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 requirement for the past 90 days. Yes ☒ No ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☒ No ☐

Indicate by check mark whether registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

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

Indicate by check mark whether registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes No ☒

Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date.

As of November ~~4, 2022,~~3, 2023, there were~~31,703,102~~ 27,237,502shares of common stock outstanding.

The accompanying notes are an integral part of the consolidated financial statements.


	Quarter Ended						Nine Months Ended						Quarter Ended						Nine Months Ended
	September 30,			October 1,			September 30,			October 1,			September 29,			September 30,			September 29,			September 30,
	2022			2021			2022			2021			2023			2022			2023			2022
Revenue:
Revenue before reimbursements	$	70,995		$	71,400		$	220,871		$	207,807		$	74,634		$	70,995		$	220,106		$	220,871
Reimbursements		1,038			494			2,754			770			1,222			1,038			4,081			2,754
Total revenue		72,033			71,894			223,625			208,577			75,856			72,033			224,187			223,625
Costs and expenses:
Cost of service:
Personnel costs before reimbursable expenses (includes $1,652 and $4,801 and $1,670 and $5,296 of non-cash stock based compensation expense in the three and nine months ended September 30, 2022 and October 1, 2021, respectively)		42,870			45,222			134,904			129,619
Personnel costs before reimbursable expenses (includes $1,518 and $4,687 and $1,652 and $4,801 of non-cash stock based compensation expense in the three and nine months ended September 29, 2023 and September 30, 2022, respectively)														44,421			42,870			132,990			134,904
Reimbursable expenses		1,038			494			2,754			770			1,222			1,038			4,081			2,754
Total cost of service		43,908			45,716			137,658			130,389			45,643			43,908			137,071			137,658
Selling, general and administrative costs (includes $859 and $3,027 and $901 and $2,515 of non-cash stock based compensation expense in the three and nine months ended September 30, 2022 and October 1, 2021, respectively)		14,616			14,773			44,993			43,713
Restructuring charge reversal		(526	)		—			(651	)		—
Selling, general and administrative costs (includes $1,193 and $3,243 and $859 and $3,027 of non-cash stock based compensation expense in the three and nine months ended September 29, 2023 and September 30, 2022, respectively)														16,470			14,616			49,331			44,993
Restructuring and asset impairment settlement														—			(526	)		—			(651	)
Total costs and operating expenses		57,998			60,489			182,000			174,102			62,113			57,998			186,402			182,000
Income from operations		14,035			11,405			41,625			34,475			13,743			14,035			37,785			41,625

Other expense, net:
Interest expense, net		(14	)		(26	)		(70	)		(76	)		(814	)		(14	)		(2,594	)		(70	)
Income from operations before income taxes		14,021			11,379			41,555			34,399			12,929			14,021			35,191			41,555
Income tax expense		3,655			3,248			10,469			9,368			3,509			3,655			8,890			10,469
Income from continuing operations		10,366			8,131			31,086			25,031
Loss from discontinued operations		—			—			—			(7	)
Net income	$	10,366		$	8,131		$	31,086		$	25,024		$	9,420		$	10,366			26,301		$	31,086

Basic net income per common share:
Income per common share from continuing operations	$	0.33		$	0.27		$	0.98		$	0.83
Loss per common share from discontinued operations		-			-			-			(0.00	)
Net income per common share	$	0.33		$	0.27		$	0.98		$	0.83
Income per common share from operations													$	0.35		$	0.33		$	0.97		$	0.98
Weighted average common shares outstanding														27,220			31,686			27,146			31,596

Diluted net income per common share:
Income per common share from continuing operations	$	0.32		$	0.25		$	0.97		$	0.76
Loss per common share from discontinued operations		-			-			-			(0.00	)
Net income per common share	$	0.32		$	0.25		$	0.97		$	0.76

Weighted average common shares outstanding:
Basic		31,686			29,814			31,596			30,038
Diluted		32,309			32,876			32,124			32,871
Income per common share from operations													$	0.34		$	0.32		$	0.95		$	0.97
Weighted average common and common equivalent shares outstanding														27,818			32,309			27,545		$	32,124

The accompanying notes are an integral part of the consolidated financial statements.


																																							Accumulated
																											Additional												Other			Total
																							Common Stock				Paid in			Treasury Stock						Retained			Comprehensive			Shareholders'
																							Shares		Amount		Capital			Shares			Amount			Earnings			Loss			Equity
Balance at December 30, 2022																								60,148	$	60	$	308,325			(33,277	)	$	(273,866	)	$	38,640		$	(14,881	)	$	58,278
Issuance of common stock																								343		—		(3,529	)		—			—			—			—			(3,529	)
Treasury stock purchased, net of costs																								—		—		—			(37	)		(711	)		—			—			(711	)
Amortization of restricted stock units and common stock subject to vesting requirements																								—		—		3,662			—			—			—			—			3,662
Dividends declared																								—		—		—			—			—			(2,990	)		—			(2,990	)
Net income																								—		—		—			—			—			8,161			—			8,161
Foreign currency translation																								—		—		—			—			—			—			570			570
Balance at March 31, 2023																								60,491	$	60	$	308,458			(33,314	)	$	(274,577	)	$	43,811		$	(14,311	)	$	63,441
Issuance of common stock																								38		1		362			—			—			—			—			363
Treasury stock purchased, net of costs																								—		—		—			—			(23	)		—			—			(23	)
Amortization of restricted stock units and common stock subject to vesting requirements																								—		—		2,685			—			—			—			—			2,685
Dividends declared																								—		—		—			—			—			(2,991	)		—			(2,991	)
Net income																								—		—		—			—			—			8,720			—			8,720
Foreign currency translation																								—		—		—			—			—			—			698			698
Balance at June 30, 2023																								60,529	$	61	$	311,505			(33,314	)	$	(274,600	)	$	49,540		$	(13,613	)	$	72,893
Issuance of common stock																								9		—		(67	)		—			—			—			—			(67	)
Amortization of restricted stock units and common stock subject to vesting requirements																								—		—		2,608			—			—			—			—			2,608
Dividends declared																								—		—		—			—			—			(2,994	)		—			(2,994	)
Net income																								—		—		—			—			—			9,420			—			9,420
Foreign currency translation																								—		—		—			—			—			—			(1,018	)		(1,018	)
Balance at September 29, 2023																								60,538	$	61	$	314,046			(33,314	)	$	(274,600	)	$	55,966		$	(14,631	)	$	80,842


																	Accumulated																						Accumulated
					Additional												Other			Total							Additional												Other			Total
	Common Stock				Paid in			Treasury Stock						Retained			Comprehensive			Shareholders'			Common Stock				Paid in			Treasury Stock						Retained			Comprehensive			Shareholders'
	Shares		Amount		Capital			Shares			Amount			Earnings			Loss			Equity			Shares		Amount		Capital			Shares			Amount			Earnings			Loss			Equity
Balance at December 31, 2021		59,631	$	60	$	300,288			(28,358	)	$	(157,294	)	$	11,272		$	(10,473	)	$	143,853			59,631	$	60	$	300,288			(28,358	)	$	(157,294	)	$	11,272		$	(10,473	)	$	143,853
Issuance of common stock		373		—		(2,432	)		—			—			—			—			(2,432	)		373		—		(2,432	)		—			—			—			—			(2,432	)
Treasury stock purchased		—		—		—			(31	)		(635	)		—			—			(635	)
Treasury stock purchased, net of costs																								—		—		—			(31	)		(635	)		—			—			(635	)
Amortization of restricted stock units and common stock subject to vesting requirements		—		—		3,632			—			—			—			—			3,632			—		—		3,632			—			—			—			—			3,632
Dividends declared		—		—		—			—			—			(3,474	)		—			(3,474	)		—		—		—			—			—			(3,474	)		—			(3,474	)
Net income		—		—		—			—			—			10,505			—			10,505			—		—		—			—			—			10,505			—			10,505
Foreign currency translation		—		—		—			—			—			—			(1,134	)		(1,134	)		—		—		—			—			—			—			(1,134	)		(1,134	)
Balance at April 1, 2022		60,004	$	60	$	301,488			(28,389	)	$	(157,929	)	$	18,303		$	(11,607	)	$	150,315			60,004	$	60	$	301,488			(28,389	)	$	(157,929	)	$	18,303		$	(11,607	)	$	150,315
Issuance of common stock		61		—		452			—			—			—			—			452			61		—		452			—			—			—			—			452
Amortization of restricted stock units and common stock subject to vesting requirements		—		—		2,224			—			—			—			—			2,224			—		—		2,224			—			—			—			—			2,224
Dividends declared		—		—		—			—			—			(3,480	)		—			(3,480	)		—		—		—			—			—			(3,480	)		—			(3,480	)
Net income		—		—		—			—			—			10,215			—			10,215			—		—		—			—			—			10,215			—			10,215
Foreign currency translation		—		—		—			—			—			—			(2,896	)		(2,896	)		—		—		—			—			—			—			(2,896	)		(2,896	)
Balance at July 1, 2022		60,065	$	60	$	304,164			(28,389	)	$	(157,929	)	$	25,038		$	(14,503	)	$	156,830			60,065	$	60	$	304,164			(28,389	)	$	(157,929	)	$	25,038		$	(14,503	)	$	156,830
Issuance of common stock		8		—		(69	)		—			—			—			—			(69	)		8		—		(69	)		—			—			—			—			(69	)
Amortization of restricted stock units and common stock subject to vesting requirements		—		—		2,393			—			—			—			—			2,393			—		—		2,393			—			—			—			—			2,393
Dividends declared		—		—		—			—			—			(3,483	)		—			(3,483	)		—		—		—			—			—			(3,483	)		—			(3,483	)
Net income		—		—		—			—			—			10,366			—			10,366			—		—		—			—			—			10,366			—			10,366
Foreign currency translation		—		—		—			—			—			—			(1,966	)		(1,966	)		—		—		—			—			—			—			(1,966	)		(1,966	)
Balance at September 30, 2022		60,073	$	60	$	306,488			(28,389	)	$	(157,929	)	$	31,921		$	(16,469	)	$	164,071			60,073	$	60	$	306,488			(28,389	)	$	(157,929	)	$	31,921		$	(16,469	)	$	164,071



