
☒
þ		QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

for the quarterly period ended March 31, 2024


☐
		~~for the quarterly period ended September 30, 2017~~



o		TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934



		~~for the transition period from ____ to ____~~


Georgia		58-0506554

	~~Georgia~~		~~58-0506554~~
	(State or other jurisdiction of		~~(I.R.S. Employer~~
	incorporation or organization)		(I.R.S. Employer Identification No.)

	5335 Triangle Parkway
	Peachtree Corners, Georgia		30092
	(Address of principal executive offices)		(Zip 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
Class A Common Stock — $1.00 Par Value	CRD-A	New York Stock Exchange
Class B Common Stock — $1.00 Par Value	CRD-B	New York Stock Exchange

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

☐

Indicate by check mark whether the Registrant has submitted electronically ~~and posted on its corporate website, if any,~~ every Interactive Data File required to be submitted ~~and posted~~ pursuant to Rule 405 of Regulation S-T (Section 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the Registrant was required to submit ~~and post~~ such files). Yesþ ☑ Noo

☐

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",~~filer," "accelerated filer," "smaller reporting company," and "emerging growth company" in Rule 12b-2 of the Exchange Act.

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 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).

☑

The number of shares outstanding of each class of the Registrant's common stock, as of ~~October 31, 2017,~~April 24, 2024, was as follows:

~~Condensed Consolidated Statements of Operations (unaudited) for the~~ ~~nine months ended September 30, 2017 and 2016~~

Condensed Consolidated Balance Sheets (unaudited) as of ~~September 30, 2017~~March 31, 2024 and December 31, ~~2016~~

Condensed Consolidated Statements of Cash Flows (unaudited) for the ~~nine~~three months ended ~~September 30, 2017~~March 31, 2024 and ~~2016~~

Condensed Consolidated Statements of Shareholders' Investment (unaudited) as of and for the three months ended March 31, 2024 and ~~nine months ended September 30, 2017 and 2016~~

Part I — Financial Information

Item 1. Financial Statements

*
(In thousands) September 30,
2017 December 31,
2016
ASSETS
Current Assets:
Cash and cash equivalents $ 73,289
$ 81,569
Accounts receivable, less allowance for doubtful accounts of $16,122 and $14,499 respectively 164,660
153,566
Unbilled revenues, at estimated billable amounts 123,783
101,809
Income taxes receivable 3,661
3,781
Prepaid expenses and other current assets 26,483
24,006
Total Current Assets 391,876
364,731
Net Property and Equipment 32,680
29,605
Other Assets:
Goodwill 117,362
91,750
Intangible assets arising from business acquisitions, net 99,682
86,931
Capitalized software costs, net 87,834
80,960
Deferred income tax assets 28,252
30,379
Other noncurrent assets 60,660
51,503
Total Other Assets 393,790
341,523
TOTAL ASSETS $ 818,346
$ 735,859


			*
(In thousands)	March 31, 2024		December 31, 2023
ASSETS
Current Assets:
Cash and cash equivalents	$	45,196	$	58,363
Accounts receivable, less allowance for expected credit losses of $8,539 and $8,599, respectively		125,985		131,362
Unbilled revenues, at estimated billable amounts		127,597		116,611
Income taxes receivable		2,586		4,842
Prepaid expenses and other current assets		44,460		58,168
Total Current Assets		345,824		369,346
Net Property and Equipment		21,597		22,742
Other Assets:
Operating lease right-of-use assets, net		86,141		88,615
Goodwill		76,621		76,724
Intangible assets arising from business acquisitions, net		80,341		81,786
Capitalized software costs, net		99,942		96,770
Deferred income tax assets		26,162		26,247
Other noncurrent assets		39,649		36,969
Total Other Assets		408,856		407,111
TOTAL ASSETS	$	776,277	$	799,199

* Derived from the audited Consolidated Balance Sheet

(~~See~~The accompanying notes toare an integral part of these condensed consolidated financial statements)

CRAWFORD & COMPANY

CONDENSED CONSOLIDATED BALANCE SHEETS — CONTINUED

Unaudited

*
(In thousands, except par value amounts) September 30,
2017 December 31,
2016
LIABILITIES AND SHAREHOLDERS' INVESTMENT
Current Liabilities:
Short-term borrowings $ 3,627
$ 30
Accounts payable 49,670
51,991
Accrued compensation and related costs 71,423
74,466
Self-insured risks 12,284
14,771
Income taxes payable 8,154
3,527
Deferred rent 11,142
12,142
Other accrued liabilities 39,893
34,922
Deferred revenues 36,987
37,456
Current installments of long-term debt and capital leases 372
982
Total Current Liabilities 233,552
230,287
Noncurrent Liabilities:
Long-term debt and capital leases, less current installments 246,083
187,002
Deferred revenues 24,443
25,884
Accrued pension liabilities 91,265
105,175
Other noncurrent liabilities 23,878
28,247
Total Noncurrent Liabilities 385,669
346,308
Redeemable Noncontrolling Interests 7,085
—
Shareholders' Investment:
Class A common stock, $1.00 par value; 50,000 shares authorized; 31,243 and 31,296 shares issued and outstanding at September 30, 2017 and December 31, 2016, respectively 31,243
31,296
Class B common stock, $1.00 par value; 50,000 shares authorized; 24,515 and 24,690 shares issued and outstanding at September 30, 2017 and December 31, 2016 respectively 24,515
24,690
Additional paid-in capital 53,138
48,108
Retained earnings 276,304
261,562
Accumulated other comprehensive loss (197,280 ) (211,773 )
Shareholders' Investment Attributable to Shareholders of Crawford & Company 187,920
153,883
Noncontrolling interests 4,120
5,381
Total Shareholders' Investment 192,040
159,264
TOTAL LIABILITIES AND SHAREHOLDERS' INVESTMENT $ 818,346
$ 735,859


				*
(In thousands, except par value amounts)	March 31, 2024			December 31, 2023
LIABILITIES AND SHAREHOLDERS' INVESTMENT
Current Liabilities:
Short-term borrowings	$	19,354		$	14,813
Accounts payable		45,232			45,107
Accrued compensation and related costs		64,256			97,842
Self-insured risks		20,188			33,238
Income taxes payable		5,334			6,130
Operating lease liability		24,438			24,351
Other accrued liabilities		48,108			42,271
Deferred revenues		37,224			35,540
Total Current Liabilities		264,134			299,292
Noncurrent Liabilities:
Long-term debt and finance leases, less current installments		210,823			194,335
Operating lease liability		74,295			78,029
Deferred revenues		23,807			24,871
Accrued pension liabilities		23,440			24,006
Other noncurrent liabilities		36,540			38,835
Total Noncurrent Liabilities		368,905			360,076
Shareholders' Investment:
Class A common stock, $1.00 par value; 50,000 shares authorized; 29,628 and 29,525 shares issued and outstanding at March 31, 2024 and December 31, 2023, respectively		29,628			29,525
Class B common stock, $1.00 par value; 50,000 shares authorized; 19,469 and 19,555 shares issued and outstanding at March 31, 2024 and December 31, 2023, respectively		19,469			19,555
Additional paid-in capital		83,104			82,589
Retained earnings		227,311			228,564
Accumulated other comprehensive loss		(214,792	)		(218,615	)
Shareholders' Investment Attributable to Shareholders of Crawford & Company		144,720			141,618
Noncontrolling interests		(1,482	)		(1,787	)
Total Shareholders' Investment		143,238			139,831
TOTAL LIABILITIES AND SHAREHOLDERS' INVESTMENT	$	776,277		$	799,199

* Derived from the audited Consolidated Balance Sheet

(~~See~~The accompanying notes toare an integral part of these condensed consolidated financial statements)

CRAWFORD & COMPANY

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

Unaudited

Nine Months Ended September 30,
(In thousands) 2017 2016
Cash Flows From Operating Activities:
Net income $ 29,866
$ 29,139
Reconciliation of net income to net cash provided by operating activities:
Depreciation and amortization 30,648
30,643
Stock-based compensation 4,973
3,246
Changes in operating assets and liabilities, net of effects of acquisitions and dispositions:
Accounts receivable, net (6,181 ) (7,628 )
Unbilled revenues, net (16,996 ) (16,118 )
Accrued or prepaid income taxes 5,202
9,067
Accounts payable and accrued liabilities (16,233 ) 5,410
Deferred revenues (2,352 ) (4,153 )
Accrued retirement costs (13,360 ) (7,128 )
Prepaid expenses and other operating activities (1,683 ) 7,605
Net cash provided by operating activities 13,884
50,083

Cash Flows From Investing Activities:
Acquisitions of property and equipment (10,465 ) (5,782 )
Capitalization of computer software costs (19,906 ) (13,653 )
Payments for business acquisitions, net of cash acquired (36,029 ) (3,672 )
Other investing activities (2,148 ) (95 )
Net cash used in investing activities (68,548 ) (23,202 )

Cash Flows From Financing Activities:
Cash dividends paid (10,288 ) (10,162 )
Payments related to shares received for withholding taxes under stock-based compensation plans (547 ) (15 )
Proceeds from shares purchased under employee stock-based compensation plans 1,048
1,208
Decrease in note payable for stock repurchase —
(2,206 )
Repurchases of common stock (6,066 ) —
Increases in short-term and revolving credit facility borrowings 82,905
79,664
Payments on short-term and revolving credit facility borrowings (22,697 ) (95,855 )
Payments on capital lease obligations (964 ) (1,119 )
Dividends paid to noncontrolling interests (291 ) (381 )
Other financing activities —
(12 )
Net cash provided by (used in) financing activities 43,100
(28,878 )

Effects of exchange rate changes on cash and cash equivalents 3,284
(2,406 )
Decrease in cash and cash equivalents (8,280 ) (4,403 )
Cash and cash equivalents at beginning of year 81,569
76,066
Cash and cash equivalents at end of period $ 73,289
$ 71,663


	Three Months Ended March 31,
(In thousands)	2024			2023
Cash Flows from Operating Activities:
Net income	$	2,779		$	10,730
Reconciliation of net income to net cash used in operating activities:
Depreciation and amortization		9,299			9,050
Stock-based compensation		1,218			1,023
(Gain) loss on disposal of property and equipment		(81	)		20
Contingent earnout adjustments		151			248
Changes in operating assets and liabilities:
Accounts receivable, net		6,312			(17	)
Unbilled revenues, net		(9,511	)		(6,333	)
Accrued or prepaid income taxes		942			3,895
Accounts payable and accrued liabilities		(25,837	)		(15,818	)
Deferred revenues		116			2,841
Accrued retirement costs		(3,546	)		(2,887	)
Prepaid expenses and other operating activities		(1,645	)		(3,197	)
Net cash used in operating activities		(19,803	)		(445	)

Cash Flows from Investing Activities:
Acquisitions of property and equipment		(1,541	)		(1,031	)
Capitalization of computer software costs		(8,009	)		(7,610	)
Net cash used in investing activities		(9,550	)		(8,641	)

Cash Flows from Financing Activities:
Cash dividends paid		(3,443	)		(2,925	)
Repurchases of common stock		(733	)	—
Increases in revolving credit facility borrowings		35,807			19,394
Payments on revolving credit facility borrowings		(14,794	)		(10,265	)
Payments of contingent consideration on acquisitions		(579	)		(848	)
Other financing activities		(185	)		(169	)
Net cash provided by financing activities		16,073			5,187
Effects of exchange rate changes on cash and cash equivalents		394			1,195
Decrease in Cash, Cash Equivalents, and Restricted Cash		(12,886	)		(2,704	)
Cash, Cash Equivalents, and Restricted Cash at Beginning of Year		59,545			46,645
Cash, Cash Equivalents, and Restricted Cash at End of Period	$	46,659		$	43,941

(~~See~~The accompanying notes toare an integral part of these condensed consolidated financial statements)

CRAWFORD & COMPANY

CONDENSED CONSOLIDATED STATEMENTS OF SHAREHOLDERS' INVESTMENT

Unaudited

(In ~~thousands)~~

Common Stock Accumulated Shareholders' Investment Attributable to
2017
Class A
Non-Voting

Class B
Voting

Additional
Paid-In
Capital

Retained
Earnings

Other
Comprehensive
Loss

Shareholders of
Crawford &
Company

Noncontrolling
Interests

Total
Shareholders' Investment
Balance at January 1, 2017 $ 31,296
$ 24,690
$ 48,108
$ 261,562
$ (211,773 ) $ 153,883
$ 5,381
$ 159,264
Net income ⁽¹⁾
—
—
—
7,664
—
7,664
137
7,801
Other comprehensive income (loss) —
—
—
—
3,475
3,475
(814 ) 2,661
Cash dividends paid —
—
—
(3,441 ) —
(3,441 ) —
(3,441 )
Stock-based compensation —
—
1,296
—
—
1,296
—
1,296
Cumulative-effect adjustment of ASU 2016-09 —
—
—
692
—
692
—
692
Common stock activity, net 231
—
(629 ) —
—
(398 ) —
(398 )
Acquisition of noncontrolling interests —
—
34
—
—
34
(715 ) (681 )
Balance at March 31, 2017 $ 31,527
$ 24,690
$ 48,809
$ 266,477
$ (208,298 ) $ 163,205
$ 3,989
$ 167,194
Net income ⁽¹⁾
—
—
—
10,201
—
10,201
275
10,476
Other comprehensive income —
—
—
—
2,273
2,273
130
2,403
Cash dividends paid —
—
—
(3,428 ) —
(3,428 ) —
(3,428 )
Stock-based compensation —
—
2,109
—
—
2,109
—
2,109
Repurchases of common stock (357 ) (48 ) —
(3,029 ) —
(3,434 ) —
(3,434 )
Common stock activity, net 88
—
172
—
—
260
—
260
Acquisition of noncontrolling interests —
—
424
—
—
424
—
424
Balance at June 30, 2017 $ 31,258
$ 24,642
$ 51,514
$ 270,221
$ (206,025 ) $ 171,610
$ 4,394
$ 176,004
Net income ⁽¹⁾
—
—
—
11,813
—
11,813
435
12,248
Other comprehensive income (loss) —
—
—
—
8,745
8,745
(6 ) 8,739
Cash dividends paid —
—
—
(3,419 ) —
(3,419 ) —
(3,419 )
Stock-based compensation —
—
1,568
—
—
1,568
—
1,568
Repurchases of common stock (194 ) (127 ) —
(2,311 ) —
(2,632 ) —
(2,632 )
Acquisition of noncontrolling interests —
—
(404 ) —
—
(404 ) (412 ) (816 )
Common stock activity, net 179
—
460
—
—
639
—
639
Dividends paid to noncontrolling interests —
—
—
—
—
—
(291 ) (291 )
Balance at September 30, 2017 $ 31,243
$ 24,515
$ 53,138
$ 276,304
$ (197,280 ) $ 187,920
$ 4,120
$ 192,040

thousands, except per share amounts)


	Common Stock											Accumulated			Shareholders' Investment Attributable to
2024	Class A Non-Voting		Class B Voting			Additional Paid-In Capital			Retained Earnings			Other Comprehensive Loss			Shareholders of Crawford & Company			Noncontrolling Interests			Total Shareholders' Investment
Balance at January 1, 2024	$	29,525	$	19,555		$	82,589		$	228,564		$	(218,615	)	$	141,618		$	(1,787	)	$	139,831
Net income		—		—			—			2,837			—			2,837			(58	)		2,779
Other comprehensive income (loss)		—		—			—			—			3,823			3,823			(65	)		3,758
Cash dividends paid (Class A - $0.07 per share, Class B - $0.07 per share)		—		—			—			(3,443	)		—			(3,443	)		—			(3,443	)
Stock-based compensation		—		—			1,218			—			—			1,218			—			1,218
Repurchases of common stock		—		(86	)		—			(647	)		—			(733	)		—			(733	)
Decrease in value of noncontrolling interest due to acquisition		—		—			(550	)		—			—			(550	)		550			—
Shares issued in connection with stock-based compensation plans, net		103		—			(153	)		—			—			(50	)		—			(50	)
Dividends paid to noncontrolling interests		—		—			—			—			—			—			(122	)		(122	)
Balance at March 31, 2024	$	29,628	$	19,469		$	83,104		$	227,311		$	(214,792	)	$	144,720		$	(1,482	)	$	143,238


	Common Stock										Accumulated			Shareholders' Investment Attributable to
2023	Class A Non-Voting		Class B Voting		Additional Paid-In Capital			Retained Earnings			Other Comprehensive Loss			Shareholders of Crawford & Company			Noncontrolling Interests			Total Shareholders' Investment
Balance at January 1, 2023	$	28,764	$	19,848	$	78,158		$	213,094		$	(215,321	)	$	124,543		$	(1,165	)	$	123,378
Net income	—		—		—				10,681		—				10,681			49			10,730
Other comprehensive income (loss)	—		—		—			—				9,818			9,818			(42	)		9,776
Cash dividends paid (Class A - $0.06 per share, Class B - $0.06 per share)	—		—		—				(2,925	)	—				(2,925	)		—			(2,925	)
Stock-based compensation	—		—			1,023		—			—				1,023			—			1,023
Shares issued in connection with stock-based compensation plans, net		161	—			(87	)	—			—				74			—			74
Dividends paid to noncontrolling interests	—		—		—			—			—				—			(229	)		(229	)
Balance at March 31, 2023	$	28,925	$	19,848	$	79,094		$	220,850		$	(205,503	)	$	143,214		$	(1,387	)	$	141,827

(~~See~~The accompanying notes toare an integral part of these condensed consolidated financial statements)

⁽¹⁾The total net income presented in the consolidated statements of shareholders' investment for the three months ended March 31, June 30, and September 30, 2017 excludes $178, $203, and $278 respectively, in net loss attributable to the redeemable noncontrolling interests.

~~CRAWFORD & COMPANY~~

~~CONDENSED CONSOLIDATED STATEMENTS OF SHAREHOLDERS' INVESTMENT-CONTINUED~~

~~Unaudited~~

~~(In thousands)~~

Common Stock Accumulated Shareholders' Investment Attributable to
2016
Class A
Non-Voting

Class B
Voting

Additional
Paid-In
Capital

Retained
Earnings

Other
Comprehensive
Loss

Shareholders of
Crawford &
Company

Noncontrolling
Interests

Total
Shareholders' Investment
Balance at January 1, 2016 $ 30,537
$ 24,690
$ 41,936
$ 239,161
$ (222,631 ) $ 113,693
$ 10,658
$ 124,351
Net income (loss) —
—
—
8,630
—
8,630
(1 ) 8,629
Other comprehensive income (loss) —
—
—
—
338
338
(614 ) (276 )
Cash dividends paid —
—
—
(3,373 ) —
(3,373 ) —
(3,373 )
Stock-based compensation —
—
729
—
—
729
—
729
Common stock activity, net 14
—
—
—
—
14
—
14
Acquisition of noncontrolling interests —
—
1,079
—
—
1,079
(4,879 ) (3,800 )
Dividends paid to noncontrolling interests —
—
—
—
—
—
(186 ) (186 )
Balance at March 31, 2016 $ 30,551
$ 24,690
$ 43,744
$ 244,418
$ (222,293 ) $ 121,110
$ 4,978
$ 126,088
Net income —
—
—
8,627
—
8,627
534
9,161
Other comprehensive income (loss) —
—
—
—
8,474
8,474
(469 ) 8,005
Cash dividends paid —
—
—
(3,389 ) —
(3,389 ) —
(3,389 )
Stock-based compensation —
—
1,228
—
—
1,228
—
1,228
Common stock activity, net 250
—
181
—
—
431
—
431
Dividends paid to noncontrolling interests —
—
—
—
—
—
(23 ) (23 )
Balance at June 30, 2016 $ 30,801
$ 24,690
$ 45,153
$ 249,656
$ (213,819 ) $ 136,481
$ 5,020
$ 141,501
Net income —
—
—
10,945
—
10,945
404
11,349
Other comprehensive (loss) income —
—
—
—
(2,023 ) (2,023 ) 99
(1,924 )
Cash dividends paid —
—
—
(3,400 ) —
(3,400 ) —
(3,400 )
Stock-based compensation —
—
1,289
—
—
1,289
—
1,289
Common stock activity, net 151
—
597
—
—
748
—
748
Acquisition of noncontrolling interests —
—
209
—
—
209
(209 ) —
Dividends paid to noncontrolling interests —
—
—
—
—
—
(172 ) (172 )
Balance at September 30, 2016 $ 30,952
$ 24,690
$ 47,248
$ 257,201
$ (215,842 ) $ 144,249
$ 5,142
$ 149,391

~~(See accompanying notes to condensed consolidated financial statements)~~

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

Unaudited

Based in Atlanta, Georgia, Crawford & Company ("Crawford" or "the Company") is ~~the world's largest publicly listed independent~~a leading provider of claims management and outsourcing solutions to ~~the risk management~~insurance companies and ~~insurance industry, as well as to~~ self-insured entities with an expansive global network serving clients in more than 70 countries. ~~The Crawford Solution~~^® offers comprehensive, integrated claims services, business process outsourcing and consulting services for major product lines including property and casualty claims management; workers' compensation claims and medical management; and legal settlement administration.

Shares of the Company's two classes of common stock are traded on the New York Stock Exchange ("NYSE") under the symbols CRD-A and CRD-B, respectively. The Company's two classes of stock are substantially identical, except with respect to voting rights for the Class B Common Stock (CRD-B), and ~~the Company's ability to pay greater cash dividends on~~protections for the non-voting Class A Common Stock ~~than~~(CRD-A). More information is available on the voting Class B Common Stock, subject to certain limitations. In addition, with respect to mergers or similar transactions, holders of Class A Common Stock must receive the same type and amount of consideration as holders of Class B Common Stock, unless different consideration is approved by the holders of 75% of the Class A Common Stock, voting as a class. The Company's website is ~~www.crawfordandcompany.com~~www.crawco.com. The information contained on, or hyperlinked from, the Company's website is not a part of, and is not incorporated by reference into, this report.

1. Basis of Presentation

The accompanying unaudited condensed consolidated financial statements of the Company have been prepared in accordance with U.S. generally accepted accounting principles ("GAAP") for interim financial information and with the instructions to Form 10-Q and Article 10 of Regulation S-X ~~promulgated by~~of the United States Securities and Exchange Commission (the "SEC"). ~~Accordingly, these~~These unaudited condensed consolidated financial statements ~~do not include all~~omit certain notes and other financial information. Therefore, should be read in conjunction with the 2023 Form 10-K. The Condensed Consolidated Balance Sheet information presented herein as of December 31, 2023 has been derived from the audited consolidated financial statements as of that date. For further information, refer to the consolidated financial statements and footnotes ~~required by GAAP~~thereto included in the Company's Form 10-K for ~~complete financial statements. Operating~~the year ended December 31, 2023.

Due to the impact of weather activity and other macroeconomic uncertainties, the Company's operating results for the three months ~~and nine months~~ ended March 31, 2024 and ~~the Company's~~ financial position as of ~~September 30, 2017~~March 31, 2024 are not necessarily indicative of the results or financial position that may be expected for the year ending December 31, ~~2017~~2024 or for other future periods. The financial results from the Company's operations outside of the U.S., Canada, the Caribbean, and certain subsidiaries in the Philippines, are reported and consolidated on a two-month delayed basis (fiscal year-end of October 31) as permitted by GAAP in order to provide sufficient time for accumulation of their results.

The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, and disclosure of contingent assets and liabilities at the date of the financial statements, and the reported amounts of revenues and expenses during the reporting period. In the opinion of management, all adjustments (consisting only of normal recurring accruals and adjustments) considered necessary for a fair presentation have been included. There have been no material changes to our significant accounting policies and estimates from those disclosed in the Company's ~~Annual Report on~~financial statements included in Form 10-K for the year ended December 31, ~~2016.~~

~~Certain prior period amounts among the~~2023 other than as disclosed herein.

The Company has four reportable segments ~~have been reclassified to conform to the current presentation. These reclassifications had no effect on the Company's reported consolidated results.~~consisting of North America Loss Adjusting, International Operations, Broadspire, and Platform Solutions. Significant intercompany transactions have been eliminated in consolidation.

The Condensed Consolidated Balance Sheet information presented herein as of December 31, 2016 has been derived from the audited consolidated financial statements as of that date, but does not include all of the information and footnotes required by GAAP for complete financial statements. For further information, refer to the consolidated financial statements and footnotes thereto included in the Company's Annual Report on Form 10-K for the year ended December 31, 2016.

The Company consolidates the liabilities of its deferred compensation plan and the related assets, which are held in a rabbi trust and also considered a variable interest entity ("VIE") of the Company. The rabbi trust was created to fund the liabilities of the Company's deferred compensation plan. The Company is considered the primary beneficiary of the rabbi trust because the Company directs the activities of the trust and can use the assets of the trust to satisfy the liabilities of the Company's deferred compensation plan. At ~~September 30, 2017~~March 31, 2024 and December 31, ~~2016,~~2023, the liabilities of the deferred compensation plan were ~~$7,572,000~~$6,439,000 and ~~$9,385,000,~~$6,261,000, respectively, which represented obligations of the Company rather than of the rabbi trust, and the values of the assets held in the related rabbi trust were ~~$16,462,000~~$10,256,000 and ~~$16,227,000,~~$10,237,000, respectively. These liabilities and assets are included in "Other noncurrent liabilities" and "Other noncurrent assets," respectively, on the Company's unaudited Condensed Consolidated Balance Sheets.

~~NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS~~

~~Unaudited~~

The Company owns 51% of the capital stock of Lloyd Warwick International Limited ("LWI"). The Company has also agreed to provide financial support to LWI of up to approximately $10,000,000. Because of this controlling financial interest, and because Crawford has the obligation to absorb certain of LWI's losses through the additional financial support that LWI may require, LWI is considered a VIE of the Company. LWI also does not meet the business scope exception, as Crawford provides more than half of its financial support, and because LWI lacks sufficient equity at risk to permit it to carry on its activities without this additional financial support. Creditors of LWI have no recourse to Crawford's general credit. Accordingly, Crawford is considered the primary beneficiary and consolidates LWI. Total assets and liabilities of LWI as of September 30, 2017 were $10,163,000 and $10,791,000, respectively. Total assets and liabilities of LWI as of December 31, 2016 were $9,300,000 and $10,554,000, respectively. Included in LWI's total liabilities is a loan from Crawford of $8,756,000 and $8,704,000 as of September 30, 2017 and December 31, 2016, respectively.

Noncontrolling interests represent the minority shareholders' share of the net income or loss and shareholders' investment in consolidated subsidiaries. Noncontrolling interests are presented as a component of shareholders' investment in the unaudited Condensed Consolidated Balance Sheets and reflect the initial fair value of these investments by noncontrolling shareholders, along with their proportionate share of the income or loss of the subsidiaries, less any dividends or distributions. Noncontrolling interests that are redeemable at the option of the holder are presented outside of shareholders' investment as "Redeemable Noncontrolling Interests" and are carried at either their initial fair value plus any profits or losses or estimated redemption value if an adjustment is required.

