(Former name, former address and former fiscal year, if changed since last report)

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

	March 31,			December 31,			March 31,			December 31,
	2019			2018			2020			2019
ASSETS
Current assets:
Cash and cash equivalents	$	2,143		$	640		$	216,942		$	567
Restricted cash		27,721			27,481			28,927			29,595
Accounts receivable, net		264,434			207,287			263,180			222,031
Other current assets		24,784			26,841			24,540			24,325
Current assets before funds held for clients		319,082			262,249			533,589			276,518
Funds held for clients		138,779			161,289			141,984			179,502
Total current assets		457,861			423,538			675,573			456,020
Non-current assets:
Property and equipment, net		37,328			34,205			39,899			39,412
Goodwill and other intangible assets, net		635,881			637,009			666,112			654,671
Assets of deferred compensation plan		95,983			84,435			92,613			106,851
Operating lease right-of-use asset, net		145,574			—			138,485			140,831
Other non-current assets		4,692			3,844			3,876			2,989
Total non-current assets		919,458			759,493			940,985			944,754
Total assets	$	1,377,319		$	1,183,031		$	1,616,558		$	1,400,774
LIABILITIES
Current liabilities:
Accounts payable	$	61,541		$	58,630		$	62,329		$	68,510
Income taxes payable		13,864			464			13,089			57
Accrued personnel costs		33,975			63,953			29,809			59,898
Contingent purchase price liability		21,737			22,538			17,514			16,193
Operating lease liability		28,647			—			28,652			29,030
Other current liabilities		12,492			13,656			15,817			13,218
Current liabilities before client fund obligations		172,256			159,241			167,210			186,906
Client fund obligations		138,866			162,073			142,219			179,020
Total current liabilities		311,122			321,314			309,429			365,926
Non-current liabilities:
Bank debt		182,000			135,500			383,000			105,500
Debt issuance costs		(1,436	)		(1,526	)		(1,077	)		(1,167	)
Total long-term debt		180,564			133,974			381,923			104,333
Income taxes payable		3,524			3,402			3,185			3,053
Deferred income taxes, net		6,834			6,764			11,469			11,720
Deferred compensation plan obligations		95,983			84,435			92,613			106,851
Contingent purchase price liability		15,811			17,170			15,167			15,896
Operating lease liability		138,373			—			129,624			132,018
Other non-current liabilities		1,621			22,309			2,888			1,739
Total non-current liabilities		442,710			268,054			636,869			375,610
Total liabilities		753,832			589,368			946,298			741,536
STOCKHOLDERS' EQUITY
Common stock		1,318			1,314			1,332			1,331
Additional paid in capital		696,226			692,398			719,616			714,704
Retained earnings		446,331			408,963			516,424			479,576
Treasury stock		(520,088	)		(508,530	)		(565,180	)		(535,693	)
Accumulated other comprehensive loss		(300	)		(482	)		(1,932	)		(680	)
Total stockholders’ equity		623,487			593,663			670,260			659,238
Total liabilities and stockholders’ equity	$	1,377,319		$	1,183,031		$	1,616,558		$	1,400,774

	Three Months Ended						Three Months Ended
	March 31,						March 31,
	2019			2018			2020			2019
Revenue	$	269,998		$	266,090		$	277,455		$	269,998
Operating expenses		215,496			204,750			199,827			215,496
Gross margin		54,502			61,340			77,628			54,502
Corporate general and administrative expenses		11,680			10,028			10,489			11,680
Operating income		42,822			51,312			67,139			42,822
Other income (expense):
Other (expense) income:
Interest expense		(1,401	)		(1,780	)		(1,119	)		(1,401	)
Gain on sale of operations, net		497			663			95			497
Other income (expense), net		9,260			(1,229	)
Total other income (expense), net		8,356			(2,346	)
Other (expense) income, net								(15,800	)		9,260
Total other (expense) income, net								(16,824	)		8,356
Income from continuing operations before income tax expense		51,178			48,966			50,315			51,178
Income tax expense		13,613			13,156			13,453			13,613
Income from continuing operations		37,565			35,810			36,862			37,565
(Loss) income from discontinued operations, net of tax		(96	)		41
Loss from discontinued operations, net of tax								(14	)		(96	)
Net income	$	37,469		$	35,851		$	36,848		$	37,469

Earnings per share - basic	$	0.69		$	0.66		$	0.68		$	0.69
Earnings per share - diluted	$	0.67		$	0.64		$	0.66		$	0.67

