and related notes included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2025.
Share Repurchases
In 2022, the Company’s Board of Directors (the “Board”) approved a share repurchase program which has been amended several times to increase the aggregate amount of the share repurchase authorization. During the three and six months ended June 30, 2026, the Company repurchased
705,616
shares for $
294.7
million. During the three and six months ended June 30, 2025, the Company repurchased
1,754,264
shares and
2,947,275
shares for $
518.5
million and $
908.4
million, respectively. As of June 30, 2026, the Company has remaining authorization of $
527.0
million under the repurchase program.
Repurchases under the share repurchase program are executed in the open market or negotiated transactions under trading plans put in place pursuant to Rule 10b5-1. The Company constructively retired the repurchased shares associated with these approved share repurchases, except for a small portion which were retained as Treasury Shares on the condensed consolidated statements of shareholders' equity. Retired share repurchase amounts paid in excess of par value are reflected within Accumulated deficit/Retained earnings in the Company’s condensed consolidated balance sheets.
Recently Issued Accounting Pronouncements
In November 2024, the FASB issued ASU 2024-03, “Income Statement-Reporting Comprehensive Income-Expense Disaggregation Disclosures (Subtopic 220-40): Disaggregation of Income Statement Expenses” to improve disclosures by providing more detailed information about the types of expenses in commonly presented expense captions. The guidance is effective for annual reporting periods beginning after December 15, 2026, and interim periods within fiscal years beginning after December 15, 2027, with early adoption permitted. The Company is currently evaluating the effect this standard will have on its consolidated financial statements and related disclosures.
In September 2025, the FASB issued ASU 2025-06, “Intangibles-Goodwill and Other-Internal-Use Software (Subtopic 350-40): Targeted Improvements to the Accounting for Internal-Use Software” to modernize the accounting for software development costs and specify disclosure requirements. The guidance is effective for annual periods beginning after
-8-
Table of Contents
December 15, 2027, and interim reporting periods within those annual reporting periods, with early adoption permitted as of the beginning of an annual reporting period. The Company is currently evaluating the effect this standard will have on its consolidated financial statements and related disclosures.
In December 2025, the FASB issued ASU 2025-10, "Government Grants (Topic 832): Accounting for Government Grants Received by Business Entities" which establishes authoritative US GAAP guidance for accounting for grants received for consistency in applying the accounting rules across business entities. The guidance is effective for annual reporting periods beginning after December 15, 2028, and interim reporting periods within those annual reporting periods, with early adoption permitted. The Company is currently evaluating the effect this standard will have on its consolidated financial statements and related disclosures.
(2)
Net Income Per Share
Basic and diluted earnings or loss per share (“EPS”) are computed using the two-class method, which is an earnings allocation that determines EPS for each class of common stock and participating securities according to dividends declared and participation rights in undistributed earnings. The Company’s Restricted Stock Awards (“RSA”) are considered participating securities because they are legally issued at the date of grant and holders are entitled to receive non-forfeitable dividends during the vesting term.
The computation of diluted EPS includes additional common shares, such as unvested Restricted Stock Units (“RSU”) and stock options with exercise prices less than the average market price of the Company’s common stock during the period (“in-the-money options”), which would be considered outstanding. This assumes that additional shares would have to be issued in cases where the exercise price of stock options is less than the value of the common stock being acquired because the cash proceeds received from the stock option holder would not be sufficient to acquire that same number of shares. The Company does not compute diluted EPS in cases where the inclusion of such additional shares would be anti-dilutive in effect.
The following table sets forth the computation of basic and diluted earnings per share for the three and six months ended June 30, 2026 and 2025 (in thousands, except for earnings per share):
Three Months Ended
June 30,
Six Months Ended
June 30,
2026
2025
2026
2025
Numerator:
Net income available to common shareholders
$
121,362
$
90,260
$
245,232
$
204,855
Denominator:
Basic weighted-average common shares outstanding
28,174
28,601
28,308
29,489
Effect of diluted shares
380
542
453
676
Diluted weighted-average common shares outstanding
28,554
29,143
28,761
30,165
Earnings per common share:
Net income per common share—Basic
$
4.31
$
3.16
$
8.66
$
6.95
Net income per common share—Diluted
$
4.25
$
3.10
$
8.53
$
6.79
For the three and six months ended June 30, 2026, the computation of diluted EPS excludes the effect of (in thousands)
0.5
stock options due to each respective period’s average fair value of the Company’s common stock not exceeding the exercise prices. For the three and six months ended June 30, 2025, the computation of diluted EPS excludes the effect of (in thousands)
205.3
and
198.0
stock options, respectively, due to each respective period’s average fair value of the Company’s common stock not exceeding the exercise prices.
(3)
Fair Value Measurements
The Company follows accounting guidance related to fair value measurements that defines fair value, establishes a framework for measuring fair value, and establishes a hierarchy for inputs used in measuring fair value. This hierarchy
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maximizes the use of “observable” inputs and minimizes the use of unobservable inputs by requiring that the most observable inputs be used when available. The hierarchy specifies three levels based on the inputs, as follows:
Level 1: Valuations based on quoted prices in active markets for identical assets or liabilities.
Level 2: Valuations based on directly observable inputs or unobservable inputs corroborated by market data.
Level 3: Valuations based on unobservable inputs supported by little or no market activity representing management’s determination of assumptions of how market participants would price the assets or liabilities.
The fair value of financial instruments such as cash and cash equivalents, accounts receivable and unbilled, net, accounts payable, accrued expenses and advanced billings approximate their carrying amounts due to their short term maturities.
The Company does not have material recurring fair value measurements as of June 30, 2026 and December 31, 2025. There were no material transfers between Level 1, Level 2 or Level 3 during the three and six months ended June 30, 2026 and 2025.
(4)
Contract Assets and Contract Liabilities
Contract assets and liabilities are reflected in the Company’s condensed consolidated balance sheets within the accounts reflected below.
Contract Assets
Accounts receivable represent amounts due from the Company’s customers who are concentrated primarily in the pharmaceutical, biotechnology, and medical device industries. Unbilled represents revenue recognized to date that has not been billed or is not yet contractually billable to the customer. In general, amounts become billable upon the achievement of negotiated contractual events, in accordance with predetermined payment schedules or when a reimbursable expense has been incurred. Amounts classified to unbilled are those billable to customers within one year from the respective balance sheet date.
Accounts receivable and unbilled, net consisted of the following (in thousands):
As of
June 30,
2026
December 31,
2025
Accounts receivable
$
420,560
$
376,755
Unbilled receivables
21,265
25,352
Less: allowance for doubtful accounts
(
28
)
(
29
)
Total accounts receivable and unbilled, net
$
441,797
$
402,078
Contract Liabilities
Advanced billings represent cash received from customers, or billed amounts per an agreed upon payment schedule, in advance of services being performed or revenue being recognized.
Advanced billings consisted of the following (in thousands):
As of
June 30,
2026
December 31,
2025
Advanced billings
$
904,722
$
854,390
As of June 30, 2026 and December 31, 2025, the Company had approximately $
3.5
billion and $
3.6
billion of performance obligations remaining to be performed for active projects.
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(5)
Intangible Assets, Net
Intangible assets, net consisted of the following (in thousands):
As of
June 30,
2026
December 31,
2025
Intangible assets:
Finite-lived intangible assets:
Carrying amount:
Customer relationships
$
145,051
$
145,051
Accumulated amortization:
Customer relationships
(
143,587
)
(
143,277
)
Total finite-lived intangible assets, net
1,464
1,774
Trade name (indefinite-lived)
31,646
31,646
Total intangible assets, net
$
33,110
$
33,420
As of June 30, 2026, estimated amortization expense of the Company’s intangible assets for each of the remaining years is as follows (in thousands):
Amortization
Remainder of 2026
$
310
2027
577
2028
577
$
1,464
(6)
Accrued Expenses
Accrued expenses consisted of the following (in thousands):
As of
June 30,
2026
December 31,
2025
Employee compensation and benefits
$
79,428
$
80,139
Project related reimbursable expenses
356,929
316,013
Other
14,719
12,230
Total accrued expenses
$
451,076
$
408,382
(7)
Debt
On September 30, 2019, the Company entered into a Loan Agreement (as it may be amended from time to time, the “Loan Agreement”) providing for an unsecured credit facility (as amended from time to time, the “Credit Facility”) through its wholly owned subsidiaries, Medpace, Inc., as borrower (the “Borrower”), and Medpace IntermediateCo, Inc., as guarantor (the “Guarantor”). At the same time the Company entered into the Loan Agreement, the Guarantor executed a Guaranty Agreement providing for its guarantee of the payment and performance of the obligations under the Loan Agreement.