2. ~~Business Acquisition~~

~~On January 4, 2017, the Company acquired 85% of the outstanding membership interests of WeGoLook~~^®, LLC, for cash consideration of $36,125,000. WeGoLook provides a variety of on-demand inspection, verification, and other field services for businesses and consumers through a mobile platform of independent contractors.

Based on our preliminary acquisition accounting, net tangible assets acquired totaled $1,040,000, including $96,000 of cash. The difference between the purchase price and the net assets acquired represents indefinite- and definite-lived intangible assets, goodwill and redeemable noncontrolling interests. The acquisition was funded primarily through additional borrowings under the Company's credit facility.

The purchase agreement also provides that: (a) $250,000 of the purchase price will be held in escrow to secure the net working capital post-closing adjustment; and (b) $800,000 of the purchase price will be held in escrow for a period of 15 months, and $1,000,000 of the purchase price will be held in escrow for a period of 24 months, after the closing date in each case, to secure any valid indemnification claims that the Company may assert for specified breaches of representations, warranties or covenants under the purchase agreement. As of September 30, 2017, the $250,000 net working capital post-closing adjustment escrow has been released.

The Company has an option, beginning on January 1, 2022 and expiring on December 31, 2023, to acquire the remaining 15% of the outstanding membership interests of WeGoLook. In the event the Company does not exercise the option, beginning on January 1, 2024, the minority members shall have the right to require the Company to acquire the minority members’ interests on or before December 31, 2024. In addition, at the time of the exercise of the option or the put, the minority members may be entitled to additional consideration depending on whether certain financial targets of WeGoLook are achieved between closing and December 31, 2021.

The acquisition was accounted for under the guidance of ASC 805-10, as a business combination under the acquisition method. The preliminary application of acquisition accounting to the assets acquired, and liabilities and redeemable noncontrolling interests assumed, as well as the results of operations of WeGoLook including income or loss attributable to redeemable noncontrolling interests, are reported within the Company’s U.S. Services segment.

~~NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS~~

~~Unaudited~~

As a result of the acquisition, the Company preliminarily recognized definite-lived intangible assets of $17,794,000 consisting of developed technology, customer relationships, non-compete agreements and established relationships with independent contractors. The estimated useful lives of these definite-lived intangible assets range from three to ten years. The Company recognized related amortization expense of $643,000 and $1,930,000 in its unaudited Condensed Consolidated Statements of Operations for the three months and nine months ended September 30, 2017. The Company preliminarily recognized goodwill of $23,977,000 related to the acquisition. The Company anticipates the goodwill attributable to the acquisition will be deductible for tax purposes. The Company recognized noncontrolling interests of $7,743,000 which were measured at fair value at the acquisition date. The noncontrolling interests have been recorded as "Redeemable Noncontrolling Interests" in the Company's unaudited Condensed Consolidated Balance Sheets. During the nine months ended September 30, 2017, no changes were made to the redemption value of the redeemable noncontrolling interests; the change in value was due to the loss for the period. See Note 1, “Basis of Presentation” for a discussion of noncontrolling interests and redeemable noncontrolling interests.

The business acquisition accounting is preliminary and subject to change, as the Company gathers additional information related to the assets acquired and liabilities and redeemable noncontrolling interests assumed, including intangible assets, other assets, accrued liabilities, deferred taxes, and uncertain tax positions. The Company is in the process of obtaining final third-party valuations of certain intangible assets; thus, the provisional measurements of intangible assets, goodwill, redeemable noncontrolling interests, and deferred income taxes are subject to change.

The Company does not anticipate the WeGoLook operations will have a material impact on the Company’s consolidated results of operations or its earnings per share during 2017. For the three months and nine months ended September 30, 2017, WeGoLook accounted for $2,180,000 and $6,338,000 of the Company’s consolidated revenues before reimbursements, respectively.

3. Recently Issued Accounting Standards

~~Derivatives and Hedging-Targeted~~

Improvements to ~~Accounting for Hedging Activities~~

Reportable Segment Disclosures (ASU 2023-07)

In ~~August 2017,~~November 2023, the ~~Financial Accounting Standards Board ("FASB")~~FASB issued ~~Accounting Standards Update ("ASU") 2017-12, "Targeted~~ASU 2023-07, Segment Reporting (Topic 280): Improvements to ~~Accounting for Hedging Activities."~~Reportable Segment Disclosures, which requires more detailed information about a reportable segment’s expenses. The ASU was issued to improve the financial reporting of hedging relationships to better portray the economic results of an entity's risk management activities in its financial statements. Additionally, the amendments in this update simplify the application of the hedge accounting guidance. The updatenew standard is effective for ~~annual~~fiscal years beginning after December 15, 2023 and interim periods beginning after December 15, ~~2018, and interim periods thereafter. Early adoption is permitted,~~2024, with ~~the effect of adoption reflected as of the beginning of the fiscal year of adoption.~~retrospective application required. The Company is currently evaluating the ~~effect~~impact of this ~~ASU may have~~guidance on its ~~results of operations,~~consolidated financial ~~condition and cash flows. The Company is not party~~statements.

Improvements to ~~any derivative contracts.~~

~~Earning Per Share-Distinguishing Liabilities from Equity-Derivatives and Hedging~~

Income Tax Disclosures (ASU 2023-09)

In ~~July 2017,~~December 2023, the FASB issued ASU ~~2017-11, "Earnings Per Share~~2023-09, Income Taxes (Topic ~~260); Distinguishing Liabilities from Equity (Topic 480); Derivatives~~740): Improvements to Income Tax Disclosures, a new accounting standard to enhance the transparency and ~~Hedging (Topic 815): (Part I) Accounting for Certain Financial Instruments with Down Round Features, (Part II) Replacement~~decision usefulness of ~~the Indefinite Deferral for Mandatorily Redeemable Financial Instruments of Certain Nonpublic Entities and Certain Mandatorily Redeemable Noncontrolling Interests with a Scope Exception."~~income tax disclosures. The ASU Part I changes the classification analysis of certain equity-linked financial instruments with down round features and the related disclosures. Part II of the amendments recharacterizes the indefinite deferral of certain provisions of Topic 480 and do not have an accounting effect. The updatenew standard is effective for ~~annual periods~~fiscal years beginning after December 15, 2018, and interim periods thereafter. Early adoption is permitted, including adoption in an interim period. The Company is currently evaluating the effect this ASU may have on its results of operations, financial condition and cash flows.

~~Compensation-Stock Compensation: Scope of Stock Compensation Modification Accounting~~

In May 2017, the FASB issued ASU 2017-9, "Compensation-Stock Compensation: Scope of Stock Compensation Modification Accounting." The ASU was issued to provide clarity and reduce both (1) diversity in practice and (2) cost and complexity when applying the guidance in Topic 718, Compensation—Stock Compensation, to a change to the terms or conditions of a share-based payment award. The amendments in this update provide guidance about which changes to the terms or conditions of a share-based payment award require an entity to apply modification accounting in Topic 718. The update is effective for annual periods beginning after December 15, 2017, and interim periods thereafter. Early adoption is permitted, including adoption in any interim period. The Company is currently evaluating the effect this ASU may have on its results of operations, financial condition and cash flows.

~~Compensation-Retirement Benefits: Improving the Presentation of Net Periodic Pension Cost and Net Periodic Postretirement Benefit Cost~~

In March 2017, the FASB issued ASU 2017-7, "Compensation-Retirement Benefits: Improving the Presentation of Net Periodic Pension Cost and Net Periodic Postretirement Benefit Cost." The ASU requires that an employer report the service cost component in the same line item or items as other compensation costs arising from services rendered by the pertinent employees during the period. The other components of net benefit cost are required to be presented in the income statement separately from the service cost component and outside a subtotal of income from operations, if one is presented. If a separate line item or items are used to present the other components of net benefit cost, that line item or items must be appropriately described. If a separate line item or items are not used, the line item or items used in the income statement to present the other components of net benefit cost must be disclosed. The amendments in this update also allow only the service cost component to be eligible for capitalization when applicable. The update is effective for annual periods beginning after December 15, 2017, and interim periods thereafter. Early adoption is permitted, including adoption in any interim period. The Company is currently evaluating the effect this ASU may have on its results of operations, financial condition and cash flows.

~~Simplifying the Test for Goodwill Impairment~~

In January 2017, the FASB issued ASU 2017-4, "Simplifying the Test for Goodwill Impairment." The ASU was issued to simplify subsequent measurement of goodwill. The update eliminates Step 2 from the goodwill impairment test. Under the amendments in this update, an entity should perform its annual, or interim, goodwill impairment test by comparing the fair value of a reporting unit2024, with its carrying amount. An entity should recognize an impairment charge for the amount by which the carrying amount exceeds the reporting unit’s fair value; however, the loss recognized should not exceed the total amount of goodwill allocated to that reporting unit. Additionally, an entity should consider income tax effects from any tax deductible goodwill on the carrying amount of the reporting unit when measuring the goodwill impairment loss, if applicable. The Company elected to early adopt this ASU during the three-month period ended March 31, 2017, with no effect on its results of operations, financial condition or cash flows.

~~Clarifying the Definition of a Business~~

In January 2017, the FASB issued ASU 2017-1, "Clarifying the Definition of a Business." The ASU was issued to clarify the definition of a business for purposes of acquisitions and dispositions. The amendments in this update provide a more robust framework than prior guidance to use in determining when a set of assets and activities constitutes a business. The Company early adopted this ASU during the three-month period ended March 31, 2017, with no effect on its results of operations, financial condition or cash flows.

In November 2016, the FASB issued ASU 2016-18, "Restricted Cash." The ASU was issued to address diversity in practice in the classification and presentation of a change in restricted cash on the statement of cash flows. The amendments in this update require that a statement of cash flows explain the change during the period in the total of cash, cash equivalents, and amounts generally described as restricted cash or restricted cash equivalents. The Company early adopted this ASU during the three-month period ended March 31, 2017, with no effect on its statement of cash flows.

~~Intra-Entity Transfers of Assets Other Than Inventory~~

In October 2016, the FASB issued ASU 2016-16, "Intra-Entity Transfers of Assets Other Than Inventory." The update was issued to improve the accounting for income tax consequences of intra-entity transfers of assets other than inventory. The initiative is designed to reduce the complexity in accounting standards. Under the amendment an entity should recognize the income tax consequences of an intra-entity transfer of an asset other than inventory when the transfer occurs. Consequently, the amendments in this update eliminate the exception for an intra-entity transfer of an asset other than inventory. The update is effective for annual periods beginning after December 15, 2017, and interim periods thereafter. Early adoption isretrospective application permitted. The Company is currently evaluating the ~~effect~~impact of this ~~ASU may have~~guidance on its ~~results of operations,~~consolidated financial ~~condition and cash flows.~~statements.

~~Classification of Certain Cash Receipts and Cash Payments in the Statement of Cash Flows~~

In August 2016, the FASB issued ASU 2016-15, "Statement of Cash Flows Classification of Certain Cash Receipts and Cash Payments." The update addresses diversity in cash flow reporting issues. The guidance specifically addresses issues concerning debt repayment costs, settlement of zero coupon debt instruments, contingent consideration payments made after a business combination, proceeds from insurance claims and corporate owned life insurance beneficial interests in securitization transactions, and distributions from equity method investees. The guidance also clarifies how the predominant principle should be applied when cash receipts and cash payments have more than one class of cash flows. The update is effective for annual periods beginning after December 15, 2017, and interim periods thereafter. Early adoption is permitted. The Company is currently evaluating the effect this amendment may have on its statement of cash flows.

~~Measurement of Credit Losses on Financial Instruments~~

In June 2016, the FASB issued ASU 2016-13, "Measurement of Credit Losses on Financial Instruments." This update replaces the incurred loss methodology to record credit losses with a methodology that reflects the expected credit losses for financial assets not accounted for at fair value with gains and losses recognized through income. The amendment is effective for annual periods beginning after December 15, 2019, and interim periods within those fiscal years. Early adoption is permitted for fiscal years beginning after December 15, 2018, and interim periods within those fiscal years. The Company is currently evaluating the effect this amendment may have on its results of operations, financial condition and cash flows.

~~Improvements to Employee Share-Based Payment Accounting~~

In March 2016, the FASB issued ASU 2016-09, "Improvements to Employee Share-Based Payment Accounting." This update was issued as part of a simplification effort for the accounting of share-based payment transactions, including the income tax consequences, classification of awards as either equity or liabilities, change in forfeiture accounting, and classification on the statement of cash flows. The Company adopted this standard prospectively effective January 1, 2017. Prior periods have not been adjusted. As a result of adoption, the Company recorded an entry to increase deferred tax assets and increased retained earnings in the amount of $692,000 for tax benefits not previously recorded related to stock compensation. The Company will record all excess tax benefits and tax deficiencies on share-based payment awards as a discrete item in the income statement as these awards vest or are exercised. Forfeitures will be recognized as they occur. The Company reflects all payments made to taxing authorities on behalf of employees by withholding shares as a financing activity in the statement of cash flows. During the quarter and nine months ended September 30, 2017, the Company recorded tax benefits of $0 and $200,000, respectively, as a result of adoption of this standard.

~~Simplifying the Transition to the Equity Method of Accounting~~

In March 2016, the FASB issued ASU 2016-07, "Simplifying the Transition to the Equity Method of Accounting." This update eliminates the requirement that when an investment qualifies for use of the equity method as a result of an increase in the level of ownership interest or degree of influence, an investor must adjust the investment, results of operations, and retained earnings retroactively on a step-by-step basis as if the equity method had been in effect during all previous periods that the investment had been held. The amendments in this update are effective for annual periods beginning after December 15, 2016, and interim periods thereafter. The Company adopted this standard effective January 1, 2017, with no impact to its results of operations, financial condition and cash flows.

~~Financial Accounting for Leases~~

In February 2016, the FASB issued ASU 2016-02, "Financial Accounting for Leases." Under this update, a lessee will be required to recognize assets and liabilities for leases with lease terms of more than 12 months. Consistent with current GAAP, the recognition, measurement, and presentation of expenses and cash flows arising from a lease by a lessee primarily will depend on its classification as a finance or operating lease. However, unlike current GAAP, which requires only capital leases to be recognized on the balance sheet, this ASU will require both types of leases to be recognized on the balance sheet. The ASU also will require disclosures to help investors and other financial statement users better understand the amount, timing, and uncertainty of cash flows arising from leases. These disclosures include qualitative and quantitative requirements, providing additional information about the amounts recorded in the financial statements. The update is effective for annual periods beginning after December 15, 2018, and interim periods thereafter. Early adoption is permitted. The Company anticipates the impact of adopting this standard will result in an increase in operating lease liabilities and right to use assets on its balance sheet.

3. Revenue Recognition

Revenue from Contracts with Customers

~~In May 2014,~~

Revenues are recognized when control of the ~~FASB issued ASU 2014-09, "Revenue from Contracts with Customers." Under ASU 2014-09, companies will be required~~promised services is transferred to ~~recognize revenue to depict~~ the ~~transfer of control for goods or services to~~Company's customers in ~~amounts~~an amount that ~~reflect~~reflects the consideration ~~to which~~ the ~~company~~Company expects to be entitled to in exchange for those ~~goods~~services. Revenues are recognized net of any sales, use or services. The new standard also will result in enhanced disclosures about revenue, provide guidance for transactions that were not previously addressed comprehensively (for example, service revenue and contract modifications) and modify guidance for multiple-element arrangements. In August 2015, the FASB issued ASU 2015-14,value added taxes collected from customers, which ~~deferred by one year the effective date of ASU 2014-09. The one year deferral of the effective date of this standard changed the effective date for the Company~~are subsequently remitted to January 1, 2018. Early adoption is permitted, but not before the original effective date. The FASB issued ASU 2016-08, "Principal versus Agent Considerations (Reporting Revenue Gross versus Net)" in March 2016, ASU 2016-10, "Revenue from Contracts with Customers: Identifying Performance Obligations and Licensing" in April 2016, ASU 2016-12, "Revenue from Contracts with Customers: Narrow-Scope Improvements and Practical Expedients," in May 2016, and ASU 2016-20, “Technical Corrections and Improvements to Topic 606, Revenue from Contracts with Customers,” in December 2016. All of these amendments are intended to improve and clarify the implementation guidance of ASU 2014-09 and have the same effective date as the original standard.

The Company has reviewed a sample of contracts with its customers that represent approximately 50% of its consolidated annual revenues before reimbursements that the Company believes is representative of its significant revenue streams identified to date, and is performing procedures to confirm the initial assessment as applied to all revenue streams. The assessment of the impact on revenue and expenses based on these reviews to determine the impact to the Company’s results of operations, financial position and cash flows as a result of this guidance is ongoing.governmental authorities. As the Company completes its ~~overall assessment,~~performance obligations which are identified below, it has an unconditional right to consideration as outlined in the Company's contracts. Generally, the Company's accounts receivables are expected to be collected in less than two months.

The Company's North America Loss Adjusting and International Operations segments generate revenue for adjusting services provided to insurance companies and self-insured entities related to property and casualty losses caused by physical damage to commercial and residential real property and certain types of personal property. These segments also generate revenues for claims management services provided to insurance companies and self-insured entities related to large, complex losses with technical adjusting and industry experts servicing a broad range of industries. The Company charges on a fee-per-claim basis for each optional purchase of the claims management services exercised by its customer. The Company also performs Legal Services within its International Operations segment. Revenue is recognized over time as the performance obligations are satisfied through the effort expended to research, investigate, evaluate, document and report the claim and control of these services is transferred to the customer. Revenue is recognized based on the claim type for fixed fee claims applied utilizing a portfolio approach based on time elapsed for these claims. For claims billed on a time and expense incurred basis, which are considered variable consideration, the Company recognizes revenue at the amount in which it has the right to invoice for services performed. These methods of revenue recognition are the most accurate depiction of the transfer of the claims management services to the customer. Task assignment services are single optional purchase performance obligations which are generally satisfied at a point in time when the control of the service is transferred to the customer. Therefore, revenue is recognized when the customer receives the service requested.

The following table presents North America Loss Adjusting revenues before reimbursements disaggregated by geography for the three months ended March 31, 2024 and 2023:


	Three Months Ended
(in thousands)	March 31, 2024		March 31, 2023
U.S.	$	53,524	$	52,983
Canada		23,841		24,614
Total North America Loss Adjusting Revenues before Reimbursements	$	77,365	$	77,597

The following table presents International Operations revenues before reimbursements disaggregated by geography and service line for the three months ended March 31, 2024 and 2023:


	Three Months Ended
(in thousands)	March 31, 2024		March 31, 2023
U.K.	$	37,899	$	30,732
Europe		23,621		22,764
Australia		17,280		20,636
Asia		5,369		5,627
Latin America		8,196		6,235
International Loss Adjusting	$	92,365	$	85,994

Crawford Legal Services	$	5,727	$	5,869
Total International Operations Revenues before Reimbursements	$	98,092	$	91,863

The Company’s Broadspire segment is a third party administrator that generates revenue through its Claims Management and Medical Management service lines.

The Claims Management service line includes Workers' Compensation, Liability, Property and Disability Claims Management. This service line also performs additional services such as Accident & Health claims programs, including Affinity type claims, and disability and leave management services. Each claim referred by the customer is considered an additional optional purchase of claims management services under the agreement with the customer. The transaction price is specified in the contract and is fixed for each service. Revenue is recognized over time as services are provided as the performance obligations are satisfied through the effort expended to research, investigate, evaluate, document, and report the claim and control of these services is transferred to the customer. Revenue is recognized based on historical claim closure rates and claim type applied utilizing a portfolio approach based on time elapsed for these claims as the Company believes this is the most accurate depiction of the transfer of claims management services to its customer. Broadspire also provides claims management services on a monthly basis for which revenue is recognized over time monthly based on claims received and staff required to complete our claim handling obligations. Broadspire also provides Risk Management Information Services and Account Administration Services and generates revenues from income earned for managing funds maintained to administer claims for its customers. For non-claim services provided in our Claims Management service line, revenue is recognized over time as services are provided and control of these services is transferred to the customer. Revenue is recognized as time elapses as this is the most accurate depiction of the transfer of the service to the customer.

The Company's obligation to manage claims under the Claims Management service line can range from less than one year, on a one- or two-year basis or for the lifetime of the claim. Under certain claims management agreements, the Company receives consideration from a customer at contract inception prior to transferring services to the customer, however, it would begin performing services immediately. The period between a customer’s payment of consideration and the completion of the promised services could be greater than one year. There is no difference between the amount of promised consideration and the cash selling price of the promised services. The fee is billed upfront by the Company in order to provide customers with simplified and predictable ways of purchasing its services and it is customary to invoice service fees when the claim is assigned. The Company considered whether a significant financing component exists and determined that there is not a significant financing component at the contract level.

The Medical Management service line offers case managers who provide administration services by proactively managing medical treatment plans for claimants while facilitating an understanding of and participation in their rehabilitation process. Revenue for Medical Management services is recognized over time as the performance obligations are satisfied through the effort expended to manage the medical treatment for claimants and control of these services is transferred to the customer. Medical Management services are generally billed based on time incurred, are considered variable consideration, and revenue is recognized at the amount in which the Company has the right to invoice for services performed. This method of revenue recognition is the most accurate depiction of the transfer of the Medical Management services to the customer. The Company also ~~identifying~~performs medical bill review services. Medical bill review services provide an analysis of medical charges for clients’ claims to identify opportunities for savings. Medical bill review services revenues are recognized over time as control of the service is transferred to the customer. Revenue is recognized based upon the transfer of the results of the medical bill review service to the customer as this is the most accurate depiction of the transfer of the service to the customer.

The following table presents Broadspire revenues before reimbursements disaggregated by service line for the three months ended March 31, 2024 and ~~preparing to implement changes~~2023:


	Three Months Ended
(in thousands)	March 31, 2024		March 31, 2023
Claims Management	$	48,398	$	43,108
Medical Management		45,900		40,946
Total Broadspire Revenues before Reimbursements	$	94,298	$	84,054

The Company's Platform Solutions segment principally generates revenues through its Contractor Connection, Networks and Subrogation service lines.

The Contractor Connection service line generates revenue through its independently managed contractor network. Contractor Connection primarily generates revenue by receiving a fee for each project that is sold by its network of contractors. Revenue is recognized at a point in time once the consumer accepts the contractor's proposal as Contractor Connection’s performance obligation of referring projects to its ~~accounting policies~~contractors has been completed and ~~disclosure requirements.~~the Company is entitled to consideration at that time. The contractor takes control of the service upon the consumer’s acceptance of the contractor’s proposal.

The Networks service line generates revenues for claims management services provided to insurance companies and self-insured entities related to property, casualty and catastrophic losses. Networks also generates revenue by providing on-demand inspection, verification and other task specific field services for businesses and consumers. Revenue is recognized over time as the performance obligations are satisfied through the effort expended to research, investigate, evaluate, document and report the claim and control of these services is transferred to the customer. Revenue is recognized based on the claim type for fixed fee claims, applied based on time elapsed for these claims. For claims billed on a time and expense incurred basis, which are considered variable consideration, the Company recognizes revenue at the amount in which it has the right to invoice for services performed. These methods of revenue recognition are the most accurate depiction of the transfer of the claims management services to the customer.

The Subrogation service line provides subrogation recovery and consultative services for the property and casualty insurance industry. Revenue is recognized at a point in time when the subrogation is successful and cash consideration is received.

The following table presents Platform Solutions revenues before reimbursements disaggregated by service line for the three months ended March 31, 2024 and 2023:


	Three Months Ended
(in thousands)	March 31, 2024		March 31, 2023
Contractor Connection	$	16,945	$	19,301
Networks		7,743		37,403
Subrogation		7,211		6,116
Total Platform Solutions Revenues before Reimbursements	$	31,899	$	62,820

In the normal course of business, the Company's segments incur certain out-of-pocket expenses that are thereafter reimbursed by its customers. The Company controls the promised good or service before it is transferred to its customer, therefore it is a principal in the transaction. These out-of-pocket expenses and associated reimbursements are reported on a gross basis within expenses and revenues, respectively, in the Company's unaudited Condensed Consolidated Statements of Operations.

Claims Management Performance Obligations

For claims management services, the Company typically has one performance obligation; however, it also provides the customer with an option to acquire additional services. The Company sells multiple lines of claims processing and different levels of processing depending on the complexity of the claims. The Company typically provides a menu of offerings from which the customer chooses to purchase at its option. The price of each service is separate and distinct and provides a separate and distinct value to the customer. Pricing is consistent for each service irrespective of the other services or quantities requested by the customer. For example, if the ~~ASU requires increased disclosure,~~Company provides claims processing for both auto and general liability, those services are priced and delivered independently. These additional services represent optional purchases of additional claims management services and do not represent arrangements with multiple performance obligations.

Performance-based fees

The Company, from time-to-time, entered into contracts with certain clients within its International Operations that provided for additional fee revenues or revenue reductions based on its efficiency in managing claim portfolios and on the basis of claim outcomes and the resulting average claim costs for the respective portfolios. These amounts were in addition to, or a reduction of, the fee revenues discussed above. These performance-based revenues, which represent variable consideration, were based on performance metrics set forth in ~~turn~~the underlying contracts. These were generally under multi-year contracts but with discrete individual contract year measurement periods that remained subject to adjustment until claim closure. Each period, the Company based its estimates of performance-based revenues on an individual contract year basis, which were subject to adjustment in future years based on changes in average claim costs. Accordingly, the amounts represented the Company's best estimate of amounts earned using historical averages and other factors. Because the expectation of the ultimate contingent revenue amounts to be earned could vary from period to period, these estimates could change significantly from quarter to quarter, and such adjustments could occur in future periods until the individual contract year measurement period was closed. Variable consideration was recognized when the Company concluded, based on all the facts and information available at the reporting date, that it was probable that a significant revenue reversal would not occur in future periods. During 2023, the Company completed its obligations for performance-based revenues under these contracts.

Contract Balances

The timing of revenue recognition, billings and cash collections result in billed accounts receivables, unbilled accounts receivable reported as "Unbilled revenues, at estimated billable amounts," and "Deferred revenues" on the Company’s unaudited Condensed Consolidated Balance Sheets. Unbilled revenues is ~~expected~~recorded for revenue that has been recognized in advance of billing the customer, resulting from professional services delivered that the Company expects and is entitled to receive as consideration under certain contracts. Billing requirements vary by contract but substantially, all unbilled revenues are billed within one year.

When the Company receives consideration from a customer prior to transferring services to the customer under the terms of certain claims management agreements, it records deferred revenues on its unaudited Condensed Consolidated Balance Sheets, which represents a contract liability. These fixed-fee service agreements typically result from the Broadspire segment and require ~~certain new processes~~the Company to handle claims on either a one- or two-year basis, or for the lifetime of the claim. In cases where it handles a claim on a non-lifetime basis, the Company typically receives an additional fee on each anniversary date that the claim remains open. For service agreements where it provides services for the life of the claim, the Company is paid one upfront fee regardless of the duration of the claim. The Company recognizes deferred revenues as revenues as it performs services and ~~system changes.~~ transfers control of the services to the customer and satisfies the performance obligation which it determines utilizing a portfolio approach.