Basic weighted average shares outstanding		54,287			54,071			54,571			54,287
Diluted weighted average shares outstanding		55,915			55,924			55,945			55,915

Comprehensive income:
Net income	$	37,469		$	35,851		$	36,848		$	37,469
Other comprehensive income, net of tax		81			114
Other comprehensive (loss) income, net of tax								(1,252	)		81
Comprehensive income	$	37,550		$	35,965		$	35,596		$	37,550

Accumulated

Issued

Additional

Other

Common

Treasury

Common

Paid-In

Retained

Treasury

Comprehensive

Shares

Shares

Stock

Capital

Earnings

Stock

Loss

Totals

December 31, 2018

131,404

76,332

$
1,314

$
692,398

$
408,963

$
(508,530
)

$
(482
)

$
593,663

Cumulative impact of ASU 2018-02
adoption

—

—

—

—

(101
)

—

101

—

Net income

—

—

—

—

37,469

—

—

37,469

Other comprehensive income

—

—

—

—

—

—

81

81

Share repurchases

—

580

—

—

—

(11,558
)

—

(11,558
)
Restricted Stock

173

—

1

(1
)

—

—

—

—

Stock options exercised

189

—

2

1,398

—

—

—

1,400

Share-based compensation

—

—

—

1,482

—

—

—

1,482

Business acquisitions

47

—

1

949

—

—

—

950

March 31, 2019

131,813

76,912

$
1,318

$
696,226

$
446,331

$
(520,088
)

$
(300
)

$
623,487

														Accumulated
	Issued						Additional							Other
	Common		Treasury		Common		Paid-In		Retained		Treasury			Comprehensive
	Shares		Shares		Stock		Capital		Earnings		Stock			Loss			Totals
December 31, 2019		133,056		77,637	$	1,331	$	714,704	$	479,576	$	(535,693	)	$	(680	)	$	659,238
Net income		—		—		—		—		36,848		—			—			36,848
Other comprehensive loss		—		—		—		—		—		—			(1,252	)		(1,252	)
Share repurchases		—		1,174		—		—		—		(29,487	)		—			(29,487	)
Stock options exercised		116		—		1		1,012		—		—			—			1,013
Stock-based compensation		—		—		—		2,023		—		—			—			2,023
Business acquisitions		69		—		—		1,877		—		—			—			1,877
March 31, 2020		133,241		78,811	$	1,332	$	719,616	$	516,424	$	(565,180	)	$	(1,932	)	$	670,260

														Accumulated																					Accumulated
	Issued						Additional							Other						Issued						Additional									Other
	Common		Treasury		Common		Paid-In		Retained		Treasury			Comprehensive						Common		Treasury		Common		Paid-In			Retained			Treasury			Comprehensive
	Shares		Shares		Stock		Capital		Earnings		Stock			Loss			Totals			Shares		Shares		Stock		Capital			Earnings			Stock			Loss			Totals
December 31, 2017		130,075		75,484	$	1,301	$	675,504	$	345,302	$	(491,046	)	$	(182	)	$	530,879
Cumulative-effect of accounting changes adjustment		—		—		—		—		1,622		—			—			1,622
December 31, 2018																					131,404		76,332	$	1,314	$	692,398		$	408,963		$	(508,530	)	$	(482	)	$	593,663
Cumulative impact of ASU 2018-02 adoption																					—		—		—		—			(101	)		—			101			—
Net income		—		—		—		—		35,851		—			—			35,851			—		—		—		—			37,469			—			—			37,469
Other comprehensive income		—		—		—		—		—		—			114			114			—		—		—		—			—			—			81			81
Share repurchases		—		31		—		—		—		(558	)		—			(558	)		—		580		—		—			—			(11,558	)		—			(11,558	)
Restricted stock																					173		—		1		(1	)		—			—			—			—
Stock options exercised		339		—		4		2,267		—		—			—			2,271			189		—		2		1,398			—			—			—			1,400
Share-based compensation		56		—		—		1,437		—		—			—			1,437
March 31, 2018		130,470		75,515	$	1,305	$	679,208	$	382,775	$	(491,604	)	$	(68	)	$	571,616
Stock-based compensation																					—		—		—		1,482			—			—			—			1,482
Business acquisitions																					47		—		1		949			—			—			—			950
March 31, 2019																					131,813		76,912	$	1,318	$	696,226		$	446,331		$	(520,088	)	$	(300	)	$	623,487

