Every material Form 8-K FTI Consulting has filed with the SEC since April 25, 2025, 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.
FTI Consulting reported record third-quarter 2026 revenues of $1.013 billion, driven by growth across all five business segments, while net income declined due to a $46.0 million special charge for restructuring. The company reaffirmed its full-year 2026 revenue guidance between $3.940 billion and $4.100 billion while raising its adjusted EPS guidance range to between $9.50 and $10.00. Shareholders also saw share repurchases of 523,588 shares for $79.4 million during the quarter.
Q3 2026 revenues reached a record $1.013 billion, a 5.9% increase compared to $956.2 million in the prior year quarter.
Net income for the quarter was $63.4 million, down from $82.8 million in the prior year quarter, impacted by a $46.0 million special charge.
The company raised its full-year 2026 Adjusted EPS guidance range to between $9.50 and $10.00.
During the quarter, the company repurchased 523,588 shares of common stock at an average price of $151.55 per share for a total cost of $79.4 million.
FTI Consulting reported record second-quarter 2026 revenue of $993.5 million, up 5.3% from $943.7 million a year earlier, but net income fell to $57.8 million from $71.7 million and diluted EPS fell to $1.99 from $2.13. The company lowered its full-year 2026 EPS guidance to $8.70-$9.30 from $8.90-$9.60 while reaffirming its revenue guidance, so shareholders face lower expected per-share earnings even as sales grow.
Q2 2026 revenue $993.5 million, up 5.3%; net income $57.8 million vs. $71.7 million in Q2 2025
Diluted EPS $1.99 vs. $2.13; Adjusted EPS $2.16 vs. $2.13, excluding $6.6 million of Extraordinary Litigation-Related Expenses
Full-year 2026 EPS guidance cut to $8.70-$9.30 from $8.90-$9.60; Adjusted EPS guidance $9.10-$9.70; revenue guidance reaffirmed at $3.940-$4.100 billion
Repurchased 2,591,133 shares for $390.9 million in Q2; about $344.0 million remained under the buyback program at June 30, 2026
On June 30, 2026, FTI Consulting entered into a Third Amendment and Restatement Agreement with a lender syndicate led by Bank of America, N.A. The revolving credit facility rises from $900.0 million to $1.5 billion, and its maturity moves from November 21, 2027 to June 30, 2031. The company says the changes give it more financial flexibility and better ratings-based pricing, which may matter to shareholders as added borrowing capacity and longer debt maturities.
Revolving facility increased from $900.0 million to $1.5 billion; obligations are unsecured and guaranteed by certain material wholly-owned domestic subsidiaries.
Maturity extended from November 21, 2027 to June 30, 2031.
Incremental facilities of up to the greater of $500.0 million and 100% of consolidated EBITDA are permitted, subject to a net leverage ratio of no more than 4.00 to 1.00.
The existing $300.0 million term loan, due March 17, 2029, remains outstanding under the new agreement.
FTI Consulting reported first-quarter 2026 revenue of $983.3 million, up 9.5% from a year earlier, and diluted EPS of $1.90 compared with $1.74. Net income fell to $57.6 million from $61.8 million, and Adjusted EBITDA dropped to $96.8 million from $115.2 million, as higher direct costs, SG&A expenses, interest expense and a higher tax rate outweighed the revenue gain.
Revenue was $983.3 million, up $85.1 million or 9.5% from $898.3 million in the prior-year quarter.
Net income was $57.6 million versus $61.8 million; diluted EPS was $1.90 versus $1.74, which included a $0.55 special charge in the prior year.
Adjusted EBITDA was $96.8 million, or 9.8% of revenues, versus $115.2 million, or 12.8%, a year earlier.
The company reaffirmed full-year 2026 revenue guidance of $3.940 billion to $4.100 billion and EPS guidance of $8.90 to $9.60.
FTI Consulting entered into an incremental amendment to its existing credit agreement on March 17, 2026, providing a $300 million term loan. The company may use the proceeds for general corporate purposes, and the loan matures on March 17, 2029.
Incremental Term Loan of $300 million under the Second Amended and Restated Credit Agreement dated November 21, 2022
Interest at SOFR plus a 0.10% credit spread adjustment, or base rate, plus a margin tied to consolidated total net leverage ratio
Loan matures March 17, 2029; Bank of America, N.A. is administrative agent
FTI Consulting's board elected Eun Angela Nam as Chief Financial Officer, with her start date expected on or about May 1, 2026. She will oversee all finance functions and the information technology function, succeeding interim CFO Paul Linton, who returns to his prior role as Chief Strategy and Transformation Officer.
