Every material Form 8-K EPAM Systems has filed with the SEC since November 06, 2024, read and summarized by AI: what happened, the key figures, whether it reads positive or negative for shareholders, and how big a deal it is (impact 1-5). Newest first; each brief links to its own page and to the filing on SEC.gov.
EPAM reported third-quarter 2026 revenue of $1.426 billion, up 2.3% year over year, and GAAP diluted EPS of $2.53, up from $1.91. The Board replaced the prior repurchase program with a new $1.8 billion authorization through December 31, 2029, and EPAM expects to enter a $500 million accelerated share repurchase during the week of November 9, 2026, which shareholders would see as a larger capital return.
Q3 revenue $1.426 billion, up $32.1 million or 2.3%; GAAP income from operations rose 21.4% to $175.9 million
GAAP diluted EPS $2.53 vs. $1.91 a year earlier; non-GAAP diluted EPS $3.51, up 14.0%
$500 million accelerated share repurchase expected the week of November 9, 2026, funded with cash on hand and credit facility borrowings
Fourth-quarter revenue expected at $1.405 billion to $1.420 billion; cash, cash equivalents and restricted cash fell to $969.9 million as of September 30, 2026
EPAM reported second-quarter 2026 revenue of $1.415 billion, up 4.5% year over year, with GAAP diluted EPS of $1.97 (up 26.3%) and non-GAAP diluted EPS of $3.38 (up 22.0%). The company updated its full-year 2026 outlook, now expecting GAAP diluted EPS of $8.22 to $8.38 and non-GAAP diluted EPS of $13.08 to $13.24, and gave third-quarter revenue guidance of $1.410 billion to $1.425 billion.
Q2 2026 revenue was $1.415 billion, up 4.5%; organic constant currency growth was 3.4%
GAAP income from operations rose 20.4% to $152.2 million; non-GAAP income from operations rose 14.7% to $232.7 million
Full-year 2026 revenue growth guidance is 3.2% to 4.2%, with organic constant currency growth of 2.0% to 3.0%
Cash used in operating activities was $38.8 million in the first six months of 2026, versus $77.4 million provided a year earlier; share repurchases totaled $409.0 million year to date
At its May 21, 2026 annual meeting, EPAM stockholders approved an amendment that lets stockholders call a special meeting, and the company's charter and bylaws were updated to reflect this. Stockholders also approved adding 4,000,000 shares to the 2025 Long Term Incentive Plan and 650,000 shares to the 2021 Employee Stock Purchase Plan, which increases the shares available for issuance under those plans.
Special meeting amendment approved: 42,309,922 votes for and 2,339,440 against, effective May 21, 2026.
Stockholder proposal on calling special meetings was not approved: 20,002,319 for and 25,953,614 against.
2025 Plan share reserve increased by 4,000,000 shares; 2021 ESPP share reserve increased by 650,000 shares.
Balazs Fejes, Eugene Roman, Jill Smart and Ronald Vargo elected as Class II directors through the 2027 annual meeting.
EPAM reported first-quarter 2026 revenue of $1.400 billion, up 7.6% from a year earlier, with GAAP diluted EPS of $1.52 and non-GAAP diluted EPS of $2.86, both up about 19% year over year. The company updated its full-year 2026 outlook, now expecting GAAP diluted EPS of $8.29 to $8.59 and non-GAAP diluted EPS of $12.98 to $13.28, and cash used in operating activities was $36.4 million in the quarter.
Q1 2026 revenue was $1.400 billion, up $98.4 million or 7.6%; organic constant currency growth was 3.7%
GAAP diluted EPS was $1.52 versus $1.28 a year earlier; non-GAAP diluted EPS was $2.86 versus $2.41
Full-year 2026 revenue growth is now expected at 4.0% to 6.5%, with non-GAAP operating margin of 15% to 16% unchanged
Cash used in operating activities was $36.4 million versus $24.2 million provided a year earlier; the company spent $324 million on share repurchases
EPAM Systems' board approved a $3,000,000 restricted stock unit grant to Viktar Dvorkin, its Senior Vice President and Global Head of Advanced Engineering, Cloud & Enterprise Platforms, effective March 31, 2026. The company said the award is meant to provide a significant incremental long-term incentive to retain him, and it vests in equal portions over three years.