					Additional												Other			Total
	Common Stock				Paid in			Treasury Stock						Accumulated			Comprehensive			Shareholders'
	Shares		Amount		Capital			Shares			Amount			Deficit			Loss			Equity
Balance at January 1, 2021		57,693	$	58	$	312,039			(27,609	)	$	(144,254	)	$	(17,388	)	$	(9,568	)	$	140,887
Issuance of common stock		294		—		(1,605	)		—			—			—			—			(1,605	)
Treasury stock purchased		—		—		—			(136	)		(2,110	)		—			—			(2,110	)
Amortization of restricted stock units and common stock subject to vesting requirements		—		—		2,633			—			—			—			—			2,633
Dividends declared		—		—		—			—			—			(3,254	)		—			(3,254	)
Net income		—		—		—			—			—			6,361			—			6,361
Foreign currency translation		—		—		—			—			—			—			269			269
Balance at April 2, 2021		57,987	$	58	$	313,067			(27,745	)	$	(146,364	)	$	(14,281	)	$	(9,299	)	$	143,181
Issuance of common stock		73		—		354			—			—			—			—			354
Treasury stock purchased		—		—		—			(489	)		(8,603	)		—			—			(8,603	)
Amortization of restricted stock units and common stock subject to vesting requirements		—		—		2,258			—			—			—			—			2,258
Dividends declared		—		—		—			—			—			(3,227	)		—			(3,227	)
Net income		—		—		—			—			—			10,532			—			10,532
Foreign currency translation		—		—		—			—			—			—			(132	)		(132	)
Balance at July 2, 2021		58,060	$	58	$	315,679			(28,234	)	$	(154,967	)	$	(6,976	)	$	(9,431	)	$	144,363
Issuance of common stock		67		—		(156	)		—			—			—			—			(156	)
Treasury stock purchased		—		—		—			(113	)		(2,103	)		—			—			(2,103	)
Amortization of restricted stock units and common stock subject to vesting requirements		—		—		2,211			—			—			—			—			2,211
Dividends declared		—		—		—			—			—			(3,192	)		—			(3,192	)
Net income		—		—		—			—			—			8,131			—			8,131
Foreign currency translation		—		—		—			—			—			—			(745	)		(745	)
Balance at October 1, 2021		58,127	$	58	$	317,734			(28,347	)	$	(157,070	)	$	(2,037	)	$	(10,176	)	$	148,509

The accompanying notes are an integral part of the consolidated financial statements.

1. Basis of Presentation and General Information

Basis of Presentation

The accompanying consolidated financial statements of The Hackett Group, Inc. (“Hackett” or the “Company”) have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) and include the Company’s accounts and those of its wholly-owned subsidiaries which the Company is required to consolidate. All intercompany transactions and balances have been eliminated in the consolidation.

In the opinion of management, the accompanying consolidated financial statements reflect all normal and recurring adjustments which are necessary for a fair presentation of the Company’s financial position, results of operations, and cash flows as of the dates and for the periods presented. The consolidated financial statements have been prepared pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”) regarding interim financial reporting. Accordingly, these statements do not include all the disclosures normally required by U.S. GAAP for annual financial statements and should be read in conjunction with the consolidated financial statements and notes thereto for the year ended December ~~31, 2021,~~30, 2022, included in the Annual Report on Form 10-K filed by the Company with the SEC on March ~~4, 2022.~~3, 2023. The consolidated results of operations for the quarter and nine months ended September ~~30, 2022,~~29, 2023, are not necessarily indicative of the results to be expected for any future period or for the full fiscal year.

Use of Estimates

The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the amounts reported in the consolidated financial statements and accompanying notes. Actual results could differ from those estimates.

Segment Reporting

Segments are defined as components of a company that engage in business activities from which they ~~may~~ earn ~~revenues~~revenue and incur expenses, and for which separate financial information is available and is evaluated regularly by the chief operating decision maker, or decision-making group, in deciding how to allocate resources and in assessing performance. ~~Effective in the third quarter of 2022, the~~The Company ~~re-assessed~~assesses its operating segments under the management approach in accordance with ASC 280, ~~Segment Reporting~~"Segment Reporting" (ASC 280), and has determined that ~~effective in the third quarter of 2022,~~ it has three operating segments: Global S&BT, Oracle Solutions and SAP Solutions which are also its reportable segments. See Note 12 “Segment Information and ~~Geographic~~Geographical Data” for detailed segment information.

Goodwill and Other Intangible Assets

For acquisitions accounted for as a business combination, goodwill represents the excess of the cost over the fair value of the net assets acquired. ~~Effective in the third quarter of fiscal year 2022, the~~The Company ~~reorganized~~has organized its operating and internal reporting structure to ~~better~~ align with its primary market solutions. ~~Due to the reorganization and in~~In accordance with ASC 280, management made the determination to present three operating segments, three reportable segments and three reporting units as follows: (1) Global S&BT, (2) Oracle Solutions, and (3) SAP Solutions. Global S&BT includes the results of the Company’s strategic business consulting practices; Oracle Solutions includes the results of the Company’s Oracle EPM/ERP and Digital AMS practices; SAP Solutions includes the Company’s SAP applications and related SAP service offerings. A reporting unit is an operating segment or one level below an operating segment to which goodwill is assigned.~~With~~ The goodwill has been allocated to the ~~new~~ reporting unit ~~structure, the goodwill previously assigned to Hackett Technology Solutions and The Hackett Group has now been allocated~~ based on the reporting unit's relative fair value. The carrying amount of goodwill by ~~the new~~ reporting ~~units are~~unit is as follows (in thousands):


					Foreign									Foreign
	December 31,		Additions/		Currency			September 30,		December 30,		Additions/		Currency		September 29,
	2021		Adjustments		Translation			2022		2022		Adjustments		Translation		2023
Global S&BT	$	58,378	$	-	$	(2,602	)	$	55,776	$	56,810	$	-	$	161	$	56,971
Oracle Solutions		16,699		—		—			16,699		16,699		—		—		16,699
SAP Solutions		9,993		—		—			9,993		9,993		—		—		9,993
Goodwill	$	85,070	$	-	$	(2,602	)	$	82,468	$	83,502	$	-	$	161	$	83,663

The Hackett Group, Inc.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(unaudited)

1. Basis of Presentation and General Information (continued)

Revenue Recognition

The Company generates substantially all of its revenue from providing professional services to its clients. The Company also generates revenue from software ~~licenses,~~sales, software ~~support~~maintenance and ~~maintenance~~support and subscriptions to its executive and best practices advisory programs. A single contract could include one or multiple performance obligations. For those contracts that have multiple performance obligations, the Company allocates the total transaction price to each performance obligation based on its relative standalone selling price. The Company determines the standalone selling price based on the respective selling price of the individual elements when sold separately.

Revenue is recognized when control of the goods and services provided are transferred to the Company’s customers, in an amount that reflects the consideration it expects to be entitled to in exchange for those goods and services using the following steps: 1) identify the contract, 2) identify the performance obligations, 3) determine the transaction price, 4) allocate the transaction price to the performance obligations in the contract, and 5) recognize revenue as or when the Company satisfies the performance obligations.

The Company typically satisfies its performance obligations for professional services over time as the related services are provided. The performance obligations related to software maintenance and support ~~maintenance~~ and subscriptions to its executive and best practice advisory programs are typically satisfied evenly over the course of the service period. Other performance obligations, such as software ~~licenses,~~sales, are satisfied at a point in time.

The Company generates revenue under four types of billing arrangements: ~~fixed-fee (including software license revenue);~~fixed-fee; time-and-materials; executive and best practice advisory services; and software sales and software maintenance and support.

In fixed-fee billing arrangements, which would also include contracts with capped fees, the Company agrees to a pre-established fee or fee cap in exchange for a predetermined set of professional services. The Company sets the fees based on its estimates of the costs and timing for completing the engagements. The Company generally recognizes revenue under fixed-fee or capped fee arrangements using a proportionate performance approach, which is based on work completed to-date as compared to estimates of the total services to be provided under the engagement. Estimates of total engagement revenue and cost of services are monitored regularly during the term of the engagement. If the Company’s estimates indicate a potential loss, such a loss is recognized in the period in which the loss first becomes probable and reasonably estimable. The customer is invoiced based on the contractual agreement between the parties, typically bi-weekly, monthly or milestone driven, with net thirty-day terms, however client terms are subject to change.

Time-and-material billing arrangements require the client to pay based on the number of hours worked by the Company’s consultants at agreed ~~upon~~ hourly rates. The Company recognizes revenue under time-and-material arrangements as the related services or goods are provided, using the right to invoice practical expedient which allows it to recognize revenue in the amount based on the number of hours worked and the agreed upon hourly rates. The customer is invoiced based on the contractual agreement between the parties, typically bi-weekly, monthly or milestone driven, with net thirty-day terms, however client terms are subject to change.

Advisory services contracts are typically in the form of a subscription agreement which allows the customer access to the Company’s executive and best practice advisory programs. There is typically a single performance obligation and the transaction price is the contractual amount of the subscription agreement. Revenue from advisory services contracts is recognized ratably over the life of the agreements. Customers are typically invoiced at the inception of the contract, with net thirty-day terms, however client terms are subject to change.

The resale of on-premise software, cloud software and maintenance contracts are in the form of SAP America ("SAP") software ~~license~~ or maintenance agreements provided by ~~SAP America.~~SAP. SAP is the principal and the Company is the agent in these transactions as the Company does not obtain title to the software and maintenance which is sold simultaneously. The transaction price is the Company’s agreed-upon percentage of the software ~~license~~sale for either on-premise software or cloud software or maintenance amount in the contract with the vendor. Revenue for the resale of software ~~licenses~~ is recognized upon contract execution and customer’s receipt of the software. The Company also provides software maintenance on other ERP systems, primarily Oracle. Revenue from maintenance contracts is recognized ratably over the life of the agreements. The customer is typically invoiced at contract inception, with net thirty-day terms, however client terms are subject to change.

Revenue before reimbursements excludes reimbursable expenses charged to clients. Reimbursements, which include travel and out-of-pocket expenses, are included in revenue, and an equivalent amount of reimbursable expenses is included in the cost of service.

Expense reimbursements that are billable to clients are included in total revenue and are substantially all billed as time-and-material billing arrangements. Therefore, the Company recognizes all reimbursable expenses as revenue as the related services are provided, using the right to invoice practical expedient. Reimbursable expenses are recognized as expenses in the period in which the expense is incurred. Any expense reimbursements that are billable to clients under fixed-fee billing arrangements are recognized in line with the proportionate performance approach.

The Hackett Group, Inc.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(unaudited)

1. Basis of Presentation and General Information (continued)

The payment terms and conditions in the Company’s customer contracts vary. The agreements entered into in connection with a project, whether time and materials-based or fixed-fee or capped-fee based, typically allow clients to terminate early due to breach or for convenience with 30 days’ notice. In the event of termination, the client is contractually required to pay for all time, materials and expenses incurred by the Company through the effective date of the termination. In addition, from time to time the Company enters into agreements with its clients that limit its right to enter into business relationships with specific competitors of that client for a specific time period. These provisions typically prohibit the Company from performing a defined range of services which it might otherwise be willing to perform for potential clients. These provisions are generally limited to six to twelve months and usually apply only to specific employees or the specific project team.