The Company's ~~evaluation indicated~~deferred revenues for claims handled for one or two years are not as sensitive to changes in claim closing rates since the performance obligations are satisfied within a fixed length of time. Deferred revenues for lifetime claim handling are more sensitive to changes in claim closing rates since the Company is obligated to handle these claims to conclusion with no additional fees received for long-lived claims. Deferred revenues related to lifetime claim handling arrangements approximated $40,121,000 and $39,800,000 as of March 31, 2024 and December 31, 2023, respectively. For all fixed fee service agreements, revenues are recognized over the expected service periods by type of claim. Based upon its historical averages, the Company closes approximately 99% of all cases referred to it under lifetime claim service agreements within five years from the date of referral. Also, within that ~~process~~five-year period, the percentage of cases remaining open in any one particular year has remained relatively consistent from period to period. Each quarter the Company evaluates its historical case closing rates by type of claim utilizing a portfolio approach and ~~system~~adjusts deferred revenues as necessary. As a portfolio approach is utilized to recognize deferred revenues, any changes ~~are required to capture~~in estimates will impact the ~~amounts and expected~~ timing of revenue recognition and any changes in estimates are recognized in the period in which they are determined.

The table below presents the deferred revenues ~~to be recognized from~~balance as of January 1, 2024 and the significant activity affecting deferred revenues during the three months ended March 31, 2024:


(In Thousands)
Customer Contract Liabilities	Deferred Revenue
Balance at January 1, 2024	$	60,411
Quarterly additions		24,919
Revenue recognized from the prior periods		(15,358	)
Revenue recognized from current quarter additions		(8,941	)
Balance as of March 31, 2024	$	61,031

Remaining Performance Obligations

As of March 31, 2024, the Company had $104,300,000 of remaining performance obligations ~~during~~related to claims and non-claims services in which the price is fixed. Remaining performance obligations consist of deferred revenues as ~~of each reporting period and~~well as certain unbilled receivables where the ~~Company~~claims processing has ~~completed a majority of these process and system changes at this time.~~not yet occurred. The Company expects to ~~adopt this new standard~~recognize approximately 72% of its remaining performance obligations as ~~of January 1, 2018 using~~revenues within one year and the ~~modified retrospective method~~remaining balance thereafter.

Costs to Obtain a Contract

The Company has a sales incentive compensation program where payment is based on the revenues recognized in the period. The payment does not represent an incremental cost to the Company that ~~may result~~provides a future benefit expected to be longer than one year and would meet the criteria to be capitalized and presented as a contract asset on the Company's unaudited Condensed Consolidated Balance Sheets.

Practical Expedients Elected

As a practical expedient, the Company does not adjust the consideration in a ~~cumulative effect~~contract for the effects of a significant financing component it expects, at contract inception, when the period between a customer’s payment of consideration and the transfer of promised services to the customer will be one year or less. For claims management services that are billed on a time and expense incurred or per unit basis, the Company recognizes revenue at the amount to which it has the right to invoice for services performed.

The Company does not disclose the value of remaining performance obligations for (i) contracts for which it recognizes revenue at the amount to which it has the right to invoice for services performed, or (ii) contracts with variable consideration allocated entirely to a single performance obligation.

The Company's consolidated effective income tax rate may change periodically due to changes in enacted tax rates, fluctuations in the mix of income earned from the Company's various domestic and international operations, which are subject to income taxes at different rates, the Company's ability to utilize net operating loss and tax credit carryforwards, ~~and~~ amounts related to uncertain income tax positions. The Company estimates that its effective income tax rate for 2017 will be approximately 30% after considering known discrete items. The decrease in rate is due to certain non-recurring benefits in 2017positions and ~~changes in the mix of income.~~ goodwill impairments.

The provision for income taxes on consolidated income before income taxes totaled ~~$4.9 million~~a provision of $1,047,000 and ~~$8.6 million~~$5,271,000 for the three months ended ~~September 30, 2017~~March 31, 2024 and ~~2016, respectively. The provision for income taxes on consolidated income totaled $16.6 million and $20.0 million for the nine months ended September 30, 2017 and 2016,~~2023, respectively. The overall effective tax rate decreased to ~~35.7%~~27.4% for the ~~nine~~three months ended ~~September 30, 2017~~March 31, 2024 compared with ~~40.7%~~32.9% for the ~~2016~~2023 period primarily due to ~~changes in non-recurring~~a larger impact of discrete tax items ~~and mix of income year over year.~~resulting from lower year-over-year earnings.

6. Defined Benefit Pension Plans

Three months ended Nine months ended
(in thousands) September 30,
2017 September 30,
2016 September 30,
2017 September 30,
2016
Service cost $ 333
$ 167
$ 980
$ 825
Interest cost 5,656
6,726
16,829
23,298
Expected return on assets (8,608 ) (8,024 ) (25,623 ) (28,782 )
Amortization of actuarial loss 2,782
2,911
8,297
9,729
Net periodic benefit cost $ 163
$ 1,780
$ 483
$ 5,070

For the ~~nine-month period~~three months ended ~~September 30, 2017,~~March 31, 2024 and 2023, the non-service components of net periodic pension expense of $2,523,000 and $2,145,000, respectively, are included in "Other Loss, net" on the unaudited Condensed Consolidated Statements of Operations. For the three months ended March 31, 2024, the Company made nocontributions of ~~$9,000,000~~to the U.S. defined benefit pension plan and ~~$4,038,000~~$602,000 to ~~its U.S. and~~the U.K. defined benefit pension plans, ~~respectively,~~as compared with ~~contributions of~~ ~~$9,000,000~~ ~~and~~ ~~$4,564,000, respectively, in the comparable~~ ~~2016~~ ~~periods. The Company is not required to make any additional~~no contributions to ~~its~~the U.S. ordefined benefit pension plan and $502,000 to the U.K. defined benefit pension plans ~~for the remainder of 2017; however, the Company expects to make additional contributions of approximately $1,327,000 to its U.K. plan~~ during the ~~remainder of 2017. No additional contributions are expected to be made to the U.S. plan during the remainder of 2017.~~three months ended March 31, 2023.

7. Net Income Attributable to Shareholders of Crawford & Company per Common Share

The Company computes earnings per share of its non-voting Class A Common Stock ("CRD-A") and voting Class B Common Stock ("CRD-B") using the two-class method, which allocates the undistributed earnings in each period to each class on a proportionate basis. The Company's Board of Directors has the right, but not the obligation, to declare higher dividends on the CRD-A shares than on the CRD-B shares, subject to certain limitations. In periods when the dividend is the same for CRD-A and CRD-B or when no dividends are declared or paid to either class, the two-class method generally will yield the same earnings per share for CRD-A and CRD-B. During ~~the first three quarters of each of 2017~~2024 and ~~2016,~~2023, the Board of Directors has declared ~~a higher~~the same dividend on CRD-A ~~than on~~and CRD-B.

Three months ended Nine months ended
September 30,
2017 September 30,
2016 September 30,
2017 September 30,
2016
(in thousands, except per share amounts) CRD-A CRD-B CRD-A CRD-B CRD-A CRD-B CRD-A CRD-B
Earnings per share - basic:
Numerator: ��
Allocation of undistributed earnings $ 4,703
$ 3,691
$ 4,195
$ 3,350
$ 10,858
$ 8,532
$ 10,003
$ 8,037
Dividends paid 2,193
1,226
2,166
1,234
6,593
3,695
6,459
3,703
Net income attributable to common shareholders, basic $ 6,896
$ 4,917
$ 6,361
$ 4,584
$ 17,451
$ 12,227
$ 16,462
$ 11,740

Denominator:

Weighted-average common shares outstanding, basic 31,276
24,550
30,922
24,690
31,359
24,639
30,731
24,690
Earnings per share - basic $ 0.22
$ 0.20
$ 0.21
$ 0.19
$ 0.56
$ 0.50
$ 0.54
$ 0.48

The computations of diluted net income attributable to shareholders of Crawford & Company per common share were as follows:


	Three Months Ended
	March 31, 2024						March 31, 2023
(in thousands, except per share amounts)	CRD-A			CRD-B			CRD-A		CRD-B
Earnings per share - diluted:
Numerator:
Allocation of undistributed earnings	$	(368	)	$	(238	)	$	4,614	$	3,142
Dividends paid		2,074			1,369			1,734		1,191
Net income attributable to common shareholders, diluted	$	1,706		$	1,131		$	6,348	$	4,333

Denominator:
Weighted-average common shares outstanding, basic		29,586			19,542			28,841		19,848
Weighted-average effect of dilutive securities		693			—			300	—
Weighted-average common shares outstanding, diluted		30,279			19,542			29,141		19,848
Earnings per share - diluted	$	0.06		$	0.06		$	0.22	$	0.22

Three months ended Nine months ended
September 30,
2017 September 30,
2016 September 30,
2017 September 30,
2016
(in thousands, except per share amounts) CRD-A CRD-B CRD-A CRD-B CRD-A CRD-B CRD-A CRD-B
Earnings per share - diluted:
Numerator:
Allocation of undistributed earnings $ 4,756
$ 3,638
$ 4,239
$ 3,306
$ 10,978
$ 8,412
$ 10,071
$ 7,969
Dividends paid 2,193
1,226
2,166
1,234
6,593
3,695
6,459
3,703
Net income attributable to common shareholders, diluted $ 6,949
$ 4,864
$ 6,405
$ 4,540
$ 17,571
$ 12,107
$ 16,530
$ 11,672

Denominator:
Weighted-average common shares outstanding, basic 31,276
24,550
30,922
24,690
31,359
24,639
30,731
24,690
Weighted-average effect of dilutive securities 821
—
743
—
797
—
469
—
Weighted-average common shares outstanding, diluted 32,097
24,550
31,665
24,690
32,156
24,639
31,200
24,690
Earnings per share - diluted $ 0.22
$ 0.20
$ 0.20
$ 0.18
$ 0.55
$ 0.49
$ 0.53
$ 0.47

Listed below are the shares excluded from the denominator in the ~~above~~preceding computation of diluted earnings per share for CRD-A because their inclusion would have been antidilutive:


	Three Months Ended
(in thousands)	March 31, 2024	March 31, 2023
Shares underlying stock options excluded	—	1,532
Performance stock grants excluded because performance conditions have not been met (1)	1,100	758

(1) Compensation cost is recognized for these performance stock grants based on expected achievement rates; however, no consideration is given to these performance stock grants when calculating diluted earnings per share until the performance measurements have been achieved.

Performance stock grants excluded because performance conditions have not been met ⁽¹⁾

The following table details shares issued during the three months ended March 31, 2024 and ~~nine months ended September 30, 2017 and September 30, 2016.~~2023, including restricted shares that were returned prior to vesting. These shares are included from their dates of issuance in the weighted-average common shares used to compute basic and diluted earnings per share for CRD-A in the table above. There were no shares of CRD-B issued during any of these periods.


	Three Months Ended
(in thousands)	March 31, 2024		March 31, 2023
CRD-A issued under the Non-Employee Director Stock Plan		71		134
CRD-A issued under the Employee Stock Purchase Plan		32		27

Three months ended Nine months ended
(in thousands) September 30,
2017 September 30,
2016 September 30,
2017 September 30,
2016
CRD-A issued under Non-Employee Director Stock Plan 9
2
99
121
CRD-A issued under the Employee Stock Purchase Plan 102
119
102
119
CRD-A issued under the U.K. ShareSave Scheme 4
10
63
151
CRD-A issued under the International Employee Stock Purchase Plan 8
7
8
7
CRD-A issued under the Executive Stock Bonus Plan —
13
107
17
CRD-A issued under the 2016 Omnibus Stock and Incentive Plan 75
—
137
—

~~The Company's share repurchase authorization, approved in August 2014, (the "2014 Repurchase Authorization") provided~~

Effective November 4, 2021, the ~~Company with the ability to repurchase up to 2,000,000 shares of CRD-A or CRD-B (or both). The 2014 Repurchase Authorization was terminated on July 28, 2017.~~

~~Effective July 29, 2017, the Company's~~Company’s Board of Directors authorized the repurchase of up to 2,000,000 shares of CRD-A or CRD-B (or ~~both)~~a combination of the two) through ~~July 2020~~December 31, 2023 (the ~~"2017~~“2021 Repurchase ~~Authorization"~~Authorization”). On February 10, 2022, the Company's Board of Directors authorized the addition of 5,000,000 shares of CRD-A or CRD-B (or a combination of the two) to its 2021 Repurchase Authorization. The Company's Board of Directors subsequently amended this authorization to allow for repurchases through December 31, 2024. Under the ~~2017 Repurchase Authorization,~~repurchase program, repurchases may be made ~~for cash,~~through December 31, 2024 in the open market or privately negotiated transactions at such times and for such prices as management deems appropriate, subject to applicable ~~contractual~~regulatory guidelines. The authorization does not obligate Crawford to acquire any stock, and ~~regulatory restrictions. At September 30, 2017,~~purchases may be commenced or suspended at any time based on market conditions and other factors that the Company ~~had~~deems appropriate. At March 31, 2024, there were 1,413,787 remaining ~~authorization~~shares authorized to repurchase ~~1,829,263 shares~~ under the ~~2017~~2021 Repurchase Authorization.

During the three months ended September 30, 2017, the Company repurchased 193,527 shares of CRD-A, of which 75,000 shares were repurchased prior to July 29, 2017, under the 2014 Repurchases Authorization and 127,100 shares of CRD-B, of which 74,890 shares were repurchased under the 2014 Repurchase Authorization prior to July 29, 2017, at an average cost of $7.77 and $8.87, respectively. During the three months ended September 30, 2016March 31, 2024, the Company did ~~not~~not repurchase any shares of CRD-A ~~or CRD-B. During the nine months ended September 30, 2017, the Company~~and repurchased ~~549,847 shares of CRD-A and 175,588~~85,632 shares of CRD-B at an average cost of ~~$8.19 and $8.89, respectively.~~$8.56. During the ~~nine~~three months ended ~~September 30, 2016~~March 31, 2023, the Company did ~~not~~not repurchase any shares of CRD-A or CRD-B.

8. Accumulated Other Comprehensive Loss

Comprehensive (loss) income ~~(loss)~~ for the Company consists of the total of net income, foreign currency translation adjustments, and accrued pension and retiree medical liability adjustments. Foreign currency translation adjustments include the net realized gains from intra-entity loans that are long-term in nature of $822,000 for the three months ended March 31, 2024. The changes in components of "Accumulated other comprehensive loss" ("AOCL"), net of taxes and noncontrolling interests, included in the Company's unaudited condensed consolidated financial statements were as follows:


	Three Months Ended March 31, 2024
(in thousands)	Foreign currency translation adjustments			Retirement liabilities (1)			AOCL attributable to shareholders of Crawford & Company
Beginning balance	$	(49,486	)	$	(169,129	)	$	(218,615	)
Other comprehensive income before reclassifications		1,264			—			1,264
Amounts reclassified from accumulated other comprehensive income to net income		—			2,559			2,559
Net current period other comprehensive income		1,264			2,559			3,823
Ending balance	$	(48,222	)	$	(166,570	)	$	(214,792	)


	Three Months Ended March 31, 2023
(in thousands)	Foreign currency translation adjustments			Retirement liabilities (1)			AOCL attributable to shareholders of Crawford & Company
Beginning balance	$	(52,581	)	$	(162,740	)	$	(215,321	)
Other comprehensive income before reclassifications		7,732			—			7,732
Amounts reclassified from accumulated other comprehensive income to net income		—			2,086			2,086
Net current period other comprehensive income		7,732			2,086			9,818
Ending balance	$	(44,849	)	$	(160,654	)	$	(205,503	)

(1)Retirement liabilities reclassified to net income are related to the amortization of actuarial losses and are included in "Other Loss, net" in the Company's unaudited Condensed Consolidated Statements of Operations. See Note 6, "Defined Benefit Pension Plans" for additional details.

Three months ended September 30, 2017 Nine months ended September 30, 2017
(in thousands) Foreign currency translation adjustments
Retirement liabilities ⁽¹⁾
AOCL attributable to shareholders of Crawford & Company Foreign currency translation adjustments
Retirement liabilities ⁽¹⁾
AOCL attributable to shareholders of Crawford & Company
Beginning balance $ (31,234 ) $ (174,791 ) $ (206,025 ) $ (33,449 ) $ (178,324 ) $ (211,773 )
Other comprehensive income before reclassifications 7,000
—
7,000
9,215
—
9,215
Amounts reclassified from accumulated other comprehensive income —
1,745
1,745
—
5,278
5,278
Net current period other comprehensive income 7,000

1,745

8,745
9,215
5,278
14,493
Ending balance $ (24,234 )
$ (173,046 )
$ (197,280 ) $ (24,234 ) $ (173,046 ) $ (197,280 )

Three months ended September 30, 2016 Nine months ended September 30, 2016
(in thousands) Foreign currency translation adjustments
Retirement liabilities ⁽¹⁾
AOCL attributable to shareholders of Crawford & Company Foreign currency translation adjustments
Retirement liabilities ⁽¹⁾
AOCL attributable to shareholders of Crawford & Company
Beginning balance $ (19,817 ) $ (194,002 ) $ (213,819 ) $ (24,347 ) $ (198,284 ) $ (222,631 )
Other comprehensive (loss) income before reclassifications (4,194 ) —
(4,194 ) 336
—
336
Amounts reclassified from accumulated other comprehensive income —
2,171
2,171
—
6,453
6,453
Net current period other comprehensive (loss) income (4,194 ) 2,171
(2,023 ) 336
6,453
6,789
Ending balance $ (24,011 ) $ (191,831 ) $ (215,842 ) $ (24,011 ) $ (191,831 ) $ (215,842 )

The other comprehensive loss amounts attributable to noncontrolling interests ~~shown~~presented in the Company's unaudited Condensed Consolidated Statements of Shareholders' Investment are foreign currency translation adjustments.

9. Fair Value Measurements

Fair Value Measurements at September 30, 2017
Significant Other Significant
Quoted Prices in Observable Unobservable
Active Markets Inputs Inputs
(in thousands) Total (Level 1) (Level 2) (Level 3)
Assets:
Money market funds ⁽¹⁾
$ 10,127
$ 10,127
$ —
$ —


			Fair Value Measurements at March 31, 2024
					Significant Other		Significant
			Quoted Prices in		Observable		Unobservable
			Active Markets		Inputs		Inputs
(in thousands)	Total		(Level 1)		(Level 2)		(Level 3)
Assets:
Money market funds (1)	$	10,842	$	10,842	$	—	$	—

Liabilities:
Contingent earnout liability (2)	$	5,917	$	—	$	—	$	5,917

(1) The fair values of the money market funds were based on recently quoted market prices and reported transactions in an active marketplace. Money market funds are included in the Company's unaudited Condensed Consolidated Balance Sheets as "Cash and cash equivalents."

(2) The Level 3 fair value of the contingent earnout liability was estimated using internally-prepared revenue and EBITDA projections, and discount rates determined using a combination of observable and unobservable market data updated quarterly based on changes to projections of acquired entities over the respective earnout periods, which span multiple years. The Company recognized a pretax contingent earnout expense totaling $151,000 and $248,000 in the three months ended March 31, 2024 and March 31, 2023, respectively, related to the fair value adjustment of earnout liabilities. The fair value of the contingent earnout liability is included in "Other accrued liabilities" and "Other noncurrent liabilities" on the Company's unaudited Condensed Consolidated Balance Sheets, based upon the term of the contingent earnout agreement.

Fair Value Disclosures

There were no transfers of assets between fair value levels during the three months ~~or nine months~~ ended ~~September 30, 2017.~~March 31, 2024. The categorization of assets and liabilities within the fair value hierarchy and the measurement techniques are reviewed quarterly. Any transfers between levels are deemed to have occurred at the end of the quarter.

The fair values of accounts receivable, unbilled revenues, accounts payable and short-term borrowings approximate their respective carrying values due to the short-term maturities of the instruments. The interest rate on the Company's variable rate long-term debt resets at least every 90 ~~days;~~days; therefore, the recorded value approximates fair value.

Nonrecurring Fair Value Disclosures

Goodwill is an asset that represents the excess of the purchase price over the fair value of the separately identifiable net assets (tangible and intangible) acquired in certain business combinations. Indefinite-lived intangible assets consist of trade names associated with acquired businesses. Goodwill and indefinite-lived intangible assets are not amortized but are subject to impairment testing at least annually. Other long-lived assets consist primarily of property and equipment, capitalized software, and amortizable intangible assets related to customer relationships, technology, and trade names with finite lives. Other long-lived assets are evaluated for impairment when impairment indicators are identified.

Goodwill is tested for impairment on October 1st of each year, or between annual impairment tests, if events or circumstances have occurred which indicate potential impairment of goodwill. When testing for impairment, the carrying value ~~approximates~~of each reporting unit, including goodwill, is compared with the estimated fair ~~value.~~value of the respective reporting unit as determined utilizing a combination of the income and market approaches and is classified in Level 3 of the fair value hierarchy.

There were no goodwill impairments in 2023. The Company did not identify any impairment indicators during the three months ended March 31, 2024.

~~NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS~~

~~Unaudited~~North America Loss Adjusting, which services the North American property and casualty market. This is comprised of Loss Adjusting operations in the U.S. and Canada, including Global Technical Services and edjuster. The Canadian operations include all operations within that country including third party administration and Contractor Connection.

•

International Operations, which services the global property and casualty market outside North America. This is comprised of Loss Adjusting operations in the U.K., Europe, Australia, Asia and Latin America, and includes Crawford Legal Services. The International Operations include all operations within the respective countries, including Loss Adjusting, Global Technical Services, Legal Services, third party administration, and where applicable, Contractor Connection services.

~~9. Segment Information~~•

Broadspire, which provides third party administration for workers' compensation, auto and liability, disability absence management, medical management, and accident and health to corporations, brokers and insurers in the U.S.

•

Platform Solutions, which consists of the Contractor Connection, Networks, and Subrogation service lines in the U.S. The Networks service line includes Catastrophe operations.

Three months ended Nine months ended
(in thousands) September 30,
2017 September 30,
2016 September 30,
2017 September 30,
2016
Revenues:
U.S. Services $ 63,052
$ 56,530
$ 184,843
$ 173,969
International 110,784
120,950
331,019
360,425
Broadspire 76,683
76,676
231,544
227,975
Garden City Group 20,032
23,130
59,659
74,494
Total segment revenues before reimbursements 270,551
277,286
807,065
836,863
Reimbursements 16,115
18,101
43,103
47,101
Total revenues $ 286,666
$ 295,387
$ 850,168
$ 883,964

Segment Operating Earnings (Loss):
U.S. Services $ 9,537
$ 9,354
$ 26,187
$ 27,943
International 10,165
13,460
29,682
31,867
Broadspire 8,240
8,263
24,235
23,497
Garden City Group 188
2,152
(2,267 ) 5,982
Total segment operating earnings 28,130
33,229
77,837
89,289

Deduct:
Unallocated corporate and shared (costs) and credits, net (4,078 ) (6,947 ) (6,333 ) (17,454 )
Net corporate interest expense (2,524 ) (2,262 ) (6,674 ) (7,553 )
Stock option expense (468 ) (176 ) (1,342 ) (403 )
Amortization of customer-relationship intangible assets (2,737 ) (2,401 ) (8,235 ) (7,280 )
Restructuring and special charges (1,431 ) (1,488 ) (8,818 ) (7,431 )
Income before income taxes $ 16,892
$ 19,955
$ 46,435
$ 49,168

~~Intersegment transactions are not material for any period presented.~~

Operating earnings is the primary financial performance measure used by the Company's senior management and chief operating decision maker ("CODM") to evaluate the financial performance of the Company's ~~four~~operating segments and make resource allocation and certain compensation decisions. The Company believes this measure is useful to ~~others~~investors in that it allows them to evaluate segment operating performance using the same criteria used by the Company's senior management and CODM. Operating earnings will differ from net income computed in accordance with GAAP since operating earnings ~~represent~~represents segment earnings before certain unallocated corporate and shared costs and credits, net corporate interest expense, stock option expense, amortization of ~~customer-relationship~~acquisition-related intangible assets, ~~restructuring and special charges,~~contingent earnout adjustments, non-service pension costs, income taxes, and net income or loss attributable to noncontrolling ~~interests and redeemable noncontrolling~~ interests.

Segment operating earnings includes allocations of certain corporate and shared costs. If the Company changes its allocation methods or changes the types of costs that are allocated to its four operating segments, prior period amounts presented in the current period financial statements are adjusted to conform to the current allocation process.

Revenues before reimbursements by major service line in the ~~U.S. Services segment~~International Operations, Broadspire and ~~the Broadspire segment~~Platform Solutions segments are shown in the following table. ~~It is not practicable to provide revenues by service line for the International segment.~~ The Company considers all ~~Garden City Group~~North America Loss Adjusting revenues to be primarily derived from one service line.


	Three Months Ended
(in thousands)	March 31, 2024		March 31, 2023
International Operations
International Loss Adjusting	$	92,365	$	85,994
Crawford Legal Services		5,727		5,869
Total Revenues before Reimbursements--International Operations	$	98,092	$	91,863

Broadspire
Claims Management	$	48,398	$	43,108
Medical Management		45,900		40,946
Total Revenues before Reimbursements--Broadspire	$	94,298	$	84,054

Platform Solutions
Contractor Connection	$	16,945	$	19,301
Networks		7,743		37,403
Subrogation		7,211		6,116
Total Revenues before Reimbursements--Platform Solutions	$	31,899	$	62,820

Three months ended Nine months ended
(in thousands) September 30,
2017 September 30,
2016 September 30,
2017 September 30,
2016
U.S. Services
Claims Field Operations $ 22,596
$ 21,657
$ 65,965
$ 62,363
Technical Services 7,990
7,127
22,123
21,056
Catastrophe Services 12,016
9,198
33,806
35,153
Subtotal U.S. Claims Services 42,602
37,982
121,894
118,572
Contractor Connection 18,270
18,548
56,611
55,397
WeGoLook 2,180
—
6,338
—
Total Revenues before Reimbursements--U.S. Services $ 63,052
$ 56,530
$ 184,843
$ 173,969

Broadspire
Medical Management Services 40,395
41,149
121,754
121,433
Workers' Compensation, Disability and Liability Claims Management 32,656
32,028
99,245
95,910
Risk Management Information Services 3,632
3,499
10,545
10,632
Total Revenues before Reimbursements--Broadspire $ 76,683
$ 76,676
$ 231,544
$ 227,975

~~10.~~

11. Commitments and Contingencies

As part of the Company's credit facility, the Company maintains a letter of credit ~~facility~~ to satisfy certain of its own contractual requirements. ~~At September 30, 2017,~~On March 31, 2024, the aggregate committed amount of letters of credit outstanding under the credit facility was ~~$14,470,000.~~

$8,852,000.