Grant value: $3,000,000 in restricted stock units under the 2025 Long Term Incentive Plan
Grant date: March 31, 2026; units vest in equal portions on the first, second and third anniversaries
Vesting accelerates on death, disability, qualifying retirement, or a qualifying termination under the Executive Severance Plan
On March 4, 2026, EPAM Systems entered into a $300 million accelerated share repurchase agreement with Morgan Stanley under its $1.0 billion buyback authorization approved in October 2025. EPAM received an initial delivery of 1,703,336 shares, worth $240 million at the March 4 closing price, with the final share count to be set by the average share price over the deal's term, less a discount. The company said it is funding the transaction with cash on hand and borrowings under its existing credit facility, and $452.5 million of authorization remains after the agreement.
Payment: $300 million to Morgan Stanley, signed March 4, 2026
Initial delivery: 1,703,336 shares, or $240 million at the March 4, 2026 closing price, expected by March 5, 2026
Final settlement expected no later than the second quarter of 2026; final share count depends on the volume-weighted average price, less a discount
EPAM reported fourth-quarter and full-year 2025 results on February 19, 2026. Revenue grew in both periods, but full-year GAAP diluted EPS fell to $6.72 from $7.84, while non-GAAP diluted EPS rose 5.9% to $11.50. The company also gave 2026 guidance of $7.95 to $8.25 GAAP diluted EPS and $12.60 to $12.90 non-GAAP diluted EPS.
Q4 2025 revenue was $1.408 billion, up 12.8% year over year; Q4 GAAP diluted EPS was $1.98, up 10.0%.
Full-year 2025 revenue was $5.457 billion, up 15.4%, but GAAP income from operations fell 4.5% to $520.0 million.
2026 guidance: revenue growth of 4.5% to 7.5%, GAAP diluted EPS of $7.95 to $8.25, and non-GAAP diluted EPS of $12.60 to $12.90.
Share repurchases totaled $660.6 million in 2025, with $776.5 million remaining under the authorization as of December 31, 2025.
EPAM Systems reported third-quarter 2025 revenue of $1.394 billion, up 19.4% from a year earlier, while GAAP diluted EPS fell 19.4% to $1.91 and non-GAAP diluted EPS fell 1.3% to $3.08. The company raised its full-year 2025 revenue outlook to $5.430 billion to $5.445 billion and its full-year EPS outlook, and expects fourth-quarter revenue of $1.380 billion to $1.395 billion. Shareholders also received an update on capital returns, including $82.1 million of buybacks in the quarter and a new $1.0 billion repurchase program approved October 16, 2025.
Q3 2025 revenue of $1.394 billion, up 19.4% year over year; organic constant currency growth was 7.1%
Q3 GAAP diluted EPS of $1.91, down $0.46 or 19.4%; non-GAAP diluted EPS of $3.08, down $0.04 or 1.3%
Full-year 2025 revenue outlook raised to $5.430 billion to $5.445 billion; GAAP diluted EPS outlook $6.75 to $6.83, non-GAAP $11.36 to $11.44
Repurchased $82.1 million of stock in Q3; board approved a new repurchase program of up to $1.0 billion on October 16, 2025
EPAM Systems entered into an amended and restated credit agreement dated October 3, 2025, with a syndicate of lenders led by PNC Bank as administrative agent. The unsecured five-year revolving facility replaces the company's 2021 credit facility and can be increased to up to $1.2 billion if lenders agree and certain conditions are met.
$700 million five-year revolving credit facility, with potential to increase to up to $1.2 billion
Replaces the 2021 credit facility and credit agreement, effective October 3, 2025
Borrowings may be in U.S. dollars or, up to $250 million, in British Pounds, Canadian Dollars, Euros or Swiss Francs
Acquisitions permitted if the leverage ratio does not exceed 3.50 to 1.00 (up to 4.00 to 1.00 in certain circumstances)
Effective September 1, 2025, EPAM Systems appointed Balazs Fejes as Chief Executive Officer and President and added him to its Board, completing the CEO transition first announced on May 8, 2025. Arkadiy Dobkin, who continues as Board Chair, became Executive Chairman, and the Board also raised the maximum number of directors from ten to 11.
Balazs Fejes named CEO and President and appointed to the Board effective September 1, 2025, with an annual base salary of $850,000
Fejes received a restricted stock unit grant valued at $670,000, vesting in equal portions over four years
Amended and restated bylaws effective September 1, 2025 raise the maximum board size from ten to 11 directors
Arkadiy Dobkin's compensation remains unchanged for 2025
EPAM reported second-quarter 2025 revenue of $1.353 billion, up 18.0% year over year, and raised its full-year 2025 revenue growth outlook to 13.0% to 15.0%. GAAP diluted earnings per share fell 8.2% to $1.56, while non-GAAP diluted EPS rose 13.1% to $2.77, so shareholders see higher sales and a raised revenue outlook alongside lower GAAP profit per share.