	Three Months Ended						Three Months Ended
	March 31,						March 31,
	2019			2018			2020			2019
Cash flows from operating activities:
Net income	$	37,469		$	35,851		$	36,848		$	37,469
Adjustments to reconcile net income to net cash provided by operating activities:
Adjustments to reconcile net income to net cash used in operating activities:
Depreciation and amortization expense		5,659			5,775			5,704			5,659
Bad debt expense, net of recoveries		1,054			1,766			2,289			1,054
Adjustment to contingent earnout liability		(281	)		1,609			(684	)		(281	)
Stock-based compensation expense		809			525			2,023			1,482
Other		(298	)		(1,769	)
Excess tax benefits from share based payment arrangements								(501	)		(673	)
Other, net								190			(298	)
Changes in assets and liabilities, net of acquisitions and divestitures:
Accounts receivable, net		(57,886	)		(64,111	)		(42,566	)		(57,886	)
Other assets		1,778			(2,571	)		(1,237	)		1,778
Accounts payable		2,860			5,501			(6,336	)		2,860
Income taxes payable		14,195			15,413			13,665			14,195
Accrued personnel costs		(29,978	)		(15,262	)		(30,201	)		(29,978	)
Other liabilities		(43	)		(3,366	)		2,175			(43	)
Operating cash flows used in continuing operations		(24,662	)		(20,639	)		(18,631	)		(24,662	)
Operating cash flows (used in) provided by discontinued operations		(91	)		139
Operating cash flows used in discontinued operations								(16	)		(91	)
Net cash used in operating activities		(24,753	)		(20,500	)		(18,647	)		(24,753	)
Cash flows from investing activities:
Business acquisitions and purchases of client lists, net of cash acquired		(1,291	)		(15,568	)		(7,848	)		(1,291	)
Purchases of client fund investments		(9,470	)		(6,170	)		(3,447	)		(9,470	)
Proceeds from the sales and maturities of client fund investments		6,865			3,345			17,118			6,865
(Decrease) increase in funds held for clients		(395	)		616
Increase (decrease) in funds held for clients								822			(395	)
Additions to property and equipment		(5,452	)		(2,641	)		(2,641	)		(5,452	)
Other		7			662
Net cash used in investing activities		(9,736	)		(19,756	)
Other, net								351			7
Net cash provided by (used in) investing activities								4,355			(9,736	)
Cash flows from financing activities:
Proceeds from bank debt		141,800			274,900			379,754			141,800
Payment of bank debt		(95,300	)		(238,700	)		(102,254	)		(95,300	)
Payment for acquisition of treasury stock		(11,558	)		(558	)		(29,487	)		(11,558	)
Decrease in client funds obligations		(23,207	)		(54,928	)		(38,517	)		(23,207	)
Proceeds from exercise of stock options		1,400			2,271			1,013			1,400
Payment of contingent consideration of acquisitions		(2,999	)		(3,223	)		(2,624	)		(2,999	)
Other		(111	)		(58	)
Net cash provided by (used in) financing activities		10,025			(20,296	)
Net decrease in cash, cash equivalents and restricted cash		(24,464	)		(60,552	)
Other, net								(113	)		(111	)
Net cash provided by financing activities								207,772			10,025
Net Increase (decrease) in cash, cash equivalents and restricted cash								193,480			(24,464	)
Cash, cash equivalents and restricted cash at beginning of year		130,554			182,262			146,505			130,554
Cash, cash equivalents and restricted cash at end of period	$	106,090		$	121,710		$	339,985		$	106,090

Reconciliation of cash, cash equivalents and restricted cash to the Consolidated Balance Sheets:
Cash and cash equivalents	$	2,143		$	295		$	216,942		$	2,143
Restricted cash		27,721			29,773			28,927			27,721
Cash equivalents included in funds held for clients		76,226			91,642			94,116			76,226
Total cash, cash equivalents and restricted cash	$	106,090		$	121,710		$	339,985		$	106,090

~~Topic 220 –~~ ~~ASU No. 2018-02, Income Statement – Reporting Comprehensive Income.~~

~~Topic 606 –~~ ~~ASU No. 2014-09, Revenue from Contracts with Customers.~~Commission

Description of Business: CBIZ, Inc. is a ~~diversified~~leading provider of financial, insurance and advisory services ~~company which, acting~~to businesses throughout the United States and parts of Canada. Acting through its subsidiaries, it has been ~~providing professional business services since 1996, primarily to~~serving small and medium-sized businesses, as well as individuals, ~~governmental~~government entities, and not-for-profit ~~enterprises throughout the United States and parts of Canada.~~enterprises. CBIZ, Inc. manages and reports its operations along ~~three~~3 practice groups; Financial Services, Benefits and Insurance Services and National Practices. A further description of products and services offered by each of the practice groups is provided in Note ~~16,~~13, Segment Disclosures, to the accompanying consolidated financial statements.