Differences between the timing of billings and the recognition of revenue are recognized as either contract assets or contract liabilities in the accompanying consolidated balance sheets. Revenue recognized for services performed but not yet billed to clients ~~are~~is recorded as contract assets and is included within accounts receivable and contract assets. ~~Revenue recognized, but for which are~~Services not yet ~~entitled~~performed, however billed to ~~bill because certain events, such as~~ the ~~completion of the measurement~~client and uncollected at period end, are recorded as contract assets and are included within accounts receivable and contract assets. Client prepayments are classified as contract liabilities and recognized over future periods as earned in accordance with the applicable engagement agreement. See Note 3 for the accounts receivable and contract asset balances. During the quarter and nine months ended September ~~30, 2022,~~29, 2023, the Company recognized $~~2.0~~1.5 million and $~~12.3~~12.1 million,respectively, of revenue as a result of changes in the contract liability balance, as compared to $~~1.7~~2.0 million and $~~7.7~~12.3 million, respectively, for the quarter and nine months ended ~~October 1, 2021, respectively.~~September 30, 2022.

Based on the information that management reviews internally for evaluating operating segment performance and nature, amount, timing, and uncertainty of revenue and cash flows affected by economic factors, the Company disaggregates revenue as follows for the quarters and nine months ended September 29, 2023 and September 30, 2022 ~~and October 1, 2021~~ (in thousands):


	Quarter Ended				Nine Months Ended				Quarter Ended				Nine Months Ended
	September 30,		October 1,		September 30,		October 1,		September 29,		September 30,		September 29,		September 30,
	2022		2021		2022		2021		2023		2022		2023		2022
Global S&BT:
North America Consulting	$	35,804	$	31,482	$	109,587	$	90,032	$	37,032	$	35,804	$	109,642	$	109,587
International Consulting		5,789		5,603		19,173		16,924		6,766		5,789		20,123		19,173
Total Global S&BT	$	41,593	$	37,085	$	128,760	$	106,956	$	43,798	$	41,593	$	129,765	$	128,760
Oracle Solutions:
Consulting and software support and maintenance	$	17,682	$	20,762	$	59,165	$	55,763	$	20,831	$	17,682	$	58,774	$	59,165
Total Oracle Solutions	$	17,682	$	20,762	$	59,165	$	55,763	$	20,831	$	17,682	$	58,774	$	59,165
SAP Solutions:
Consulting and software support and maintenance	$	10,118	$	12,291	$	30,880	$	37,015	$	10,605	$	10,118	$	32,372	$	30,880
Software license sales		2,640		1,756		4,820		8,843
Software sales										622		2,640		3,276		4,820
Total SAP Solutions	$	12,758	$	14,047	$	35,700	$	45,858	$	11,227	$	12,758	$	35,648	$	35,700
Total segment revenue	$	72,033	$	71,894	$	223,625	$	208,577	$	75,856	$	72,033	$	224,187	$	223,625

The total revenue from the Global S&BT segment, the Oracle Solutions segment and the SAP Solutions segment's consulting and software support and maintenance services is all recognized over time. The software ~~license~~ sales total revenue included in the SAP Solutions segment is recognized at a point in time.

Capitalized Sales Commissions

Sales commissions earned by the Company’s sales force are considered the incremental and recoverable costs of obtaining a contract with a customer. These costs are deferred and then amortized as project revenue is recognized. The Company determined the period of amortization by taking into consideration the customer contract period, which ~~are~~is generally less than 12 months. Commission ~~expense is~~expenses are included the in Selling, ~~General~~general and ~~Administrative Costs~~administrative costs in the accompanying consolidated statements of operations. As of December ~~31, 2021,~~30, 2022 and ~~January 1,~~December 31, 2021, the Company had $~~1.6~~1.5 million and $~~1.5~~1.6 million, respectively, of deferred commissions, of which $~~0.2~~0.3 million and $0.9 million was amortized during the quarter and nine months ended September ~~30, 2022,~~29, 2023, respectively, and $0.2 million and $~~0.8~~0.9 million for the same periods in ~~2021,~~2022, respectively. No impairment loss was recognized relating to the capitalization of deferred commission.

The Hackett Group, Inc.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(unaudited)

1. Basis of Presentation and General Information (continued)

Practical Expedients

The Company does not disclose the value of unsatisfied performance obligations for contracts with an original expected length of one year or less. The Company does not assess whether a contract has a significant financing component if the expectation at contract inception is such that the period between payment by the customer and the transfer of the promised goods or services to the customer will be less than one year.

Sales tax collected from customers and remitted to the applicable taxing authorities is accounted for on a net basis, with no impact on revenue.

Fair Value

The Company’s financial instruments consist of cash, accounts receivable and contract assets, accounts payable, accrued expenses and other liabilities and contract liabilities. As of September ~~30, 2022~~29, 2023 and December ~~31, 2021,~~30, 2022, the carrying amount of each financial instrument approximated the instrument’s respective fair value due to the short-term nature and maturity of these instruments.

The Company uses significant other observable market data or assumptions (Level 2 inputs as defined in accounting guidance) that it believes market participants would use in pricing debt. The fair value of the debt approximated the carrying amount, using Level 2 inputs, due to the short-term variable interest rates based on market rates.

Impact of Macroeconomic Conditions on the Business

The level of revenue the Company achieves is based on its ability to deliver market leading services and solutions and to deploy skilled teams of professionals quickly. The Company’s results of operations are affected by economic conditions, including macroeconomic conditions and levels of business confidence. ~~In each of~~Any deterioration in the four quarters of 2021, the Company’s revenue before reimbursements and diluted earnings per share grew when compared to the fourth quarter of 2020 reflecting a continuation of improved economic conditions since 2021. However, any reversal of these trendscurrent macroeconomic environment or ~~a prolonged~~ economic downturn as a result of ~~the impact of COVID-19 variants, or otherwise,~~ weak or uncertain economic conditions due to inflation, high interest rates, national or ~~similar~~geopolitical events or other factors impacting economic activity or business confidence could adversely affect the Company's clients' financial condition or outlook which may ~~further~~ reduce ~~the~~ clients' demand for the Company's services.

~~As a result of the tax deduction related to the exercise of the~~ ~~2.9~~ ~~million SARs in 2021, as of December 31, 2021, the Company had an income tax receivable of $3.4million in the prepaid expenses and other current assets on the consolidated balance sheet.~~

The weighted average remaining lease term is ~~1.7~~2.8 years. The weighted average discount rate utilized is 4%. The discount rates applied to each lease, reflects the Company’s estimated incremental borrowing rate. This includes an assessment of the Company’s credit rating to determine the rate that the Company would have to pay to borrow, on a collateralized basis for a similar term, an amount equal to our lease payments in a similar economic environment. For the quarter and nine months ended September ~~30, 2022,~~29, 2023, the Company paid $~~0.6~~0.4 million and $~~1.8~~1.0 million, respectively, from operating cash flows for its operating leases.

As of September ~~30, 2022,~~29, 2023, the Company does not have any additional operating leases that have not yet commenced.

8. Shareholders’ Equity

Treasury Stock and Tender Offer

On July 30, 2002, the Company announced that its Board of Directors approved the repurchase of up to $5.0 million of the Company’s common stock through its share repurchase program. Since the inception of the repurchase plan, the Board of Directors has approved the repurchase of $287.2 million of the Company’s common stock, $120.0 million of which was approved in 2022. As of September 29, 2023, the Company had affected cumulative purchases under the plan of $273.2 million, leaving $13.9 million available for future purchases.

In December 2022, the Company completed a tender offer through which 4.9 million shares of the Company's common stock were purchased for a total cost, inclusive of transaction related fees, of $116.0 million, or $23.72 per share, which represented 15% of the Company's issued and outstanding stock at the time. The Company used $60.0 million in borrowings from its Credit Facility and cash on hand to fund the tender offer.

During the quarter ended September 29, 2023 and September 30, 2022, the Company did not repurchase any outstanding stock in the open market. During the nine months ended September 29, 2023 and September 30, 2022, the Company repurchased 37 thousand shares and 31 thousand shares, respectively, from members of its Board of Directors at an average price per share of $18.96 and $20.50, respectively, for a total cost of $0.7 million and $0.6 million, respectively.

There is no expiration of the Company's repurchase authorization. Under the repurchase plan, the Company may buy back shares of its outstanding stock from time to time either on the open market or through privately negotiated transactions, subject to market conditions and trading restrictions. The Company holds repurchased shares of its common stock as treasury stock and accounts for treasury stock under the cost method.

Shares purchased under the repurchase plan do not include shares withheld to satisfy withholding tax obligations. These withheld shares are never issued and in lieu of issuing the shares, taxes were paid on the employee’s behalf. During the quarter and nine months ended September 29, 2023, 3 thousand shares and 171thousand shares were withheld and not issued, respectively, for a cost of $66thousand and $3.7 million, respectively. During the quarter and nine months ended September 30, 2022, 3 thousand shares and 134 thousand shares were withheld and not issued, respectively, for a cost of $69 thousand and $2.6 million, respectively. The shares withheld for taxes are included under issuance of common stock in the accompanying consolidated statements of shareholders’ equity.