On July 17, 2025, the Company entered into Amendment No. 9 to the Loan Agreement, which changed the aggregate principal amount that may be borrowed under the Credit Facility to up to $
10.0
million. The Credit Facility expires April 30, 2027 and bears interest at a rate of the sum of The Secured Overnight Financing Rate (SOFR) plus
100
basis points (
1.00
%) or the highest of the Prime Rate, the sum of the Overnight Bank Funding Rate plus
50
basis points (
0.50
%) and the sum of Daily Simple SOFR plus
100
basis points (
1.00
%). As of June 30, 2026 and December 31, 2025, the Company had
no
indebtedness under the Credit Facility.
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The Loan Agreement contains other customary loan terms, representations and warranties, and affirmative and negative covenants, in each case, subject to customary limitations, exceptions and exclusions. The Loan Agreement contains certain events of default, including, among others, non-payment of principal or interest and breach of the covenants.
(8)
Leases
The Company enters into leases for real estate and equipment. Real estate leases are for our corporate office space and laboratories around the world. Real estate leases have remaining lease terms of less than
1
year to
15
years. Many of the Company’s leases include options to extend the leases on a month to month basis or for set periods for up to
20
years. Many leases also include options to terminate the leases within
1
year or per other contractual terms.
The components of lease expense were as follows (in thousands):
Three Months Ended June 30,
Six Months Ended June 30,
2026
2025
2026
2025
Operating lease cost
$
8,041
$
7,688
$
15,783
$
15,753
Variable lease cost
$
3,430
$
2,819
$
6,820
$
5,831
Supplemental cash flow information related to the leases was as follows (in thousands):
Six Months Ended June 30,
2026
2025
Cash paid for amounts included in the measurement of lease liabilities:
Operating cash flows from operating leases
$
12,820
$
13,023
Right-of-use assets obtained in exchange for lease obligations:
Operating leases
$
20,892
$
8,202
Supplemental balance sheet information related to the leases was as follows (in thousands):
As of
June 30,
2026
December 31,
2025
Operating lease right-of-use assets - related parties
$
65,371
$
68,416
Operating lease right-of-use assets - non-related parties
60,478
49,399
Operating lease right-of-use assets
$
125,849
$
117,815
Other current liabilities - related parties
7,232
6,915
Other current liabilities - non-related parties
16,780
16,294
Other current liabilities
$
24,012
$
23,209
Operating lease liabilities - related parties
73,625
77,344
Operating lease liabilities - non-related parties
46,475
36,299
Operating lease liabilities
120,100
113,643
Total operating lease liabilities
$
144,112
$
136,852
Weighted Average Remaining Lease Term (years)
Operating leases
9.0
9.1
Weighted Average Discount Rate
Operating leases
5.7
%
5.7
%
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Lease payments due related to lease liabilities as of June 30, 2026 were as follows (in thousands):
Related Party
Operating Leases
Non-Related Parties
Operating Leases
Total
Operating Leases
Remainder of 2026
$
5,928
$
9,223
$
15,151
2027
10,839
18,469
29,308
2028
8,609
13,549
22,158
2029
8,824
10,258
19,082
2030
9,045
6,827
15,872
Later years
73,800
14,141
87,941
Total lease payments
117,045
72,467
189,512
Less: imputed interest
(
36,188
)
(
9,212
)
(
45,400
)
Total
$
80,857
$
63,255
$
144,112
(9)
Shareholders’ Equity and Stock-Based Compensation
The Company granted
205,770
awards to employees under the 2016 Amended and Restated Incentive Award Plan during the six months ended June 30, 2026, consisting of
104,350
RSU and
56,420
stock options having
five year
vesting schedules and
15,000
RSU and
30,000
stock options having
two year
vesting schedules. The Company granted an additional
6,660
stock option awards to non-employee directors under the 2016 Amended and Restated Incentive Award Plan during the six months ended June 30, 2026. These awards are scheduled to vest on the earlier of (a) the day immediately preceding the date of the first annual meeting following the date of grant and (b) the first anniversary of the date of grant, subject to the non-employee director continuing in service through the applicable vesting date.
Award Activity
The following table sets forth the Company’s stock option activity:
Six Months Ended June 30, 2026
Stock Options
Weighted Average
Exercise Price
Outstanding - beginning of period
618,681
$
211.29
Granted
93,080
$
410.92
Exercised
(
136,377
)
$
141.02
Cancelled/Forfeited/Expired
(
10,857
)
$
329.77
Outstanding - end of period
564,527
$
259.14
Exercisable - end of period
425,041
$
216.01
The following table sets forth the Company’s RSA/RSU activity:
Six Months Ended
June 30, 2026
Shares/Units
Outstanding and unvested - beginning of period
324,517
Granted
119,350
Vested
(
109,352
)
Forfeited
(
22,680
)
Outstanding and unvested - end of period
311,835
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Stock-based compensation expense recognized in the condensed consolidated statements of operations related to all outstanding stock-based compensation awards is summarized below (in thousands):
Three Months Ended June 30,
Six Months Ended June 30,
2026
2025
2026
2025
Total direct costs
$
2,814
$
3,420
$
5,815
$
6,447
Selling, general and administrative
1,534
2,531
3,451
16,396
Total stock-based compensation expense
$
4,348
$
5,951
$
9,266
$
22,843
(10)
Income Taxes
The Company’s effective income tax rate was
20.0
% and
27.5
% for the three months ended June 30, 2026 and 2025, respectively. The Company's effective income tax rate was
18.1
% and
15.6
% for the six months ended June 30, 2026 and 2025, respectively. The Company’s effective income tax rate for the three months ended June 30, 2026 varied from the U.S. statutory rate of
21
% primarily due to the impact of the state taxes which was favorably offset by excess tax benefits recognized from share-based compensation, tax benefits related to Foreign Derived Deduction Eligible Income and benefits from uncertain tax positions. The Company’s effective income tax rate for the six months ended June 30, 2026 varied from the U.S. statutory rate of
21
% due to the impact of state taxes, which was favorably offset by excess tax benefits recognized from share-based compensation and tax benefits related to Foreign Derived Deduction Eligible Income.
On July 4, 2025, the One Big Beautiful Bill Act (“OBBBA”) was enacted in the U.S. The OBBBA includes significant provisions, such as the permanent extension of certain expiring provisions of the Tax Cuts and Jobs Act, modifications to the international tax framework and the restoration of favorable tax treatment for certain business provisions. Where relevant, the Company has reflected any material items that were enacted in the condensed consolidated financial statements for the three and six months ended June 30, 2026.
(11)
Commitments and Contingencies
Legal Proceedings
The Company is involved in legal proceedings from time to time in the ordinary course of its business, including employment claims and claims related to other business transactions. The Company cannot predict with certainty the outcome of such proceedings, but it believes that adequate reserves have been recorded and losses already recognized with respect to such proceedings, which were immaterial as of June 30, 2026 and December 31, 2025. There is a reasonable possibility that a loss exceeding amounts already recognized may be incurred related to these actions; however, the Company believes that such potential losses were immaterial as of June 30, 2026.