Nam was elected by the board on March 6, 2026; her employment start date is expected on or about May 1, 2026.
Offer letter sets an initial base salary of $700,000, an annual bonus target of $950,000 and an expected long-term incentive target of $950,000.
Nam will receive a one-time restricted stock award valued at $3,000,000 on the grant date, vesting equally over four years.
Nam previously served as CFO and Chief Accounting Officer of FTAI Aviation Ltd.
FTI Consulting reported record fourth-quarter 2025 revenue of $990.7 million, up 10.7%, and full-year revenue of $3.789 billion, up 2.4%. Fourth-quarter EPS rose to $1.78 from $1.38 despite a $0.38 per-share charge for a valuation allowance on prior-year foreign deferred tax assets, and the company introduced 2026 guidance of $3.940 billion to $4.100 billion in revenue and $8.90 to $9.60 in EPS.
Q4 2025 revenue of $990.7 million, up from $894.9 million; diluted EPS of $1.78 versus $1.38 a year earlier
Full-year 2025 diluted EPS of $8.24 versus $7.81; full-year net income of $270.9 million versus $280.1 million
2026 guidance: revenue of $3.940 billion to $4.100 billion and EPS of $8.90 to $9.60
Repurchased $858.6 million of common stock in 2025; about $491.8 million remained under the buyback program at December 31, 2025
FTI Consulting appointed Ulrike Rabl as Chief Human Resources Officer, effective January 1, 2026, succeeding Holly Paul, who steps down as an executive officer on December 31, 2025 and moves to a senior advisory role. The filing also extends CEO Steven H. Gunby's employment agreement through June 6, 2029, which is relevant to shareholders as a continuity signal for top leadership.
Ulrike Rabl, 47, appointed Chief Human Resources Officer effective January 1, 2026; she most recently served as Deputy Chief Human Resources Officer
Holly Paul, who joined in 2014 as the first Chief Human Resources Officer, ceases executive officer role December 31, 2025 and becomes an as-needed advisor paid hourly through March 31, 2028
CEO Steven H. Gunby's amended employment agreement extends the term to June 6, 2029, with automatic one-year renewals unless either party gives notice
FTI Consulting agreed on November 21, 2025 to guarantee its UK subsidiary's obligations under three leases for a London office at One Exchange Square, 175 Bishopsgate. The leases cover about 80,664 rentable square feet, with an option to expand to about 102,828, and rent payments total about $115 million over the 15-year term, or $145 million if the larger space is taken. Occupancy is expected around September 25, 2027, and rent is abated for the first 16.5 months, so the filing commits the company to a large long-term obligation without reporting any earnings figures.
Agreement for Leases dated November 21, 2025 with landlord PNBJ I Limited; FTI Consulting guarantees subsidiary FTI Consulting Management Limited
Leases cover about 80,664 rentable square feet, expandable to about 102,828 square feet before January 31, 2026
Aggregate rent of about $115 million over 15 years, or $145 million if the expanded space is taken, excluding lease incentives
Tenant expects possession on or about September 25, 2027; rent abated for the first 16.5 months
FTI Consulting reported third-quarter 2025 revenues of $956.2 million, up 3.3% from $926.0 million, and diluted EPS of $2.60 versus $1.85 a year earlier. It raised its full-year 2025 EPS guidance to $7.62 to $8.12 from $7.24 to $7.84, and on October 21, 2025 its board authorized an additional $500.0 million for share repurchases. Operating cash flow was negative $207.6 million for the first nine months of 2025, compared with positive $79.8 million a year earlier.
Q3 2025 revenues were $956.2 million, up $30.1 million, or 3.3%; net income was $82.8 million versus $66.5 million.
Diluted EPS was $2.60 versus $1.85; Economic Consulting revenues fell 22.0% to $173.1 million.
Full-year 2025 EPS guidance was raised to $7.62 to $8.12 from $7.24 to $7.84; revenue guidance is $3.685 billion to $3.735 billion.
The board added $500.0 million to the buyback program on October 21, 2025, leaving about $500.0 million available; total repurchases since 2016 cost about $1.7 billion.
FTI Consulting's board appointed Paul Linton, its Chief Strategy and Transformation Officer, as interim Chief Financial Officer, effective September 12, 2025, when CFO Ajay Sabherwal's resignation takes effect. Linton keeps his current role and the filing says his compensation has not changed, so the move is a leadership transition in the finance function rather than a change in company results or strategy.