The Hackett Group, Inc.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(unaudited)

9.8. Shareholders’ Equity

~~Stock Appreciation Rights (“SARs”)~~

~~As of September 30, 2022, the Company did~~ no~~t have any outstanding SARs. In December 2021,~~ ~~2.9~~ ~~million SARs were exercised with an exercise price of~~$~~4.00~~ ~~per share.~~

~~Treasury Stock~~

Under the Company’s share repurchase plan, the Company may repurchase shares of its outstanding common stock either on the open market or through privately negotiated transactions subject to market conditions and trading restrictions. During the quarter, the Company did no~~t repurchase any outstanding common stock. During the nine months ended September 30, 2022, the Company repurchased~~ 31 ~~thousand of its common stock at an average price of $20.50~~ ~~for a total cost of $0.6~~ ~~million. As of September 30, 2022 the Company had a total authorization remaining of $10.6~~ ~~million under its repurchase plan with atotal authorization of $167.2~~ ~~million. Subsequent to September 30, 2022, the Company's Board of Directors approved an additional $120.0~~ ~~million authorization which increased the repurchase plan remaining authorization to $130.6~~ ~~million.~~

~~During the quarter and nine months ended October 1, 2021, the Company repurchased~~ ~~113~~ ~~thousand shares and~~ ~~738~~ ~~thousand shares of its common stock at an average price of $18.68~~ ~~and $17.35~~ ~~per share for a total cost of $2.1~~ ~~million and $12.8~~ ~~million, respectively.~~

~~The shares repurchased under the share repurchase plan during the quarter and nine months ended September 30, 2022, do not include~~ 3 ~~thousandshares and~~ ~~134~~ ~~thousandshares, respectively, which the Company bought back to satisfy employee net vesting obligations for a cost of $~~69 ~~thousand and $2.6~~ ~~million, respectively. During the quarter and nine months ended October 1, 2021, the Company bought back~~ 8 ~~thousand shares and~~ ~~118~~ ~~thousand shares, respectively, at a cost of $155~~ ~~thousand and $1.8~~ ~~million, respectively, to satisfy employee net vesting obligations.~~ (continued)

Dividend Program

In ~~2021,~~2022, the Company increased the annual dividend from $~~0.38~~0.40 per share to $~~0.40~~0.44 per share to be paid on a quarterly ~~basis and during the first quarter of 2022, the Company further increased the annual dividend to $0.44~~ ~~per share.~~basis. During the nine months of ~~2022,~~2023, the Company declared three quarterly dividends to its shareholders for an aggregate of $~~3.5~~9.0 million, ~~each quarter,~~ which were paid in April ~~2022~~2023, July ~~2022~~2023 and October ~~2022~~2023. These dividends were paid from U.S. domestic sources and are accounted for as a decrease to retained earnings. Subsequent to September ~~30, 2022,~~29, 2023, the Company declared its fourth quarter dividend in ~~2022~~2023 to be paid in January ~~2023~~of 2024.

~~10.~~9. Transactions with Related Parties

During the nine months ended September ~~30, 2022,~~29, 2023, the Company bought back 3137 thousand shares of its common stock from members of its Board of Directors for $~~0.6~~0.7 million, or $~~20.50~~18.96 per share.

10. Contingency

In May 2023, Gartner, Inc. filed a lawsuit seeking a preliminary injunction and damages against the Company and two ex-Gartner employees that were hired by the Company. On November 7, 2023, the Court issued a preliminary injunction preventing the Company from employing the individuals in their current roles. No trial date has been scheduled. Based on the early stage of the litigation, we are unable to reasonably estimate the loss, or range of loss, if any, that may result. Accordingly, the Company has not recorded a loss contingency related to this matter.

11. Litigation

The Company is involved in legal proceedings, claims, and litigation arising in the ordinary course of business not specifically discussed herein. In the opinion of management, the final disposition of such matters will not have a material adverse effect on the Company’s financial position, cash flows or results of operations.

~~The Hackett Group, Inc.~~

~~NOTES TO CONSOLIDATED FINANCIAL STATEMENTS~~

~~(unaudited)~~

12. Segment Information and Geographical Data

~~Effective in the third quarter of fiscal year 2022, the~~The Company has ~~reorganized~~organized its operating and internal reporting structure to ~~better~~ align with its primary market solutions. ~~Due to the reorganization and in~~In accordance with ASC 280, ~~management~~the Company determined it has ~~made the determination to present~~ three operating segments and three reportable segments: (1) Global S&BT, (2) Oracle Solutions, and (3) SAP Solutions. Global S&BT includes the results of the Company’s strategic business consulting practices; Oracle Solutions includes the results of the Company’s Oracle EPM/ERP and Digital AMS practices; SAP Solutions includes the Company’s SAP applications and related SAP service offerings.

~~Due to the change in reportable segments, the Company has presented the segment information for the three and nine months ended September 30, 2022, and October 1, 2021, respectively.~~ The SAP Solutions reportable segment is the only segment that contains software ~~license sales.~~sales revenue.

The measurement criteria for segment profit or loss are substantially the same for each reportable segment, excluding any unusual or infrequent items, if any. Segment profit consists of the ~~revenues~~revenue generated by a segment, less operating expenses that are incurred directly by the segment. Unallocated costs include corporate costs related to the administrative functions that are performed in a centralized manner and that are not attributable to a particular ~~segment.~~segment, depreciation and amortization expense, interest expense, non-cash compensation expense and any non-recurring transactions. Segment information related to assets has been omitted as the ~~CODM~~chief operating decision maker does not receive discrete financial information regarding assets at the segment level.

The Hackett Group, Inc.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(unaudited)

12. Segment Information and Geographical Data (continued)

The tables below set forth information about the Company’s operating segments for the quarter and nine months ended September 29, 2023, and September 30, 2022, ~~and October 1, 2021,~~ along with the items necessary to reconcile the segment information to the totals reported in the accompanying consolidated financial statements (in thousands):


	Quarter Ended					Nine Months Ended					Quarter Ended					Nine Months Ended
	September 30,			October 1,		September 30,			October 1,		September 29,		September 30,			September 29,		September 30,
	2022			2021		2022			2021		2023		2022			2023		2022
Global S&BT:
Total revenue*	$	41,593		$	37,085	$	128,760		$	106,956	$	43,798	$	41,593		$	129,765	$	128,760
Segment profit		14,030			11,847		45,939			34,517		13,951		14,030			40,860		45,939
Oracle Solutions:
Total revenue*	$	17,682		$	20,762	$	59,165		$	55,763	$	20,831	$	17,682		$	58,774	$	59,165
Segment profit		3,313			5,417		12,147			12,062		5,031		3,313			13,966		12,147
SAP Solutions:
Total revenue*	$	12,758		$	14,047	$	35,700		$	45,858	$	11,227	$	12,758		$	35,648	$	35,700
Segment profit		3,847			3,716		9,238			15,571		2,861		3,847			8,486		9,238
Total Company:
Total revenue*	$	72,033		$	71,894	$	223,625		$	208,577	$	75,856	$	72,033		$	224,187	$	223,625

Total segment profit	$	21,190		$	20,980	$	67,324		$	62,150	$	21,843	$	21,190		$	63,312	$	67,324
Items not allocated to segment level:
Corporate general and administrative expenses**		4,332			5,916		15,899			16,528		4,497		4,332			15,069		15,899
Non-cash stock based compensation expense		2,511			2,571		7,828			7,811		2,711		2,511			7,930		7,828
Depreciation and amortization		838			1,088		2,623			3,336		892		838			2,528		2,623
Restructuring charge reversal		(526	)		-		(651	)		-
Restructuring and asset impairment settlement												-		(526	)		-		(651	)
Interest expense, net		14			26		70			76		814		14			2,594		70
Income from continuing operations before taxes	$	14,021		$	11,379	$	41,555		$	34,399	$	12,929	$	14,021		$	35,191	$	41,555

*Total revenue includes reimbursable expenses, which are project travel-related expenses passed through to a client with no associated operating margin.

**Corporate general and administrative expenses primarily include costs related to business support functions including accounting and finance, human resources, legal, information technology and office ~~administration.~~administration, as well as any foreign currency gains and losses. Corporate general and administrative expenses exclude one-time, non-recurring expenses and benefits.

~~The Hackett Group, Inc.~~

~~NOTES TO CONSOLIDATED FINANCIAL STATEMENTS~~

~~(unaudited)~~

~~12. Segment Information and Geographical Data (continued)~~

The tables below set forth information on the Company's geographical data. Total revenue, which is primarily based on the country of the contracting entity, was attributed to the following geographical areas (in thousands):


	Quarter Ended				Nine Months Ended				Quarter Ended				Nine Months Ended
	September 30,		October 1,		September 30,		October 1,		September 29,		September 30,		September 29,		September 30,
	2022		2021		2022		2021		2023		2022		2023		2022

United States	$	62,505	$	62,270	$	193,614	$	181,488	$	63,955	$	62,505	$	190,578	$	193,614
Europe		5,311		6,072		17,952		17,271		7,399		5,311		21,132		17,952
Other (Australia, Canada, India and Uruguay)		4,217		3,552		12,059		9,818		4,502		4,217		12,477		12,059
Total revenue	$	72,033	$	71,894	$	223,625	$	208,577	$	75,856	$	72,033	$	224,187	$	223,625

The Hackett Group, Inc.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(unaudited)

12. Segment Information and Geographical Data (continued)

Long-lived assets are attributable to the following geographic areas (in thousands):


	September 30,		December 31,		September 29,		December 30,
	2022		2021		2023		2022
Long-lived assets:
United States	$	89,211	$	89,199	$	91,228	$	89,705
Europe		12,620		15,584		13,920		13,640
Other (Australia, Canada, India and Uruguay)		439		582		439		482
Total long-lived assets	$	102,270	$	105,365	$	105,587	$	103,827

As of September ~~30, 2022~~29, 2023 and December ~~31, 2021,~~30, 2022, foreign assets included $~~12.4~~13.7 million and $~~15.1~~13.5 million, respectively, of goodwill related to prior acquisitions.

~~13. Subsequent Event~~

~~On November 8, 2022, the Company announced that it plans to launch a tender offer to purchase up to $120.0~~ ~~million in value of shares of its common stock at a price not greater than $20.50~~ ~~nor less than $23.50~~ ~~per Share, to the seller in cash, less any applicable withholding taxes and without interest.~~

The Company will conduct the tender offer through a procedure commonly called a modified “Dutch auction.” This procedure will allow stockholders to select the price, within the specified price range, at which stockholders are willing to sell their shares. The tender offer will only be made pursuant to the offer to purchase, the related letter of transmittal and the other tender offer materials which the Company will file with the Securities and Exchange Commission.

~~The tender offer will be made pursuant to the Company’s increased share repurchase authorization which was increased by $120.0~~ ~~million subsequent to September 30, 2022. The Company intends to pay for the shares repurchased in the tender offer with a combination of cash on hand and cash borrowed under the Credit Facility.~~

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

CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS

This Quarterly Report on Form 10-Q includes “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended (the "Exchange Act"). We intend the forward-looking statements to be covered by the safe harbor provisions for forward-looking statements in these sections. All statements regarding our expected financial position and operating results, our business strategy, our financing plans and forecasted demographic and economic trends relating to our industry are forward-looking statements. These statements can sometimes be identified by our use of forward-looking words such as “may,” “will,” “anticipate,” “estimate,” “expect,” or “intend” and similar expressions. These statements involve known and unknown risks, uncertainties and other factors that may cause our actual results, performance or achievements to be materially different from the results, performance or achievements expressed or implied by the forward-looking statements. We cannot promise you that our expectations reflected in such forward-looking statements will turn out to be correct. Factors that could impact such forward-looking statements include, among others, changes in worldwide and U.S. economic conditions that impact business confidence and the demand for our products and services, the impact of the coronavirus (COVID-19) pandemic, ~~and our ability to mitigate or manage disruptions posed by COVID-19 pandemic,~~ our ability to effectively integrate acquisitions into our operations, our ability to retain existing business, our ability to attract additional business, our ability to effectively market and sell our product offerings and other services, the timing of projects and the potential for contract cancellation by our customers, changes in expectations regarding the business consulting and information technology industries, our ability to attract and retain skilled employees, possible changes in collections of accounts receivable due to the bankruptcy or financial difficulties of our customers, risks of competition, price and margin trends, foreign currency fluctuations, the impact of ~~the~~national or geopolitical conflict, such as the war involving Russia and Ukraine on our business and changes in general economic conditions, inflation, interest rates and our ability to obtain additional debt financing if needed. ~~For a discussion of risks and actions taken in response to the COVID-19 pandemic, see “Our results of operations have been adversely affected and could in the future be materially adversely impacted by the coronavirus pandemic (COVID-19)” under Item 1A, “Risk Factors” of our Annual Report on Form 10-K. An additional description of our risk factors is described in Part I – Item 1A, “Risk Factors”.~~ We undertake no obligation to update or revise publicly any forward-looking statements, whether as a result of new information, future events or otherwise, except as required by law. ~~Many of the risks, uncertainties and other factors identified in our Annual Report on Form 10-K for the year ended December 31, 2021 have been amplified by the COVID-19 pandemic.~~

OVERVIEW

The following Management's Discussion and Analysis ("MD&A") is intended to help the reader understand the results of operations and financial condition of Hackett. MD&A is provided as a supplement to, and should be read in conjunction with, our consolidated financial statements and the accompanying notes to our consolidated financial statements included in this Quarterly Report on Form 10-Q.