On April 6, 2026, Jan Durbin filed a class action complaint in the United States District Court for the Southern District of Ohio (Case No. 1:26-cv-00346) against Medpace Holdings, Inc., August J. Troendle, Jesse J. Geiger, and Kevin M. Brady alleging violations of Sections 10(b) and 20(a) of the Securities Exchange Act of 1934 (“Exchange Act”) and Rule 10b-5 promulgated under Section 10(b). Plaintiff alleges that defendants made materially false and misleading statements related to the Company’s book-to-bill ratio to deceive the market in violation of the Exchange Act. Plaintiff seeks unspecified damages, interest, attorneys’ fees, expert fees and other costs. A liability has not been recognized related to this matter because any potential loss is not currently probable or reasonably estimable.
On June 22, 2026, Stephen Bushansky filed a complaint in the United States District Court for the Southern District of Ohio (Case No. 1:26-cv-617) purporting to bring a stockholder derivative action on behalf of the Company against the Company and certain of its current and past officers and directors, namely August J. Troendle, Jesse J. Geiger, Kevin M. Brady, Susan E. Burwig, Stephen P. Ewald, Brian T. Carley, Fred B. Davenport, Jr., Femida H. Gwadry-Sridhar, Robert O. Kraft, Cornelius P. “Neal” McCarthy III, and Dani Zander in connection with the Company’s statements related to its book-to-bill ratio. Plaintiff alleges that the director defendants violated Section 14(a) of the Exchange Act and Rule 14a-9 thereunder and are also liable under Section 21D of the Exchange Act which governs the application of any private right of action for contribution asserted pursuant to the federal securities laws. Plaintiff also alleges claims under state law, asserting that defendants breached fiduciary duties, aided and abetted breaches of fiduciary duties and were unjustly enriched. Plaintiff seeks unspecified damages, restitution, disgorgement of profits and other relief. A liability has not been recognized related to this matter because any potential loss is not currently probable or reasonably estimable.
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Purchase Commitments
The Company has several minimum purchase commitments for project related supplies and support services totaling $
29.4
million as of June 30, 2026. In return for the commitment, Medpace receives preferential pricing. The commitments expire at various times through 2030.
(12)
Related Party Transactions
Employee Loans
The Company periodically extends short term loans or advances to employees, typically upon commencement of employment. Total receivables as a result of these employee advances of $
0.4
million existed at June 30, 2026 and December 31, 2025, and are included in the Prepaid expenses and other current assets and Other assets line items of the condensed consolidated balance sheets, respectively, depending on the contractual repayment date.
Service Agreement
LIB Therapeutics LLC and subsidiaries (“LIB”)
Certain executives and employees of the Company, including the chief executive officer, are members of LIB’s board of managers. The Company entered into a MSA dated November 24, 2015 with LIB, a company that engages in research, development, marketing and commercialization of pharmaceutical drugs. Subsequently, the Company and LIB have entered into several task orders for the Company to perform clinical trial related services. The Company recognized total revenue from LIB of $
1.2
million and $
1.7
million during the three months ended June 30, 2026 and 2025, respectively, and $
2.4
million and $
3.9
million during the six months ended June 30, 2026 and 2025, respectively, in the Company’s condensed consolidated statements of operations. As of June 30, 2026 and December 31, 2025, the Company had Advanced billings from LIB of $
7.9
million and $
8.1
million, respectively, in the condensed consolidated balance sheets. As of June 30, 2026 and December 31, 2025 the Company had Accounts receivable and unbilled, net from LIB of $
1.3
million and $
1.9
million, respectively, in the condensed consolidated balance sheets.
CinRX Pharma, subsidiaries and affiliates (“CinRx”)
Certain executives and employees of the Company, including the chief executive officer, are members of CinRx’s board of managers and/or have equity investments in CinRx, a biotech company. The Company and CinRx have entered into several task orders for the Company to perform clinical trial related services. The Company recognized total revenue from CinRx of $
3.5
million and $
15.1
million during the three months ended June 30, 2026 and 2025, respectively, and $
9.6
million and $
26.8
million during the six months ended June 30, 2026 and 2025, respectively, in the Company’s condensed consolidated statements of operations. As of June 30, 2026 and December 31, 2025, the Company had Advanced billings from CinRx of $
5.2
million and $
4.3
million, respectively, in the condensed consolidated balance sheets. As of June 30, 2026 and December 31, 2025 the Company had Accounts receivable and unbilled, net from CinRx of $
1.6
million in the condensed consolidated balance sheets.
Leased Real Estate
Campus Headquarters Leases
The Company entered into an operating lease for the occupancy of office space in a building in Cincinnati, Ohio with an entity that is wholly owned by the chief executive officer of the Company. The Company has evaluated its relationship with the related party and concluded that the related party is not a variable interest entity because the Company has no direct ownership interest or relationship other than the lease. The lease was renewed in the first quarter of fiscal year 2023 for a term of
ten years
through December 2032 with a renewal option for
one
10-year
term at prevailing market rates. The Company pays rent, taxes, insurance, and maintenance expenses that arise from the use of the property. Annual base rent for its corporate headquarters allows for adjustments to the rental rate annually for increases in the consumer price index. The Company has determined that the lease is an operating lease. Operating lease cost recognized for the three months ended June 30, 2026 and 2025 was $
0.7
million. Operating lease cost recognized for the six months ended June 30, 2026 and 2025 was $
1.4
million. The operating lease cost was allocated between Total direct costs and Selling, general and administrative in the condensed consolidated statements of operations. The Operating lease right-of-use assets at June 30, 2026 and December 31, 2025 were $
14.9
million and $
15.8
million, respectively, in the condensed consolidated balance sheets. The current and long-term portions of the lease liabilities at June 30, 2026 were $
1.9
million and $
13.7
million, respectively, and were recognized in Other current liabilities and Operating lease liabilities in the condensed consolidated balance sheets. The current and long-term portions of the lease liabilities at December 31, 2025 were $
1.8
million and
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$
14.7
million, respectively, and were recognized in Other current liabilities and Operating lease liabilities in the condensed consolidated balance sheets.
In 2018, Medpace, Inc. entered into a multi-year lease agreement governing future occupancy of additional office space in Cincinnati, Ohio with an entity that is wholly owned by the Company’s chief executive officer and certain members of his immediate family. The Company began to occupy the premises in the second quarter of fiscal year 2020. The lease expires in 2040 and the Company has
two
10
-year options to extend the term of the lease. The Company pays rent, taxes, insurance, and maintenance expenses that arise from the use of the property. Annual base rent for the corporate headquarters allows for adjustments to the rental rate annually for increases in the consumer price index. The Company has determined that the lease is an operating lease. Operating lease cost recognized for the three months ended June 30, 2026 and 2025 was $
1.4
million. Operating lease cost recognized for the six months ended June 30, 2026 and 2025 was
$
2.8
million. The operating lease cost was allocated between Total direct costs and Selling, general and administrative in the condensed consolidated statements of operations. The Operating lease right-of-use assets at June 30, 2026 and December 31, 2025 were $
47.4
million and $
48.4
million, respectively, in the condensed consolidated balance sheets. The current and long-term portions of the lease liabilities at June 30, 2026 were $
1.9
million and $
59.3
million, respectively, and were recognized in Other current liabilities and Operating lease liabilities in the condensed consolidated balance sheets. The current and long-term portions of the lease liabilities at December 31, 2025 were $
1.8
million and $
60.2
million, respectively and were recognized in Other current liabilities and Operating lease liabilities in the condensed consolidated balance sheets.