In the normal course of its business, the Company is sometimes named as a defendant or responsible party in suits or other actions by insureds or claimants contesting decisions made by the Company or its clients with respect to the settlement of claims. Additionally, certain clients of the Company have in the past brought, and may, in the future bring, claims for indemnification on the basis of alleged actions by the Company, its agents, or its employees in rendering services to clients. The majority of these claims are of the type covered by insurance maintained by the Company. However, the Company is responsible for the deductibles and self-insured retentions under various insurance coverages. In the opinion of Company management, adequate provisions have been made for such known and foreseeable risks. However, given the inherent unpredictability of litigation and disputes related to these matters, it is possible an adverse outcome or settlement, if not covered by insurance, could have a material effect on the Company's results of operations, financial position, or cash flows.

The Company is subject to numerous federal, state, and foreign labor, employment, worker health and safety, antitrust and competition, environmental and consumer protection, import/export, anti-corruption, and other ~~laws, and from~~laws. From time to time the Company faces claims and investigations by employees, former employees, and governmental entities under such ~~laws.~~laws or employment contracts with such employees or former employees. In addition, the Company may on occasion be engaged in disputes with certain of its clients, vendors or other trading partners. Such claims, investigations, negotiations, and any litigation involving the Company could divert management's time and attention from the Company's business operations and could potentially result in substantial costs of defense, settlement or other disposition, which could have a material adverse effect on the Company's results of operations, financial position, and cash flows. In the opinion of Company management, adequate provisions have been made for any items that are probable and reasonably estimable.

~~11. Restructuring~~

12. Cash and ~~Special Charges~~

~~Total restructuring~~Cash Equivalents

Cash and ~~special charges for the~~cash equivalents consist of cash on hand and marketable securities with original maturities of three months or less. The fair value of cash and ~~nine months ended September 30, 2017 were $1,431,000~~cash equivalents approximates carrying value due to their short-term nature. Cash balances that are legally restricted as to usage or withdrawal are separately included in "Prepaid expenses and ~~$8,818,000, respectively.~~

~~Restructuring~~ ~~Charges~~

~~Restructuring charges for the three months and nine months ended September 30, 2017 of $1,431,000 and $8,818,000 were incurred for the implementation and phase in of~~other current assets" within the Company's Global Business Services Center in Manila, Philippines and Global Technology Services Center in Pune, India (the "Centers"), restructuring and integration costs related to reductions of administrative costs and consolidation of management layers in certain operations, and other restructuring charges for asset impairments and lease termination costs.

unaudited Condensed Consolidated Balance Sheets. The following table ~~shows the restructuring charges incurred by type~~provides a reconciliation of ~~activity:~~

Three months ended Nine months ended
(in thousands) September 30,
2017 September 30,
2016 September 30,
2017 September 30,
2016
Implementation and phase-in of the Centers $ 91
$ 775
$ 314
$ 3,177
Restructuring and integration costs 741
586
7,457
2,189
Asset impairments and lease termination costs 599
—
1,047
1,165
Total restructuring charges $ 1,431
$ 1,361
$ 8,818
$ 6,531

~~Costs associated with the Centers were primarily for professional fees~~cash, cash equivalents and severance costs. Costs associated with the restructuring and integration activities were primarily in U.S. administrative areas and the International segment and were predominantly for severance costs. Asset impairments and lease termination costs were incurred for obsolete software and the exiting of certain leased facilities.

~~As of~~ ~~September 30, 2017, the following liabilities remained on~~restricted cash reported within the Company's unaudited Condensed Consolidated Balance Sheets ~~related~~that sum to ~~restructuring charges~~. the total of the same such amounts shown within the Company's unaudited Condensed Consolidated Statements of Cash Flows:


(In thousands)	March 31, 2024		December 31, 2023		March 31, 2023		December 31, 2022
Cash and cash equivalents	$	45,196	$	58,363	$	43,304	$	46,007
Restricted cash within prepaid expenses and other current assets		1,463		1,182		637		638
Total cash, cash equivalents and restricted cash	$	46,659	$	59,545	$	43,941	$	46,645

The ~~rollforward~~Company also maintains funds in various trust accounts to administer claims for certain clients. These funds are not available for our general operating activities and, as such, have not been recorded in the accompanying unaudited Condensed Consolidated Balance Sheets.

Three months ended September 30, 2017
(in thousands) Deferred rent Accrued compensation and related costs Accounts payable Other accrued liabilities Total
Beginning balance, June 30, 2017 $ 2,241
$ 5,196
$ —
$ 1,069
$ 8,506
Additions 348
—
734
101
248
1,431
Adjustments to accruals (300 ) —
—
—
(300 )
Cash payments —
(2,733 ) (81 ) (545 ) (3,359 )
Ending balance, September 30, 2017 $ 2,289
$ 3,197
$ 20
$ 772
$ 6,278

Nine months ended September 30, 2017
(in thousands) Deferred rent Accrued compensation and related costs Accounts payable Other accrued liabilities Total
Beginning balance, December 31, 2016 $ 3,066
$ 1,525

$ 617

$ 1,949
$ 7,157
Additions 348
—
7,567
195
708
8,818
Adjustments to accruals (1,125 ) —
—
(431 ) (1,556 )
Cash payments —
(5,895 ) (792 ) (1,454 ) (8,141 )
Ending balance, September 30, 2017 $ 2,289
$ 3,197
$ 20
$ 772
$ 6,278

The Company recorded no special charges for the three months and nine months ended September 30, 2017 and $127,000 and $900,000 for the three months and nine months ended September 30, 2016, respectively. The special charges for the three months and nine months ended September 30, 2016 consisted

Report of ~~legal and professional fees.~~

~~12. Subsequent Event~~

~~On October 11, 2017,~~Independent Registered Public Accounting Firm

To the Company, its subsidiaries Crawford & Company Risk Services Investments Limited, Crawford & Company (Canada) Inc. and Crawford & Company (Australia) Pty. Ltd. (the Company, together with such subsidiaries, as borrowers (the "Borrowers")), Wells Fargo Bank, National Association, as administrative agent and a lender ("Wells Fargo"), Bank of America, N.A., as syndication agent and a lender, Citizens Bank, N.A., as documentation agent and a lender, and the other lenders party thereto, entered into an Amended and Restated Credit Agreement (the "Amended and Restated Credit Agreement"), which amended and restated that certain Credit Agreement, dated as of December 8, 2011, by and among, inter alia, the Borrowers, Wells Fargo and the other lenders from time to time party thereto (as previously amended, the "Original Credit Agreement"). In connection with the Amended and Restated Credit Agreement, the Company, the Company’s guarantor subsidiaries party thereto and Wells Fargo entered into an Amended and Restated Pledge and Security Agreement (the "Amended and Restated Pledge and Security Agreement") and an Amended and Restated Guaranty Agreement ( the "Amended and Restated Guaranty Agreement"), each dated as of the date of the Amended and Restated Credit Agreement.

The Amended and Restated Credit Agreement: (i) increases the aggregate commitments under the Original Credit Agreement from $400.0 million to $450.0 million, without impacting the Company’s ability, subject to the satisfaction of certain conditions and its receipt of additional commitments, to exercise its option to further increase the revolving loan commitments by up to $200.0 million (previously $100.0 million under the Original Credit Agreement); (ii) extends the maturity date under the Amended and Restated Credit Agreement to November 23, 2022 (the maturity date was November 25, 2018 under the Original Credit Agreement); (iii) reduces the interest margin ranges to 1.30% to 2.10% for LIBOR loans (previously 1.50% to 2.25%) and 0.30% to 1.10% for Base Rate loans (previously 0.50% to 1.25%); (iv) reduces the minimum required fixed charge coverage ratio to 1.10 to 1.00 (previously 1.25 to 1.00); and (v) amends the leverage ratio tests to set a maximum permitted senior secured leverage ratio of 3.25 to 1.00 and set a maximum permitted total leverage ratio of 4.25 to 1.00, among other things.

The obligations of the Borrowers under the Amended and Restated Credit Agreement are guaranteed by each existing material domestic subsidiary of the Company, certain other domestic subsidiaries of the Company and certain existing material foreign subsidiaries of the Company that are disregarded entities for U.S. income tax purposes (each such foreign subsidiary, a "Disregarded Foreign Entity"), and such obligations are required to be guaranteed by each subsequently acquired or formed material domestic subsidiary and Disregarded Foreign Entity (each, a "Guarantor"), and the obligations of the Borrowers other than the Company ("Foreign Borrowers") for which the Company is not the primary obligor are also guaranteed by the Company. In addition, (i) the Borrowers’ obligations under the Amended and Restated Credit Agreement are secured by a first priority lien (subject to liens permitted by the Amended and Restated Credit Agreement) on substantially all of the personal property of the Company and the Guarantors as set forth in the Amended and Restated Pledge and Security Agreement and (ii) the obligations of the Foreign Borrowers are secured by a first priority lien on 100% of the capital stock of the Foreign Borrowers.

~~REVIEW REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM~~

~~The~~ Shareholders and Board of Directors of

Results of Review of Interim Financial Statements

We have reviewed the accompanying condensed consolidated balance sheet of Crawford & Company (the Company) as of ~~September 30, 2017, and~~March 31, 2024, the related condensed consolidated statements of operations and comprehensive income, ~~and~~ shareholders' investment ~~for the three-month~~ and ~~nine-month periods ended September 30, 2017 and~~ ~~2016, and the condensed consolidated statements of~~ cash flows for the ~~nine-month~~three-month periods ended ~~September 30, 2017~~March 31, 2024 and ~~2016. These~~2023, and the related notes (collectively referred to as the “condensed consolidated interim financial statements”). Based on our reviews, we are not aware of any material modifications that should be made to the condensed consolidated interim financial statements ~~are the responsibility of the Company's management.~~

for them to be in conformity with U.S. generally accepted accounting principles.

We ~~conducted our review~~have previously audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States). (PCAOB), the consolidated balance sheet of the Company as of December 31, 2023, the related consolidated statements of operations, comprehensive income, shareholders’ investment and cash flows for the year then ended, and the related notes (not presented herein); and in our report dated March 4, 2024, we expressed an unqualified audit opinion on those consolidated financial statements. In our opinion, the information set forth in the accompanying condensed consolidated balance sheet as of December 31, 2023, is fairly stated, in all material respects, in relation to the consolidated balance sheet from which it has been derived.

Basis for Review Results

These financial statements are the responsibility of the Company's management. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the SEC and the PCAOB. We conducted our review in accordance with the standards of the PCAOB. A review of interim financial ~~information~~statements consists principally of applying analytical procedures and making inquiries of persons responsible for financial and accounting matters. It is substantially less in scope than an audit conducted in accordance with the standards of the ~~Public Company Accounting Oversight Board (United States),~~PCAOB, the objective of which is the expression of an opinion regarding the financial statements taken as a whole. Accordingly, we do not express such an opinion.

Based on our review, we are not aware of any material modifications that should be made to the condensed consolidated financial statements referred to above for them to be in conformity with U.S. generally accepted accounting principles.

We have previously audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States), the consolidated balance sheet of Crawford & Company as of December 31, 2016, and the related consolidated statements of operations, comprehensive income (loss), cash flows, and shareholders' investment for the year then ended (not presented herein) and we expressed an unqualified audit opinion on those consolidated financial statements in our report dated February 27, 2017. In our opinion, the accompanying condensed consolidated balance sheet of Crawford & Company as of December 31, 2016, is fairly stated, in all material respects, in relation to the consolidated balance sheet from which it has been derived.

/s/ Ernst & Young LLP

May 1, 2024

Atlanta, Georgia

~~November 6, 2017~~

Item 2.Management's Discussion and Analysis of Financial Condition and Results of Operations

Cautionary Statement Concerning Forward-Looking Statements

This report contains forward-looking statements within the meaning of that term in the Private Securities Litigation Reform Act of 1995, Section 27A of the Securities Act of 1933, and Section 21E of the Securities Exchange Act of 1934. Statements contained in this report that are not statements of historical fact are forward-looking statements made pursuant to the "safe harbor" provisions thereof. These statements may relate to, among other things, our expected future operating results and financial condition, our ability to grow our revenues and reduce our operating expenses,expectations regarding our anticipated contributions to our underfunded defined benefit pension plans, collectability of our billed and unbilled accounts receivable, financial results from our recently completed acquisitions, our continued compliance with the financial and other covenants contained in our financing agreements, ~~expectations regarding the timing, costs and synergies from our global business and technology services centers~~ and our other long-term capital resource and liquidity requirements. These statements may also relate to our business strategies, goals and expectations concerning our market position, future operations, margins, case and project volumes, profitability, contingencies, liquidity position, and capital resources. The words "anticipate", "believe", "could", "would", "should", "estimate", "expect", "intend", "may", "plan", "goal", "strategy", "predict", "project", "will" and similar terms and phrases, or the negatives thereof, identify forward-looking statements contained in this report.

Although we believe the assumptions upon which these forward-looking statements are based are reasonable, any of these assumptions could prove to be inaccurate and the forward-looking statements based on these assumptions could be incorrect. Our operations and the forward-looking statements related to our operations involve risks and uncertainties, many of which are outside our control, and any one of which, or a combination of which, could materially adversely affect our financial condition and results of operations, and whether the forward-looking statements ultimately prove to be correct. Included among the risks and uncertainties we face are risks related to the following:

•

a decline in cases referred to us for any reason, including changes in the degree to which property and casualty insurance carriers outsource their claims handling functions,

~~the project-based nature of our Garden City Group segment, including associated fluctuations in revenue,~~

•

changes in global economic conditions,

•

changes in interest rates,

•

changes in foreign currency exchange rates,

•

changes in regulations and practices of various governmental authorities,

•

changes in our competitive environment,

•

changes in the financial condition of our clients,

•

changes in the rate of inflation and our ability to recover increased operating costs,

•

the loss of any material customer,

•

our ability to successfully integrate the operations of acquired businesses,

•

our ability to ~~achieve projected levels of efficiencies~~timely identify and ~~cost savings from our Global Business Services Center~~effectively remediate material weaknesses in ~~Manila, Philippines and our Global Technology Services Center in Pune, India (the "Centers"),~~internal control over financial reporting,

•

regulatory changes related to funding of defined benefit pension plans,

•

our U.S., U.K. and ~~U.K.~~other international defined benefit pension plans and our future funding obligations thereunder,

•

our ability to complete any transaction involving the acquisition or disposition of assets on terms and at times acceptable to us,

•

our ability to identify new revenue sources not tied to the insurance underwriting cycle,

•

our ability to develop or acquire information technology resources to support and grow our business,

•

our ability to attract and retain qualified personnel,

•

our ability to renew existing contracts with clients on satisfactory terms,

•

our ability to collect amounts due from our clients and others,

•

continued availability of funding under our financing agreements,

•

general risks associated with doing business outside the U.S.,including changes in tax rates,

•

our ability to comply with the covenants in our financing or other agreements,

~~changes in market conditions or legislation (including judicial interpretation thereof) relating to class actions, which may make it more difficult for plaintiffs to bring such actions,~~

changes in the frequency or severity of man-made or natural disasters,

•

the ability of our third-party service providers, used for certain aspects of our internal business functions, to meet expected service levels,

•

our ability to prevent or detect cybersecurity breaches and cyber incidents,

•

our ability to achieve targeted integration goals with the consolidation and migration of multiple software platforms,

•

proliferation and escalation of international hostilities and geopolitical events, such as the ongoing conflicts in Russia/Ukraine and Israel,

•

risks associated with our having a controlling shareholder, and

•

impairments of goodwill or our other indefinite-lived intangible assets.

As a result, undue reliance should not be placed on any forward-looking statements. Actual results and trends in the future may differ materially from those expressed or implied by the forward-looking statements. Forward-looking statements speak only as of the date they are made and we undertake no obligation to publicly update any of these forward-looking statements in light of new information or future events.

The following Management's Discussion and Analysis of Financial Condition and Results of Operations ("MD&A") should be read in conjunction with 1)(i) our unaudited condensed consolidated financial statements and accompanying notes thereto for the three months ended March 31, 2024 and ~~nine months ended September 30, 2017 and~~ ~~2016~~2023, and as of ~~September 30, 2017~~March 31, 2024, and December 31, ~~2016~~2023, contained in Item 1 of this Quarterly Report on Form 10-Q, and 2)(ii) our Annual Report on Form 10-K for the year ended December 31, ~~2016.~~2023. As described in Note 1, "Basis of Presentation," the financial results of our operations outside of the U.S., Canada, the Caribbean, and certain subsidiaries in the Philippines are included in our consolidated financial statements on a two-month delayed basis (fiscal year-end of October 31) as permitted by U.S. generally accepted accounting principles ("GAAP") in order to provide sufficient time for accumulation of their results.

~~Business Overview~~

~~Based in Atlanta, Georgia, Crawford & Company (www.crawfordandcompany.com~~) is the world's largest publicly listed independent provider of claims management solutions to the risk management and insurance industry, as well as to self-insured entities, with an expansive global network serving clients in more than 70 countries. The Crawford Solution^® offers comprehensive, integrated claims services, business process outsourcing and consulting services for major product lines including property and casualty claims management; workers' compensation claims and medical management; and legal settlement administration.

Shares of the Company's two classes of common stock are traded on the New York Stock Exchange under the symbols CRD-A and CRD-B, respectively. The Company's two classes of stock are substantially identical, except with respect to voting rights and the Company's ability to pay greater cash dividends on the non-voting Class A Common Stock than on the voting Class B Common Stock, subject to certain limitations. In addition, with respect to mergers or similar transactions, holders of Class A Common Stock must receive the same type and amount of consideration as holders of Class B Common Stock, unless different consideration is approved by the holders of 75% of the Class A Common Stock, voting as a class.

As discussed in more detail in subsequent sections of this MD&A, we have four operating segments: U.S. Services; International; Broadspire; and Garden City Group. Our four operating segments represent components of our Company for which separate financial information is available, and which is evaluated regularly by our chief operating decision maker ("CODM") in deciding how to allocate resources and in assessing operating performance. U.S. Services primarily serves the property and casualty insurance company markets in the U.S. International serves the property and casualty insurance company and self-insurance markets outside the U.S. Broadspire serves the self-insurance marketplace, primarily in the U.S. Garden City Group serves the class action, regulatory, mass tort, bankruptcy, and other legal settlement markets, primarily in the U.S.

Insurance companies rely on us for certain services such as field investigation and the evaluation of property and casualty insurance claims. We continue to experience increased utilization by insurance companies of the managed repair network provided by our Contractor Connection division.

Self-insured entities typically rely on us for a broader range of services. In addition to field investigation and claims evaluation, we may also provide initial loss reporting services for their claimants, loss mitigation services such as medical bill review, medical case management and vocational rehabilitation, risk management information services, and trust fund administration to pay their claims.

We also perform legal settlement administration services related to class action settlements, mass tort claims and bankruptcies, including identifying and qualifying class members, determining and dispensing settlement payments, and administering settlement funds.

The global claims management services market is highly competitive and comprised of a large number of companies of varying size and that offer a varied scope of services. The demand from insurance companies and self-insured entities for services provided by independent claims service firms like us is largely dependent on industry-wide claims volumes, which are affected by, among other things, the insurance underwriting cycle, weather-related events, general economic activity, overall employment levels, and workplace injury rates. Demand is also impacted by decisions insurance companies and self-insured entities make with respect to the level of claims outsourced to independent claim service firms as opposed to those handled by their own in-house claims adjusters. In addition, our ability to retain clients and maintain or increase case referrals is also dependent in part on our ability to continue to provide high-quality, competitively priced services and effective sales efforts.

We typically earn our revenues on an individual fee-per-claim basis for claims management services we provide to insurance companies and self-insured entities. Accordingly, the volume of claim referrals to us is a key driver of our revenues. Generally, fees are earned on cases as services are provided, which generally occurs in the period the case is assigned to us, although sometimes a portion or substantially all of the revenues generated by a specific case assignment will be earned in subsequent periods. We cannot predict the future trend of case volumes for a number of reasons, including the frequency and severity of weather-related cases and the occurrence of natural and man-made disasters, which are a significant source of cases for us and are not subject to accurate forecasting.

The legal settlement administration market within which our Garden City Group segment operates is also highly competitive but is comprised of a limited number of specialized entities. The demand for legal settlement administration services is generally not directly tied to or affected by the insurance underwriting cycle. The demand for these services is largely dependent on the volume of class action settlements, the volume of bankruptcy filings and the resulting settlements, volume of mass torts and general economic conditions. Our revenues for legal settlement administration services are largely project-based and we earn these revenues as we perform individual tasks and deliver the outputs as outlined in each project.

~~Executive Summary~~

Consolidated revenues before reimbursements decreased ~~$6.7~~$14.7 million, or ~~2.4%~~(4.6)%, for the three months ended ~~September 30, 2017 and $29.8 million or 3.6% for the nine months ended September 30, 2017~~March 31, 2024, compared with the same ~~periods~~period of ~~2016~~.2023. The ~~decreases~~decrease in ~~revenues for both~~ the ~~third~~2024 first quarter ~~and nine-month periods were~~was primarily due to decreases in our Platform Solutions operating segment. Changes in foreign exchange rates increased our consolidated revenues ~~in our International and Garden City Group segments, partially offset~~before reimbursements by increases in revenues in our U.S. Services and Broadspire segments. The decrease in revenues in the International segment was primarily due to a change in the operating model in the U.K. contractor repair business where we are acting in an agency role instead of principal in certain relationships with clients related to our Contractor Connection service line, which represents a $5.9$0.9 million, ~~reduction~~or 0.3%, for the three months ended ~~September 30, 2017 and $10.4 million reduction~~March 31, 2024 as compared with the prior year period. To illustrate this impact, segment revenues are presented below, using a constant exchange rate, for the ~~nine~~three months ended ~~September 30, 2017 as~~March 31, 2024.


	Three Months Ended							Three Months Ended
								Based on exchange rates for the three months ended March 31, 2023
(in thousands, except percentages)	March 31, 2024		March 31, 2023		Variance			March 31, 2024		% Variance
Revenues:
North America Loss Adjusting	$	77,365	$	77,597		(0.3	)%	$	77,330		(0.3	)%
International Operations		98,092		91,863		6.8	%		97,208		5.8	%
Broadspire		94,298		84,054		12.2	%		94,298		12.2	%
Platform Solutions		31,899		62,820		(49.2	)%		31,899		(49.2	)%
Total revenues before reimbursements		301,654		316,334		(4.6	)%		300,735		(4.9	)%
Reimbursements		11,419		11,604		(1.6	)%		11,309		(2.5	)%
Total Revenues	$	313,073	$	327,938		(4.5	)%	$	312,044		(4.8	)%

Excluding foreign currency impacts, consolidated revenues before reimbursements decreased $15.6 million, or (4.9)%, for the three months ended March 31, 2024 compared to the prior year ~~periods. Changes in foreign exchange rates reduced revenues~~first quarter. Revenues from the North America Loss Adjusting segment decreased slightly in the 2024 first quarter due to a decrease in weather-related activity. Revenues from the International Operations segment increased in the 2024 first quarter primarily due to increases in the U.K., Europe, and Latin America, partially offset by ~~$1.0 million~~a reduction in Australia. Revenues from the Broadspire segment increased for the quarter due to an increase in Claims and Medical Management revenues. Revenues from the Platform Solutions segment decreased in the first quarter primarily due to a reduction in our Networks service line as we were completing claims related to Hurricane Ian in the 2023 period.

Overall, there was a decrease in cases received of (4.0)% for the three months ended ~~September 30, 2017~~March 31, 2024 due to a reduction of approximately 22,100 high-frequency, low-severity cases in our North America Loss Adjusting and ~~$12.7 million~~Platform Solutions operating segments that were present in the 2023 first quarter that generated minimal revenues in the 2023 period. This includes 10,300 cases received in our North America Loss Adjusting segment in the 2023 first quarter related to Contractor Connection in Canada, as well as 11,800 cases received in our Platform Solutions segment in the 2023 first quarter related to the Networks service line.

Cases received are presented below by segment for the ~~nine~~three months ended ~~September 30, 2017 as compared~~March 31, 2024 and 2023:


	Three Months Ended
(whole numbers, except percentages)	March 31, 2024	March 31, 2023	Variance
North America Loss Adjusting	61,937	73,002	(15.2)%
International Operations	135,652	126,483	7.2%
Broadspire	135,698	128,722	5.4%
Platform Solutions	76,270	98,490	(22.6)%
Total Crawford Cases Received	409,557	426,697	(4.0)%

To illustrate exposure to the ~~prior year periods.~~

impact of changes in foreign currencies, revenues before reimbursements are presented below by denominated currency for the three months ended March 31, 2024:


		Three Months Ended
		March 31, 2024		March 31, 2023
(in thousands)		USD equivalent	% of total	USD equivalent	% of total
U.S.	USD	$179,721	59.6%	$199,857	63.2%
U.K.	GBP	40,255	13.4%	33,124	10.5%
Canada	CAD	23,841	7.9%	24,614	7.8%
Australia	AUD	19,661	6.5%	22,994	7.2%
Europe	EUR	14,885	4.9%	14,038	4.4%
Rest of World		23,291	7.7%	21,707	6.9%
Total Revenues, before reimbursements		$301,654		$316,334

Costs of services provided, before reimbursements, decreased ~~$1.5~~$12.7 million, or 1%5.6%, for the three months ended ~~September 30, 2017 and $24.4 million or 4.1% for the nine months ended September 30, 2017~~March 31, 2024 as compared with the ~~same periods of 2016. These decreases were~~2023 period. This decrease was primarily due to ~~decreases~~a decrease in ~~professional fees~~compensation expense and ~~compensation~~other costs in our International and Garden City Group segments and decreases in non-employee labor costs in our International, Broadspire, and Garden City Group segments, partially offset by an increase in costs in our U.S. Servicesthe Platform Solutions segment resulting from the ~~acquisition of WeGoLook~~lower revenues, partially offset by increases in compensation expense and ~~start-up~~other costs in our three other operating segments.

Selling, general, and administrative expenses increased $10.6 million, or 15.9%, in the three months ended ~~September 30, 2017 to mobilize staff in areas affected by hurricane activity~~

~~Selling, general, and administrative ("SG&A") expenses were 4% lower in the third quarter of 2017 and 1.7% lower in the nine months ended September 30, 2017~~March 31, 2024 as compared with the ~~same periods of 2016.~~2023 period. The ~~decrease in expense for the three months ended September 30, 2017~~increase was due to lower professional fees. The decrease for the nine months ended September 30, 2017 was due to a reduction in professional fees, partially offset by a branding campaign in our U.S. Services segment compared with the 2016 period.