The Hackett Group, Inc. (“Hackett” or the “Company”) is a leading IP-based strategic advisory and technology consulting firm that enables companies to achieve world-class business performance. By leveraging the comprehensive Hackett database, the world’s leading repository of enterprise business process performance metrics and best practice intellectual capital, our business and technology solutions help clients improve performance and maximize returns on technology investments. Only Hackett empirically defines world-class performance in sales, general and administrative and certain supply chain activities with analysis gained through ~~nearly 20,000~~over 25,000 benchmark and performance studies over 2729 years at over ~~7,000~~8,800 of the world’s leading companies.

Impact of Macroeconomic Conditions on Our Business

The level of revenue we achieve is based on ~~its~~our ability to deliver market leading services and solutions and to deploy skilled teams of professionals quickly. Our results of operations are affected by economic conditions, including macroeconomic conditions and levels of business confidence. ~~In each of~~Any deterioration in the four quarters of 2021, our revenue before reimbursements and diluted earnings per share grew when compared to the fourth quarter of 2020 reflecting a continuation of improved economic conditions since 2021. However, any reversal of these trendscurrent macroeconomic environment or ~~a prolonged~~ economic downturn as a result of ~~the impact of COVID-19 variants, or otherwise,~~ weak or uncertain economic conditions due to inflation, high interest rates, national or ~~similar~~geopolitical events or other factors impacting economic activity or business confidence could adversely affect our clients' financial condition or outlook which may ~~further~~ reduce the clients' demand for our services.

RESULTS OF OPERATIONS

The following table sets forth, for the periods indicated, our results of operations (in thousands and unaudited):


	Quarter Ended						Nine Months Ended						Quarter Ended						Nine Months Ended
	September 30,			October 1,			September 30,			October 1,			September 29,			September 30,			September 29,			September 30,
	2022			2021			2022			2021			2023			2022			2023			2022
Revenue:
Revenue before reimbursements	$	70,995		$	71,400		$	220,871		$	207,807		$	74,634		$	70,995		$	220,106		$	220,871
Reimbursements		1,038			494			2,754			770			1,222			1,038			4,081			2,754
Total revenue		72,033			71,894			223,625			208,577			75,856			72,033			224,187			223,625
Costs and expenses:
Cost of service:
Personnel costs before reimbursable expenses (includes $1,652 and $4,801 and $1,670 and $5,296 of non-cash stock based compensation expense in the three and nine months ended September 30, 2022 and October 1, 2021, respectively)		42,870			45,222			134,904			129,619
Personnel costs before reimbursable expenses (includes $1,518 and $4,687 and $1,652 and $4,801 of non-cash stock based compensation expense in the three and nine months ended September 29, 2023 and September 30, 2022, respectively)														44,421			42,870			132,990			134,904
Reimbursable expenses		1,038			494			2,754			770			1,222			1,038			4,081			2,754
Total cost of service		43,908			45,716			137,658			130,389			45,643			43,908			137,071			137,658
Selling, general and administrative costs (includes $859 and $3,027 and $901 and $2,515 of non-cash stock based compensation expense in the three and nine months ended September 30, 2022 and October 1, 2021, respectively)		14,616			14,773			44,993			43,713
Selling, general and administrative costs (includes $1,193 and $3,243 and $859 and $3,027 of non-cash stock based compensation expense in the three and nine months ended September 29, 2023 and September 30, 2022, respectively)														16,470			14,616			49,331			44,993
Restructuring charge reversal		(526	)		—			(651	)		—			—			(526	)		—			(651	)
Total costs and operating expenses		57,998			60,489			182,000			174,102			62,113			57,998			186,402			182,000

Income from operations		14,035			11,405			41,625			34,475			13,743			14,035			37,785			41,625
Other expense:
Interest expense		(14	)		(26	)		(70	)		(76	)		(814	)		(14	)		(2,594	)		(70	)
Income from continuing operations before income taxes		14,021			11,379			41,555			34,399			12,929			14,021			35,191			41,555
Income tax expense		3,655			3,248			10,469			9,368			3,509			3,655			8,890			10,469
Income from continuing operations		10,366			8,131			31,086			25,031
Loss from discontinued operations		—			—			—			(7	)
Net income	$	10,366		$	8,131		$	31,086		$	25,024		$	9,420		$	10,366		$	26,301		$	31,086
Diluted net income per common share	$	0.32		$	0.25		$	0.97		$	0.76		$	0.34		$	0.32		$	0.95		$	0.97

Revenue. We are a global company with operations in our primary markets located in the United States and Western Europe. Our revenue is denominated in multiple currencies, primarily the U.S. Dollar, British Pound and Euro, and as a result is affected by currency exchange rate fluctuations. The impact of currency fluctuations did not have a significant impact on comparisons between the ~~third~~ quarter and first nine months of ~~2022~~2023 and the comparable periods of ~~2021.~~2022. In this MD&A, we discuss revenue based on geographical location of engagement team personnel.

Our Company total revenue was ~~$72.0~~$75.9 million inand $224.2 million during the ~~third~~ quarter and first nine months of ~~2022,~~2023, respectively, as compared to ~~$71.9~~$72.0 million and $223.6 million in the same ~~period of 2021 and increased 7%~~periods in 2022, respectively. During the first nine months of 2022, we experienced stronger than expected post-Covid pent-up demand that drove strong results. By the middle of 2022, the impact of the increase in interest rates started to ~~$223.6 million, as compared to $208.6 million~~disrupt economic growth and resulted in ~~the same period of 2021.~~extended client decision making. In the ~~third~~quarter and first nine months of 2023, one customer accounted for 6% and 5%, respectively, of our total Company revenue and in both the quarter and first nine months of 2022, one customer accounted for 7% of our total Company revenue. ~~In the third quarter of 2021 and in the first nine months of 2021 no customer accounted for more than 5% of our total Company revenue.~~

Segment revenue. ~~Effective in the third quarter of 2022, the~~The Company ~~reorganized its operating and internal reporting structure to better align with its primary market solutions. Due to the reorganization, management made the determination to present~~has three reportable segments: Global Strategy & Business Transformation (Global S&BT), Oracle Solutions and SAP Solutions. Global S&BT includes S&BT Consulting, Benchmarking, Business Advisory Services, Intellectual Property as-a-Service (IPASS) and ~~OneStream.~~OneStream offerings. Oracle Solutions and SAP Solutions support the two fundamentally distinct ERP systems: Oracle and SAP.

The following table sets forth total revenue by operating segment, which includes reimbursable expenses related to project travel-related expenses passed through to a client with no associated operating margin (in thousands):

Quarter Ended

Nine Months Ended

September 30,

October 1,

September 30,

October 1,

2022

2021

2022

2021

Global S&BT

$
41,593

$
37,085

$
128,760

$
106,956

Oracle Solutions

17,682

20,762

59,165

55,763

SAP Solutions

12,758

14,047

35,700

45,858

Total revenue

$
72,033

$
71,894

$
223,625

$
208,577


	Quarter Ended				Nine Months Ended
	September 29,		September 30,		September 29,		September 30,
	2023		2022		2023		2022
Global S&BT	$	43,798	$	41,593	$	129,765	$	128,760
Oracle Solutions		20,831		17,682		58,774		59,165
SAP Solutions		11,227		12,758		35,648		35,700
Total revenue	$	75,856	$	72,033	$	224,187	$	223,625

Global S&BT total revenue was ~~$41.6~~$43.8 million and ~~$128.8~~$129.8 million during the ~~third~~ quarter and first nine months of ~~2022,~~2023, respectively, as compared to ~~$37.1~~$41.6 million and ~~$107.0~~$128.8 million in the same periods of 2022, respectively. This segment has been impacted by slowing economic growth resulting in extended client decision making in our business transformation engagements. Additionally, the prior period comparisons were against the accelerated post pandemic demand that we experienced throughout the first half of ~~2021, reflecting the continued year over year growth since the second quarter of 2020 and continuing demand for digital transformation investments.~~2022.

Oracle Solutions total revenue was ~~$17.7~~ $20.8million and ~~$59.2~~ $58.8million during the ~~third~~ quarter and first nine months of ~~2022,~~2023, respectively, as compared to ~~$20.8~~$17.7 million and ~~$55.8~~$59.2 million in the same periods of ~~2021.~~2022, respectively. The ~~decrease~~increase in revenue ~~over~~during the ~~three months~~quarter ended September ~~30, 2022,~~29, 2023, as compared to the same period in ~~2021,~~2022, was primarily ~~driven by~~due to the ~~extended client decision making during~~segment's continued momentum that began in the second quarter ~~as clients reconsidered their spending priorities.~~of 2023.

SAP Solutions total revenue was ~~$12.8~~$11.2 million and ~~$35.7~~ $35.6million during the ~~third~~ quarter and first nine months of ~~2022,~~2023, respectively, as compared to ~~$14.0~~$12.8 million and ~~$45.9~~$35.7 million in the same periods of ~~2021. SAP Solutions total revenue in the first nine months of 2021 included a $5.3 million software sales transaction.~~2022, respectively. The decrease in revenue ~~in 2022~~during the quarter ended September 29, 2023, as compared to ~~2021, excluding~~ the ~~software sale transaction,~~same period in 2022, was ~~primarily driven from a coming off strong 2021 results, as we were rebuilding our~~due to lower sales ~~pipeline after the completion~~ of ~~large~~ SAP ~~related engagements late in 2021, partially offset by strong software transaction activity at the end of the third quarter of 2022.~~software.