The Company entered into a multi-year lease agreement governing the occupancy of office space in a building in Cincinnati, Ohio with an entity that is wholly owned by the Company’s chief executive officer and certain members of his immediate family. The Company assumed occupancy in 2012 and the lease expires in 2027 with the Company having
one
10-year
option to extend the lease term. The Company pays rent, taxes, insurance, and maintenance expenses that arise from the use of the property. Annual base rent for the corporate headquarters allows for adjustments to the rental rate annually for increases in the consumer price index. The Company has determined that the lease is an operating lease. Operating lease cost recognized for the three months ended June 30, 2026 and 2025 was $
0.7
million. Operating lease cost recognized for the six months ended June 30, 2026 and 2025 was $
1.3
million. The operating lease cost was allocated between Total direct costs and Selling, general and administrative in the condensed consolidated statements of operations. The Operating lease right-of-use assets at June 30, 2026 and December 31, 2025 were $
3.1
million and $
4.2
million, respectively, in the condensed consolidated balance sheets. The current and long-term portions of the lease liabilities at June 30, 2026 were $
2.4
million and $
0.6
million, respectively, and were recognized in Other current liabilities and Operating lease liabilities in the condensed consolidated balance sheets. The current and long-term portions of the lease liabilities at December 31, 2025 were $
2.3
million and $
1.9
million, respectively, and were recognized in Other current liabilities and Operating lease liabilities in the condensed consolidated balance sheets.
The Company entered into a multi-year lease agreement governing the occupancy of office space in a building in Cincinnati, Ohio with an entity that is wholly owned by the Company’s chief executive officer and certain members of his immediate family. The Company assumed occupancy in 2012 and the lease expires in 2027 with the Company having
one
10-year
option to extend the lease term, which the Company did not exercise. In the first quarter of 2024, the Company reduced the lease term in connection with a plan to replace the leased office beginning in early 2025. The Company pays rent, taxes, insurance, and maintenance expenses that arise from the use of the property. Annual base rent for the corporate headquarters allows for adjustments to the rental rate annually for increases in the consumer price index. The Company has determined that the lease is an operating lease. Operating lease cost recognized for the three months ended June 30, 2026 and 2025 was less than $
0.1
million. Operating lease cost recognized for the six months ended June 30, 2026 and 2025 was less than $
0.1
million and $
0.7
million, respectively. The operating lease cost was allocated between Total direct costs and Selling, general and administrative in the condensed consolidated statements of operations. The current portion of the lease liability at June 30, 2026 was $
1.0
million and was recognized in Other current liabilities in the condensed consolidated balance sheets. The current and long-term portions of the lease liabilities at December 31, 2025 were $
1.0
million and $
0.5
million, respectively, and were recognized in Other current liabilities and Operating lease liabilities in the condensed consolidated balance sheets.
Travel Services
The Company incurs expenses for travel services for company executives provided by a private aviation charter company controlled by the chief executive officer of the Company (“private aviation charter”). The Company may contract directly with the private aviation charter for the use of its aircraft or indirectly through a third party aircraft management and jet charter company (the “Aircraft Management Company”). The travel services provided are primarily for business purposes, with certain personal travel paid for as part of the executives’ compensation arrangements. The Aircraft Management
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Company also makes the private aviation charter aircraft available to third parties. The Company incurred travel expenses of $
0.4
million and $
0.5
million during the three months ended June 30, 2026 and 2025, respectively, and $
0.8
million and
$
0.9
million during the six months ended June 30, 2026 and 2025, respectively, related to these travel services. These travel expenses are recorded in Selling, general and administrative in the Company’s condensed consolidated statements of operations. As of June 30, 2026 and December 31, 2025, the Company had Accounts payable to the Aircraft Management Company of less than $
0.1
million and $
0.3
million, respectively, in the condensed consolidated balance sheets.
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(13)
Segment Disclosures
Information about the
one
reportable segment, significant segment expenses and a reconciliation to condensed consolidated net income is as follows (in thousands):
Three Months Ended
June 30,
Six Months Ended
June 30,
2026
2025
2026
2025
Revenue, net
$
707,331
$
603,311
$
1,413,935
$
1,161,881
Operating expenses:
Direct service costs, excluding depreciation and amortization - Employee compensation
163,089
147,942
327,692
291,869
Direct service costs, excluding depreciation and amortization - Other segment items (a)
39,466
37,884
73,137
71,773
Reimbursed out-of-pocket expenses
303,139
237,472
615,143
439,876
Total direct costs
505,694
423,298
1,015,972
803,518
Selling, general and administrative
48,103
46,664
96,020
104,561
Depreciation
6,555
6,777
13,306
13,471
Amortization
155
237
310
473
Total operating expenses
560,507
476,976
1,125,608
922,023
Income from operations
146,824
126,335
288,327
239,858
Other income (expense), net:
Miscellaneous (expense) income, net
(
147
)
(
2,875
)
824
(
4,691
)
Interest income, net
4,986
1,078
10,103
7,541
Total other income (expense), net
4,839
(
1,797
)
10,927
2,850
Income before income taxes
151,663
124,538
299,254
242,708
Income tax provision
30,301
34,278
54,022
37,853
Segment net income
$
121,362
$
90,260
$
245,232
$
204,855
Reconciliation of profit or loss
Adjustments and reconciling items
—
—
—
—
Condensed consolidated net income
$
121,362
$
90,260
$
245,232
$
204,855
(a) Direct service costs, excluding depreciation and amortization - Other segment items includes costs related to inventory, leases, project subcontractors and other direct service costs.
Revenue by Category
The following table disaggregates the Company’s revenue by major source (in thousands):
Three Months Ended
June 30,
Six Months Ended
June 30,
2026
2025
2026
2025
Therapeutic Area
Metabolic
$
219,067
$
147,873
$
456,625
$
295,888
Oncology
209,372
188,558
410,611
359,034
Other
98,279
118,062
191,597
213,898
Central Nervous System
82,858
61,129
163,065
116,030
Cardiology
59,982
58,584
116,243
116,863
AVAI
37,773
29,105
75,794
60,168
Total revenue
$
707,331
$
603,311
$
1,413,935
$
1,161,881
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Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations
You should read the following discussion and analysis of our financial condition and results of operations in conjunction with our condensed consolidated financial statements and the notes thereto included elsewhere in this Quarterly Report on Form 10-Q, with our audited consolidated financial statements and the notes thereto included in our Annual Report on Form 10-K for the fiscal year ended December 31, 2025 and with the information under the heading “Management Discussion and Analysis of Financial Condition and Results of Operations” in our Annual Report on Form 10-K for the fiscal year ended December 31, 2025. This item and the related discussion contain forward-looking statements reflecting current expectations that involve risks and uncertainties. Actual results and the timing of events may differ materially from those indicated in such forward-looking statements. Factors that may cause such differences include, but are not limited to, those discussed under the “Forward-Looking Statements” below and “Risk Factors” in “Item 1A Risk Factors” of Part I of our Annual Report on Form 10-K for the fiscal year ended December 31, 2025.
Forward-Looking Statements
This Quarterly Report on Form 10-Q contains forward-looking statements. We intend such forward-looking statements to be covered by the safe harbor provisions for forward-looking statements contained in Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. All statements other than statements of historical facts contained herein, are forward looking statements. Forward looking statements include, without limitation, statements regarding our results of operations; financial position and performance; liquidity and our ability to fund our business operations and initiatives; capital expenditure and debt service obligations; business strategies, plans and goals, including those related to marketing, acquisitions and expansion of our business; product approvals and plans; industry trends; general economic conditions, including inflation, interest rates and other pricing pressures that could impact our operating margins; expectations regarding consumer behaviors and trends; our culture and operating philosophy; human resource management; arrangements with and delivery of our services to the customers; conversion of backlog; dividend policy; legal proceedings; and our objectives for future operations. The words “expect,” “anticipate,” “intend,” “plan,” “believe,” “seek,” “see,” “will,” “would,” “target,” “likely,” “opportunity,” “may,” “could,” “outlook,” “can,” “trend,” “might,” “drives,” “hope,” “potential,” “project,” “predict,” and similar expressions are intended to identify forward-looking statements. However, the absence of these words does not mean that a statement is not forward-looking. Forward-looking statements are based largely on our current expectations and projections about future events and financial or other trends that we believe may affect our financial condition, results of operations, business strategy, short-term and long-term business operations and objectives, and financial needs. Any forward-looking statement speaks only as of the date it is made. These forward-looking statements are subject to inherent uncertainties, risks, changes in circumstances and other factors that are difficult to predict. Moreover, we operate in a very competitive and rapidly changing environment in which new risks emerge from time to time. It is not possible for our management to predict all risks, nor can we assess the impact of all factors on our business or the extent to which any factor, or combination of factors, may cause actual results to differ materially from those contained in any forward-looking statements we may make. In light of these risks, uncertainties and assumptions, the forward-looking events and circumstances discussed may not occur and our financial condition and actual results could differ materially and adversely from those anticipated or implied in the forward-looking statements. In other words, these statements are not guarantees of future performance and inherently involve a wide range of risks and uncertainties that are difficult to predict. We caution you therefore against relying on these forward-looking statements. Some of the factors that could cause actual results to differ from our expectations include regional, national, and global political, economic, business, competitive, market and regulatory conditions, and the other factors included in our Annual Report on Form 10-K for the fiscal year ended December 31, 2025 in “Item 1A Risk Factors,” “Item 7 Management’s Discussion and Analysis of Financial Condition and Results of Operations,” and “Item 7A Quantitative and Qualitative Disclosures About Market Risk.”