Basis of Consolidation: The accompanying unaudited condensed consolidated financial statements include the operations of CBIZ, Inc. and all of its wholly-owned subsidiaries (“CBIZ”, the “Company”, “we”, “us”, or “our”), after elimination of all intercompany balances and transactions. These condensed consolidated financial statements do not reflect the operations or accounts of variable interest entities as the impact is not material to the financial condition, results of operations or cash flows of CBIZ.

Unaudited Interim Financial Statements: The condensed consolidated financial statements have been prepared in accordance with generally accepted accounting principles in the United States (“GAAP”) and applicable rules and regulations of the Securities and Exchange Commission (the “SEC”) regarding interim financial reporting. Certain information and note disclosures normally included in the financial statements prepared in accordance with GAAP have been condensed or omitted pursuant to such rules and regulations. As such, the information included in this quarterly report on Form 10-Q should be read in conjunction with the consolidated financial statements and accompanying notes included in our Annual Report on Form 10-K for the fiscal year ended December 31, ~~2018.~~2019.

In our opinion, the accompanying condensed consolidated financial statements reflect all normal recurring adjustments necessary to present fairly the financial condition, results of operations, and cash flows for the interim periods presented, but are not necessarily indicative of the results of operations to be anticipated for the full year ending December 31, ~~2018.~~2020.

Use of Estimates: The preparation of condensed consolidated financial statements in conformity with GAAP requires us to make estimates and assumptions that affect the amounts reported and disclosed in the financial statements and the accompanying notes. Changes in circumstances could cause actual results to differ materially from these estimates.

Changes in Accounting Policies: WeExcept for the adoption of Topic 326, we have consistently applied the accounting policies for the periods presented as described in Note 1, Basis of Presentation and Significant Accounting Policies, to the consolidated financial statements contained in our Annual Report on Form 10-K for the fiscal year ended December 31, ~~2018.~~2019. Effective January 1, ~~2019,~~2020, we ~~have~~ changed our accounting policy for the ~~New Lease Standard~~valuation of accounts receivable allowances and available-for-sale securities as a result of adopting Topic 326 as described ~~below~~ in Note 2, New Accounting Pronouncements.

~~Revision of Previously Reported Financial Information:~~ The Company has corrected an immaterial error related to the presentation of cash equivalents on the condensed Consolidated Statement of Cash Flows related to amounts included within funds held for clients. The correction resulted in a decrease of $57.2 million of cash used in investing activities for the period ended March 31, 2018, an increase of $148.8 million of cash, cash equivalents and restricted cash at January 1, 2018 and an increase of $91.6 million of cash, cash equivalents and restricted cash as of March 31, 2018 as reflected on the Consolidated Statement of Cash Flows.

FASB ASC is the sole source of authoritative GAAP other than the SEC issued rules and regulations that apply only to SEC registrants. The FASB issues an accounting standard to communicate changes to the FASB codification. We assess and review the impact of all accounting standards. Any accounting standards not listed below were reviewed and determined to be either not applicable or are not expected to have a material impact on the consolidated financial statements.

~~Leases:~~Credit Losses: Effective January 1, ~~2019,~~2020, we adopted ASU No. 2016-13, Financial Instruments – Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments, which replaces the ~~New Lease Standard using~~incurred loss model with an expected loss model that is referred to as the ~~modified retrospective method~~current expected credit loss model. The CECL model requires the Company to immediately recognize an estimate of ~~applying~~credit losses that are expected to occur over the ~~new standard~~life of financial instruments recorded at amortized cost, including trade receivables.

Topic 326 also amends the adoption date. We elected the package of practical expedients permitted under the transition guidance which allowed us to carry forward historical lease classifications. The adoption of the New Lease Standard had a significant impact on our consolidated balance sheet and resulted in the recording of the operating lease ROU assets and corresponding operating lease liabilities. The consolidated balance sheet prior to January 1, 2019 was not restated and continues to be reported under the Legacy ASC Topic 840, which did not requireother-than-temporary impairment model for available-for-sale securities by requiring the recognition of ~~operating lease ROU assets and liabilities.~~credit loss impairments as an allowance rather than a write-down on available-for-sale securities. The ~~expense recognition for operating leases and finance leases under~~length of time a security has been in an unrealized loss position will no longer impact the ~~New Lease Standard is consistent with the Legacy ASC Topic 840, therefore, as~~determination of whether a ~~result, there is no significant impact on our results of operations, liquidity or debt covenant compliance under our current~~ credit ~~agreements.~~loss exists.