Reimbursements as a percentage of Company total revenue were ~~1.4%~~1.6% and ~~1.2%~~1.8% during the ~~third~~ quarter and first nine months of ~~2022,~~2023, respectively, as compared to ~~0.7%~~1.4% and ~~0.4%~~1.2%, in the same periods in ~~2021,~~2022, respectively. Reimbursements are project travel-related expenses passed through to a client with no associated operating margin. We have experienced increased client-related travel since the transition to a remote delivery model, however we do not expect reimbursements to return to pre-pandemic levels.

Cost of Service. Cost of service consists of personnel costs before reimbursable expenses, which includes salaries, benefits and incentive compensation for consultants and subcontractor fees, acquisition-related cash, acquisition-related non-cash stock based compensation expense and non-cash stock based compensation expense, and reimbursable expenses which are travel and other expenses passed through to a client and are associated with projects.

Personnel costs before reimbursable expenses increased 4%, to $44.4 million, and decreased 5%1%, to ~~$42.9~~ $133.0million, for the ~~third~~ quarter ~~of 2022~~ and ~~increased 4% to $134.9 million for the~~ first nine months of ~~2022,~~2023, respectively, as compared to ~~$45.2~~$42.9 million and ~~$129.6~~$134.9 million in the same periods of ~~2021,~~2022, respectively. The higher costs in the third quarter of 2023 were primarily due to the increased incentive compensation accruals commensurate with Company performance and increased utilization of subcontractors. The lower costs in the ~~three-month~~nine-month period of ~~2022~~2023 were primarily a result of lower incentive compensation accruals commensurate with Company performance and lower ~~utilization of subcontractors. The higher costs in~~salaries resulting from headcount adjustments made earlier this year, partially offset by the ~~nine-month period of 2022 were primarily a result of hiring activities and~~ increased ~~utilization~~use of subcontractors ~~to support business growth.~~in 2023. Personnel costs as a percentage of total Company revenue were ~~60% for~~59% during both the ~~third~~ quarter and first nine months of ~~2022,~~2023, respectively, as compared to ~~63% and 62%~~60% for both of the same periods of ~~2021, respectively.~~2022.

Non-cash stock based compensation expense, included in personnel costs before reimbursable expenses was ~~$1.6~~$1.5 million and ~~$4.8~~ $4.7million ~~for~~during the ~~third~~ quarter and first nine months of ~~2022,~~2023, respectively, as compared to $1.7 million and ~~$4.9~~$4.8 million for the same periods of ~~2021,~~2022, respectively.

Acquisition related non-cash stock based compensation expense, included in personnel costs before reimbursable expenses, was $4 thousand and $12 thousand for the third quarter and first nine months of 2022, respectively, as compared to $19 thousand and $378 thousand for the same periods of 2021, respectively, primarily related to equity issued in relation to acquisitions.

Selling, General and Administrative Costs (“SG&A”). SG&A primarily consists of salaries, benefits and incentive compensation for the selling, marketing, administrative and executive employees, non-cash stock based compensation expense, amortization of intangible assets, acquisition related costs and various other overhead expenses.

SG&A costs ~~decreased 1%~~increased 13%, to ~~$14.6~~$16.5 million, and ~~increased 3%~~10%, to ~~$45.0~~$49.3 million, ~~for~~during the ~~third~~ quarter and first nine months of ~~2022,~~2023, respectively, as compared to ~~$14.8~~$14.6 million and ~~$43.7~~$45.0 million for the same periods of ~~2021,~~2022, respectively. This increase in the costs during the quarter and first nine months of ~~2022~~2023 was primarily due to ~~increased non client billable expenses and~~the increased investments in dedicated sales ~~and marketing and information technology.~~resources for our IP-based offerings in our Global S&BT segment, partially offset by lower incentive compensation commensurate with Company performance. SG&A costs as a percentage of total Company revenue were ~~20%~~22% during both the ~~third~~ quarter and first nine months of ~~2022,~~2023, respectively, as compared to ~~21% for both of~~20% during the same periods in ~~2021.~~2022.

Non-cash stock based compensation expense, included in SG&A, was ~~$0.9~~$1.2 million and ~~$3.0~~ $3.2million ~~for~~during the ~~third~~ quarter and first nine months of ~~2022,~~2023, respectively, as compared to $0.9 million and ~~$2.5~~$3.0 million for the same periods, ~~of 2021,~~ respectively. ~~The increase in the nine-month period is due to higher incentive compensation expense commensurate with Company performance.~~

~~Amortization~~There was no amortization expense included in SG&A ~~was $0 and $154thousand million~~ in the ~~third quarter and~~ first nine months of ~~2022, as compared to $0.3 million and $0.8 million during~~2023, however, there was $154 thousand of amortization expense in the ~~same periods in 2021, respectively.~~first nine months of 2022. The amortization expense in 2022 was related to the ~~amortization of the~~ intangible ~~asset~~assets acquired in our acquisitions and the buyout of our partner’s joint venture interest in the CGBS Training and Certification Programs in 2017. The intangible assets related to the acquisitions ~~have been~~were fully amortized as of the second quarter of 2022.

Segment Profit. Segment profit consists of the revenue generated by the segment, less the direct costs of revenue and selling, general and administrative expenses that are incurred directly by the segment. Items not allocated to the segment level include corporate costs related to the administrative functions that are performed in a centralized manner and that are not attributable to a particular ~~segment. These administrative function costs include corporate general and administrative expenses, non-cash stock based compensation,~~segment, depreciation and amortization expense, interest expense, non-cash compensation expense and ~~the restructuring charges and reversals.~~any non-recurring transactions.

Global S&BT segment profit ~~increased~~was $14.0 million and $40.9 million during the quarter and first nine months of 2023, respectively, as compared to $14.0million and $45.9 million for the ~~third~~same periods in 2022, respectively. This decrease in the nine month comparison was primarily due to the incremental investments we are making in program development and additional dedicated sales resources for Benchmark, Executive Advisory Market Intelligence and our other IP as-a-service offerings.

Oracle Solutions segment profit was $5.0 million and $14.0 million during the quarter and first nine months of ~~2022,~~2023, respectively, as compared to ~~$11.8~~ $3.3million and ~~$34.5~~$12.1 million for the same periods in ~~the previous year,~~2022, respectively. ~~This~~The increase ~~was primarily a result of increased revenue as discussed above.~~

~~Oracle Solutions segment profit decreased to $3.3 million for~~in the third quarter of ~~2022 from $5.4 million for~~2023 segment profit, as compared to the same period in the ~~previous year. Oracle Solutions segment profit was $12.1 million for the first nine months of 2022 and 2021. The decrease in the three-month period~~prior year, was primarily due to the increase in year over year revenue, partially offset by the increase in new hires and higher use of subcontractors. The increase in the nine month comparison was primarily due to the lower ~~revenue as discussed above.~~salary and benefits costs in 2023, partially offset by higher use of subcontractors and lower revenue.

SAP Solutions segment profit ~~increased to $3.8~~was $2.9 million inand $8.5millionduring the ~~third~~ quarter and first nine months of ~~2022~~2023, respectively, as compared to ~~$3.7~~ $3.8million and $9.2million in the same ~~period~~periods in ~~2021~~2022, respectively. The decrease in segment profit in both the quarter and ~~decreased~~nine month periods in 2023, as compared to ~~$9.2~~ the same periods in 2022, was primarily due to lower sales of SAP cloud software.

Interest Expense. Interest expense was $0.8million inand $2.6million during the quarter and first nine months of ~~2022,~~2023, respectively, as compared to ~~$15.6~~$14 thousand and $70 thousand in 2022, respectively. In the fourth quarter of 2022, we drew down $60.0 million inon our Credit Facility (as defined below) to fund the ~~same period~~tender offer transaction. As of ~~2021. SAP Solutions segment profit in the first nine months~~September 29, 2023, we had an outstanding balance of ~~2021 included a $5.3 million software sales transaction and benefitted from large global engagements which drove higher utilization~~$44.0million. As of ~~subcontractors.~~September 30, 2022, we did not have any outstanding debt.

Income Taxes. During the quarter and first nine months of 2023, we recorded $3.5 million and $8.9 million of income tax expense, respectively, related to certain federal, foreign and state taxes which reflected an effective tax rate of 27.1% and 25.3%, respectively. During the third quarter and first nine months of 2022, we recorded $3.7 million and $10.5 million of income tax expense, respectively, related to certain federal, foreign and state taxes which reflected an effective tax rate of ~~26%~~26.1% and 25%, respectively. In the third quarter and first nine months of 2021, we recorded $3.2 million and $9.4 million of income tax expense related to certain federal, foreign and state taxes which reflected an effective tax rate of 29% and 27%25.2%, respectively.

Liquidity and Capital Resources

As of September 29, 2023 and December 30, 2022, ~~and December 31, 2021,~~ we had ~~$67.0~~$9.9 million and ~~$45.8~~$30.3 million, respectively, classified inas cash on the consolidated balance sheets. We currently believe that available funds (including the cash on hand and funds available for borrowing under our revolving line of credit ~~facility)~~the "Credit Facility") and cash flows generated by operations will be sufficient to fund our working capital ~~and capital expenditure~~ requirements, including ~~working capital,~~ debt payments, lease obligations and capital expenditures for at least the next twelve months and beyond. We may decide to raise additional funds in order to fund expansion, to develop new or further enhance products and services, to respond to competitive pressures, or to acquire complementary businesses or technologies. There is no assurance that additional financing would be available when needed or desired. Our cash requirements have not changed materially from those disclosed in Item 7 included in Part II of our Annual Report on Form 10-K for the year ended December ~~31, 2021.~~30, 2022.

The following table summarizes our cash flow activity (in thousands):


	Nine Months Ended						Nine Months Ended
	September 30,			October 1,			September 29,			September 30,
	2022			2021			2023			2022
Cash flows provided by operating activities	$	34,078		$	26,469		$	11,817		$	34,078
Cash flows used in investing activities	$	(3,163	)	$	(2,255	)	$	(3,203	)	$	(3,163	)
Cash flows used in financing activities	$	(9,648	)	$	(20,704	)	$	(28,957	)	$	(9,648	)

Cash Flows from Operating Activities

Net cash provided by operating activities was ~~$34.1~~ $11.8million during the first nine months of ~~2022,~~2023, as compared to ~~$26.5~~$34.1 million during the same period in ~~2021.~~2022. In 2023, the net cash provided by operating activities was primarily due to net income adjusted for non-cash items, partially offset by an increase in accounts receivable and contract assets, a decrease in accrued liabilities and other accruals primarily due to payments of the 2022 incentive compensation liabilities, payments to vendors and payments related to income tax liabilities. In 2022, the net cash provided by operating activities was primarily due to net income adjusted for non-cash items and an increase in income tax liabilities, partially offset by ~~the~~a decrease in accounts payable and accrued liabilities and other accruals primarily due to payments to vendors, ~~and~~payments of the 2021 incentive compensation ~~payments~~liabilities and lower contract liabilities. In 2021, the net cash provided by operating activities was primarily due to net income adjusted for non-cash items and an increase in incentive compensation and income tax accruals, partially offset by an increase in accounts receivable and contract assets.