We qualify all of our forward-looking statements by these cautionary statements. Except as required by applicable law, we do not plan to publicly update or revise any forward-looking statements contained herein, whether as a result of any new information, future events, changed circumstances or otherwise. For a further discussion of the risks relating to our business, see “Item 1A Risk Factors” of our Annual Report on Form 10-K for the fiscal year ended December 31, 2025 and “Part II – Other Information, Item 1A Risk Factors” herein.
Business Overview
We are one of the world’s leading clinical contract research organizations, or CROs, by revenue, solely focused on providing scientifically-driven outsourced clinical development services to the biotechnology, pharmaceutical and medical device industries. Our mission is to accelerate the global development of safe and effective medical therapeutics. We differentiate ourselves from our competitors by our disciplined operating model centered on providing full-service Phase I-IV clinical development services and our therapeutic expertise. We believe this combination results in timely and cost-
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effective delivery of clinical development services for our customers. We believe that we are a partner of choice for small- and mid-sized biopharmaceutical companies based on our ability to consistently utilize our full-service, disciplined operating model to deliver timely and high-quality results for our customers.
We focus on conducting clinical trials across all major therapeutic areas, with particular strength in Oncology, Metabolic Disease, Cardiology, Central Nervous System, or CNS, and Antiviral and Anti-infective, or AVAI. Our global platform includes approximately 6,500 employees across 46 countries as of June 30, 2026, providing our customers with broad access to diverse markets and patient populations as well as local regulatory expertise and market knowledge.
How We Generate Revenue
We earn fees through the performance of services detailed in our customer contracts. Contract scope and pricing is typically based on either a fixed-fee or unit-of-service model, with consideration of activities performed by third parties, as well as ancillary costs necessary to deliver on the contract scope that are reimbursable by our customers. Our contracts can range in duration from a few months to several years. These contracts are individually priced and negotiated based on the anticipated project scope, including the complexity of the project and the performance risks inherent in the project. The majority of our contracts are structured with an upfront fee that is collected at the time of contract signing, and the balance of the fee is collected over the duration of the contract either through an arranged billing schedule or upon completion of certain performance targets or defined milestones.
Revenue, which is distinct from billing and cash receipt, is recognized based on the satisfaction of the individual performance obligations identified in each contract. Substantially all of our customer contracts consist of a single performance obligation, as the promise to transfer the individual services defined in the contracts are not separately identifiable from other promises in the contract, and therefore not distinct. Our performance obligations are generally satisfied over time and recognized as services are performed. The progression of our contract performance obligations are measured primarily utilizing the input method of cost to cost. Cancellation provisions in our contracts allow our customers to terminate a contract either immediately or according to advance notice terms specified within the applicable contract, which is typically 30 days. Contract cancellation may occur for various reasons, including, but not limited to, adverse patient reactions, lack of efficacy, or inadequate patient enrollment. Upon cancellation, we are entitled to fees for services rendered through the date of termination, including payment for subsequent services necessary to conclude the study or close out the contract. These fees are typically discussed and agreed upon with the customer and are realized as revenue when we believe the amount can be estimated reliably and its realization is probable. Changes in revenue from period to period are driven primarily by new business volume and task order execution activity, project cancellations, and the mix of active studies during a given period that can vary based on therapeutic area and or study life cycle stage.
Costs and Expenses
Our costs and expenses are comprised primarily of our total direct costs, selling, general and administrative costs, depreciation and amortization and income taxes.
Total Direct Costs
Total direct costs are primarily driven by labor and related employee benefits, but also include contracted third party service related expenses, fees paid to site investigators, reimbursed out of pocket expenses, laboratory supplies and other expenses contributing to service delivery. The other costs of service delivery can include office rent, utilities, supplies and software licenses which are allocated between Total direct costs and selling, general and administrative expenses based on the estimated contribution among service delivery and support function efforts on a percentage basis. Total direct costs are expensed as incurred and are not deferred in anticipation of contracts being awarded or finalization of changes in scope. Total direct costs, as a percentage of net revenue, can vary from period to period due to project labor efficiencies, changes in workforce, compensation/bonus programs and service mix.
Selling, General and Administrative
Selling, general and administrative expenses are primarily driven by compensation and related employee benefits, as well as rent, utilities, supplies, software licenses, professional fees (e.g., legal and accounting expenses), bad debt expense, travel, marketing and other operating expenses.
Depreciation
Depreciation is provided on our property and equipment on the straight-line method at rates adequate to allocate the cost of the applicable assets over their estimated useful lives, which is three to five years for computer hardware, software, phone,
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and medical imaging equipment, five to seven years for furniture and fixtures and other equipment, and thirty to forty years for buildings. Leasehold improvements are amortized on a straight-line basis over the shorter of the estimated useful life of the improvement or the associated remaining lease term.
Amortization
Amortization relates to finite-lived intangible assets recognized as expense using the straight-line method or using an accelerated method over their estimated useful lives of 15 years.
Income Tax Provision
Income tax provision consists of federal, state and local taxes on income in multiple jurisdictions. Our income tax is impacted by the pre-tax earnings in jurisdictions with varying tax rates and any related tax credits that may be available to us. Our current and future provision for income taxes will vary from statutory rates due to the impact of valuation allowances in certain countries, income tax incentives, certain non-deductible expenses, and other discrete items.
Key Performance Metrics
To evaluate the performance of our business, we utilize a variety of financial and performance metrics. These key measures include new business awards, cancellations and backlog.
New Business Awards, Cancellations and Backlog
New business awards represent the value of anticipated future net revenue that has been awarded during the period that is recognized in backlog. This value is recognized upon the signing of a contract or receipt of a written pre-contract confirmation from a customer that confirms an agreement in principle on budget and scope. New business awards also include contract amendments, or changes in scope, where the customer has provided written authorization for changes in budget and scope or has approved us to perform additional work as of the measurement date. Awards may not be recognized as backlog after consideration of a number of factors, including whether (i) the relevant net revenue is expected only after a pending regulatory hurdle, which might result in cancellation of the study, (ii) the customer funding needed for commencement of the study is not believed to have been secured or (iii) study timelines are uncertain or not well defined. In addition, study amounts that extend beyond a three-year timeline are not included in backlog. The number and amount of new business awards can vary significantly from period to period, and an award’s contractual duration can range from several months to several years based on customer and project specifications.
Cancellations arise in the normal course of business and are reflected when we receive written confirmation from the customer to cease work on a contractual agreement. The majority of our customers can terminate our contracts without cause upon 30 days’ notice. Similar to new business awards, the number and amount of cancellations can vary significantly period over period due to timing of customer correspondence and study-specific circumstances.