~~The following table presents the impact of adopting the New Lease Standard on our consolidated balance sheet.~~

Office facilities account for approximately 96% of our total leases. The lease liability for our office facilities is based on the present value of the remaining minimum lease payments, discounted utilizing our secured incremental borrowing rateFor financial instruments recorded at the effective date of January 1, 2019. Other leases consist primarily of information technology equipment and automobiles. The lease liability for our information technology equipment and automobiles is based on the present value of the remaining minimum lease payments, discounted utilizing our incremental borrowing rate at the effective date of January 1, 2019. For office facilities, technology equipment and automobiles, the Company has electedamortized cost, we did not ~~to separate lease and non-lease components.~~

~~Reclassification of Certain Tax Effects from Accumulated Other Comprehensive Income:~~ ~~On January 1, 2019, we adopted ASU 2018-02 which provides the optional election for the reclassification from accumulated other comprehensive income~~recognize a cumulative-effect adjustment to retained earnings ~~for stranded tax effects resulting from~~as the ~~Tax Act. The adoption of~~

~~Topic 220 resulted in a reclassification between accumulated other comprehensive income and retained earnings of $0.1 million, and had no impact on our consolidated results of operations.~~

~~Derivatives and Hedging:~~ On January 1, 2019, we adopted Topic 815 which improved and simplified accounting rules for hedge accounting to better present the economic results of an entity’s risk management activities in its financial statements and improves the disclosures of hedging arrangements. The adoption of Topic ~~815~~326 did not have a material impact on our consolidated financial ~~position or results of operations.~~

~~Internal-Use Software:~~ ~~In August 2018,~~statements. For available-for-sale securities, the FASB issued ASU 2018-15, Intangibles - Goodwill and Other - Internal-Use Software (Subtopic 350-40), which aligns the requirements for capitalizing implementation costs incurred in a service contract hosting arrangement with those of developing or obtaining internal-use software. This standard is effective for interim and annual reporting periods beginning after December 15, 2019, and early adoption is permitted. We do not expect thisupdated guidance ~~to have a material impact on our consolidated financial position or results of operations.~~was applied prospectively.

Fair Value Measurement: ~~In August 2018, the FASB issued~~On January 1, 2020, we adopted ASU No. 2018-13, Fair Value Measurement (Topic 820): Disclosure Framework-Changes to the Disclosure Requirements for Fair Value Measurement. This standard amends existing fair value measurement disclosure requirements by adding, changing, or removing certain disclosures. ~~ASU No. 2018-13 will be effective for us as~~The adoption of this guidance did not have a material impact on our consolidated financial statements.

Income Taxes: On January 1, 2020, ~~with early~~we adopted ASU No. 2019-12, Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes, which simplifies the accounting for income taxes by removing certain exceptions to the general principles in Topic 740. The amendments also improve consistent application of and simplify GAAP for other areas of Topic 740 by clarifying and amending existing guidance. The adoption ~~permitted.~~of this guidance did not have a material impact on our consolidated financial statements.

Reference Rate Reform: In March 2020, the FASB issued ASU No. 2020-04, Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting, which provides optional expedients and exceptions for applying GAAP to contracts, hedging relationships, and other transactions affected by reference rate reform if certain criteria are met. We are currently ~~reviewing~~evaluating the effect of this new standard on our consolidated financial statements.

Revenue primarily consists of professional service fees derived from traditional accounting services, tax return preparation, administrative services, financial and risk advisory, consulting and valuation services. Clients are billed for these services based upon a fixed-fee, an hourly rate, or an outcome-based fee. Time related to the performance of all services is maintained in a time and billing system.

Revenue for fixed-fee arrangements is recognized over time with progress measured in hours worked and anticipated realization. Anticipated realization is defined as the fixed fee divided by the product of the hours anticipated to complete a performance obligation and the standard billing rate. Anticipated realization rates are applied to hours charged to a contract when recognizing revenue. At the end of each reporting period, we evaluate

~~the work performed to date to ensure that the amount of revenue recognized in each reporting period for the client arrangement is equal to the performance obligations met.~~

Time and expense arrangement revenue is recognized over time with progress measured towards completion with value being transferred through our hourly fee arrangement at expected net realizable rates per hour, plus agreed-upon out-of-pocket expenses. The cumulative impact on any subsequent revision in the estimated realizable value of unbilled fees for a particular client project is reflected in the period in which the change becomes known.