~~Restructuring and Special Charges~~

During the three months and nine months ended September 30, 2017, we recorded $1.4 million and $8.8 million in restructuring and special charges, and for the same periods of 2016 we recorded $1.5 million and $7.4 million, respectively. Restructuring charges were incurred for the implementation and phase in of our Global Business Services Center in Manila, Philippines and Global Technology Services Center in Pune, India (the "Centers"), restructuring and integration costs related to reductions of administrative costs and consolidation of management layers in certain operations, and other restructuring charges for asset impairments and lease termination costs. The 2017 restructuring costs were primarily due to ~~severance~~professional fees, IT costs, ~~associated with restructuring activities in U.S. administrative areas~~bad debt expense, and ~~the International segment.~~

~~Included in these totals are restructuring charges for the three months~~compensation expense, including taxes and ~~nine months ended September 30, 2017 and 2016 as summarized below:~~

Restructuring Charges Three months ended Nine months ended
(in thousands) September 30,
2017 September 30,
2016 September 30,
2017 September 30,
2016
Implementation and phase-in of the Centers $ 91
$ 775
$ 314
$ 3,177
Restructuring and integration costs 741
586
7,457
2,189
Asset impairments and lease termination costs 599
—
1,047
1,165
Total restructuring charges $ 1,431
$ 1,361
$ 8,818
$ 6,531

~~The Company recorded no special charges for the three months and nine months ended September 30, 2017 and $127,000 and $900,000 for the comparable 2016 periods.~~

The Company expects to incur restructuring and special charges in 2017 totaling approximately $13.0 million pretax, after inclusion of $8.8 million in restructuring and special charges recorded for the nine months ended September 30, 2017. This is expected to be comprised of $3.0 million related to the Centers and $10.0 million related to other restructuring activities. The Centers provide us a venue for global consolidation of certain business functions, shared services, and currently outsourced processes. The Centers, which are expected to be phased in through 2018, are expected to allow us to continue to strengthen our client service, realize additional operational efficiencies, and invest in new capabilities for growth. No assurances can be provided of our ability to timely or cost-effectively complete and ramp up operations at the Centers, or to achieve expected cost savings on a timely basis or at all.

benefits.

Operating Earnings of our Operating Segments

We believe that a discussion and analysis of the segment operating earnings of our ~~four~~ operating segments is helpful in understanding the results of our operations. Operating earnings is our segment measure of profitability presented in conformity with the Financial Accounting Standards Board's ("FASB") Accounting Standards Codification ("ASC") Topic 280 "Segment Reporting." Operating earnings is the primary financial performance measure used by our senior management and CODM to evaluate the financial performance of our operating segments and make resource allocation and certain compensation decisions.

We believe operating earnings is a measure that is useful tofor others ~~in that it allows them~~ to evaluate segment operating performance using the same criteria used by our senior management and CODM. Segment operating earnings ~~represent~~represents segment earnings, including the direct and indirect costs of certain administrative functions required to operate our business, but excludes unallocated corporate and shared costs and credits, net corporate interest expense, stock option expense, amortization of ~~customer-relationship~~acquisition-related intangible assets, ~~restructuring and special charges,~~contingent earnout adjustments, non-service pension costs, income taxes, and net income or loss attributable to noncontrolling ~~interests and redeemable noncontrolling~~ interests.

~~For most of our international operations and for Garden City Group, many administrative~~

Administrative functions such as finance, human resources, information technology, quality and compliance, ~~are embedded~~exist both in ~~those locations and are considered direct costs of those operations. For our domestic operations (primarily Broadspire and the U.S. Services segments), we have~~ a centralized ~~shared-services~~shared-service arrangement ~~for most~~and within certain operations. Each of these ~~administrative~~ functions is managed by centralized management and ~~we allocate~~ the costs of those services is allocated to the segments as indirect costs based on usage. ~~Although some of the~~

Gross profit is defined as segment revenues, less segment direct costs, which exclude centralized indirect administrative ~~services in our shared-services center benefit, and are~~support costs allocated to the ~~other operating segments, the majority of these shared services are allocated to the Broadspire and U.S. Services segments.~~

business.

Income taxes, net corporate interest expense, stock option expense, ~~and~~ amortization of ~~customer-relationship~~acquisition-related intangible assets, contingent earnout adjustments, and non-service pension costs are recurring components of our net income, but they are not considered part of our segment operating earnings because they are managed on a corporate-wide basis. Income taxes are calculated for the Company on a consolidated basis based on statutory rates in effect in the various jurisdictions in which we provide services, and vary significantly by jurisdiction. Net corporate interest expense results from capital structure decisions made by senior management and the Board of Directors, affecting the Company as a whole. Stock option expense represents the non-cash costs generally related to stock options and employee stock purchase plan expenses which are not allocated to our operating segments. Contingent earnout adjustments represent fair value adjustments of earnout liabilities arising from recent acquisitions. Amortization expense is a non-cash expense for finite-lived ~~customer-relationship~~acquisition-related and trade name intangible assets acquired in business combinations. Non-service pension costs represent the U.S. and U.K. non-service defined benefit pension costs, which are non-operating in nature as the U.S. plan is frozen and the U.K. plans are closed to new participants. The service cost component of the U.K. plans remains in compensation expense. The exclusion of this measurement is intended to exclude market volatility related to an expense that is non-operating in nature and not related to business performance. None of these costs relate directly to the performance of our services or operating activities and, therefore, are excluded from segment operating earnings in order to better assess the results of each segment's operating activities on a consistent basis.

Unallocated corporate and shared costs and credits include expenses and credits related to our chief executive officer and Board of Directors, certain provisions for bad debt allowances or subsequent recoveries such as those related to bankrupt clients, ~~defined benefit pension costs or credits for our frozen U.S. pension plan,~~ certain unallocated professional fees, and certain self-insurance costs and recoveries that are not allocated to our individual operating segments.

Restructuring and special charges arise from time to time from events (such as internal restructurings, losses on subleases, establishment of new operations, and asset impairments) that are not allocated to any particular segment since they historically have not regularly impacted our performance and are not expected to impact our future performance on a regular basis.

Additional discussion and analysis of our income taxes, net corporate interest expense, stock option expense, amortization of ~~customer-relationship~~acquisition-related intangible assets, contingent earnout adjustments, non-service pension costs, and unallocated corporate and shared costs, ~~and credits, and restructuring and special charges~~net follows the discussion and analysis of the results of operations of our four operating segments.

In the normal course of business, our operating segments incur certain out-of-pocket expenses that are thereafter reimbursed by our clients. Under GAAP, these out-of-pocket expenses and associated reimbursements are ~~required to be included~~reported on a gross basis when reporting revenues and expenses, respectively, in our ~~consolidated results~~unaudited Condensed Consolidated Statements of ~~operations.~~Operations. In the discussion and analysis of results of operations which follows, we do not include a gross up of expenses and revenues for these pass-through reimbursed expenses. The amounts of reimbursed expenses and related revenues offset each other in our results of operations with no impact to our net income or operating earnings. A reconciliation of revenues before reimbursements to ~~consolidated~~total revenues determined in accordance with GAAP is ~~self-evident from~~presented on the face of the accompanying unaudited Condensed Consolidated Statements of Operations.

Our ~~International~~ segment results are impacted by changes in foreign exchange rates. We believe that a non-GAAP discussion and analysis of segment revenues before reimbursements by major region, based on actual exchange rates and using a constant exchange rate, is helpful in understanding the results of our ~~operations in this segment.~~

segment operations.

Segment ~~Operating~~ Expenses

Our discussion and analysis of segment operating expenses is comprised of two components: "Direct Compensation, Fringe Benefits & Non-Employee Labor" and "Expenses Other Than Direct Compensation, Fringe Benefits & Non-Employee Labor."

"Direct Compensation, Fringe Benefits & Non-Employee Labor" includes direct compensation, payroll taxes, and benefits provided to the employees of each segment, as well as payments to outsourced service providers that augment our staff in each segment. As a service company, these costs represent our most significant and variable operating expenses. ~~As noted above, in our International and Garden City Group segments, these costs include~~

Costs of administrative functions, including direct compensation, payroll taxes, and benefits, ~~of certain administrative functions that~~ are ~~embedded in those locations~~managed centrally and ~~are~~ considered ~~direct operating~~indirect costs. The allocated indirect costs of ~~those locations. In~~ our ~~U.S. Services~~shared-services infrastructure are allocated to each segment based on usage and Broadspire operations, certain administrative functions are performed by centralized shared-services staff. These costs are considered indirect and are not included in "Direct Compensation, Fringe Benefits & Non-Employee Labor." Accordingly, the "Direct Compensation, Fringe Benefits & Non-Employee Labor" andreflected within "Expenses Other Than Direct Compensation, Fringe Benefits & Non-Employee Labor" ~~components are not comparable across segments, but are comparable within~~of each ~~segment across periods.~~

~~The allocated indirect costs of our shared-services infrastructure are included in "Expenses Other Than Direct Compensation, Fringe Benefits & Non-Employee Labor."~~ segment.

In addition to allocated corporate and shared costs, "Expenses Other Than Direct Compensation, Fringe Benefits & Non-Employee Labor" includes travel and entertainment, office rent and occupancy costs, automobile expenses, office operating expenses, data processing costs, cost of risk, professional fees, and amortization and depreciation expense other than amortization of ~~customer-relationship~~acquisition-related intangible assets.

In addition, we believe that a non-GAAP discussion and analysis of segment gross profit is helpful in understanding the results of our segment operations, excluding indirect centralized administrative support costs. Our discussion and analysis of segment gross profit includes the revenues and direct expenses of each segment.

Unless noted in the following discussion and analysis, revenue amounts exclude reimbursements for out-of-pocket expenses and expense amounts exclude reimbursed out-of-pocket expenses.

Segment Performance Indicators

We typically earn our revenues on an individual fee-per-claim basis for claims management services we provide to carriers, brokers and corporates. Accordingly, the volume of claim referrals to us is a key driver of our revenues. We believe that a discussion and analysis of the segment unit volumes, as measured by cases received, is helpful in understanding the results of our operations.

Operating results for our ~~U.S. Services,~~North America Loss Adjusting, International Operations, Broadspire, and ~~Garden City Group~~Platform Solutions segments reconciled to net income before income taxes and net income attributable to shareholders of Crawford & Company were as follows:


	Three Months Ended
(in thousands, except percentages)	March 31, 2024			March 31, 2023
Revenues:
North America Loss Adjusting	$	77,365		$	77,597
International Operations		98,092			91,863
Broadspire		94,298			84,054
Platform Solutions		31,899			62,820
Total Revenues before reimbursements		301,654			316,334
Reimbursements		11,419			11,604
Total Revenues	$	313,073		$	327,938
Direct Compensation, Fringe Benefits & Non-Employee Labor:
North America Loss Adjusting	$	55,467		$	54,164
% of related revenues before reimbursements		71.7	%		69.8	%
International Operations		64,979			61,421
% of related revenues before reimbursements		66.2	%		66.9	%
Broadspire		57,257			52,641
% of related revenues before reimbursements		60.7	%		62.6	%
Platform Solutions		18,930			40,911
% of related revenues before reimbursements		59.3	%		65.1	%
Total	$	196,633		$	209,137
% of Revenues before reimbursements		65.2	%		66.1	%
Expenses Other than Direct Compensation, Fringe Benefits & Non-Employee Labor:
North America Loss Adjusting	$	17,419		$	15,368
% of related revenues before reimbursements		22.5	%		19.8	%
International Operations		31,423			27,407
% of related revenues before reimbursements		32.0	%		29.8	%
Broadspire		24,237			23,486
% of related revenues before reimbursements		25.7	%		27.9	%
Platform Solutions		11,854			11,943
% of related revenues before reimbursements		37.2	%		19.0	%
Total before reimbursements		84,933			78,204
% of Revenues before reimbursements		28.2	%		24.7	%
Reimbursements		11,419			11,604
Total	$	96,352		$	89,808
% of Revenues		30.8	%		27.4	%
Segment Operating Earnings:
North America Loss Adjusting	$	4,479		$	8,065
% of related revenues before reimbursements		5.8	%		10.4	%
International Operations		1,690			3,035
% of related revenues before reimbursements		1.7	%		3.3	%
Broadspire		12,804			7,927
% of related revenues before reimbursements		13.6	%		9.4	%
Platform Solutions		1,115			9,966
% of related revenues before reimbursements		3.5	%		15.9	%
Deduct:
Unallocated corporate and shared costs, net		(8,007	)		(4,119	)
Net corporate interest expense		(3,596	)		(4,399	)
Stock option expense		(167	)		(156	)
Amortization of acquisition-related intangible assets		(1,868	)		(1,899	)
Contingent earnout adjustments		(151	)		(248	)
Non-service pension costs		(2,473	)		(2,171	)
Income before income taxes		3,826			16,001
Provision for income taxes		(1,047	)		(5,271	)
Net income		2,779			10,730
Net loss (income) attributable to noncontrolling interests		58			(49	)
Net income attributable to shareholders of Crawford & Company	$	2,837		$	10,681

Three months ended Nine months ended
(in thousands, except percentages) September 30,
2017 September 30,
2016 September 30,
2017 September 30,
2016
Revenues:
U.S. Services $ 63,052
$ 56,530
$ 184,843
$ 173,969
International 110,784
120,950
331,019
360,425
Broadspire 76,683
76,676
231,544
227,975
Garden City Group 20,032
23,130
59,659
74,494
Total revenues, before reimbursements 270,551
277,286
807,065
836,863
Reimbursements 16,115
18,101
43,103
47,101
Total Revenues $ 286,666
$ 295,387
$ 850,168
$ 883,964

Direct Compensation, Fringe Benefits & Non-Employee Labor:
U.S. Services $ 39,051
$ 32,608
$ 111,352
$ 100,613
% of related revenues before reimbursements 61.9 % 57.7 % 60.1 % 57.8 %
International 72,472
75,829
215,049
229,396
% of related revenues before reimbursements 65.5 % 62.7 % 65.0 % 63.6 %
Broadspire 42,061
41,891
128,314
125,753
% of related revenues before reimbursements 54.9 % 54.6 % 55.4 % 55.2 %
Garden City Group 14,003
14,975
41,830
48,795
% of related revenues before reimbursements 69.9 % 64.7 % 70.1 % 65.5 %
Total $ 167,587
$ 165,303
$ 496,545
$ 504,557
% of Revenues before reimbursements 61.9 % 59.6 % 61.5 % 60.3 %

Expenses Other than Direct Compensation, Fringe Benefits & Non-Employee Labor:
U.S. Services $ 14,464
$ 14,568
$ 47,304
$ 45,413
% of related revenues before reimbursements 23.0 % 25.8 % 25.7 % 26.1 %
International 28,147
31,661
86,288
99,162
% of related revenues before reimbursements 25.3 % 26.2 % 26.0 % 27.6 %
Broadspire 26,382
26,522
78,995
78,725
% of related revenues before reimbursements 34.4 % 34.6 % 34.1 % 34.5 %
Garden City Group 5,841
6,003
20,096
19,717
% of related revenues before reimbursements 29.2 % 26.0 % 33.7 % 26.5 %
Total before reimbursements 74,834
78,754
232,683
243,017
% of Revenues before reimbursements 27.7 % 28.4 % 28.8 % 29.0 %
Reimbursements 16,115
18,101
43,103
47,101
Total $ 90,949
$ 96,855
$ 275,786
$ 290,118
% of Revenues 31.7 % 32.8 % 32.4 % 32.8 %
Operating Earnings (Loss):
U.S. Services $ 9,537
$ 9,354
$ 26,187
$ 27,943
% of related revenues before reimbursements 15.1 % 16.5 % 14.2 % 16.1 %
International 10,165
13,460
29,682
31,867
% of related revenues before reimbursements 9.2 % 11.1 % 9.0 % 8.8 %
Broadspire 8,240
8,263
24,235
23,497
% of related revenues before reimbursements 10.7 % 10.8 % 10.5 % 10.3 %
Garden City Group 188
2,152
(2,267 ) 5,982
% of related revenues before reimbursements 0.9 % 9.3 % (3.8 )% 8.0 %
Add (Deduct):
Unallocated corporate and shared (costs) and credits, net (4,078 ) (6,947 ) (6,333 ) (17,454 )
Net corporate interest expense (2,524 ) (2,262 ) (6,674 ) (7,553 )
Stock option expense (468 ) (176 ) (1,342 ) (403 )
Amortization of customer-relationship intangible assets (2,737 ) (2,401 ) (8,235 ) (7,280 )
Restructuring and special charges (1,431 ) (1,488 ) (8,818 ) (7,431 )
Income before income taxes 16,892
19,955
46,435
49,168
Provision for income taxes (4,922 ) (8,606 ) (16,569 ) (20,029 )
Net income 11,970
11,349
29,866
29,139
Net income attributable to noncontrolling interests and redeemable noncontrolling interests (157 ) (404 ) (188 ) (937 )
Net income attributable to shareholders of Crawford & Company $ 11,813
$ 10,945
$ 29,678
$ 28,202

~~U.S. SERVICES~~

NORTH AMERICA LOSS ADJUSTING SEGMENT

Operating earnings for our U.S. Services segment were $9.5 million, or 15.1% of revenues before reimbursements, in the third quarter of 2017, compared with $9.4 million, or 16.5% of revenues before reimbursements, in the third quarter of 2016. For the nine months ended September 30, 2017, operating earnings decreased to $26.2 million, or 14.2% of revenues before reimbursements, from $27.9 million, or 16.1% of revenues before reimbursements for the 2016 comparable period. The increase in operating earnings in the 2017 third quarter compared with 2016 was due to increased revenues as a result of hurricane activity which was mostly offset by start-up costs to mobilize staff in areas affected by the hurricanes and the operating losses attributable to WeGoLook. The decrease in operating earnings for the 2017 nine-month period compared with 2016 was also impacted by a branding campaign in the 2017 first quarter to further expand the presence of Contractor Connection in the consumer repair market and the year-to-date operating losses attributable to WeGoLook.

~~Revenues before Reimbursements~~

U.S. Services revenues are primarily generated from the property and casualty insurance markets in the U.S. U.S. Services revenues before reimbursements by major service line for the three months and nine months ended September 30, 2017 and ~~2016~~ ~~were as follows:~~

Three months ended Nine months ended
(in thousands, except percentages) September 30,
2017 September 30,
2016 Variance September 30,
2017 September 30,
2016 Variance
Claims Field Operations $ 22,596
$ 21,657
4.3 % $ 65,965
$ 62,363
5.8 %
Technical Services 7,990
7,127
12.1 % 22,123
21,056
5.1 %
Catastrophe Services 12,016
9,198
30.6 % 33,806
35,153
(3.8 )%
Subtotal U.S. Claims Services 42,602
37,982
12.2 % 121,894
118,572
2.8 %
Contractor Connection 18,270
18,548
(1.5 )% 56,611
55,397
2.2 %
WeGoLook 2,180
—
nm
6,338
—
nm
Total U.S. Services Revenues before Reimbursements $ 63,052
$ 56,530
11.5 % $ 184,843
$ 173,969
6.3 %

~~nm = not meaningful~~

Overall, there were increases in revenues in the U.S. Services segment in both the third quarter and nine months ended September 30, 2017 compared with the 2016 periods. These increases were primarily due to the acquisition of WeGoLook, representing a 3.9% positive variance in the third quarter and 3.6% for the nine-month period, and an increase in weather-related activity in the 2017 third quarter. There was an increase in segment unit volume, measured principally by cases received, of 50.2% and 38.8% for the three months and nine months ended September 30, 2017, compared with the 2016 periods. Excluding the impact of high-frequency, low-complexity cases received from the WeGoLook acquisition, there were increases in segment unit volume of 21.8% and 10.2% for the three months and nine months ended September 30, 2017, respectively, compared with the 2016 periods. Changes in the overall mix of services provided and rates charged for those services decreased revenues by approximately 7.2% in the three months and approximately 3.0% in the nine months ended September 30, 2017 compared with the 2016 periods.

There was an increase in revenues in U.S. Claims Services in the third quarter and nine months ended September 30, 2017 due to an increase in weather-related activity in the third quarter of 2017, compared to the 2016 periods. These increases were the result of hurricane activity present in the 2017 third quarter which impacted all of our U.S. Claims Services service lines.

Revenues in our Catastrophe Services service line include revenues from an outsourcing project for a major U.S. insurance carrier, which resulted in $2.4 million and $19.1 million of revenues in the three months and nine months ended September 30, 2017, compared with $6.3 million and $27.2 million in the comparable 2016 periods, representing negative variances of 6.9% and 4.6%, respectively. The services provided to this customer are primarily project-based and are covered by the terms of multiple contractual arrangements which expire at various times in the future. In the event we are not able to retain these relationships, or replace any lost revenues from these projects as they reach their respective end dates, segment revenues and operating earnings would be negatively impacted.

Contractor Connection revenues decreased in the 2017 third quarter compared to the prior year period due to lower average case values in areas impacted by the hurricane activity. Revenues increased for the nine months ended September 30, 2017 compared with the same period of 2016 due to the ongoing expansion of our contractor network and the continued trend of insurance carriers moving high-frequency, low-complexity property cases directly to our contractor managed repair networks.

~~Reimbursed Expenses included in Total Revenues~~

Reimbursements for out-of-pocket expenses incurred in our U.S. Services segment, which are included in total Company revenues, were $2.8 million and $2.2 million for the three-month periods ended September 30, 2017 and 2016, respectively. Reimbursements were $6.7 million and $6.2 million for the nine-month periods ended September 30, 2017 and 2016, respectively. The 2017 increases were due to the increased revenues, primarily in the third quarter, resulting from the hurricane activity.

~~Case Volume Analysis~~

~~U.S. Services unit volumes by underlying case category, as measured by cases received, for the three months and nine months ended September 30, 2017 and~~ ~~2016~~ ~~were as follows:~~

Three months ended Nine months ended
(whole numbers, except percentages ) September 30,
2017 September 30,
2016 Variance September 30,
2017 September 30,
2016 Variance
Claims Field Operations 43,538
39,279
10.8 % 122,452
116,571
5.0 %
Technical Services 2,864
2,410
18.8 % 7,622
6,766
12.7 %
Catastrophe Services 18,643
2,927
536.9 % 26,089
13,221
97.3 %
Subtotal U.S. Claims Services 65,045
44,616
45.8 % 156,163
136,558
14.4 %
Contractor Connection 55,831
54,660
2.1 % 167,685
157,327
6.6 %
WeGoLook 28,234
—
nm
84,015
—
nm
Total U.S. Services Cases Received 149,110
99,276
50.2 % 407,863
293,885
38.8 %

~~nm = not meaningful~~

Overall, there were increases in cases received of 50.2% and 38.8% for the 2017 third quarter and nine-month periods, respectively, compared to the 2016 periods. These increases were primarily due to the WeGoLook acquisition, which accounted for 28.4% and 28.6% of the increases in U.S. Services cases in the quarter and nine-month periods. Absent the WeGoLook acquisition, total cases received increased by 21.8% in the quarter and 10.2% in the nine-month period compared to the 2016 periods.

The increase in U.S. Claims Services cases for the three months ended September 30, 2017 compared with the 2016 period was due to an increase in weather-related case activity in all service lines, as a result of cases received from hurricanes in the 2017 period. Revenues associated with many of these cases are expected to benefit future periods. The increase in the nine-month period was also due to an increase in weather-related activity primarily in our Catastrophe Services service line. The increases in Contractor Connection cases were due to the ongoing expansion of our contractor network and the continued trend of insurance carriers moving high-frequency, low-complexity property cases directly to our contractor managed repair networks.

~~Direct Compensation, Fringe Benefits & Non-Employee Labor~~

The most significant expense in our U.S. Services segment is the compensation of employees, including related payroll taxes and fringe benefits, and the payments to outsourced service providers that augment the functions performed by our employees. For the quarter ended September 30, 2017, U.S. Services direct compensation, fringe benefits, and non-employee labor expense, as a percentage of segment revenues before reimbursements, was 61.9% compared with 57.7% for the comparable period in 2016. For the nine months ended September 30, 2017, U.S. Services direct compensation, fringe benefits, and non-employee labor expense, as a percentage of segment revenues before reimbursements, was 60.1%, compared with 57.8% for the comparable period in 2016. These increases were due to incremental costs in the 2017 period to mobilize staff in areas affected by the hurricanes.

The dollar amount of these expenses increased in the 2017 three-month period to $39.1 million from $32.6 million in the comparable 2016 period, and also in the nine months ended September 30, 2017 to $111.4 million from $100.6 million in the comparable 2016 period. These increases were due to incremental costs in the 2017 quarter to mobilize staff in areas affected by the hurricanes, and an increase in incentive compensation in the 2017 periods. There was an average of 1,474 full-time equivalent employees (including 344 catastrophe adjusters) in this segment during the first nine months of ~~2017, compared with an average of~~ ~~1,360~~ ~~employees (including 344 catastrophe adjusters) during the 2016 period. The WeGoLook acquisition resulted in an increase of 111 employees in the 2017 period.~~

~~Expenses Other than Reimbursements, Direct Compensation, Fringe Benefits & Non-Employee Labor~~

U.S. Services segment expenses other than reimbursements, direct compensation, fringe benefits, and non-employee labor were $14.5 million, or 23.0% of segment revenues before reimbursements for the quarter ended September 30, 2017, compared with $14.6 million, or 25.8% of segment revenues before reimbursements, for the comparable 2016 quarter. The decrease in the amount and the expense as a percent of revenues was due to an increase in revenues and a decrease in administrative support costs in the 2017 period. For the nine months ended September 30, 2017, these expenses were $47.3 million, or 25.7% of segment revenues before reimbursements, compared with $45.4 million, or 26.1% of segment revenues before reimbursements for the comparable 2016 period. The increase in the amount was due to a branding campaign to expand the presence of Contractor Connection in the consumer repair market. The decrease in expense as a percent of revenues was due to the higher revenues in the 2017 period.

~~INTERNATIONAL SEGMENT~~

Operating earnings in our ~~International~~North America Loss Adjusting segment ~~decreased to $10.2~~totaled $4.5 million, or ~~9.2%~~5.8% of revenues before reimbursements, for the three months ended ~~September 30, 2017~~March 31, 2024, compared with ~~2016 third quarter~~2023 operating earnings of ~~$13.5~~$8.1 million, or ~~11.1%~~10.4% of revenues before reimbursements. Operating earnings in our International segment decreased to $29.7 million, or 9.0% of revenues before reimbursements for the nine months ended September 30, 2017, compared with operating earnings of $31.9 million, or 8.8% of revenues before reimbursements, for the nine months ended September 30, 2016. The ~~decreases~~decrease in operating earnings in the ~~2017 third~~2024 first quarter ~~and nine-month periods resulted from lower revenues and associated earnings in the U.K., Canada and Asia~~was primarily due to ~~flooding activity~~the decrease in revenues in Canada and U.S. Field Operations and reduced staff utilization related to the decrease in weather-related activity.

Excluding centralized indirect support costs, gross profit decreased from $17.3 million, or 22.4% of revenues before reimbursements in 2023, to $14.5 million, or 18.8% of revenues before reimbursements, in the ~~U.K.~~three months ended March 31, 2024 due primarily to the decrease in revenues due to mild weather events.