Net new business awards represent gross new business awards received in a period offset by total cancellations in that period. Net new business awards were $795.7 million and $1,414.2 million for the three and six months ended June 30, 2026, respectively. Net new business awards were $620.5 million and $1,120.6 million for the three and six months ended June 30, 2025, respectively.
Backlog represents anticipated future net revenue from net new business awards that have not commenced or are currently in process but not complete. Reported backlog will fluctuate based on new business awards, changes in the scope of existing contracts, cancellations, revenue recognition on existing contracts and foreign exchange adjustments from non-U.S. dollar denominated backlog. As of June 30, 2026, our backlog increased by $140.6 million, or 4.9%, to $3,014.2 million compared to $2,873.6 million as of June 30, 2025. Included within backlog as of June 30, 2026 was approximately $1,950.0 million to $1,970.0 million that we expect to convert to net revenue over the next twelve months, with the remainder expected to convert to net revenue thereafter.
The effect of foreign currency adjustments on backlog was as follows: favorable foreign currency adjustments of $0.1 million for the three months ended June 30, 2026; unfavorable foreign currency adjustments of $3.6 million for the six months ended June 30, 2026; favorable foreign currency adjustments of $14.5 million for the three months ended June 30, 2025; and favorable foreign currency adjustments of $21.4 million for the six months ended June 30, 2025.
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Backlog and net new business award metrics may not be reliable indicators of our future period revenue as they are subject to a variety of factors that may cause material fluctuations from period to period. These factors include, but are not limited to, changes in the scope of projects, cancellations, and duration and timing of services provided.
Exchange Rate Fluctuations
The majority of our contracts and operational transactions are U.S. dollar denominated. The Euro represents the largest foreign currency denomination of our contractual and operational exposure. As a result, a portion of our revenue and expenses are subject to exchange rate fluctuations. We have translated the Euro into U.S. dollars using the following average exchange rates based on data obtained from www.xe.com:
Three Months Ended June 30,
Six Months Ended June 30,
2026
2025
2026
2025
U.S. Dollars per Euro:
1.16
1.13
1.17
1.09
Results of Operations
Three Months Ended June 30, 2026 compared to Three Months Ended June 30, 2025
Three Months Ended June 30,
(Amounts in thousands, except percentages)
2026
2025
Change
% Change
Revenue, net
$
707,331
$
603,311
$
104,020
17.2
%
Direct service costs, excluding depreciation and amortization
202,555
185,826
16,729
9.0
%
Reimbursed out-of-pocket expenses
303,139
237,472
65,667
27.7
%
Total direct costs
505,694
423,298
82,396
19.5
%
Selling, general and administrative
48,103
46,664
1,439
3.1
%
Depreciation
6,555
6,777
(222)
(3.3)
%
Amortization
155
237
(82)
(34.6)
%
Total operating expenses
560,507
476,976
83,531
17.5
%
Income from operations
146,824
126,335
20,489
Miscellaneous expense, net
(147)
(2,875)
2,728
Interest income, net
4,986
1,078
3,908
Income before income taxes
151,663
124,538
27,125
Income tax provision
30,301
34,278
(3,977)
Net income
$
121,362
$
90,260
$
31,102
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Six Months Ended June 30, 2026 compared to Six Months Ended June 30, 2025
Six Months Ended June 30,
(Amounts in thousands, except percentages)
2026
2025
Change
% Change
Revenue, net
$
1,413,935
$
1,161,881
$
252,054
21.7
%
Direct service costs, excluding depreciation and amortization
400,829
363,642
37,187
10.2
%
Reimbursed out-of-pocket expenses
615,143
439,876
175,267
39.8
%
Total direct costs
1,015,972
803,518
212,454
26.4
%
Selling, general and administrative
96,020
104,561
(8,541)
(8.2)
%
Depreciation
13,306
13,471
(165)
(1.2)
%
Amortization
310
473
(163)
(34.5)
%
Total operating expenses
1,125,608
922,023
203,585
22.1
%
Income from operations
288,327
239,858
48,469
Miscellaneous income (expense), net
824
(4,691)
5,515
Interest income, net
10,103
7,541
2,562
Income before income taxes
299,254
242,708
56,546
Income tax provision
54,022
37,853
16,169
Net income
$
245,232
$
204,855
$
40,377
Total revenue
Total revenue increased by $104.0 million, to $707.3 million for the three months ended June 30, 2026, from $603.3 million for the three months ended June 30, 2025. Total revenue increased by $252.1 million, to $1,413.9 million for the six months ended June 30, 2026, from $1,161.9 million for the six months ended June 30, 2025. The increase for the three and six months ended June 30, 2026 was primarily driven by growth within the Metabolic, Oncology, Central Nervous System and AVAI therapeutic areas, compared to the same periods in the prior year.
Total direct costs
Total direct costs increased by $82.4 million, to $505.7 million for the three months ended June 30, 2026 from $423.3 million for the three months ended June 30, 2025. Total direct costs increased by $212.5 million, to $1,016.0 million for the six months ended June 30, 2026 from $803.5 million for the six months ended June 30, 2025. The increase was primarily attributed to higher reimbursed out-of-pocket expenses and higher personnel costs to support the growth in service activities. Reimbursed out-of-pocket expenses, which can fluctuate significantly from period to period based on the timing of program initiation and closeout, increased by $65.7 million and $175.3 million for the three and six months ended June 30, 2026, compared to the same periods in the prior year. The higher personnel costs portion increased by $15.1 million and $35.8 million for the three and six months ended June 30, 2026, compared to the same periods in the prior year.
Selling, general and administrative
Selling, general and administrative expenses increased by $1.4 million, to $48.1 million for the three months ended June 30, 2026 from $46.7 million for the three months ended June 30, 2025. Selling, general and administrative expenses decreased by $8.5 million, to $96.0 million for the six months ended June 30, 2026 from $104.6 million for the six months ended June 30, 2025. The increase for the three months ended June 30, 2026 was primarily attributed to higher personnel costs to support the growth in service activities of $0.8 million, compared to the same period in the prior year. The decrease for the six months ended June 30, 2026 was primarily attributed to a decrease in stock-based compensation expense of $12.9 million, partially offset by higher personnel costs, excluding stock-based compensation expense, to support the growth in service activities of $3.3 million, compared to the same period in the prior year.
Depreciation and Amortization
Depreciation and amortization expense of $6.7 million for the three months ended June 30, 2026, remained relatively consistent with $7.0 million for the three months ended June 30, 2025. Depreciation and amortization expense of $13.6 million for the six months ended June 30, 2026, remained relatively consistent with $13.9 million for the six months ended June 30, 2025.
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Miscellaneous income (expense), net
Miscellaneous expense, net decreased by $2.7 million, to $0.1 million for the three months ended June 30, 2026, from $2.9 million for the three months ended June 30, 2025. Miscellaneous income (expense), net changed by $5.5 million, to $0.8 million of income for the six months ended June 30, 2026 from $4.7 million of expense for the six months ended June 30, 2025. These changes were mainly attributable to foreign exchange gains or losses, such as those that arise in connection with the revaluation of short-term intercompany balances between our domestic and international subsidiaries and from the settlement of third-party accounts receivables and payables denominated in a currency other than the local currency of the entity making the payment, and third-party investment gains or losses, compared to the same periods in the prior year.
Interest income, net
Interest income, net increased by $3.9 million, to $5.0 million for the three months ended June 30, 2026, from $1.1 million for the three months ended June 30, 2025. Interest income, net increased by $2.6 million, to $10.1 million for the six months ended June 30, 2026, from $7.5 million for the six months ended June 30, 2025. These changes were mainly attributable to increased interest income on Cash and cash equivalents, compared to the same periods in the prior year.