Q2 2025 revenue was $1.353 billion, up 18.0%; organic constant currency revenue rose 5.3%.
GAAP diluted EPS was $1.56, down from $1.70 (down 8.2%); non-GAAP diluted EPS was $2.77, up 13.1% from $2.45.
Full-year 2025 revenue growth outlook raised to 13.0% to 15.0%; organic constant currency growth outlook is 3.0% to 5.0%.
Third-quarter 2025 revenue is expected in the range of $1.365 billion to $1.380 billion.
On June 23, 2025, EPAM's Compensation Committee approved an Executive Severance Plan covering executive officers, including the CEO and CFO. The plan sets cash, COBRA, and equity-vesting benefits for qualifying terminations, with larger payments if the termination occurs within 3 months before or 12 months after a change in control.
Plan approved June 23, 2025, effective the same date; covers executive officers including the CEO and CFO.
Non-change-in-control terms: lump sum of base salary plus target bonus, 12 months of COBRA premiums, and vesting of time-based RSUs due within 12 months.
Change-in-control terms: 1.5 times base salary plus target bonus (2 times for the CEO), 18 months of COBRA premiums (24 months for the CEO), and 100% equity acceleration.
At its May 22, 2025 annual meeting, EPAM stockholders approved a new 2025 Long Term Incentive Plan reserving up to 2,500,000 shares, replacing the 2015 plan, and approved charter and bylaw amendments that declassify the board and reduce supermajority voting requirements to a majority vote. The changes took effect May 22, 2025, and change how the board is elected and how shareholders can amend governing documents.
2025 Long Term Incentive Plan reserves up to 2,500,000 shares of common stock and replaces the 2015 plan; effective May 22, 2025
Charter amendments declassify the board and reduce supermajority requirements to a majority vote; effective May 22, 2025
Advisory simple-majority proposal passed with 24,205,827 votes for and 22,062,289 against; the board will examine the results
Richard Michael Mayoras, Karl Robb and Helen Shan were elected as Class I directors for terms ending at the 2028 annual meeting
EPAM reported first-quarter 2025 revenue of $1.302 billion, up 11.7% from a year earlier, but GAAP diluted EPS fell 35.0% to $1.28 and non-GAAP diluted EPS fell 2.0% to $2.41. The company raised its full-year 2025 revenue growth outlook to 11.5% to 14.5%, and CEO Arkadiy Dobkin will become Executive Chairman on September 1, 2025, with Balazs Fejes succeeding him as CEO and President. Organic constant currency revenue growth was 1.4% in the quarter, so most of the reported growth came from acquisitions and currency effects.
Q1 2025 revenue was $1.302 billion, up 11.7%; organic constant currency growth was 1.4%
Q1 GAAP diluted EPS was $1.28, down 35.0%; non-GAAP diluted EPS was $2.41, down 2.0%
Full-year 2025 revenue growth outlook raised to 11.5% to 14.5%; GAAP diluted EPS outlook is $6.78 to $7.03
Balazs Fejes becomes CEO and President effective September 1, 2025, succeeding Arkadiy Dobkin, who becomes Executive Chairman
EPAM reported fourth-quarter 2024 revenue of $1.248 billion, up 7.9% year over year, and GAAP diluted EPS of $1.80, up 8.4%. For full-year 2025, it guided to non-GAAP diluted EPS of $10.45 to $10.75 and GAAP diluted EPS of $6.78 to $7.08, compared with 2024 actuals of $10.86 non-GAAP and $7.84 GAAP.
EPAM reported third-quarter 2024 revenue of $1.168 billion, up 1.3% year over year, and GAAP diluted EPS of $2.37, up 43.6%. The company raised its full-year GAAP and non-GAAP diluted EPS ranges, but it said the quarter included a $52.0 million benefit from Polish R&D incentives, and organic constant currency revenue fell 0.3%.
Q3 revenue $1.168 billion, up 1.3% year over year; organic constant currency revenue down 0.3%
GAAP diluted EPS $2.37, up from $1.65; non-GAAP diluted EPS $3.12, up 14.3% from $2.73
Q3 included a $52.0 million Poland R&D incentive benefit, of which $22.9 million related to 2023 activities
Full-year GAAP diluted EPS now $7.78 to $7.86; Q4 revenue expected $1.205 billion to $1.215 billion
Briefs are written by AI from the filing text (each brief's own page names the model) and can contain mistakes — open the filing before acting on anything. Impact (1-5) and tone are the model's reading of the filing for shareholders, not a price forecast. Not investment advice.
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