Operating results for our North America Loss Adjusting segment, including gross profit, for the three months ended March 31, 2024 and ~~Australia, and Ft. McMurray wildfire activity in Canada in the 2016 third quarter.~~

2023 were as follows:


	In thousands (except percentages)
	Based on actual exchange rates			Based on exchange rates for the three months ended March 31, 2023
Three Months Ended March 31,	2024	2023	Variance	2024	Variance
Revenues	$77,365	$77,597	(0.3)%	$77,330	(0.3)%
Direct expenses	62,853	60,253	4.3%	62,790	4.2%
Gross profit	14,512	17,344	(16.3)%	14,540	(16.2)%
Indirect expenses	10,033	9,279	8.1%	10,023	8.0%
Total North America Loss Adjusting Operating Earnings	$4,479	$8,065	(44.5)%	$4,517	(44.0)%

Gross profit margin	18.8%	22.4%	(3.6)%	18.8%	(3.6)%
Operating margin	5.8%	10.4%	(4.6)%	5.8%	(4.6)%

Revenues before Reimbursements

~~International~~

North America Loss Adjusting segment revenues are primarily derived from the property and casualty insurance company ~~market, with additional revenues from the self-insured~~ markets in the ~~U.K., Canada, Asia-Pacific (which includes Australia~~U.S. and ~~New Zealand, as well as the Middle East and Africa) and Europe and Rest of World (which together consist of continental Europe and Latin America).~~Canada. Revenues before reimbursements by major region, based on actual exchange rates and using a constant exchange rate, for the three months ended March 31, 2024 and ~~nine months ended September 30, 2017 and 2016~~2023 were as follows:

Three months ended
Based on actual exchange rates Based on exchange rates for three months ended September 30, 2016
(in thousands, except percentages) September 30,
2017 September 30,
2016 Variance September 30, 2017 Variance
U.K. $ 31,944
$ 43,160
(26.0 )% $ 34,443
(20.2 )%
Canada 27,292
27,446
(0.6 )% 26,188
(4.6 )%
Asia-Pacific 29,174
27,350
6.7 % 28,880
5.6 %
Europe and Rest of World 22,374
22,994
(2.7 )% 22,280
(3.1 )%
Total International Revenues before Reimbursements $ 110,784
$ 120,950
(8.4 )% $ 111,791
(7.6 )%

Nine months ended
Based on actual exchange rates Based on exchange rates for nine months ended September 30, 2016
(in thousands, except percentages) September 30,
2017 September 30,
2016 Variance September 30, 2017 Variance
U.K. $ 105,236
$ 134,134
(21.5 )% $ 119,229
(11.1 )%
Canada 79,466
78,484
1.3 % 78,836
0.4 %
Asia-Pacific 79,417
78,739
0.9 % 78,339
(0.5 )%
Europe and Rest of World 66,900
69,068
(3.1 )% 67,309
(2.5 )%
Total International Revenues before Reimbursements $ 331,019
$ 360,425
(8.2 )% $ 343,713
(4.6 )%


	Three Months Ended
	Based on actual exchange rates							Based on exchange rates for the three months ended March 31, 2023
(in thousands, except percentages)	March 31, 2024		March 31, 2023		Variance			March 31, 2024		Variance
U.S.	$	53,524	$	52,983		1.0	%	$	53,524		1.0	%
Canada		23,841		24,614		(3.1	)%		23,806		(3.3	)%
Total North America Loss Adjusting Revenues before Reimbursements	$	77,365	$	77,597		(0.3	)%	$	77,330		(0.3	)%

Revenues before reimbursements from our ~~International~~North America Loss Adjusting segment totaled ~~$110.8~~$77.4 million in the three months ended ~~September 30, 2017~~March 31, 2024, compared with ~~$121.0~~$77.6 million in the ~~2016~~2023 period. ~~Changes in foreign exchange rates resulted in~~This slight decrease was due to a decrease in Canada and U.S. Field Operations, partially offset by an increase in U.S. Global Technical Services revenues. There was a decrease in segment unit volume, measured principally by cases received, of ~~our International segment revenues by approximately 0.8%, or $1.0 million~~(15.2)% for the three months ended ~~September 30, 2017 as~~March 31, 2024, compared with the ~~2016~~2023 period. Absent foreign exchange rate fluctuations, International segment revenues would have been $111.8 million for the three months ended September 30, 2017. Overall case volumes decreased 8.6% for the three months ended September 30, 2017 compared with the same periodThis was partially offset by a decrease in high-frequency, low-severity cases received in Contractor Connection in Canada of ~~2016. The change in U.K. contractor repair business operating model accounted for a 4.9% decrease, and changes~~10,300 or 14.2%. Changes in product mix and in the rates charged for those services accounted for a ~~5.9%~~0.7% revenue increase for the three months ended ~~September 30, 2017~~March 31, 2024 compared with the same period in ~~2016~~.

~~Revenues before reimbursements from our International segment totaled $331.0 million~~2023, due to increases in the first nine months of 2017, compared with $360.4 million in the 2016 period. Changes in foreign exchange rates resulted in a decrease of our International segment revenues by approximately 3.6%, or $12.7 million, for the nine months ended September 30, 2017 as compared with the 2016 period. Absent foreign exchange rate fluctuations, International segment revenues would have been $343.7 million for the nine months ended September 30, 2017. Overall case volumes decreased 2.7% for the nine months ended September 30, 2017 compared with the same period of 2016. pricing and average fee per case.

The ~~change in U.K. contractor repair business operating model accounted for a 2.9% decrease, and changes in product mix and in the rates charged for those services accounted for a 1.0% revenue~~ increase ~~for the nine months ended September 30, 2017 compared with the same period in 2016.~~

~~The decrease~~ in revenues in the ~~U.K.~~U.S. for the three months ended ~~September 30, 2017 compared with the 2016 period~~March 31, 2024 was primarily due to a change in the operating model in the U.K. contractor repair business where we are acting in an agency role instead of principal in certain relationships with clients related to our Contractor Connection service line, which represents a $5.9 million reduction, and a decrease in weather related activity. Revenues in Canada decreased in the third quarter compared with the 2016 period due to an increase in ~~cases received~~ in ~~the 2016 third quarter~~Global Technical Services revenues from ~~the Fort McMurray wildfires. There was a revenue increase in Asia-Pacific due to~~ an increase in ~~weather-related activity in Australia in the current year. The revenue~~expert adjusting staff and increased business from new and existing clients offset by a decrease in ~~Europe and Rest~~U.S. Field Operations as a result of ~~World~~a decrease in weather-related activity.

Revenue variance components for our North America Loss Adjusting segment, for the three months ended ~~September 30, 2017 compared with the same period in 2016 was due to a change in the mix of services provided in Scandinavia, partially offset by an increase in weather-related cases in Peru.~~

The decrease in revenues in the U.K. for the nine months ended September 30, 2017 compared with the 2016 period was due to a change in the operating model in the U.K. contractor repair business where weMarch 31, 2024 are acting in an agency role instead of principal in certain relationships with clients related to our Contractor Connection service line, which represents a $10.4 million reduction, and a decrease in weather-related activity in 2017 compared with the number of cases received from flooding in that region in 2016. Revenues in Canada increased in the nine months ended September 30, 2017 compared with the 2016 period due primarily to an increase in high-volume, low-complexity case volumes from existing clients, partially offset by a reduction in weather-related case volumes. The revenue increase in Asia-Pacific was due to a change in exchange rates; absent the change in exchange rates there was a slight reduction in revenues due to a decrease in high-volume, low-complexity motor cases in China and Singapore where we have exited that product line in those countries. The revenue decrease in Europe and Rest of World for the nine months ended September 30, 2017 compared with the same period in 2016 was due to changes in the mix of services provided in Scandinavia, partially offset by an increase in Peru due to an increase in weather-related activity.

summarized as follows:


2024 Period compared to 2023 Period Ending:		For the Three Months Ended March 31,
Decrease in cases received		(15.2)%
Contractor Connection Canada high-frequency, low-severity case reduction due to loss of client		14.2%
Change in product mix and rates		0.7%
Decrease in Revenues before Reimbursements		(0.3)%

Reimbursed Expenses included in Total Revenues

Reimbursements for out-of-pocket expenses incurred in our ~~International~~North America Loss Adjusting segment, ~~decreased to $9.1~~which are included in total Company revenues, were $1.9 million and ~~$23.7~~$2.9 million for the three months ended March 31, 2024 and ~~nine months ended September 30, 2017, respectively, from $10.3 million and $24.0 million in the comparable 2016 periods. These decreases were the result of the lower revenues in the 2017 periods.~~

2023, respectively.

Case Volume Analysis

~~International~~

North America Loss Adjusting segment unit volumes by geographic region, measured by cases received, for the three months ended March 31, 2024 and ~~nine months ended September 30, 2017 and~~ ~~2016~~2023 were as follows:

Three months ended Nine months ended
(whole numbers, except percentages) September 30,
2017 September 30,
2016 Variance September 30,
2017 September 30,
2016 Variance
U.K. 28,027
32,004
(12.4 )% 86,526
102,032
(15.2 )%
Canada 43,419
46,621
(6.9 )% 130,873
125,709
4.1 %
Asia-Pacific 18,718
26,151
(28.4 )% 66,066
74,519
(11.3 )%
Europe and Rest of World 69,051
69,433
(0.6 )% 214,620
209,877
2.3 %
Total International Cases Received 159,215
174,209
(8.6 )% 498,085
512,137
(2.7 )%


	Three Months Ended
(whole numbers, except percentages)	March 31, 2024		March 31, 2023		Variance
U.S.		36,350		37,076		(2.0	)%
Canada		25,587		35,926		(28.8	)%
Total North America Loss Adjusting Cases Received		61,937		73,002		(15.2	)%

Overall, ~~case volumes were 8.6% lower~~there was a decrease in cases of (15.2)% in the three months ended ~~September 30, 2017~~March 31, 2024, compared ~~with~~to the same period in ~~2016. The U.K. case volumes were lower in the third quarter 2017 due to a reduction in weather-related cases received in 2016.~~2023. The decrease in ~~Canada~~U.S. case volumes in the 2024 first quarter was due to less weather-related activity partially offset by an increase in ~~cases received in the 2016 third quarter from the Fort McMurray wildfires. The decrease in Asia-Pacific cases in the third quarter~~Global Technical Services. There was ~~due primarily to~~ a decrease in cases ~~received~~ in ~~Australia~~Canada in the ~~quarter. There was a slight decrease in cases in Europe and Rest of World~~2024 first quarter due to 10,300 less high-frequency, low-severity Contractor Connection cases related to the loss of a ~~decrease in high-frequency, low-complexity cases in Spain.~~

~~Overall case volumes were 2.7% lower in the nine months ended September 30, 2017~~customer, as compared with the same period in 2016. The U.K. case volumes were lower in the 2017 period due to flooding-related cases received in 2016. The increase in Canada was due to an increase in high-frequency, low-complexity vehicle appraisals in the 20172023 period. The decrease in Asia-Pacific cases was due to a decline in high-frequency, low-complexity motor cases in Singapore and China where we have exited that product line in these countries. The increase in cases in Europe and Rest of World was due to an increase in high-frequency, low-complexity cases in Germany and an increase in Peru due to weather-related activity.

Direct Compensation, Fringe Benefits & Non-Employee Labor

The most significant expense in our ~~International~~North America Loss Adjusting segment is the compensation of employees, including related payroll taxes and fringe benefits, and the payments to outsourced service providers that augment the functions performed by our employees. As a percentage of revenues before reimbursements, direct compensation, fringe benefits, and non-employee labor expenses were ~~65.5%~~71.7% for the three months ended ~~September 30, 2017~~March 31, 2024 compared with ~~62.7%~~69.8% for the 2023 period. The total dollar amount of these expenses increased to $55.5 million for the three months ended March 31, 2024 from $54.2 million for the comparable ~~period~~2023 period. The increase was due to an increase in ~~2016, and were 65.0% for~~employees in Global Technical Services. The increase in the ~~nine months ended September 30, 2017 compared with 63.6% for the comparable period in 2016. These increases in expenses as a percent~~percentage of revenues ~~were~~before reimbursements is due to ~~lower~~the reduced revenues and lower staff utilization in ~~the 2017 periods. The dollar amount of these expenses decreased to $72.5 million for the three months ended September 30, 2017 from $75.8 million for the comparable 2016 period,~~U.S. Field Operations and ~~$215.0 million for the nine months ended September 30, 2017 from $229.4 million for the comparable 2016 period. These decreases were due~~Canada, compared to the ~~impact of cost reduction initiatives, a reduction in employees, and the impact of foreign exchange rates.~~2023 period. There was an average of ~~4,202~~2,046 full-time equivalent employees in this segment in the ~~nine~~three months ended ~~September 30, 2017~~March 31, 2024 compared with an average of ~~4,260~~2,091 in the ~~2016~~2023 period.

Expenses Other than Reimbursements, Direct Compensation, Fringe Benefits & Non-Employee Labor

~~Expenses~~

North America Loss Adjusting expenses other than reimbursements, direct compensation, fringe benefits, and non-employee labor were $17.4 million for the three months ended March 31, 2024 compared with $15.4 million for the 2023 period. As a percentage of revenues before reimbursements, expenses other than direct compensation, fringe benefits, and non-employee labor expenses were ~~25.3%~~22.5% for the three months ended March 31, 2024 compared with 19.8% for the 2023 period. The increase in the current year amounts was due to higher technology investments, auto expenses, and self-insurance costs. The increase in the expense as a percentage of revenues before reimbursements is due to decreased revenues.

INTERNATIONAL OPERATIONS SEGMENT

Operating earnings in our International Operations segment were $1.7 million, or 1.7% of revenues before reimbursements, for the three months ended ~~September 30, 2017~~March 31, 2024, compared with ~~26.2% for the comparable period in 2016, and were 26.0%~~$3.0 million, or 3.3% of ~~International segment~~ revenues before reimbursements, in the 2023 period. The decrease in operating earnings in the 2024 period was primarily due to Australia flood activity in the prior year first quarter and reductions in Legal Services productivity levels, partially offset by increases in Latin America and the U.K.

Excluding centralized indirect support costs, gross profit slightly increased from $15.7 million, or 17.1% of revenues before reimbursements in 2023, to $16.0 million, or 16.3% of revenues before reimbursements, in the three months ended March 31, 2024. The increase in gross profit was driven by the $6.2 million increase in revenues, and the decrease in gross profit percentage was primarily due to the growth in direct expenses exceeding the increase in revenues.

Operating results for our International Operations segment, including gross profit, for the ~~nine~~three months ended ~~September 30, 2017~~March 31, 2024 and 2023 were as follows:


	In thousands (except percentages)
	Based on actual exchange rates			Based on exchange rates for the three months ended March 31, 2023
Three Months Ended March 31,	2024	2023	Variance	2024	Variance
Revenues	$98,092	$91,863	6.8%	$97,208	5.8%
Direct expenses	82,111	76,159	7.8%	80,799	6.1%
Gross profit	15,981	15,704	1.8%	16,409	4.5%
Indirect expenses	14,291	12,669	12.8%	14,218	12.2%
Total International Operations Operating Earnings	$1,690	$3,035	(44.3)%	$2,191	(27.8)%

Gross profit margin	16.3%	17.1%	(0.8)%	16.9%	(0.2)%
Operating margin	1.7%	3.3%	(1.6)%	2.3%	(1.0)%

Revenues before Reimbursements

International Operations segment revenues are primarily derived from the global property and casualty insurance company markets in the U.K, Europe, Australia, Asia and Latin America. Revenues before reimbursements by major region, based on actual exchange rates and using a constant exchange rate, for the three months ended March 31, 2024 and 2023 were as follows:


	Three Months Ended
	Based on actual exchange rates							Based on exchange rates for the three months ended March 31, 2023
(in thousands, except percentages)	March 31, 2024		March 31, 2023		Variance			March 31, 2024		Variance
U.K.	$	40,255	$	33,124		21.5	%	$	38,518		16.3	%
Europe		23,621		22,764		3.8	%		23,319		2.4	%
Australia		19,661		22,994		(14.5	)%		20,121		(12.5	)%
Asia		5,369		5,627		(4.6	)%		5,464		(2.9	)%
Latin America		9,186		7,354		24.9	%		9,786		33.1	%
Total International Operations Revenues before Reimbursements	$	98,092	$	91,863		6.8	%	$	97,208		5.8	%

Revenues before reimbursements from our International Operations segment totaled $98.1 million in the three months ended March 31, 2024, compared with ~~27.6% for~~$91.9 million in the ~~comparable period~~2023 period. This increase was due to an increase in ~~2016.~~the U.K., Europe, and Latin America. The ~~amount of these expenses decreased to $28.1~~change in exchange rates increased our International Operations segment revenues by approximately 1.0%, or $0.9 million, for the three months ended ~~September 30, 2017,~~March 31, 2024 as compared with ~~$31.7 million in~~ the ~~comparable 2016 period, and to $86.3 million for the nine months ended September 30, 2017, decreasing from $99.2 million in the comparable 2016~~2023 period. ~~The decrease in amounts was due to the impact of cost reduction initiatives and changes in~~Absent foreign exchange ~~rates. The decrease in expenses as a percent of revenues was primarily due to the impact of cost reduction initiatives.~~

~~BROADSPIRE SEGMENT~~

Our Broadspire segment reported operating earnings of $8.2 million, or 10.7% of revenues before reimbursements, for the third quarter of 2017, compared with $8.3 million, or 10.8% of revenues before reimbursements, for the third quarter of 2016. For the nine months ended September 30, 2017, Broadspire operating earnings were $24.2 million, or 10.5% of revenues before reimbursements, compared with $23.5 million, or 10.3% of revenues before reimbursements, for the comparable 2016 period. Operating earnings increased for the nine month period due primarily to an increase in revenues, operational efficiency gains, and a reduction in administrative support costs in the 2017 period.

~~Revenues before Reimbursements~~

~~Broadspire~~rate fluctuations, International Operations segment revenues are primarily derived from medical management services, such as medical bill review, medical case management and vocational rehabilitation for workers' compensation; workers' compensation, disability, and liability claims management; and risk management information services provided to the U.S. self-insured marketplace. Broadspire revenues before reimbursements by major service linewould have been $97.2 million for the three months ~~and nine months~~ ended ~~September 30, 2017 and~~ ~~2016~~ ~~were as follows:~~

Three months ended Nine months ended
(in thousands, except percentages) September 30,
2017 September 30,
2016 Variance September 30,
2017 September 30,
2016 Variance
Medical Management Services $ 40,395
$ 41,149
(1.8 )% $ 121,754
$ 121,433
0.3 %
Workers' Compensation, Disability and Liability Claims Management 32,656
32,028
2.0 % 99,245
95,910
3.5 %
Risk Management Information Services 3,632
3,499
3.8 % 10,545
10,632
(0.8 )%
Total Broadspire Revenues before Reimbursements $ 76,683
$ 76,676
— % $ 231,544
$ 227,975
1.6 %

~~Revenues for the 2017 third quarter were consistent with 2016. The increase in revenues for the nine-month period ended September 30, 2017 compared with the same period in 2016~~March 31, 2024. There was ~~due primarily to~~ an increase in ~~Medical Management and Disability cases in 2017 resulting from new clients in the 2017 periods.~~

~~Revenues were positively impacted by~~segment unit ~~volumes,~~volume, measured principally by cases received, ~~which~~of 7.2% for the three months ended March 31, 2024, compared with the 2023 period. Cases received increased ~~revenues~~ by ~~10.4%~~9,000 or 7.1% in the three months ~~and 6.4%~~ended March 31, 2024, driven by severe storms in ~~the nine months ended September 30, 2017 compared with the same periods~~Australia, for which revenues are expected to be recognized primarily in ~~2016. These increases were~~future quarters. This was partially offset by ~~changes~~a decrease in high-frequency, low-severity cases received in the ~~mix~~U.K. of ~~services provided~~3,500 or (2.8%). Changes in product mix and in the rates charged for those services ~~which decreased revenues by approximately 10.4% from the 2016 third quarter to the 2017 third quarter, and 4.8%~~accounted for a 2.9% revenue increase for the ~~nine~~three months ended ~~September 30, 2017~~March 31, 2024 compared with the same period in ~~2016. This change is~~2023.

Based on constant foreign exchange rates, the increase in revenues in the U.K. for the 2024 first quarter period was due to an increase in ~~cases~~property and third party administration revenues driven by higher value claims. There was an increase in revenues in Europe in the ~~Disability service line which has lower average~~2024 period, compared with 2023, due to increases in Spain and Norway. There was a decrease in revenues in Australia in the quarter due to the continued handling of weather-related case ~~values than Workers' Compensation~~activity during the first quarter of 2023 from the 2022 flooding catastrophe. There was a decrease in revenues in Asia in the 2024 first quarter, compared with 2023, due to decreased large loss claims in Thailand and ~~Liability cases.~~reduced weather-related activity in the Philippines. The increase in revenues in Latin America in the 2024 first quarter was primarily driven by increased volumes across third-party administration and loss adjusting.

Revenue variance components for our International Operations segment, for the three months ended March 31, 2024 are summarized as follows:


2024 Period compared to 2023 Period Ending:		For the Three Months Ended March 31,
Increase in cases received		7.2%
Increase due to foreign currency exchange rates		1.0%
Reduction in high-frequency, low-severity cases received in U.K. in 2024 with minimal 2024 revenues		2.8%
High-frequency, low-severity cases received in Australia in 2024 with minimal 2024 revenues		(7.1)%
Change in product mix and rates		2.9%
Increase in Revenues before Reimbursements		6.8%

Reimbursed Expenses included in Total Revenues

Reimbursements for out-of-pocket expenses incurred in our International Operations segment, which are included in total Company revenues, were $8.5 million and $7.5 million for the three months ended March 31, 2024 and 2023, respectively. The increase in the quarter was due to increased use of third parties in the current year first quarter.

Case Volume Analysis

International Operations segment unit volumes by geographic region, measured by cases received, for the three months ended March 31, 2024 and 2023 were as follows:


	Three Months Ended
(whole numbers, except percentages)	March 31, 2024		March 31, 2023		Variance
U.K.		39,988		44,952		(11.0	)%
Europe		42,689		43,492		(1.8	)%
Australia		20,321		9,993		103.4	%
Asia		6,304		5,188		21.5	%
Latin America		26,350		22,858		15.3	%
Total International Operations Cases Received		135,652		126,483		7.2	%

Overall, there was an increase in cases received of 7.2% for the three months ended March 31, 2024, compared with the 2023 period. There was a decrease in the U.K. in the first quarter due to decreases in high-frequency, low-severity cases in third party administration. Cases declined slightly in Europe due to a decrease in claims in Sweden. There was an increase of 9,000 high-frequency, low-severity weather-related cases in Australia, although revenues are expected to be recognized across multiple quarters as services are performed. The increase in cases received in Asia was due to an increase in high-frequency, low-severity activity in Singapore. Latin America experienced an increase in cases received in Chile.

Direct Compensation, Fringe Benefits & Non-Employee Labor

The most significant expense in our International Operations segment is the compensation of employees, including related payroll taxes and fringe benefits, and the payments to outsourced service providers that augment the functions performed by our employees. As a percentage of revenues before reimbursements, direct compensation, fringe benefits, and non-employee labor expenses was 66.2% for the three months ended March 31, 2024 compared with 66.9% for the 2023 period. The total dollar amount of these expenses was $65.0 million for the three months ended March 31, 2024, compared to $61.4 million for the 2023 period. The increase was due to increases in compensation expense, including incentive compensation. The decrease in the percentage of revenues before reimbursements is due to higher revenues in the 2024 first quarter and improved staff utilization. There was an average of 3,611 full-time equivalent employees in this segment in the three months ended March 31, 2024, compared with an average of 3,693 in the comparable 2023 period.

Expenses Other than Reimbursements, Direct Compensation, Fringe Benefits & Non-Employee Labor

International Operations expenses other than reimbursements, direct compensation, fringe benefits, and non-employee labor were $31.4 million for the three months ended March 31, 2024 compared with $27.4 million for the 2023 period. As a percentage of revenues before reimbursements, expenses other than direct compensation, fringe benefits, and non-employee labor expenses were 32.0% for the three months ended March 31, 2024 compared with 29.8% for the 2023 period. The increase in the first quarter expense and percent of revenues before reimbursements was due to increased IT application costs.

BROADSPIRE SEGMENT

Our Broadspire segment reported operating earnings of $12.8 million, or 13.6% of revenues before reimbursements, for the three months ended March 31, 2024 as compared with $7.9 million, or 9.4% of revenues before reimbursements, for the first quarter of 2023. The increase in the 2024 first quarter was due to an increase in revenues resulting from new client programs, increased medical management usage, and pricing improvements.

Excluding centralized indirect support costs, first quarter gross profit increased from $19.2 million, or 22.9% of revenues before reimbursements, in 2023 to $24.3 million, or 25.8% of revenues before reimbursements in 2024. This increase was due to the increased revenues and improved staff utilization.

Operating results for our Broadspire segment, including gross profit, for the three months ended March 31, 2024 and 2023 were as follows:


	In thousands (except percentages)
Three Months Ended March 31,	2024			2023			Variance
Revenues	$	94,298		$	84,054			12.2	%
Direct expenses		69,993			64,805			8.0	%
Gross profit		24,305			19,249			26.3	%
Indirect expenses		11,501			11,322			1.6	%
Total Broadspire Operating Earnings	$	12,804		$	7,927			61.5	%

Gross profit margin		25.8	%		22.9	%		2.9	%
Operating margin		13.6	%		9.4	%		4.2	%

Revenues before Reimbursements

Broadspire revenues are derived from the casualty and disability insurance and self-insured markets in the U.S. Revenues before reimbursements by service line for the three months ended March 31, 2024 and 2023 were as follows:


	Three Months Ended
(in thousands, except percentages)	March 31, 2024		March 31, 2023		Variance
Claims Management	$	48,398	$	43,108		12.3	%
Medical Management		45,900		40,946		12.1	%
Total Broadspire Revenues before Reimbursements	$	94,298	$	84,054		12.2	%

Revenues before reimbursements from our Broadspire segment totaled $94.3 million in the three months ended March 31, 2024 compared with $84.1 million in the 2023 period. This increase was primarily due to an increase in new client growth and an increase in average fees across both service lines. Revenues were positively impacted by an increase in unit volumes, measured principally by cases received, of 5.4% for the three months ended March 31, 2024 compared with the same period of 2023. This is partly due to a $2.8 million increase in revenues within our Medical Management service line for which no cases are received, or 3.3% of the increase in revenues. There was also a $1.2 million increase in revenues within our Claims Management service line related to income earned which offsets the costs of managing the funds maintained to administer claims for our customers, for which no cases are received, or 1.4% of the increase in revenues. Changes in product mix and in the rates charged for those services accounted for a 2.1% revenue increase for the 2024 first quarter compared with the 2023 period, primarily due to an increase in workers compensation cases and an increase in the average fee per case.