We applied the guidance of Topic 606 in determining the appropriate accounting for outcome-based arrangements. Prior to recognizing revenue, we estimate the transaction price, including variable consideration that is subject to a constraint based on risks specific to the arrangement. We evaluate the estimate in each reporting period and recognize revenue to the extent it is probable that a significant reversal of revenue will not occur. Revenue is recognized when the constraint is lifted at a point in time when the value is determined and verified by a third party.

Core Benefits and Insurance consists of group health benefits consulting, property and casualty, retirement plan services and payroll processing services. Revenue consists primarily of fee income for administering health and retirement plans and brokerage and agency commissions. Revenue also includes investment income related to client payroll funds that are held in CBIZ accounts, as is industry practice. Under the revenue recognition standard, the cost to obtain a contract must be capitalized unless the contract period is one year or less. We pay commissions monthly and require the recipient of the commission to be employed by us at the time of the payment. Failure to remain employed at the date the commission is payable results in the forfeiture of commissions that would otherwise be due. Therefore, we have determined that the requirement of continued employment is substantive and accordingly, do not consider the commissions to be incremental costs of obtaining the customer contract and~~consequently a contract acquisition cost is not recognized for those commissions.~~

~~Revenue related to group health benefits consulting consists of (i) commissions, (ii) fee income which can be fixed or variable based on a price per participant and (iii) contingent revenue.~~

~~Revenue related to property and casualty consists of (i) commissions and (ii) contingent revenue.~~

~~Revenue related to retirement plan services consist of (i) advisory, (ii) third party administration, and (iii) actuarial services.~~

Revenue related to payroll processing consists of a (i) fixed fee or (ii) variable fee based on a price per employee or check processed. Revenue is recognized when the actual payroll processing occurs. Our customers benefit from each month of service on its own and although volume and the variability may differ month to month, the obligation to perform substantially remains the same.

~~Non-core Benefits and Insurance Services consist of transactional businesses that tend to fluctuate. These include life insurance, wholesale agency benefits and talent and compensation services.~~

Managed networking, hardware services revenue consists of installation, maintenance and repair of computer hardware. These services are charged to a single customer based on cost plus an agreed-upon markup percentage contract, which has existed since 1999.

National Practices consulting revenue is based upon a fixed fee, an hourly rate, or a percentage of savings. Revenue for fixed fee and time and expense arrangements is recognized over the performance period based upon actual hours incurred.

~~Transaction Price Allocated to Future Obligations –~~ We are required to disclose the aggregate amount of transaction price allocated to performance obligations that have not yet been satisfied as of the reporting date. The guidance provides certain practical expedients that limit this requirement, including performance obligations that are part of a contract that has the duration of one year or less. Since the majority of our contracts are one year or less in duration, we have applied this practical expedient related to quantifying remaining performance obligations. In regards to contracts with terms in excess of one year, certain contract periods related to our government healthcare consulting, group health and benefits consulting, and property and casualty insurance businesses have an original specified contract duration in excess of one year, however, the agreements provide CBIZ and the client with the right to cancel or terminate the contract with no substantial penalty. We have applied the provisions of Topic 606 and the FASB Transition Resource Group memo number 10-14, and note that the definition of contract duration does not extend beyond the goods and services already transferred for contracts that provide both the Company and the client with the right to cancel or terminate the contract with no substantial penalty.

Accounts receivable, less the allowance for doubtful accounts, represents the net ~~balances at~~amount expected to be collected. Assessing the collectability of the receivables (billed and unbilled) requires management judgment based on a combination of factors, including but not limited to, an evaluation of our historical incurred loss experience, credit-worthiness of our clients, age of the trade receivable balance, current economic conditions that may affect a client’s ability to pay, and reasonable and supportable forecasts. Receivables are charged-off against the allowance when the balance is deemed uncollectible.

We considered the impact of the COVID-19 pandemic, the resulting macroeconomic conditions, and client’s location, industry, and financial position in our estimation of the allowance for doubtful accounts. During the three months ended March 31, ~~2019 and December 31, 2018 were as follows (in thousands):~~2020, we recorded bad debt expense of $2.0 million due to the COVID-19 pandemic.