Cash Flows from Investing Activities

Net cash used in investing activities was $3.2million during both the first nine months of ~~2022, as compared to $2.3 million during the same period in 2021.~~2023 and 2022. During both periods, cash flows used in investing activities primarily related to investments for the development of our Hackett Connect Executive Advisory ~~Member Platform~~member platform and continued development of our Quantum Leap benchmark and Digital Transformation technologies. ~~The investing activities in 2022 also included purchases of computer equipment.~~

Cash Flows from Financing Activities

Net cash used in financing activities was ~~$9.6~~ $29.0million and ~~$20.7~~$9.6 million during the first nine months of ~~2022~~2023 and ~~2021,~~2022, respectively. The usage of cash in 2023 primarily related to the ~~first nine months~~net repayment of borrowings of $16.0 million related to our Credit Facility, dividend payments of $9.0 million and the repurchase of $4.4 million of the Company's common stock. The usage of cash in 2022 primarily related to the repurchase of $3.2 million of the ~~Company's~~Company’s common stock and dividend payments of $7.0 million. ~~The usage of cash in the first nine months 2021 primarily related to the repurchase of $14.6 million of the Company’s common stock and dividend payments of $6.5 million.~~

~~As of September 30, 2022, we did not have any outstanding borrowings under our revolving line of credit (the “Credit Facility”), leaving us with a capacity of approximately $45.0 million.~~ On November 7, 2022, we amended and restated our credit agreement in order to extend the maturity date of the Credit Facility and provide the Company with an additional $55 million in borrowing capacity, for an aggregate amount of up to $100 million. See Note 7,6, “Credit Facility,” to our consolidated financial statements included in this Quarterly Report on Form 10-Q for more information. As of September 29, 2023, we had $44.0 million of outstanding borrowings under our Credit Facility, excluding deferred debt costs, leaving us with a capacity of approximately $56.0 million.

Item 3. Quantitative and Qualitative Disclosures About Market Risk.

As of September ~~30, 2022,~~29, 2023, our exposure to market risk related primarily to changes in interest rates and foreign currency exchange rate risks.

Interest Rate Risk

Our exposure to market risk for changes in interest rates relates primarily to the Credit Facility, which is subject to variable interest rates. Under our prior credit agreement, which was amended and restated in November 2022, the interest rates per annum applicable to loans under the Credit Facility was, at our option, equal to a base rate for one-, two-, three- or nine-month interest periods chosen by us in each case, plus an applicable margin percentage. A 100-basis point increase in our interest rate under our Credit Facility (Bloomberg Short-Term Bank Yield Index) would not have had a material impact on our results of operations for the quarter and nine months ended September ~~30, 2022. Following the amendment and restatement of our credit agreement in November 2022, the interest rate changed from LIBOR to a Bloomberg Short-Term Bank Yield Index.~~29, 2023.

Exchange Rate Sensitivity

We face exposure to adverse movements in foreign currency exchange rates as a portion of our revenue, expenses, assets and liabilities are denominated in currencies other than the U.S. Dollar, primarily the British Pound, the Euro and the Australian Dollar. These exposures may change over time as business practices evolve.

Item 4. Controls and Procedures

~~Disclosure Controls and Procedures~~

The Company maintains disclosure controls and procedures that are designed to ensure that information required to be disclosed by us in reports that we file or submit under the Exchange Act, is recorded, processed, summarized, and reported within the time periods specified in the SEC rules and forms, and that such information is accumulated and communicated to the Company’s management, including its Chief Executive Officer (principal executive officer) and Chief Financial Officer (principal financial officer), as appropriate, to allow for timely decisions regarding required disclosure.

~~The Company, under~~Under the supervision and with the participation of ~~the Company’s~~our management, including ~~the~~our Chief Executive Officer and Chief Financial Officer, ~~evaluated the effectiveness~~we conducted an evaluation of ~~the design and operation of the Company’s~~our disclosure controls and procedures, as such term is defined under Rule 13a-15(e) promulgated under the Securities Exchange Act of ~~the end of the period covered by this report.~~

1934, as amended. Based on ~~the identification of the material weakness described below, the Company, under the supervision of the Company’s management, including the~~this evaluation, our Chief Executive Officer and Chief Financial Officer concluded that our disclosure controls and procedures were ~~not~~ effective as of the end of the period covered by this ~~report.~~

~~Material Weakness in Internal Control Over Financial Reporting~~

~~As described in the Explanatory Note in the~~Quarterly Report on Form 10K/A filed on November 8, 2022, we identified a material weakness in our internal control over financial reporting that existed as of December 31, 2021. A material weakness is a deficiency, or a combination of deficiencies, in internal control over financial reporting, such that there is a reasonable possibility that a material misstatement of our annual or interim financial statements will not be prevented or detected on a timely basis. The material weakness is a result of our processes and related controls not operating effectively to understand the use of the information by the chief operating decision maker to allocate resources and the documentation of the evaluation of ASC 280. There were no material misstatements as a result of this material weakness; however, it could have resulted in omitted disclosures and the performance of the annual evaluation of goodwill impairment at other than the reporting unit level that could have resulted in a material misstatement to the annual or interim financial statements that would not have been prevented or detected on a timely basis. Due to the material weakness, we have concluded that our internal control over financial reporting was not effective as of September 30, 2022.10-Q.

~~Management’s Plan to Remediate the Material Weakness~~

Management has implemented remediation steps to address the material weakness and to improve our internal control over financial reporting. Specifically, we have improved our review process including the documentation of the evaluation of segment reporting and ASC 280. In addition, the Company will engage outside consultants to review management’s accounting analysis when the Company has significant organizational structure or reporting structure changes that may impact the Company’s analysis under ASC 280.

While the Company has implemented remediation steps, the material weakness cannot be considered fully remediated until the improved controls have been in place and operate for a sufficient period of time. However, our management, including our Chief Executive Officer and Chief Financial Officer, has concluded that, notwithstanding the identified material weakness in our internal control over financial reporting, the financial statements fairly present, in all material respects, our financial condition, results of operations and cash flows for the periods presented in conformity with U.S. GAAP.

Changes in Internal Control Over Financial Reporting

~~Other than the remediation steps described above, there~~There were no changes in our internal control over financial reporting ~~identified in connection with the evaluation required by paragraph (d) of Exchange Act Rules 13a-15 or 15d-15~~ that occurred during the ~~three months ended September 30, 2022~~period covered by this Quarterly Report on Form 10-Q that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

Item 5. Other Information.

Rule 10b5-1 Trading Arrangements

24During the three months ended September 29, 2023, no director or officer of the Company adopted or terminated a “Rule 10b5-1 trading arrangement” or “non-Rule 10b5-1 trading arrangement,” as each term is defined in Item 408(a) of Regulation S-K.

PART II — OTHER INFORMATION

Item 1. Legal Proceedings.

Item 1A. Risk Factors.

For a discussion of our potential risks and uncertainties, see the risk factor below and the information under the heading “Risk Factors” in our Annual Report on Form 10-K for the year ended December ~~31, 2021~~30, 2022 (the “Annual Report”).

There have been no material changes to any of the risk factors disclosed in the Company’s Annual Report on Form 10-K for the year ended December ~~31, 2021.~~30, 2022.

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

Issuer Purchases of Equity Securities

During the quarter ended September ~~30, 2022,~~29, 2023 the Company did not repurchase any common stock under the repurchase plan ~~approved by the Company's Board of Directors. During~~and during the nine months ended September ~~30, 2022~~29, 2023, the Company repurchased 3137 thousand shares of its common stock under the repurchase plan. As of September ~~30, 2022,~~29, 2023, the Company had ~~$10.6~~$13.9 million of authorization remaining under the repurchase plan. Subsequent to September 30, 2022, the Company’s Board authorized an additional $120.0 million to the repurchase plan. On November 8, 2022, the Company announced that it plans to launch a tender offer to purchase up to $120.0 million in value of shares of its common stock. The tender offer will be made pursuant to the increased share repurchase authorization.

Total Number

Maximum Dollar

of Shares as Part

Value That May

of Publicly

Yet be Purchased

Total Number

Average Price

Announced

Under the

Period

of Shares

Paid per Share

Program

Program

Balance as of July 1, 2022

$
10,608,767

July 2, 2022 to July 29, 2022

—

$
—

—

$
10,608,767

July 30, 2022 to August 26, 2022

—

$
—

—

$
10,608,767

August 27, 2022 to September 30, 2022

—

$
—

—

$
10,608,767

—

$
—

—


					Total Number		Maximum Dollar
					of Shares as Part		Value That May
					of Publicly		Yet be Purchased
	Total Number		Average Price		Announced		Under the
Period	of Shares		Paid per Share		Program		Program
Balance as of June 30, 2023							$	13,937,978
July 1, 2023 to July 28, 2023		—	$	—		—	$	13,937,978
July 29, 2023 to August 25, 2023		—	$	—		—	$	13,937,978
August 26, 2023 to September 29, 2023		—	$	—		—	$	13,937,978
		—	$	—		—

Shares repurchased during the quarter and nine months ended September ~~30, 2022~~29, 2023 under the repurchase plan do not include 3thousand shares and ~~134~~ 171thousand shares, respectively, for a cost of ~~$69~~$66 thousand and ~~$2.6~~$3.7 million, respectively, that the Company bought back to satisfy employee net vesting obligations.

2524

Item 6. Exhibits


Exhibit No.		Exhibit Description
3.1		Second Amended and Restated Articles of Incorporation of the Registrant, as amended (incorporated herein by reference to the Registrant's Form 10-K for the year ended December 29, 2000).

3.2		Articles of Amendment of the Articles of Incorporation of the Registrant (incorporated herein by reference to the Registrant's Form 10-K for the year ended December 28, 2007).

3.3		Amended and Restated Bylaws of the Registrant, as amended (incorporated herein by reference to the Registrant's Form 10-K for the year ended December 29, 2000).

3.4		Amendment to Amended and Restated Bylaws of the Registrant (incorporated herein by reference to the Registrant's Form 8-K filed on March 31, 2008).