Revenue variance components for our Broadspire segment, for the three months ended March 31, 2024 are summarized as follows:


2024 Period compared to 2023 Period Ending:		For the Three Months Ended March 31,
Increase in cases received		5.4%
Increase in claims management revenues with no cases received		1.4%
Increase in medical management revenues with no cases received		3.3%
Change in product mix and rates		2.1%
Increase in Revenues before Reimbursements		12.2%

Reimbursed Expenses included in Total Revenues

Reimbursements for out-of-pocket expenses incurred in our Broadspire segment were ~~$1.0~~$0.9 million and ~~$3.1~~$0.7 million for the three months ended March 31, 2024 and ~~nine months ended September 30, 2017 compared with $1.1 million and $3.3 million~~2023, respectively. The increase in the ~~2016 periods.~~2024 period was primarily due to the increased revenues in the current period.

Case Volume Analysis

Broadspire unit volumes by ~~major underlying case category,~~service line, as measured by cases received, for the three months ended March 31, 2024 and ~~nine months ended September 30, 2017 and~~ ~~2016~~2023 were as follows:

Three months ended Nine months ended
(whole numbers, except percentages) September 30,
2017 September 30,
2016 Variance September 30,
2017 September 30,
2016 Variance
Workers' Compensation 44,778
46,378
(3.4 )% 131,848
136,281
(3.3 )%
Casualty 31,580
40,347
(21.7 )% 96,175
112,596
(14.6 )%
Medical Management, Disability and Other 47,868
25,819
85.4 % 123,133
81,113
51.8 %
Total Broadspire Cases Received 124,226
112,544
10.4 % 351,156
329,990
6.4 %


	Three Months Ended
(whole numbers, except percentages)	March 31, 2024		March 31, 2023		Variance
Claims Management		94,265		95,807		(1.6	)%
Medical Management		41,433		32,915		25.9	%
Total Broadspire Cases Received		135,698		128,722		5.4	%

Overall case volumes were ~~10.4%~~5.4% higher infor the three months ended ~~September 30, 2017 compared with the same period in 2016. This was~~March 31, 2024 due primarily to an increase in Medical Management ~~and Disability cases resulting from new clients, partially offset by declines in Workers' Compensation and Casualty cases from existing clients.~~referrals. There was a ~~6.4% increase~~decrease in ~~case volumes for~~Claims Management cases due to a reduction in accident and health cases that impacted the ~~nine months ended September 30, 2017 compared with the same period~~mix of cases received resulting in ~~2016. This was also due to~~ an increase in Medical Management and Disability cases, partially offset by a decrease in Workers' Compensation and Casualty cases from existing clients. The reduction in Casualty cases was due to a decrease in high-frequency, low-complexity affinity claims.

the average fee per case.

Direct Compensation, Fringe Benefits & Non-Employee Labor

The most significant expense in our Broadspire segment is the compensation of employees, including related payroll taxes and fringe benefits, and the payments to outsourced service providers that augment the functions performed by our employees. ~~For~~Direct compensation, fringe benefits, and non-employee labor totaled $57.3 million for the three months ended ~~September 30, direct~~March 31, 2024, compared to $52.6 million for the comparable 2023 period. Direct compensation, fringe benefits, and non-employee labor, as a percent of the related revenues before reimbursements, ~~increased~~decreased from ~~54.6%~~62.6% in ~~2016~~the 2023 first quarter to ~~54.9%~~60.7% in 2017. The amount of these expenses increased from $41.9 million for the three months ended September 30, 2016 to $42.1 million for the 2017 comparable period. The increase in both the amounts and the percent of revenues was2024 first quarter, primarily due to ~~an increase in compensation and related benefits, and~~ the ~~increase in employees in 2017.~~

~~For the nine months ended September 30, direct compensation, fringe benefits, and non-employee labor, as a percent of the related revenues before reimbursements,~~ increased slightly from 55.2% in 2016 to 55.4% in 2017. The amount of these expenses increased from $125.8 million for the nine months ended September 30, 2016 to $128.3 million for the 2017 comparable period. The increase in both the amount and the percent of revenues was due to an increase in employees.

revenues. Average full-time equivalent employees in this segment totaled ~~2,048~~2,669 in the ~~first nine~~three months of ~~2017, up from~~ ~~1,994~~ended March 31, 2024, compared with 2,591 in the ~~comparable~~ ~~2016~~2023 period. ~~The increase in employees was due to conversion of outsourced contractors to full time employees in the Global Business Services Center and the increase in work supporting the increased revenues.~~

Expenses Other than Reimbursements, Direct Compensation, Fringe Benefits & Non-Employee Labor

Broadspire segment expenses other than reimbursements, direct compensation, fringe benefits, and non-employee labor as a percent of revenues before reimbursements were ~~34.4% and 34.1%~~25.7% for the three months ~~and nine months~~ ended ~~September 30, 2017,~~March 31, 2024, compared with ~~34.6% and 34.5%~~27.9% in the comparable 2016 periods, respectively. The decrease in expenses as a percentage of revenues in the 2017 periods was due to operational efficiency gains and reductions in administrative support costs in 2017. The amount of these expenses were $26.5 million in the three months ended September 30, 2016 and $26.4 million for the comparable 20172023 period. The amount of these expenses increased ~~slightly~~ from ~~$78.7 million in the nine months ended September 30, 2016 to $79.0 million for the 2017 comparable period, due to the increased revenues.~~

~~GARDEN CITY GROUP SEGMENT~~

~~Our Garden City Group segment reported operating earnings of $0.2~~$23.5 million for the three months ended ~~September 30, 2017 and an~~March 31, 2023 to $24.2 million in 2024 related to the increased business activity. The decrease in the expense as a percent of revenues before reimbursements was due to the increased revenues.

PLATFORM SOLUTIONS SEGMENT

Our Platform Solutions segment reported operating ~~loss~~earnings of ~~$(2.3)~~$1.1 million for the ~~nine~~three months ended ~~September 30, 2017,~~March 31, 2024, compared with operating earnings of ~~$2.2 million and $6.0~~$10.0 million in the ~~comparable 2016 periods, respectively.~~2023 period. The ~~related~~ segment operating margin decreased from 9.3% for the quarter ended September 30, 2016 to 0.9% in the comparable 2017 period, and from 8.0% for the nine months ended September 30, 2016 to (3.8)% in the comparable 2017 period. Operating earnings decreased15.9% for the three months ~~and nine months~~ ended ~~September 30, 2017 compared~~March 31, 2023, to 3.5% in the ~~2016 periods~~comparable 2024 period. This decrease was primarily due to ~~the continued winding down of the Deepwater Horizon class action settlement project and~~ a reduction in ~~employee utilization.~~revenues in our Networks service line as we were completing claims related to Hurricane Ian in the 2023 period.

Excluding indirect support costs, gross profit in the first quarter decreased from $15.5 million, or 24.7% of revenues before reimbursements in 2023, to $7.2 million, or 22.7% of revenues before reimbursements, in 2024. This decrease was primarily due to a reduction in revenues in our Networks service line.

Operating results for our Platform Solutions segment, including gross profit, for the three months ended March 31, 2024 and 2023 were as follows:


	In thousands (except percentages)
Three Months Ended March 31,	2024			2023			Variance
Revenues	$	31,899		$	62,820			(49.2	)%
Direct expenses		24,668			47,285			(47.8	)%
Gross profit		7,231			15,535			(53.5	)%
Indirect expenses		6,116			5,569			9.8	%
Total Platform Solutions Operating Earnings	$	1,115		$	9,966			(88.8	)%

Gross profit margin		22.7	%		24.7	%		(2.0	)%
Operating margin		3.5	%		15.9	%		(12.4	)%

Revenues before Reimbursements

~~Garden City Group~~

Platform Solutions segment revenues are primarily derived from ~~legal settlement administration services related to class action settlements, mass tort,~~the property and ~~bankruptcies, primarily~~casualty insurance company markets in the U.S. ~~Garden City Group revenues~~Revenues before reimbursements ~~decreased 13.4% to $20.0 million in the third quarter of 2017, compared with $23.1 million~~by service line for the ~~same period in 2016. For the nine-month period~~three months ended ~~September 30, 2017, Garden City Group revenues~~March 31, 2024 and 2023 were as follows:


	Three Months Ended
(in thousands, except percentages)	March 31, 2024		March 31, 2023		Variance
Contractor Connection	$	16,945	$	19,301		(12.2	)%
Networks		7,743		37,403		(79.3	)%
Subrogation		7,211		6,116		17.9	%
Total Platform Solutions Revenues before Reimbursements	$	31,899	$	62,820		(49.2	)%

Revenues before reimbursements ~~decreased 19.9% to $59.7~~from our Platform Solutions segment totaled $31.9 million ~~compared with $74.5 million for the same period in 2016.~~

~~Garden City Group revenues~~ in the three months ~~and nine~~ended March 31, 2024, compared with $62.8 million in the 2023 period. This decrease was primarily due to a reduction in our Networks service line where we provide staff augmentation for our clients, along with a decrease in our Contractor Connection service line related to less weather-related activity in the first quarter of 2024, offset partially by an increase in our Subrogation service line. During the 2023 first quarter our Networks service line was completing claims related to Hurricane Ian. There was a decrease in segment unit volume, measured principally by cases received, of (22.6)%, for the three months ended ~~September 30, 2017 declined~~March 31, 2024, compared with the ~~same prior year period primarily because~~2023 period. There was a decrease in high-frequency, low-severity cases in our Networks service line of ~~lower~~11,800 cases, or 12.0% in the three months ended March 31, 2024, compared to 2023. Revenues in our Networks service line include revenues from ~~the Deepwater Horizon class action settlement project and a lower volume~~existing clients where we provide staff augmentation for our clients, which resulted in $(29.1) million or (46.3)% of ~~case administration work on projects~~decreased revenues in the ~~2017 periods. We expect activity on this special project to continue through~~2024 first quarter as we were completing Hurricane Ian related claims in the ~~remainder of 2017, although at further reduced~~2023 period. Changes in product mix and in the rates ascharged for those services accounted for a 7.7% revenue increase for the 2024 three-month period compared with ~~2016. Garden City Group revenues are project-based and can fluctuate significantly primarily~~2023, due to increases in average case values.

Revenue variance components for our Platform Solutions segment, for the ~~timing of projects awarded.~~

At September 30, 2017 we had a backlog of projects awarded totaling approximately $66.0 million, compared with $94.0 million at September 30, 2016. Of the $66.0 million backlog at September 30, 2017, an estimated $16.0 million is expected to be recognizedthree months ended March 31, 2024 are summarized as ~~revenues over the remainder of 2017.~~

follows:


2024 Period compared to 2023 Period Ending:		For the Three Months Ended March 31,
Decrease in cases received		(22.6)%
Reduction in high-frequency, low-severity Networks cases		12.0%
Reduction in revenues from staff augmentation for which no cases are received		(46.3)%
Change in product mix and rates		7.7%
Decrease in Revenues before Reimbursements		(49.2)%

Reimbursed Expenses included in Total Revenues

Reimbursements for out-of-pocket expenses incurred in our ~~Garden City Group~~Platform Solutions segment ~~can vary materially from period to period depending on~~were $0.1 million for the ~~amount and types of projects and were $3.2~~three months ended March 31, 2024 compared with $0.4 million in the ~~2017 third quarter~~2023 period. The decrease was due the reduced Networks revenues in the 2024 period.

Case Volume Analysis

Platform Solutions unit volumes by service line, as measured by cases received, for the three months ended March 31, 2024 and 2023 were as follows:


	Three Months Ended
(whole numbers, except percentages)	March 31, 2024		March 31, 2023		Variance
Contractor Connection		33,629		39,317		(14.5	)%
Networks		32,752		51,616		(36.5	)%
Subrogation		9,889		7,557		30.9	%
Total Platform Solutions Cases Received		76,270		98,490		(22.6	)%

Overall case volumes were (22.6)% lower in the three months ended March 31, 2024, compared with ~~$4.5 million~~the 2023 period, due to decreases in Contractor Connection and Networks from less weather-related activity. There was a decrease in high-frequency, low-severity cases in our Networks service line of 11,800 cases in the ~~comparable~~three months ended March 31, 2024, compared to 2023. A portion of the decrease in revenues in our Networks service line is the result of revenues generated which consists of us providing dedicated employees to clients. This revenue is not based on fees per case, and accordingly there is no change in cases received to match the change in revenues. There was a decrease in cases received in our Contractor Connection service line in the 2024 period due to less weather-related activity. The increase in ~~2016. For~~cases in our Subrogation service line in the ~~nine-month~~year-to-date period ~~ended September 30, 2017, Garden City Group reimbursements decreased to $9.7 million compared with $13.6 million for the comparable period in 2016. The decreases were~~was due to a ~~lower volume of case administration work on specific projects~~favorable change in ~~the 2017 periods.~~

~~Transaction Volume~~

Garden City Group services are generally project based and not denominated by individual claims. Depending upon the nature of projects and their respective stages of completion, the volume of transactions or tasks performed by us in any period can vary, sometimes significantly.

product mix.

Direct Compensation, Fringe Benefits & Non-Employee Labor

~~Garden City Group~~

Platform Solutions direct compensation, fringe benefits, and non-employee labor expenses as a percent of revenues before reimbursements were ~~69.9%~~59.3% in the ~~2017 third~~2024 first quarter compared with ~~64.7%~~65.1% in the ~~2016 third~~2023 quarter. The dollar amount of these expenses was ~~$14.0~~$18.9 million for the ~~2017 third~~2024 first quarter and ~~$15.0~~$40.9 million ~~for~~in the ~~comparable 2016 period. For~~2023 quarter. The decrease in costs in the ~~nine-months ended September 30, these expenses as a percent of revenues before reimbursements were 70.1% for 2017 compared with 65.5% for 2016. The dollar amount of these expenses~~first quarter was ~~$41.8 million for the 2017 nine-month period compared to $48.8 million for the comparable 2016 period. The declines in dollar values were primarily~~ due to the ~~winding down of the Deepwater Horizon special project. The increases~~reduction in direct compensation, fringe benefits, and non-employee labor expense as a percent of revenues before reimbursements were due to excess capacity resulting from a decrease in employee utilization in the 2017 periods.revenues. There was an average of ~~478~~842 full-time equivalent employees in the ~~2017 nine-month~~Platform Solutions segment in the 2024 three-month period, compared with an average of ~~525 in~~1,445 for the ~~2016 period, decreasing as a result of decreased activity from the special project referenced above.~~

comparable 2023 period.

Expenses Other than Reimbursements, Direct Compensation, Fringe Benefits & Non-Employee Labor

~~Garden City Group expenses~~

Expenses other than reimbursements, direct compensation, fringe benefits, and non-employee labor ~~as a percent~~were 37.2% of ~~related~~Platform Solutions revenues before reimbursements ~~were 29.2% and 33.7%~~ for the three months ~~and nine months~~ ended ~~September 30, 2017, respectively,~~March 31, 2024 compared with ~~26.0% and 26.5%~~19.0% for the comparable ~~2016~~ ~~periods, respectively.~~period in 2023. The dollar amount of these expenses ~~decreased to $5.8 million~~remained consistent in the ~~2017 third~~2024 first quarter as compared ~~with $6.0 million in~~ the ~~2016 third quarter, but increased to $20.1 million in the first nine months of 2017 compared with $19.7 million in the comparable 2016 period.~~2023 period at $11.9 million. The ~~increases in both the dollar amounts and the~~increase as a percent of revenues before reimbursements for the ~~year-to-date period were due to an increase in professional fees and other administrative costs in 2017 compared to the 2016 periods. The slight decrease in the amount of expenses in the third~~first quarter ~~was due to cost reductions implemented in 2017. The increase in percentage of revenues for the third quarter was~~is due to the ~~decrease~~lower revenues in ~~revenues.~~

the 2024 period.

EXPENSES AND CREDITS EXCLUDED FROM SEGMENT OPERATING EARNINGS

Income Taxes

Our consolidated effective income tax rate ~~for financial reporting purposes changes~~may change periodically due to changes in enacted tax rates, fluctuations in the mix of income earned from our various domestic and international operations which are subject to income taxes at ~~varied~~different rates, our ability to utilize net operating loss and tax credit carryforwards, ~~changes in~~amounts related to uncertain income tax positions, and ~~changes in enacted tax rates.~~goodwill impairments. We estimate that our effective income tax rate for ~~2017~~2024 will be approximately 30% to 32% after considering known discrete ~~items. The decrease in rate is due to certain non-recurring benefits in 2017 and changes in the mix~~items as of ~~income.~~ March 31, 2024.

The provision for income taxes on consolidated income before income tax totaled ~~$4.9~~$1.0 million and ~~$8.6~~$5.3 million for the three months ended ~~September 30, 2017~~March 31, 2024 and ~~2016, respectively. The provision for income taxes on consolidated income totaled $16.6 million and $20.0 million for the nine months ended September 30, 2017 and 2016,~~2023, respectively. The overall effective tax rate decreased to ~~35.7%~~27.4% for the ~~nine~~three months ended ~~September 30, 2017~~March 31, 2024 compared with ~~40.7%~~32.9% for the ~~2016~~2023 period primarily due to ~~changes in non-recurring~~a larger impact of discrete tax items ~~and mix of income year over year.~~

resulting from lower year-over-year earnings.

Net Corporate Interest Expense

Net corporate interest expense consists of interest expense that we incur on our short- and long-term borrowings, partially offset by any interest income we earn on available cash balances and short-term investments. These amounts vary based on interest rates, borrowings outstanding and the amounts of invested cash. Corporate interest expense totaled ~~$2.7~~$4.5 million and ~~$2.5~~$4.7 million for the three months ended ~~September 30, 2017~~March 31, 2024 and ~~2016,~~2023, respectively. Interest income ~~totaled $174,000~~was $0.9 million and ~~$278,000~~$0.3 million for the three months ended ~~September 30, 2017~~March 31, 2024 and ~~2016,~~2023, respectively. Corporate interest expense totaled $7.3 million and $8.1 million for the nine months ended September 30, 2017 and 2016, respectively. Interest income totaled $581,000 and $498,000 for the nine months ended September 30, 2017 and 2016, respectively. The decrease in interest expense in 2017 compared with the 2016 period was due to the exchange rate impact on the U.K borrowings and lower average borrowing rates.

Stock Option Expense

Stock option expense, a component of stock-based compensation, is comprised of non-cash expenses related to stock options granted under our various stock option and employee stock purchase plans. Stock option expense is not allocated to our operating segments. Stock option expense totaled $0.2 million for each of ~~$468,000 was recognized during~~ the three months ended September 30, 2017, compared with $176,000 for the comparable period in 2016. Stock option expense of $1,342,000 was recognized during the nine months ended September 30, 2017, compared with $403,000 for the comparable period in 2016. The increase in the 2017 periods was due to a higher proportion of options having been granted in 2017 as a component of our Long Term Incentive Plans.

March 31, 2024 and 2023.

Amortization of ~~Customer-Relationship~~Acquisition-Related Intangible Assets

Amortization of ~~customer-relationship~~acquisition-related intangible assets represents the non-cash amortization expense for finite-lived customer-relationship and trade name intangible assets. Amortization expense associated with these intangible assets totaled ~~$2.7~~$1.9 million for each of the three months ended ~~September 30, 2017~~March 31, 2024 and $2.4 million for the three months ended September 30, 2016, and $8.2 million for the nine months ended September 30, 2017 and $7.3 million for the nine months ended September 30, 2016. The increases in the 2017 periods over 2016 were due to the acquisition of WeGoLook discussed in Note 2, "Business Acquisition."2023. This amortization expense is included in "Selling, general, and administrative expenses" in our unaudited Condensed Consolidated Statements of Operations.

Unallocated Corporate and Shared Costs, ~~and Credits,~~ Net

Certain unallocated corporate and shared costs are excluded from the determination of segment operating earnings. For the three months ended March 31, 2024 and ~~nine months ended September 30, 2017 and 2016,~~2023, unallocated corporate and shared costs and credits represented ~~costs of our frozen U.S. defined benefit pension plan,~~ expenses for our chief executive officer and our Board of Directors, certain adjustments to our self-insured liabilities, certain unallocated legal costs and professional fees, ~~costs of our cross currency swap in 2016,~~ and certain adjustments and recoveries to our allowances for ~~doubtful accounts receivable.~~

estimated credit losses.

Unallocated corporate and shared costs were ~~$4.1~~$8.0 million and ~~$6.9~~$4.1 million for the three months ended ~~September 30, 2017~~March 31, 2024 and ~~2016,~~2023, respectively. The ~~decrease~~increase in the 2024 first quarter was primarily due to an increase in professional fees, compensation-related costs, and other reserves.

Contingent Earnout Adjustments

Contingent earnout expense represents the fair value adjustment of earnout liabilities arising from recent acquisitions. This expense totaled $0.2 million for each of the three months ended March 31, 2024 and 2023. The fair value adjustment is based on changes to projections of acquired entities over the respective earnout periods, which span multiple years.

Non-Service Pension Costs

Non-service pension costs totaled $2.5 million for the three months ended ~~September 30, 2017 was due~~March 31, 2024, compared to ~~a decrease in defined benefit pension expense and professional fees. Unallocated corporate and shared costs were $6.3~~$2.2 million and $17.5 million for the nine months ended September 30, 2017 and 2016. The decrease for the nine months ended September 30, 2017 was due to a reduction in defined benefit pension expense, self-insured expenses, and unallocated professional fees.

~~Restructuring and Special Charges~~

~~Total restructuring and special charges~~ for the three months ended March 31, 2023. Non-service pension costs represents the U.S. and ~~nine months ended September 30, 2017 were $1.4 million~~U.K. non-service defined benefit pension costs, which are non-operating in nature as the U.S. plan is frozen and ~~$8.8 million, respectively. There were $1.5 million and $7.4 million~~the U.K. plans are closed to new participants. The service cost component of ~~restructuring and special charges during~~ the ~~three months and nine months ended September 30, 2016. See "Restructuring and Special Charges"~~U.K. plans remains in ~~the "Results of Operations" section of this Item 2 where these charges are discussed.~~

compensation expense.

LIQUIDITY, CAPITAL RESOURCES, AND FINANCIAL CONDITION

At ~~September 30, 2017,~~March 31, 2024, our working capital balance (current assets less current liabilities) was approximately ~~$158.3~~$81.7 million, an increase of ~~$23.9~~$11.6 million from the working capital balance at December 31, ~~2016.~~2023. Our cash and cash equivalents were ~~$73.3~~$45.2 million at ~~September 30, 2017,~~March 31, 2024, compared with ~~$81.6~~$58.4 million at December 31, ~~2016.~~

2023.

Cash and cash equivalents as of ~~September 30, 2017~~March 31, 2024 consisted of ~~$19.0~~$16.3 million held in the U.S. and ~~$54.3~~$28.9 million held in our foreign subsidiaries. ~~All of the cash and cash equivalents held by our foreign subsidiaries is available for general corporate purposes.~~ The Company generally does not provide for additional U.S. and foreign income taxes on undistributed earnings of foreign subsidiaries because they are considered to be indefinitely reinvested. The ~~Company's current expectation is that such~~Company maintained its permanent reinvestment assertion on a portion of prior year undistributed earnings ~~will be reinvested by~~for certain foreign operations and accrued deferred taxes attributable to these earnings. The majority of the subsidiaries or will be repatriated only when it would be tax effective or otherwise strategically beneficial to the Company such as if a very unusual event or project generated profits significantly in excess of ongoing business reinvestment needs. If such an event were to occur, we would analyze the potential tax impact and our anticipated investment needs in that region and provide for U.S. taxes for earnings that are not expected to be indefinitely reinvested. Otherremaining historical earnings and future foreign earnings ~~necessary for business reinvestment~~ are expected to remain ~~indefinitely~~permanently reinvested and will be used to provide working capital for these operations, fund defined benefit pension plan obligations, repay non-U.S. debt, fund capital improvements, and fund future acquisitions. We currently believe that funds expected to be generated from our U.S. operations, along with potential borrowing capabilities in the U.S., will be sufficient to fund our U.S. operations and other obligations, including our funding obligations under our U.S. defined benefit pension plan, for the foreseeable future and, therefore, except in limited circumstances such as those described above, do not foresee a need to repatriate cash held by our foreign subsidiaries in a taxable transaction to fund our U.S. operations.

However, if at a future date or time ~~these~~ funds that remain permanently reinvested are necessary for our operations in the U.S. or we otherwise believe it is in our best interests to repatriate all or a portion of such funds, we may be required to accrue and pay ~~U.S.~~ taxes to repatriate these funds. No assurances can be provided as to the amount or timing thereof, the tax consequences related thereto, or the ultimate impact any such action may have on our results of operations or financial condition.

Cash ~~Provided by~~Used in Operating Activities

Cash ~~provided by~~used in operating activities was ~~$13.9~~$19.8 million for the ~~nine~~three months ended ~~September 30, 2017~~,March 31, 2024, compared with ~~$50.1~~$0.4 million ~~of cash provided for~~ used in operating activities in the ~~comparable period of 2016.~~2023 period. The ~~decrease~~increase in cash ~~provided by operating activities~~used was primarily ~~due to an increase in accrued compensation and bonus payments, changes in pension cost,~~driven by lower earnings and increases in ~~tax and self insurance~~incentive compensation payments as compared to prior year payments. ~~During the nine months ended September 30, 2016, the Company settled a cross currency swap for $4.9 million, increasing cash from operations for the period.~~

Cash Used in Investing Activities

Cash used in investing activities ~~primarily for acquisitions of businesses, property and equipment, and capitalized software,~~ was ~~$68.5~~$9.6 million for the ~~nine~~three months ended ~~September 30, 2017~~March 31, 2024, compared with ~~$23.2~~$8.6 million used in the first ~~nine~~three months of ~~2016. This~~2023. The increase in cash used in 2024 was due to ~~the acquisition of WeGoLook as discussed~~increases in ~~Note 2, "Business Acquisition."~~

capital expenditures in 2024 compared to 2023.

Cash Provided ~~by/Used in~~by Financing Activities

Cash provided by financing activities was ~~$43.1~~$16.1 million for the ~~nine~~three months ended ~~September 30, 2017~~March 31, 2024, compared with ~~$28.9~~$5.2 million ~~used~~ provided in ~~financing activities for~~ the ~~2016~~2023 period. During the first three months of 2024, there was an increase of $21.0 million in net borrowing from our revolving credit facility, compared with a net increase during the 2023 period of $9.1 million. The increase in borrowing in the 2024 period was primarily related to lower cash flows from operations. Share repurchases totaled $0.7 million in the 2024 period, while there were no share repurchases in the 2023 period. We paid ~~$10.3 million~~ ~~and $10.2~~$3.4 million in dividends in the ~~nine-month periods~~three months ended ~~September 30, 2017 and 2016, respectively. During the first nine months of 2017, we increased our short-term borrowings and book overdraft, net, by~~ ~~$60.2 million~~,March 31, 2024 compared with ~~a decrease during the first nine months of 2016 of $16.2 million. The increase~~$2.9 million in the ~~2017 period was primarily due to borrowings to fund the WeGoLook acquisition and increased working capital requirements.~~2023 period.