~~The components of goodwill and other intangible assets,~~Accounts receivable, net balances at March 31, ~~2019~~2020 and December 31, ~~2018~~2019 were as follows (in thousands):

March 31,

December 31,

2019

2018

Goodwill

$
566,009

$
564,300

Intangible assets:

Client lists

182,184

181,564

Other intangible assets

9,450

9,447

Total intangible assets

191,634

191,011

Total goodwill and intangibles assets

757,643

755,311

Accumulated amortization:

Client lists

(116,103
)

(112,905
)
Other intangible assets

(5,659
)

(5,397
)
Total accumulated amortization

(121,762
)

(118,302
)
Goodwill and other intangible assets, net

$
635,881

$
637,009

	March 31,			December 31,
	2020			2019
Trade accounts receivable	$	177,788		$	176,375
Unbilled revenue		102,497			60,035
Total accounts receivable		280,285			236,410
Allowance for doubtful accounts		(17,105	)		(14,379	)
Accounts receivable, net	$	263,180		$	222,031

~~Depreciation and amortization expense~~Changes to the allowance for ~~property and equipment and intangible assets~~doubtful accounts for the three ~~months~~month ended March 31, ~~2019 and 2018 was~~2020 are as follows (in thousands):

2018 Credit Facility - Our primary financing arrangement is the ~~2018~~$400 million unsecured credit facility (the “2018 credit facility” or the “credit facility”), which provides us with the capital necessary to meet our working capital needs as well as the flexibility to continue with our strategic initiatives, including business acquisitions and share repurchases. The 2018 credit facility ~~will mature~~matures in 2023. The balance outstanding under the 2018 credit facility was $383.0 million and $105.5 million at March 31, 2020 and December 31, 2019, respectively. Effective interest rates, including the impact of interest rate swaps associated with the 2018 credit facility, were as follows:

We ~~also~~had approximately $10.0 million of available funds under the credit facility at March 31, 2020, net of outstanding letters of credit of $1.3 million. As of March 31, 2020, we were in compliance with our debt covenants.

Other Line of Credit - We have an unsecured ~~$20~~$20.0 million line of credit ~~used~~by and among CBIZ Benefits and Insurance, Inc. and the Huntington National Bank. We utilize this line to support our short-term funding requirements of payroll client fund obligations due to the investment of client funds, rather than liquidating client funds that have already been invested in available-for-sale securities. The line of credit, which terminates August ~~16, 2019,~~6, 2020, did ~~not~~0t have a balance outstanding at March 31, ~~2019.~~ 2020. Refer to our Annual Report on Form 10-K for the year ended December 31, ~~2018~~2019 for additional details of our debt and financing arrangements.

~~The balance outstanding under the credit facility was $182.0 million and $135.5 million at March 31, 2019 and December 31, 2018, respectively.~~Interest Expense - Interest expense, ~~for the three months ended March 31, 2019 and 2018 was $1.4 million and $1.8 million, respectively. We had approximately $210 million~~including amortization of ~~available funds under the credit facility at March 31, 2019, net of outstanding letters~~deferred financing costs, commitment fees, line of credit ~~of $1.1 million. As of March 31, 2019, we were in compliance with our debt covenants.~~fees, and other applicable bank charges, was as follows (in thousands):

Letters of Credit and Guarantees – We provide letters of credit to landlords (lessors) of our leased office facilities in lieu of cash security deposits which totaled ~~$1.1~~$1.3 million at both March 31, ~~2019~~2020 and December 31, ~~2018.~~2019. In addition, we provide license bonds to various state agencies to meet certain licensing requirements. The amount of license bonds outstanding was ~~$2.9~~$2.3 million at both March 31, ~~2019~~2020 and December 31, ~~2018.~~2019.

Legal Proceedings – In 2010, CBIZ, Inc. and its subsidiary, CBIZ MHM, LLC (fka CBIZ Accounting, Tax & Advisory Services, LLC) (the “CBIZ Parties”), were named as defendants in lawsuits filed in the U.S. District Court for the District of Arizona and the Superior Court for Maricopa County, Arizona. The federal court case is captioned Robert Facciola, et al v. Greenberg Traurig LLP, et al, and the state court cases are captioned Victims Recovery, LLC v. Greenberg Traurig LLP, et al, Roger Ashkenazi, et al v. Greenberg Traurig LLP, et al, Mary Marsh, et al v. Greenberg Traurig LLP, et al; and ML Liquidating Trust v. Mayer Hoffman McCann, P.C. (“Mayer Hoffman”), et al. Prior to these suits CBIZ MHM, LLC was named as a defendant in Jeffrey C. Stone v. Greenberg Traurig LLP, et al.