Income tax provision
Income tax provision decreased by $4.0 million, to $30.3 million for the three months ended June 30, 2026 from $34.3 million for the three months ended June 30, 2025. Income tax provision increased by $16.2 million, to $54.0 million for the six months ended June 30, 2026 from $37.9 million for the six months ended June 30, 2025. The overall effective tax rate for the three months ended June 30, 2026 was 20.0%, compared to an overall effective tax rate of 27.5% for the three months ended June 30, 2025. The overall effective tax rate for the six months ended June 30, 2026 was 18.1% compared to an overall effective tax rate of 15.6% for the six months ended June 30, 2025. The decrease in the income tax provision and overall effective tax rate for the three months ended June 30, 2026 was primarily attributable to an increase in the estimated tax benefits related to Foreign Derived Deduction Eligible Income, and an increase in the benefit of uncertain tax positions which was partially offset by an increase in pre-tax book income compared to the same period in the prior year. The increase in the income tax provision and overall effective tax rate for the six months ended June 30, 2026 was primarily attributable to an increase in pre-tax book income and a decrease in excess tax benefits recognized from share-based compensation, which was partially offset by an increase in the estimated tax benefits related to Foreign Derived Deduction Eligible Income compared to the same period in the prior year.
On July 4, 2025, the One Big Beautiful Bill Act (“OBBBA”) was enacted in the U.S. The OBBBA includes significant provisions, such as the permanent extension of certain expiring provisions of the Tax Cuts and Jobs Act, modifications to the international tax framework and the restoration of favorable tax treatment for certain business provisions. Where relevant, the Company has reflected any material items that were enacted in the condensed consolidated financial statements for the three and six months ended June 30, 2026.
Liquidity and Capital Resources
We assess our liquidity in terms of our ability to generate cash to fund our operating, investing and financing activities. Our principal sources of liquidity are operating cash flows and from borrowings under our unsecured credit facility consisting of up to a $10.0 million
revolving line of credit which we entered into on September 30, 2019 (the “Credit Facility”). All $10.0 million of the line of credit is available for borrowing as of June 30, 2026. As of June 30, 2026, we had cash and cash equivalents of $502.7 million which increased from $497.0 million as of December 31, 2025. Approximately $26.3 million of cash and cash equivalents, none of which was restricted, was held by our foreign subsidiaries as of June 30, 2026.
Our expected primary cash needs on both a short and long-term basis are for investment in operational growth, including additional lease commitments, capital expenditures, share repurchases, selective strategic bolt-on acquisitions, other investments, and other general corporate needs. We have historically funded our operations and growth with cash flow from operations and borrowings under our credit facilities. We expect to continue expanding our operations through organic growth and potentially highly selective bolt-on acquisitions and investments. As of June 30, 2026, cash commitments to support operating business needs include lease liabilities discussed in Note 8 of the Condensed Consolidated Financial Statements, purchase commitments discussed in Note 11 of the Condensed Consolidated Financial Statements and capital expenditures primarily related to infrastructure investments in our facilities, equipment and technology. Capital spending as a percentage of revenue increased by 78 basis points to 2.17% in the six months ended June 30, 2026, compared to the same period in the prior year. We expect these activities will be funded from existing cash, cash flow from operations and, if necessary, borrowings under our existing or future credit facilities or other debt. We have deemed that foreign earnings will be indefinitely reinvested and therefore we have not provided taxes on these earnings.
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While we do not anticipate the need to repatriate these foreign earnings for liquidity purposes given our cash flows from operations and available borrowings under existing and future credit facilities, we would incur taxes on these earnings if the need for repatriation due to liquidity purposes arises. We believe that our sources of liquidity and capital will be sufficient to finance our cash needs for the next 12 months and on a longer-term basis. However, we cannot assure you that our business will generate sufficient cash flow from operations, or that future borrowings will be available to us under our Credit Facility or otherwise, in an amount sufficient to fund our liquidity needs.
Six Months Ended June 30,
Cash Flows (Amounts in thousands)
2026
2025
Net cash provided by operating activities
$
313,799
$
274,362
Net cash used in investing activities
(30,633)
(16,007)
Net cash used in financing activities
(275,670)
(886,530)
Effect of exchange rates on cash, cash equivalents, and restricted cash
(1,857)
5,069
Increase (decrease) in cash, cash equivalents, and restricted cash
$
5,639
$
(623,106)
Cash Flow from Operating Activities
Cash flows from operations are driven mainly by net income, deferred income tax provision, depreciation, noncash lease expense, stock-based compensation expense and net movement in advanced billings, accrued expenses, accounts receivable and unbilled, net, prepaid expenses and other current assets, lease liabilities and other assets and liabilities, net. Advanced billings and accounts receivable and unbilled, net fluctuate on a regular basis as we perform our services, bill our customers and ultimately collect on those receivables. We attempt to negotiate payment terms in order to provide for payments prior to or soon after the provision of services, but this timing of collection can vary significantly on a period by period comparative basis.
Net cash flows provided by operating activities was $313.8 million for the six months ended June 30, 2026 beginning with net income of $245.2 million. Adjustments to reconcile net income to net cash provided by operating activities were $57.9 million, primarily related to deferred income tax provision of $22.8 million, depreciation of $13.3 million, noncash lease expense of $11.9 million and stock-based compensation expense of $9.3 million. Changes in operating assets and liabilities provided $10.7 million in operating cash flows and was primarily driven by increased advanced billings of $50.3 million and increased accrued expenses of $43.7 million, partially offset by increased accounts receivable and unbilled, net of $39.4 million, increased prepaid expenses and other current assets of $15.9 million, changes in
other assets and liabilities, net of $15.6 million
and decreased lease liabilities of
$12.4 million.
Net cash flows provided by operating activities was $274.4 million for the six months ended June 30, 2025 beginning with net income of $204.9 million. Adjustments to reconcile net income to net cash provided by operating activities were $82.8 million, primarily related to deferred income tax provision of $34.9 million, stock-based compensation expense of $22.8 million, depreciation of $13.5 million and noncash lease expense of $11.7 million. Changes in operating assets and liabilities used $13.3 million in operating cash flows and was primarily driven by increased accounts receivable and unbilled, net of $82.0 million and increased prepaid expenses and other current assets of $33.1 million, partially offset by increased advanced billings of $98.2 million.
Cash Flow from Investing Activities
Net cash used in investing activities was $30.6 million for the six months ended June 30, 2026 primarily consisting of property and equipment expenditures.
Net cash used in investing activities was $16.0 million for the six months ended June 30, 2025 primarily consisting of property and equipment expenditures.
Cash Flow from Financing Activities
Net cash used in financing activities was $275.7 million for the six months ended June 30, 2026 primarily related to $294.8 million in repurchases of common stock, partially offset by proceeds from stock option exercises of $19.1 million.
Net cash used in financing activities was $886.5 million for the six months ended June 30, 2025 primarily related to $912.8 million in repurchases of common stock, partially offset by proceeds from stock option exercises of $26.3 million.
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Share Repurchases
In 2022, the Company’s Board of Directors (the “Board”) approved a share repurchase program which has been amended several times to increase the aggregate amount of the share repurchase authorization. During the three and six months ended June 30, 2026, the Company repurchased 705,616 shares for $294.7 million. During the three and six months ended June 30, 2025, the Company repurchased 1,754,264 shares and 2,947,275 shares for $518.5 million and $908.4 million, respectively. As of June 30, 2026, the Company has remaining authorization of $527.0 million under the repurchase program.
Repurchases under the share repurchase program are executed in the open market or negotiated transactions under trading plans put in place pursuant to Rule 10b5-1. The Company constructively retired the repurchased shares associated with these approved share repurchases, except for a small portion which were retained as Treasury Shares on the condensed consolidated statements of shareholders' equity. Retired share repurchase amounts paid in excess of par value are reflected within Accumulated deficit/Retained earnings in the Company’s condensed consolidated balance sheets.
Indebtedness
As of June 30, 2026, we had no indebtedness. Refer to Note 7 of the Notes to Condensed Consolidated Financial Statements for details regarding our Credit Facility.