Other Matters Concerning Liquidity and Capital Resources

As a component of our ~~credit facility,~~Credit Facility with Bank of America (the "Credit Facility"), we maintain a letter of credit facility to satisfy certain contractual obligations. Including ~~$14.5~~$8.9 million of undrawn letters of credit issued under the letter of credit facility, the available balance under our credit facility totaled ~~$135.3~~$208.7 million at ~~September 30, 2017.~~March 31, 2024. Our short-term debt obligations typically peak during the first half of each year due to the annual payment of incentive compensation, contributions to retirement plans, working capital fluctuations, and certain other recurring payments, and generally decline during the balance of the year. The balance of short-term borrowings represents amounts under our credit facility that we expect, but are not required, to repay in the next twelve months. Long- and short-term borrowings outstanding, including current installments and ~~capital~~finance leases, totaled ~~$250.1~~$230.2 million as of ~~September 30, 2017~~March 31, 2024 compared with ~~$188.0~~$209.1 million at December 31, ~~2016.~~

2023.

Our liquidity is defined as cash on hand and borrowing capacity under our Credit Facility based on our trailing twelve month EBITDA, as defined in our Credit Facility. At March 31, 2024, we had $45.2 million of cash on hand and, based on trailing twelve month EBITDA and the Credit Facility limit, additional borrowing capacity of $208.7 million, resulting in total liquidity of $253.9 million at March 31, 2024.

Additionally, the Company expects to make payments totaling $8.5 million in the next twelve months for contingent earnouts related to previous business acquisitions.

Defined Benefit Pension Funding and Cost

We sponsor a qualified defined benefit pension plan in the U.S. (the "U.S. Qualified Plan"), three defined benefit pension plans in the U.K., and defined benefit pension plans in the Netherlands, Norway, Germany, and the Philippines. Effective December 31, 2002, we froze our U.S. Qualified Plan. Our frozen U.S. Qualified Plan and U.K. plans were underfunded by ~~$103.5~~$22.3 million and overfunded by ~~$21.6~~$10.9 million, respectively, at December 31, ~~2016~~2023, based on accumulated benefit obligations of ~~$479.2~~$285.3 million and ~~$243.7~~$145.3 million for the U.S. Qualified Plan and the U.K. plans, respectively.

For the ~~nine-month period~~three months ended ~~September 30, 2017, the Company~~March 31, 2024 we made no contributions ~~of $9.0 million~~to our U.S. defined benefit pension plan and ~~$4.0~~$0.6 million to ~~its U.S. and U.K.~~our U.K defined benefit pension plans, ~~respectively,~~ compared with no contributions ~~of $9.0~~to the U.S. plan and $0.5 million ~~and $4.6 million, respectively, in~~to the ~~comparable periods of 2016. The Company is~~U.K. plans for the three months ended March 31, 2023. We do not ~~required~~expect to make any additional discretionary contributions to ~~its~~our U.S. ~~or U.K.~~ defined benefit pension ~~plans for the remainder of 2017; however, the Company expects to make additional contributions of approximately $1.3 million to its U.K.~~ plan during the remainder of ~~2017. No additional contributions are expected to be made~~2024. Anticipated funding for the ~~U.S. plan during the remainder of 2017.~~

other international plans is not significant.

Dividend Payments

Our Board of Directors makes dividend decisions from time to time based in part on an assessment of current and projected earnings and cash flows. During the ~~nine~~three months ended ~~September 30, 2017,~~March 31, 2024, we paid ~~$10.3~~$3.4 million in dividends. Our ability to pay future dividends could be impacted by many factors including the funding requirements of our defined benefit pension plans, repayments of outstanding borrowings, levels of cash expected to be generated by our operating activities, and covenants and other restrictions contained in any credit facilities or other financing agreements. ~~The covenants in our existing credit facility limit dividend payments to shareholders.~~

Financial Condition

Other significant changes on our unaudited Condensed Consolidated Balance ~~Sheet~~Sheets as of ~~September 30, 2017~~March 31, 2024, compared with our unaudited Condensed Consolidated Balance ~~Sheet~~Sheets as of December 31, ~~2016~~2023 were as follows:

•

Accounts receivable increased $11.1 million, or $6.2 million excluding foreign currency exchange impacts and other adjustments. This increase was largely due to increased receivables in the U.S. Services segment related to the hurricane activity when compared with December 31, 2016 balances.

~~Unbilled revenues increased $22.0 million, or $17.0~~decreased $6.3 million excluding foreign currency exchange impacts. This ~~increase~~decrease was primarily due to U.S. Field Operations and Canada in the North America Loss Adjusting segment.

•

Unbilled revenues increased ~~unbilled revenues~~$9.5 million excluding foreign exchange impacts. The increase is primarily attributable to the U.K. and Australia in the International Operations segment and ~~Garden City Group segments when compared with December 31, 2016 balances.~~Global Technical Services in the North America Loss Adjusting Segment.

•

Accounts payable and accrued liabilities decreased ~~$10.8 million, or $16.2~~$25.8 million excluding foreign currency exchange ~~impacts and other adjustments.~~impacts. The decrease ~~was~~is primarily due to ~~lower accrued compensation and~~payments for employee incentive compensation, ~~for the 2017 period,~~401(k) contributions, and timing of accrued ~~self insurance, and accounts payable.~~payroll.

At ~~September 30, 2017,~~March 31, 2024, we were not a party to any off-balance sheet arrangements ~~other than operating leases,~~ which we believe could materially impact our operations, financial condition, or cash flows.

As disclosed in our Annual Report on Form 10-K for the year ended December 31, ~~2016,~~2023, we have certain material obligations under operating lease agreements to which we are a party. ~~In accordance with GAAP, these~~The Company records operating ~~lease obligations~~lease-related assets and ~~the related leased assets are not reported~~liabilities on our ~~consolidated balance sheet.~~

unaudited Condensed Consolidated Balance Sheets.

We also maintain funds in various trust accounts to administer claims for certain clients. These funds are not available for our general operating activities and, as such, have not been recorded in the accompanying unaudited Condensed Consolidated Balance Sheets. We have concluded that we do not have a material off-balance sheet risk related to these funds.

APPLICATION OF CRITICAL ACCOUNTING POLICIES AND ESTIMATES

There have been no material changes to our critical accounting policies and estimates from those disclosed in our Annual Report on Form 10-K for the year ended December 31, ~~2016.~~

2023.

New Accounting Standards Adopted

No new accounting standard were adopted during the three months ended March 31, 2024.

Pending Adoption of New Accounting Standards

Additional information related to the pending adoption of new accounting standards is provided in Note 32 to the accompanying unaudited condensed consolidated financial statements ~~contained~~ in ~~this~~the Quarterly Report on Form 10-Q.

~~Pending Adoption of New Accounting Standards~~

Additional information related to pending adoption of recently issued accounting standards is provided in Note 3 to the accompanying unaudited condensed consolidated financial statements contained in this Quarterly Report on Form 10-Q.

Item 3. Quantitative and Qualitative Disclosures About Market Risk

For a discussion of quantitative and qualitative disclosures about the Company's market risk, see Item 7A, "Quantitative and Qualitative Disclosures About Market Risk," of our Annual Report on Form 10-K for the year ended December 31, ~~2016.~~2023. Our exposures to market risk have not changed materially since December 31, ~~2016.~~

2023.

Item 4. Controls and Procedures

Evaluation of Disclosure Controls and Procedures

~~We maintain~~

The Registrant maintains a set of disclosure controls and procedures, ~~that are~~as defined in Rules 13a-15(e) and 15d-15(e) of the Securities Exchange Act of 1934 (the "Exchange Act"), designed to ensure that information required to be disclosed by the Registrant in ~~our~~reports that it files or submits under the Exchange Act ~~reports~~ is recorded, processed, summarized ~~and~~or reported within the time periods specified in ~~the Securities and Exchange Commission's~~SEC rules and forms, and that such information is accumulated and communicated to management, including the Chief Executive Officer and Chief Financial Officer, as appropriate, to allow timely decisions regarding required disclosure. regulations.

Management necessarily applies its judgment in assessing the costs and benefits of such controls and procedures, which, by their nature, can provide only reasonable assurance regarding management's control objectives. The Company's management, including the Chief Executive Officer and the Chief Financial Officer, does not expect that ~~our~~its disclosure controls and procedures can prevent all possible errors or fraud. A control system, no matter how well conceived and operated, can provide only reasonable, not absolute, assurance that misstatements due to error or fraud will not occur or that all control issues and instances of fraud, if any, within the Company have been detected. ~~There are inherent limitations in all control systems, including the realities that judgments~~Judgments in decision-making can be faulty and ~~that~~ breakdowns can occur because of simple errors or mistakes. Additionally, controls can be circumvented by the individual acts of one or more persons. The design of any system of controls is based in part upon certain assumptions about the likelihood of future events, and while ~~our~~the Company's disclosure controls and procedures are designed to be effective under circumstances where they should reasonably be expected to operate effectively, there can be no assurance that any design will succeed in achieving its stated goals under all potential future conditions. Because of the inherent limitations in any control system, misstatements due to possible errors or fraud may occur and not be detected.

~~As of the end of the period covered by this report, we performed an evaluation, under the supervision and~~

The Registrant's management, with the participation of ~~management, including~~ the Chief Executive Officer and Chief Financial Officer, ofhas evaluated the effectiveness of the ~~design and operations of our~~Registrant's disclosure controls and procedures ~~pursuant to Exchange Act Rules 13a-15(b) and 15d-15(b).~~as of March 31, 2024. Based ~~upon~~on that evaluation, the ~~foregoing, the~~Registrant's Chief Executive Officer ~~along with the~~and Chief Financial Officer concluded that ~~as of~~ the ~~end of the period covered by this report, our~~Registrant's disclosure controls and procedures were effective at providing reasonable assurance that all information relating to the Company (including its consolidated subsidiaries) required to be disclosed in our Exchange Act reports is recorded, processed, summarized, and reported in a timely manner.

as of March 31, 2024.

Changes in Internal Control over Financial Reporting

~~We have identified~~

There were no ~~material~~ changes in our internal control over financial reporting that occurred during the ~~period covered by this report~~quarter ended March 31, 2024 that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

PART II — OTHER INFORMATION

Item 1A. Risk Factors

In addition to the other information set forth in this report, the factors discussed in Part I, "Item 1A. Risk Factors" in our Annual Report on Form 10-K for the year ended December 31, ~~2016~~2023 could materially affect our business, financial condition, or results of operations. The risks described in this report and in our Annual Report on Form 10-K are not the only risks facing our Company. Additional risks and uncertainties not currently known to us or that we currently deem to be immaterial also may materially adversely affect our business, financial condition, or results of operations.

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds

The Company's share repurchase authorization, approved ~~in August 2014,~~on November 4, 2021 by the Company's Board of Directors, provided the Company with the ability to repurchase up to 2,000,000 shares of CRD-A or CRD-B (or ~~both)~~a combination of the two) through ~~July 28, 2017~~December 31, 2023 (the ~~"2014~~"2021 Repurchase Authorization"). ~~Under~~On February 11, 2022, the 2014 Repurchase Authorization, repurchases could be made in open market or privately negotiated transactions at such times and for such prices as management deems appropriate, subject to applicable contractual and regulatory restrictions. The 2014 Repurchase Authorization was terminated on July 28, 2017.

~~Effective July 29, 2017, the~~Company’s Board of Directors ~~authorized the repurchase~~added 5,000,000 shares to this authorization. The Company's Board of upDirectors subsequently amended this authorization to ~~2,000,000 shares of CRD-A or CRD-B (or both)~~allow for repurchases through ~~July 2020 (the "2017 Repurchase Authorization").~~December 31, 2024. Under the ~~2017~~2021 Repurchase Authorization, repurchases may be made for cash, in the open market or privately negotiated transactions at such times and for such prices as management deems appropriate, subject to applicable contractual and regulatory restrictions.

~~The table below sets forth the repurchases of CRD-A and CRD-B by the Company during each month in the quarter ended September 30, 2017.~~ As of ~~September 30, 2017,~~March 31, 2024 the Company was authorized to repurchase ~~1,829,263~~1,413,787 shares under the ~~2017~~2021 Repurchase ~~Authorization after repurchasing 170,737 shares since July 29, 2017.~~Authorization.


Period	Total Number of Shares Purchased		Average Price Paid Per Share		Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs		Maximum Number of Shares That May be Purchased Under the Plans or Programs
Balance as of December 31, 2023								1,499,419
January 1, 2024 - January 31, 2024
CRD-A		—	$	—		—
CRD-B		—	$	—		—
Totals of January 31, 2024								1,499,419
February 1, 2024 - February 29, 2024
CRD-A		—	$	—		—
CRD-B		—	$	—		—
Totals of February 29, 2024								1,499,419
March 1, 2024 - March 31, 2024
CRD-A		—	$	—		—
CRD-B		85,632	$	8.56		85,632
Totals as of March 31, 2024		85,632				85,632		1,413,787

Item 5. Other Information

Rule 10b5-1 Trading Plans

During the three months ended March 31, 2024, none of our directors or officers (as defined in Rule 16a-1(f) under the Exchange Act) adopted or terminated any contract, instruction or written plan for the purchase or sale of our securities that was intended to satisfy the affirmative defense conditions of Rule 10b5-1(c) under the Exchange Act or any “non-Rule 10b5-1 trading arrangement” as defined in Item 408(c) of Regulation S-K.

Period Total Number of Shares Purchased Average Price Paid Per Share Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs Maximum Number of Shares That May be Purchased Under the Plans or Programs
Balance as of June 30, 2017 1,050,492

July 1, 2017 - July 31, 2017
CRD-A 75,000
$ 7.46
75,000

CRD-B 75,000
$ 8.90
75,000

Totals as of July 31, 2017 1,999,890

August 1, 2017 - August 31, 2017
CRD-A 75,000
$ 7.42
75,000

CRD-B 52,100
$ 8.82
52,100

Totals as of August 31, 2017 1,872,790

September 1, 2017 - September 30, 2017
CRD-A 43,527
$ 8.92
43,527

CRD-B —
—

Totals as of September 30, 2017 320,627
320,627
1,829,263

Item 6. Exhibits


Exhibit
No.		Description
~~Exhibit~~ 15
~~No.~~		~~Description~~
~~3.1~~		Restated Articles of Incorporation of the Registrant (incorporated by reference to Exhibit 3.1 to the Registrant's Current Report on Form 8-K filed with the Securities and Exchange Commission on May 14, 2007)

~~3.2~~		Restated By-laws of the Registrant, as amended (incorporated by reference to Exhibit 3.1 of the Registrant's Current Report on Form 8-K filed with the Securities and Exchange Commission on December 22, 2008)

15		Letter of Ernst & Young LLP
31.1
~~31.1~~		Certification of principal executive officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
31.2
~~31.2~~		Certification of principal financial officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
32.1#
~~32.1~~		Certification of principal executive officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
32.2#
~~32.2~~		Certification of principal financial officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
101.INS		Inline XBRL Instance Document - the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document
~~101~~ 101.SCH		Inline XBRL ~~Documents~~Taxonomy Extension Schema Document
101.CAL		Inline XBRL Taxonomy Extension 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 Linkbase Document
104		Cover Page Interactive Data File (embedded within the Inline XBRL document)

# These certifications are deemed furnished and not filed for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (Exchange Act), or otherwise subject to the liability of that section, nor shall it be deemed incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Exchange Act.

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.



		Crawford & Company ~~(Registrant)~~
		(Registrant)
~~Date:~~	~~November 6, 2017~~	~~/s/ Harsha V. Agadi~~
Date:	May 1, 2024	~~Harsha V. Agadi~~ /s/ Rohit Verma
		Rohit Verma
		President and Chief Executive Officer
		(Principal Executive Officer)

Date:	May 1, 2024
~~Date:~~	~~November 6, 2017~~	/s/ W. Bruce Swain
		W. Bruce Swain
		Executive Vice President and Chief Financial Officer ~~(Principal~~
		(Principal Financial Officer)



Large accelerated filer	o ☐	Accelerated filer	þ ☑
Non-accelerated filer	o ☐	~~(Do not check if a smaller reporting company)~~
		Smaller reporting company	o ☐
		Emerging growth company	o ☐



	Three Months Ended September 30,
(In thousands)	2017			2016

Net Income	$	11,970		$	11,349

Other Comprehensive Income (Loss):
Net foreign currency translation income (loss), net of tax of $0 and $0, respectively	6,994			(4,095		)

Amortization of actuarial losses for retirement plans included in net periodic pension cost, net of tax of $975 and $1,126, respectively	1,745			2,171

Other Comprehensive Income (Loss)	8,739			(1,924		)

Comprehensive Income	20,709			9,425

Comprehensive income attributable to noncontrolling interests and redeemable noncontrolling interests	(151		)	(503		)

Comprehensive Income Attributable to Shareholders of Crawford & Company	$	20,558		$	8,922



	Nine Months Ended September 30,
(In thousands)	2017			2016

Net Income	$	29,866		$	29,139

Other Comprehensive Income:
Net foreign currency translation income (loss), net of tax of $0 and $0, respectively	8,525			(648		)

Amortization of actuarial losses for retirement plans included in net periodic pension cost, net of tax of $2,954 and $3,339, respectively	5,278			6,453

Other Comprehensive Income	13,803			5,805

Comprehensive Income	43,669			34,944

Comprehensive loss attributable to noncontrolling interests and redeemable noncontrolling interests	502			47

Comprehensive Income Attributable to Shareholders of Crawford & Company	$	44,171		$	34,991


	Three Months Ended
(in thousands)	March 31, 2024			March 31, 2023
Service cost	$	384		$	357
Interest cost		5,746			5,939
Expected return on assets		(6,409	)		(6,773	)
Amortization of actuarial loss		3,186			2,978
Net periodic cost	$	2,907		$	2,502


				Page

				~~Page~~
Part I. Financial Information

Item 1.		Financial Statements:		3

		Condensed Consolidated Statements of Operations (unaudited) for the three months ended ~~September 30, 2017~~March 31, 2024 and ~~2016~~ 2023		3

		~~Condensed Consolidated Statements of Operations (unaudited) for the~~ ~~nine months ended September 30, 2017 and 2016~~		4

		Condensed Consolidated Statements of Comprehensive Income (unaudited) for the three months ended March 31, 2024 and ~~nine months ended September 30, 2017 and 2016~~2023		5 4

		Condensed Consolidated Balance Sheets (unaudited) as of ~~September 30, 2017~~March 31, 2024 and December 31, ~~2016~~ 2023		6 5

		Condensed Consolidated Statements of Cash Flows (unaudited) for the ~~nine~~three months ended ~~September 30, 2017~~March 31, 2024 and ~~2016~~ 2023		8 7

		Condensed Consolidated Statements of Shareholders' Investment (unaudited) as of and for the three months ended March 31, 2024 and ~~nine months ended September 30, 2017 and 2016~~ 2023		9 8

		Notes to Condensed Consolidated Financial Statements (unaudited)		11 9

		~~Review~~ Report of Independent Registered Public Accounting Firm		25 21

Item 2.		Management's Discussion and Analysis of Financial Condition and Results of Operations		26 22

Item 3.		Quantitative and Qualitative Disclosures About Market Risk		42 37

Item 4.		Controls and Procedures		43 37

Part II. Other Information

Item 1A.		Risk Factors		44 38

Item 2.		Unregistered Sales of Equity Securities and Use of Proceeds		44 38

Item 6. 5.	~~Exhibits~~	Other Information	45	38

~~Signatures~~ Item 6.		46Exhibits		39

Signatures				40



			*
(In thousands)	September 30, 2017		December 31, 2016
ASSETS
Current Assets:
Cash and cash equivalents	$	73,289	$	81,569
Accounts receivable, less allowance for doubtful accounts of $16,122 and $14,499 respectively	164,660		153,566
Unbilled revenues, at estimated billable amounts	123,783		101,809
Income taxes receivable	3,661		3,781
Prepaid expenses and other current assets	26,483		24,006
Total Current Assets	391,876		364,731
Net Property and Equipment	32,680		29,605
Other Assets:
Goodwill	117,362		91,750
Intangible assets arising from business acquisitions, net	99,682		86,931
Capitalized software costs, net	87,834		80,960
Deferred income tax assets	28,252		30,379
Other noncurrent assets	60,660		51,503
Total Other Assets	393,790		341,523
TOTAL ASSETS	$	818,346	$	735,859



	Three months ended						Nine months ended
(in thousands)	September 30, 2017			September 30, 2016			September 30, 2017			September 30, 2016
Service cost	$	333		$	167		$	980		$	825
Interest cost	5,656			6,726			16,829			23,298
Expected return on assets	(8,608		)	(8,024		)	(25,623		)	(28,782		)
Amortization of actuarial loss	2,782			2,911			8,297			9,729
Net periodic benefit cost	$	163		$	1,780		$	483		$	5,070


⁽¹⁾	Compensation cost is recognized for these performance stock grants based on expected achievement rates; however, no consideration is given to these performance stock grants when calculating earnings per share until the performance measurements have been achieved.



	Three months ended September 30, 2017									Nine months ended September 30, 2017
(in thousands)	Foreign currency translation adjustments			Retirement liabilities ⁽¹⁾			AOCL attributable to shareholders of Crawford & Company			Foreign currency translation adjustments			Retirement liabilities ⁽¹⁾			AOCL attributable to shareholders of Crawford & Company
Beginning balance	$	(31,234	)	$	(174,791	)	$	(206,025	)	$	(33,449	)	$	(178,324	)	$	(211,773	)
Other comprehensive income before reclassifications	7,000			—			7,000			9,215			—			9,215
Amounts reclassified from accumulated other comprehensive income	—			1,745			1,745			—			5,278			5,278
Net current period other comprehensive income	7,000			1,745			8,745			9,215			5,278			14,493
Ending balance	$	(24,234	)	$	(173,046	)	$	(197,280	)	$	(24,234	)	$	(173,046	)	$	(197,280	)



	Three months ended September 30, 2016									Nine months ended September 30, 2016
(in thousands)	Foreign currency translation adjustments			Retirement liabilities ⁽¹⁾			AOCL attributable to shareholders of Crawford & Company			Foreign currency translation adjustments			Retirement liabilities ⁽¹⁾			AOCL attributable to shareholders of Crawford & Company
Beginning balance	$	(19,817	)	$	(194,002	)	$	(213,819	)	$	(24,347	)	$	(198,284	)	$	(222,631	)
Other comprehensive (loss) income before reclassifications	(4,194		)	—			(4,194		)	336			—			336
Amounts reclassified from accumulated other comprehensive income	—			2,171			2,171			—			6,453			6,453
Net current period other comprehensive (loss) income	(4,194		)	2,171			(2,023		)	336			6,453			6,789
Ending balance	$	(24,011	)	$	(191,831	)	$	(215,842	)	$	(24,011	)	$	(191,831	)	$	(215,842	)


⁽¹⁾	Retirement liabilities reclassified to net income are related to the amortization of actuarial losses and are included in "Selling, general, and administrative expenses" in the Company's unaudited Condensed Consolidated Statements of Operations. See Note 5, "Defined Benefit Pension Plans" for additional details.


⁽¹⁾	The fair values of the money market funds were based on recently quoted market prices and reported transactions in an active marketplace. Money market funds are included in the Company's unaudited Condensed Consolidated Balance Sheets as "Cash and cash equivalents."



	Three months ended September 30, 2017
(in thousands)	Deferred rent				Accrued compensation and related costs			Accounts payable			Other accrued liabilities			Total
Beginning balance, June 30, 2017	$	2,241			$	5,196		$	—		$	1,069		$	8,506
Additions	348			—	734			101			248			1,431
Adjustments to accruals	(300		)		—			—			—			(300		)
Cash payments	—				(2,733		)	(81		)	(545		)	(3,359		)
Ending balance, September 30, 2017	$	2,289			$	3,197		$	20		$	772		$	6,278



Restructuring Charges	Three months ended				Nine months ended
(in thousands)	September 30, 2017		September 30, 2016		September 30, 2017		September 30, 2016
Implementation and phase-in of the Centers	$	91	$	775	$	314	$	3,177
Restructuring and integration costs	741		586		7,457		2,189
Asset impairments and lease termination costs	599		—		1,047		1,165
Total restructuring charges	$	1,431	$	1,361	$	8,818	$	6,531



	Three months ended				Nine months ended
(whole numbers, except percentages )	September 30, 2017	September 30, 2016	Variance		September 30, 2017	September 30, 2016	Variance
Claims Field Operations	43,538	39,279	10.8	%	122,452	116,571	5.0	%
Technical Services	2,864	2,410	18.8	%	7,622	6,766	12.7	%
Catastrophe Services	18,643	2,927	536.9	%	26,089	13,221	97.3	%
Subtotal U.S. Claims Services	65,045	44,616	45.8	%	156,163	136,558	14.4	%
Contractor Connection	55,831	54,660	2.1	%	167,685	157,327	6.6	%
WeGoLook	28,234	—	nm		84,015	—	nm
Total U.S. Services Cases Received	149,110	99,276	50.2	%	407,863	293,885	38.8	%



	Three months ended
	Based on actual exchange rates						Based on exchange rates for three months ended September 30, 2016
(in thousands, except percentages)	September 30, 2017		September 30, 2016		Variance		September 30, 2017		Variance
U.K.	$	31,944	$	43,160	(26.0	)%	$	34,443	(20.2	)%
Canada	27,292		27,446		(0.6	)%	26,188		(4.6	)%
Asia-Pacific	29,174		27,350		6.7	%	28,880		5.6	%
Europe and Rest of World	22,374		22,994		(2.7	)%	22,280		(3.1	)%
Total International Revenues before Reimbursements	$	110,784	$	120,950	(8.4	)%	$	111,791	(7.6	)%



	Nine months ended
	Based on actual exchange rates						Based on exchange rates for nine months ended September 30, 2016
(in thousands, except percentages)	September 30, 2017		September 30, 2016		Variance		September 30, 2017		Variance
U.K.	$	105,236	$	134,134	(21.5	)%	$	119,229	(11.1	)%
Canada	79,466		78,484		1.3	%	78,836		0.4	%
Asia-Pacific	79,417		78,739		0.9	%	78,339		(0.5	)%
Europe and Rest of World	66,900		69,068		(3.1	)%	67,309		(2.5	)%
Total International Revenues before Reimbursements	$	331,019	$	360,425	(8.2	)%	$	343,713	(4.6	)%



Period	Total Number of Shares Purchased	Average Price Paid Per Share		Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs	Maximum Number of Shares That May be Purchased Under the Plans or Programs
Balance as of June 30, 2017					1,050,492
July 1, 2017 - July 31, 2017
CRD-A	75,000	$	7.46	75,000
CRD-B	75,000	$	8.90	75,000
Totals as of July 31, 2017					1,999,890
August 1, 2017 - August 31, 2017
CRD-A	75,000	$	7.42	75,000
CRD-B	52,100	$	8.82	52,100
Totals as of August 31, 2017					1,872,790
September 1, 2017 - September 30, 2017
CRD-A	43,527	$	8.92	43,527
CRD-B	—			—
Totals as of September 30, 2017	320,627			320,627	1,829,263