Paul Linton, 54, appointed interim Chief Financial Officer, effective September 12, 2025
Appointment follows the resignation of Ajay Sabherwal as Chief Financial Officer, previously disclosed in an 8-K filed August 12, 2025
Linton remains Chief Strategy and Transformation Officer, a role he has held since joining in August 2014
Board made no changes to Linton's compensation, as described in the April 21, 2025 proxy statement
FTI Consulting said on August 12, 2025, that Chief Financial Officer Ajay Sabherwal will leave the company on September 12, 2025, to accept a position outside the consulting industry. Paul Linton, the company's Chief Strategy and Transformation Officer, is expected to serve as interim CFO while FTI searches for a permanent replacement, so shareholders will see a change in the top finance role. The filing does not include any financial results or guidance.
Ajay Sabherwal, CFO for the last nine years, will leave on September 12, 2025
Paul Linton, Chief Strategy and Transformation Officer, is expected to become interim CFO
FTI Consulting is conducting a search for a permanent CFO
The filing reports no financial results or guidance changes
FTI Consulting reported second quarter 2025 revenues of $943.7 million, down 0.6% from $949.2 million a year earlier, and diluted EPS of $2.13 versus $2.34. The company also updated full year 2025 guidance, lowering the GAAP EPS range to $7.24 to $7.84, which includes a first quarter special charge, so shareholders face lower reported earnings than the prior year quarter.
Q2 2025 net income was $71.7 million, compared with $83.9 million in the prior year quarter.
Adjusted EBITDA was $111.6 million, or 11.8% of revenues, versus $115.9 million, or 12.2%, a year earlier.
Full year 2025 revenue guidance is $3.660 billion to $3.760 billion; GAAP EPS guidance is $7.24 to $7.84 and Adjusted EPS guidance is $7.80 to $8.40.
The company repurchased 2,192,333 shares for $354.9 million in the quarter, with $309.3 million left under its repurchase program.
At its annual meeting, FTI Consulting stockholders elected nine directors, ratified KPMG LLP as auditor for 2025, and approved an advisory vote on 2024 executive pay. They also approved an amendment to the 2017 Omnibus Incentive Compensation Plan that adds 676,000 authorized shares and extends the plan's expiration to June 4, 2035. The plan change increases the share pool available for equity awards, which can dilute existing holders, though the filing does not quantify that effect.
Plan amendment approved with 31,841,410 votes for and 601,928 against, adding 676,000 shares and extending expiration to June 4, 2035
All nine director nominees were elected; Steven H. Gunby received the most votes against, at 858,450
KPMG LLP ratified as independent registered public accounting firm for the year ending December 31, 2025, with 33,208,841 votes for
Advisory say-on-pay vote on 2024 executive compensation received 32,273,252 votes for and 170,587 against
FTI Consulting reported first-quarter 2025 results, with revenue down 3.3% year over year to $898.3 million and GAAP earnings per share down to $1.74 from $2.23, reflecting a $25.3 million special charge for severance. Adjusted EPS rose to $2.29 from $2.23, and the company said it expects SG&A to be higher in each of the next two quarters and that forgivable loans will weigh on adjusted EBITDA from the second quarter. The board also authorized an additional $400 million for share repurchases.
Revenue of $898.3 million, down $30.3 million or 3.3% from the prior-year quarter; net income was $61.8 million versus $80 million
GAAP EPS of $1.74 versus $2.23; adjusted EPS of $2.29 versus $2.23
Adjusted EBITDA of $115.2 million versus $111.1 million; the $25.3 million special charge reduced GAAP EPS by $0.55
Board authorized an additional $400 million for buybacks; about $568.3 million remained available as of April 22, 2025
FTI Consulting reported first-quarter 2025 revenue of $898.3 million, down 3.3% from $928.6 million a year earlier, and GAAP net income of $61.8 million, down from $80.0 million. Adjusted earnings per diluted share rose 2.7% to $2.29, excluding $25.3 million of special charges, and free cash flow was negative $483.0 million, compared with negative $279.5 million a year earlier.
Revenue was $898.3 million, down 3.3% from $928.6 million in Q1 2024 and up 0.4% from $894.9 million in Q4 2024.
GAAP earnings per diluted share were $1.74, down 22.0% from $2.23; adjusted EPS was $2.29, up 2.7% from $2.23.
Adjusted EBITDA was $115.2 million, up 3.7% from $111.1 million a year earlier; special charges totaled $25.3 million.
Free cash flow was negative $483.0 million, and the company repurchased and retired $182.6 million of common stock in the quarter.
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