Critical Accounting Policies and Estimates
The preparation of financial statements in accordance with generally accepted accounting principles in the United States of America, or U.S. GAAP, requires us to make a variety of decisions which affect reported amounts and related disclosures, including the selection of appropriate accounting principles and the assumptions on which to base accounting estimates. In reaching such decisions, we apply judgment based on our understanding and analysis of the relevant circumstances, including our historical experience and other assumptions. Actual results could differ from our estimates. We are committed to incorporating accounting principles, assumptions and estimates that promote the representational faithfulness, verifiability, neutrality and transparency of the accounting information included in the financial statements.
There have been no significant changes in the critical accounting policies and estimates as previously described in our Annual Report on Form 10-K for the fiscal year ended December 31, 2025.
Effect of Recent Accounting Pronouncements
Refer to Note 1 of the Condensed Consolidated Financial Statements for management’s discussion of the effect of recent accounting pronouncements.
Item 3. Quantitative and Qualitative Disclosures About Market Risk
There have been no material changes to our quantitative and qualitative disclosures about market risk as compared to the quantitative and qualitative disclosures about market risk described in our Annual Report on Form 10-K for the fiscal year ended December 31, 2025.
Item 4. Controls and Procedures
Limitations on Effectiveness of Controls and Procedures
In designing and evaluating our disclosure controls and procedures, management recognizes that any controls and procedures, no matter how well designed and operated, can provide only reasonable assurance of achieving the desired control objectives. In addition, the design of disclosure controls and procedures must reflect the fact that there are resource constraints and that management is required to apply judgment in evaluating the benefits of possible controls and procedures relative to their costs.
Evaluation of Disclosure Controls and Procedures
The Company’s management, with the participation of the Chief Executive Officer (the Principal Executive Officer) and Chief Financial Officer (the Principal Financial Officer), has evaluated the effectiveness of the Company’s disclosure controls and procedures, as defined in Rules 13(a)-15(e) and 15(d) -15(e) of the Securities Exchange Act of 1934 (“Exchange Act”), as of the end of the period covered by this report. Based on this evaluation, we concluded that, as of the end of the period covered by this report, our disclosure controls and procedures were effective in providing reasonable assurance that information required to be disclosed by us in the reports we file or submit under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the SEC’s forms and rules, and the
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material information relating to the Company is accumulated and communicated to management, including the Chief Executive Officer and Chief Financial Officer, as appropriate, to allow timely decisions regarding required disclosures.
Control systems, no matter how well designed and operated, can provide only reasonable, not absolute, assurance that control objectives are met. Because of inherent limitations in all control systems, no evaluation of controls can provide assurance that all control issues and instances of fraud, if any, within a company will be detected. Additionally, controls can be circumvented by individuals, by collusion of two or more people or by management override. Over time, controls can become inadequate because of changes in conditions or the degree of compliance may deteriorate. Further, the design of any system of controls is based in part upon assumptions about the likelihood of future events. There can be no assurance that any design will succeed in achieving its stated goals under all future conditions. Because of the inherent limitations in any cost-effective control system, misstatements due to errors or fraud may occur and not be detected.
Changes in Internal Control over Financial Reporting
In the ordinary course of business, we routinely enhance our information systems by either upgrading current systems or implementing new ones. There were no changes in our internal control over financial reporting that occurred during the three months ended June 30, 2026 that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.
PART II—OTHER INFORMATION
Item 1. Legal Proceedings
We are party to legal proceedings incidental to our business. While the outcome of these matters could differ from management’s expectations, we do not believe that the resolution of these matters is reasonably likely to have a material adverse effect to our financial statements.
For more information, please reference “Note 11 - Commitments and Contingencies” in the notes to our condensed consolidated financial statements.
Item 1A. Risk Factors
For a discussion of our potential risks and uncertainties, see the information under the heading “Risk Factors” in our Annual Report on Form 10-K for the fiscal year ended December 31, 2025. There have been no significant changes from the risk factors previously disclosed in our Annual Report.
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds
Share Repurchases
This table provides certain information with respect to our monthly repurchases of the Company’s common stock during the second quarter of fiscal year 2026:
Period
Total Number of Shares Purchased
Average Price Paid Per Share
Total Number of Shares Purchased as Part of Publicly Announced Plan
Approximate Dollar Value of Shares That May Yet Be Purchased Under the Plan
April 1, 2026, through April 30, 2026
153,405
$
408.45
11,675,926
$
759,063,164
May 1, 2026, through May 31, 2026
552,211
$
420.27
12,228,137
$
526,985,940
Total
705,616
$
417.70
12,228,137
All share repurchases were made using cash resources and executed pursuant to established Rule 10b5-1 trading plans. Our share repurchases may occur through open market purchases or negotiated transactions. The above table excludes shares repurchased to settle employee tax withholding related to the vesting of stock awards.
We returned $294.7 million to shareholders in the form of share repurchases in the second quarter of fiscal year 2026. Refer to Note 1 – Basis of Presentation of the Notes to Condensed Consolidated Financial Statements (Part I, Item 1 of this Form 10-Q) for further discussion regarding share repurchases.
Use of Proceeds from Registered Securities
Not applicable.
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Item 3. Defaults Upon Senior Securities
None.
Item 4. Mine Safety Disclosures
Not applicable.
Item 5. Other Information
During the three months ended June 30, 2026, no director or officer of the Company
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, except as described in the table below:
Action
Date
Trading Arrangement
Total Shares to be Purchased or Sold
Duration/Expiration Date
Rule 10b5-1*
Non-Rule 10b5-1**
Stephen P. Ewald
,
General Counsel and Corporate Secretary
Adopt
April 27, 2026
[1]
X
Up to
16,349
shares to be sold
The earlier of until cancelled or
180
days from the placement of the limit order
Brad W. Hansman
,
Executive Vice President, Operations
Adopt
June 3, 2026
[2]
X
Up to
350
shares to be sold
The earlier of until cancelled or
180
days from the placement of the limit order
Brad W. Hansman
,
Executive Vice President, Operations
Terminate
June 4, 2026
[3]
X
Up to
350
shares to be sold
The earlier of until cancelled or
180
days from the placement of the limit order
*
Intended to satisfy the affirmative defense of Rule 10b5-1(c).
**
Not intended to satisfy the affirmative defense of Rule 10b5-1(c).
[1] On
April 27, 2026
, Mr. Ewald placed a limit order to sell up to
16,349
shares issued to him pursuant to his contemporaneous exercise of stock options.
[2] On
June 3, 2026
, Mr. Hansman placed a limit order to sell up to
350
shares.
[3] On
June 4, 2026
, Mr. Hansman terminated the limit order originally adopted on June 3, 2026.
Item 6. Exhibits
The exhibits in the accompanying Exhibit Index preceding the signature page are filed or furnished as a part of this report and are incorporated herein by reference.
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EXHIBIT INDEX
Incorporated by Reference
Exhibit
Number
Exhibit Description
Form
File No.
Exhibit
Filing
Date
Filed/
Furnished
Herewith
3.1
Restated Certificate of Incorporation
8-K
001-37856
3.1
5/19/2026
3.2
Third Amended and Restated Bylaws
8-K
001-37856
3.2
5/19/2026
31.1
Rule 13a-14(a) / 15d-14(a) Certification of Chief Executive Officer
*
31.2
Rule 13a-14(a) / 15d-14(a) Certification of Chief Financial Officer
*
32.1
Section 1350 Certification of Chief Executive Officer
**
32.2
Section 1350 Certification of Chief Financial Officer
**
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 Document
*
101.CAL
Inline XBRL Taxonomy Calculation Linkbase Document
*
101.DEF
Inline XBRL Taxonomy Extension Definition Linkbase Document
*
101.LAB
Inline XBRL Taxonomy Extension Label Linkbase Document
*
101.PRE
Inline XBRL Taxonomy Extension Presentation
*
104
Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101)
*
Filed herewith.
**
Furnished herewith.
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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.
MEDPACE HOLDINGS, INC.
/s/ Kevin M. Brady
Kevin M. Brady
Chief Financial Officer
(Principal Financial Officer)
Date: July 23, 2026
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