3.5		Amendment to Amended and Restated Bylaws of the Registrant (incorporated herein by reference to the Registrant's Form 8-K filed on January 21, 2015).

31.1*		Certification by CEO pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

31.2*		Certification by CFO pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

32*		Certification 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.SCH**		Inline XBRL Taxonomy Extension Schema

101.CAL**		Inline XBRL Taxonomy Extension Calculation Linkbase

101.DEF**		Inline XBRL Taxonomy Extension Definition Linkbase

101.LAB**		Inline XBRL Taxonomy Extension Label Linkbase

101.PRE**		Inline XBRL Taxonomy Extension Presentation Linkbase

104**		Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101)

* Filed herewith

** Pursuant to Rule 406T of Regulation S-T, these interactive data files are deemed not filed or part of a registration statement or prospectus for purposes of Sections 11 or 12 of the Securities Act of 1933 or Section 18 of the Securities Exchange Act of 1934 and otherwise are not subject to liability.

2625

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.


		The Hackett Group, Inc.

Date: November 8, ~~2022~~2023		/s/ Robert A. Ramirez
		Robert A. Ramirez
		Executive Vice President, Finance and Chief Financial Officer

2726


Florida		65-0750100
(State or other jurisdiction of incorporation or organization)		(I.R.S. Employer Identification No.)

1001 Brickell Bay Drive, Suite 3000 Miami, Florida		33131
(Address of principal executive offices)		(Zip Code)


Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common Stock, par value $.001 per share	HCKT	NASDAQ Stock Market


	September 30,			December 31,			September 29,			December 30,
	2022			2021			2023			2022
ASSETS
Current assets:
Cash	$	67,045		$	45,794		$	9,879		$	30,255
Accounts receivable and contract assets, net of allowance of $1,303 and $2,702 at September 30, 2022 and December 31, 2021, respectively		52,105			50,616
Accounts receivable and contract assets, net of allowance of $973 and $856 at September 29, 2023 and December 30, 2022, respectively								62,207			48,376
Prepaid expenses and other current assets		3,237			5,766			3,174			2,535
Total current assets		122,387			102,176			75,260			81,166

Property and equipment, net		18,676			18,026			20,033			19,359
Other assets		263			620			282			268
Goodwill		82,468			85,070			83,663			83,502
Operating lease right-of-use assets		863			1,649			1,609			698
Total assets	$	224,657		$	207,541		$	180,847		$	184,993

LIABILITIES AND SHAREHOLDERS’ EQUITY
Current liabilities:
Accounts payable	$	4,686		$	7,677		$	5,039		$	8,741
Accrued expenses and other liabilities		33,898			30,297			23,726			30,953
Contract liabilities (deferred revenue)		12,415			14,616
Contract liabilities								12,869			13,278
Income tax payable								4,009			5,759
Operating lease liabilities		942			2,299			1,328			870
Total current liabilities		51,941			54,889			46,971			59,601
Non-current deferred tax liability, net		7,684			7,325			8,583			6,877
Long term debt, net								43,694			59,653
Operating lease liabilities		961			1,474			757			584
Total liabilities		60,586			63,688			100,005			126,715

Commitments and contingencies

Shareholders’ equity:
Preferred stock, $0.001 par value, 1,250,000 shares authorized; none issued and outstanding		—			—			—			—
Common stock, $0.001 par value, 125,000,000 shares authorized; 60,073,601 and 59,631,003 shares issued at September 30, 2022 and December 31, 2021, respectively		60			60
Common stock, $0.001 par value, 125,000,000 shares authorized; 60,537,559 and 60,147,720 shares issued at September 29, 2023 and December 30, 2022, respectively								61			60
Additional paid-in capital		306,488			300,288			314,046			308,325
Treasury stock, at cost, 28,388,144 and 28,357,145 shares September 30, 2022 and December 31, 2021, respectively		(157,929	)		(157,294	)
Treasury stock, at cost, 33,314,926 and 33,277,459 shares September 29, 2023 and December 30, 2022, respectively								(274,600	)		(273,866	)
Retained earnings		31,921			11,272			55,966			38,640
Accumulated other comprehensive loss		(16,469	)		(10,473	)		(14,631	)		(14,881	)
Total shareholders' equity		164,071			143,853			80,842			58,278
Total liabilities and shareholders' equity	$	224,657		$	207,541		$	180,847		$	184,993


	Nine Months Ended						Nine Months Ended
	September 30,			October 1,			September 29,			September 30,
	2022			2021			2023			2022
Cash flows from operating activities:
Net income	$	31,086		$	25,024		$	26,301		$	31,086
Plus loss from discontinued operations		—			7
Net income from continuing operations		31,086			25,031
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation expense		2,468			2,552			2,528			2,468
Amortization expense		154			783			—			154
Amortization of debt issuance costs		43			33			54			43
Non-cash stock based compensation expense		7,828			7,811			7,930			7,828
Provision for doubtful accounts		295			168			219			295
Gain on foreign currency translation		(1,383	)		(62	)
Loss (gain) on foreign currency translation								263			(1,383	)
Deferred income tax expense		360			300			1,617			360
Changes in assets and liabilities:
Increase in accounts receivable and contract assets		(1,446	)		(17,061	)		(14,134	)		(1,446	)
Decrease in prepaid expenses and other assets		3,566			253
(Increase) decrease in prepaid expenses and other assets								(1,482	)		3,566
Decrease in accounts payable		(2,992	)		(1,071	)		(3,701	)		(2,992	)
(Decrease) increase in accrued expenses and other liabilities		(9,783	)		1,572
(Decrease) increase in contract liabilities		(2,201	)		3,194
Increase in income tax payable		6,083			2,973
Decrease in accrued expenses and other liabilities								(5,619	)		(9,783	)
Decrease in contract liabilities								(409	)		(2,201	)
(Decrease) increase in income tax payable								(1,750	)		6,083
Net cash provided by operating activities		34,078			26,469			11,817			34,078
Cash flows from investing activities:
Purchases of property and equipment		(3,163	)		(2,255	)		(3,203	)		(3,163	)
Net cash used in investing activities		(3,163	)		(2,255	)		(3,203	)		(3,163	)
Cash flows from financing activities:
Debt issuance costs		(10	)		—			(14	)		(10	)
Proceeds from borrowings								5,000			—
Repayment of borrowings								(21,000	)		—
Proceeds from ESPP		407			391			481			407
Proceeds from exercise of stock options		120			—
Proceeds from the exercise of stock options								—			120
Dividends paid		(6,954	)		(6,481	)		(8,978	)		(6,954	)
Repurchase of common stock		(3,211	)		(14,614	)		(4,446	)		(3,211	)
Net cash used in financing activities		(9,648	)		(20,704	)		(28,957	)		(9,648	)
Effect of exchange rate on cash		(16	)		(26	)		(33	)		(16	)
Net increase in cash and cash equivalents		21,251			3,484
Net (decrease) increase in cash								(20,376	)		21,251
Cash at beginning of period		45,794			49,455			30,255			45,794
Cash at end of period	$	67,045		$	52,939		$	9,879		$	67,045
Supplemental disclosure of cash flow information:
Cash (refunded) paid for income taxes	$	(34	)	$	6,371
Cash paid (refunded) for income taxes							$	8,719		$	(34	)
Cash paid for interest	$	43		$	43		$	2,690		$	43
Supplemental disclosure of non-cash flow investing and financing activities:
Dividend declared during the quarter and paid the following quarter							$	2,994		$	3,483


	Quarter Ended				Nine Months Ended				Quarter Ended				Nine Months Ended
	September 30,		October 1,		September 30,		October 1,		September 29,		September 30,		September 29,		September 30,
	2022		2021		2022		2021		2023		2022		2023		2022

Basic weighted average common shares outstanding		31,685,621		29,813,530		31,595,814		30,038,249		27,220,176		31,685,621		27,146,095		31,595,814
Effect of dilutive securities:
Unvested restricted stock units and common stock subject to vesting requirements issued to employees and non-employees		622,893		625,680		519,964		460,058		597,773		622,893		398,643		519,964
Common stock issuable upon the exercise of stock options and SARs		—		2,436,600		8,593		2,373,075		—		—		—		8,593
Dilutive weighted average common shares outstanding		32,308,514		32,875,810		32,124,371		32,871,382		27,817,949		32,308,514		27,544,738		32,124,371


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


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


Large Accelerated Filer	☐	Accelerated Filer	☒

Non-Accelerated Filer	☐	Smaller Reporting Company	☐

		Emerging Growth Company	☐


PART I - FINANCIAL INFORMATION		Page

Item 1.	Financial Statements

	Consolidated Balance Sheets as of September ~~30, 2022~~29, 2023 (unaudited) and December ~~31, 2021~~30, 2022	3

	Consolidated Statements of Operations for the Three and Nine Months Ended September 29, 2023, and September 30, 2022, ~~and October 1, 2021~~ (unaudited)	4

	Consolidated Statements of Comprehensive Income for the Three and Nine Months Ended September 29, 2023, and September 30, 2022, ~~and October 1, 2021~~ (unaudited)	5

	Consolidated Statements of Cash Flows for the Nine Months Ended September 29, 2023, and September 30, 2022, ~~and October 1, 2021~~ (unaudited)	6

	Consolidated Statements of Equity for the Three and Nine Months Ended September 29, 2023, and September 30, 2022, ~~and October 1, 2021~~ (unaudited)	7

	Notes to Consolidated Financial Statements (unaudited)	8

Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	18

Item 3.	Quantitative and Qualitative Disclosures About Market Risk	23

Item 4.	Controls and Procedures	23

Item 5.	Other Information	23

PART II - OTHER INFORMATION

Item 1.	Legal Proceedings	2524

Item 1A.	Risk Factors	2524

Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	2524

Item 6.	Exhibits	2625

SIGNATURES		2726



						Exit, Closure and
		Employee Related				Consolidation
		Costs				of Facilities				Total
Accrual balance at December 31, 2021	$		70		$		670		$		740
Cash paid			—				(74	)			(74	)
Accrual balance at April 1, 2022	$		70		$		596		$		666
Cash paid			(26	)			(218	)			(244	)
Expense (reversal)			(22	)			11				(11	)
Accrual balance at July 1, 2022	$		22		$		389		$		411
Cash paid			—				11				11
Expense (reversal)			—				(297	)			(297	)
Accrual balance at September 30, 2022	$		22		$		103		$		125


2022 (excluding the nine months ended September 30, 2022)	$	522
2023		897
2023 (excluding the nine months ended September 29, 2023)				$	393
2024		556			1,068
2025					259
2026					222
Thereafter		-			365
Total lease payments		1,975			2,307
Less imputed interest		(237	)		(126	)
Total	$	1,738		$	2,181