These lawsuits arose out of the bankruptcy of Mortgages Ltd., a mortgage lender to developers in the Phoenix, Arizona area. Various other professional firms and individuals not related to the Company were also named defendants in these lawsuits. The lawsuits asserted claims for, among others things, violations of the Arizona Securities Act, common law fraud, and negligent misrepresentation, and sought to hold the CBIZ Parties vicariously liable for Mayer Hoffman’s conduct as Mortgage Ltd.’s auditor, as either a statutory control person under the Arizona Securities Act or a joint venturer under Arizona common law.

With the exception of claims being pursued by ~~two~~2 plaintiffs from the Ashkenazi lawsuit (“Baldino Group”), all other related matters have been dismissed or settled without payment by the CBIZ Parties. The Baldino Group’s claims, which allege damages of approximately $16.0 million, are currently pending, though no trial date has been set.

On September 16, 2016, CBIZ, Inc. and its subsidiary CBIZ Benefits & Insurance Services, Inc. (“CBIZ Benefits”) were named as defendants in a lawsuit filed in the U.S. District Court for the Western District of Pennsylvania. The federal court case is brought by UPMC, d/b/a University of Pittsburgh Medical Center, and a health system it acquired, UPMC Altoona (formerly, Altoona Regional Health System). The lawsuit asserts professional negligence, breach of contract, and negligent misrepresentation claims against CBIZ, CBIZ Benefits and a former employee of CBIZ Benefits in connection with actuarial services provided by CBIZ Benefits to Altoona Regional Health System. The ~~complaint~~plaintiff now seeks compensatory damages ~~in an amount~~ of ~~no less than $142.0 million.~~between $124.0 million and $266.0 million, plus punitive damages. The Court recently denied CBIZ Benefits’ motion for a summary judgment and trial is set for September 2020.

We cannot predict the outcome of the above matters or estimate the possible loss or range of possible loss, if any.

Although the proceedings are subject to uncertainties inherent in the litigation process and the ultimate disposition of these proceedings is not presently determinable, we intend to vigorously defend these cases.

In addition to those items disclosed above, we are, from time to time, subject to claims ~~and suits~~ arising in the ordinary course of business.

~~Bonds~~Available-For-Sale Debt Securities – WeIn connection with certain services provided by our payroll operations, we collect funds from our clients’ accounts in advance of paying client obligations. These funds held for clients are segregated and invested in accordance with our investment policy, which requires all investments carry an investment grade rating at the time of initial investment. These investments, primarily consisting of corporate and municipal bonds ~~with~~and US treasury bills, are classified as available-for-sale and are included in the “Funds held for clients” line item on the accompanying Consolidated Balance Sheets. The par ~~values totaling $58.3~~value of these investments totaled $45.3 million and ~~$55.7~~$58.9 million at March 31, ~~2019~~2020 and December 31, ~~2018,~~2019, respectively. ~~All bonds are investment grade and are classified as available-for-sale.~~ These bonds have maturity or callable dates ranging from April ~~2019~~2020 through ~~February 2024,~~November 2024.

At March 31, 2020, unrealized losses on the securities totaling $0.4 million have not been recognized as a credit loss because the bonds are investment grade quality and ~~are included in “Funds held for clients – current” in the accompanying Consolidated Balance Sheets based on our intent and ability~~management is not required or does not intend to sell ~~these investments at any time under favorable conditions.~~ prior to an expected recovery in value. The bond issuers continue to make timely principal and interest payments.

The following table summarizes our bond activity for the three months ended March 31, ~~2019~~2020 and the twelve months ended December 31, ~~2018~~2019 (in thousands):

In addition to the available-for-sale securities discussed above, we also hold certificates of deposit and other depository assets in the amount of $2.0 million and $2.5 million at March 31, 2020 and December 31, 2019, respectively, related to the funds held for clients.

Interest Rate Swaps – ~~We do not purchase or hold any derivative instruments for trading or speculative purposes.~~ We utilize interest rate swaps to manage interest rate risk exposure associated with our floating-rate debt under the 2018 credit ~~facility. Under these interest rate~~facility, or the forecasted acquisition of such liability. We do not purchase or hold any derivative instruments for trading or speculative purposes.

In March 2020, we entered into a forward starting swap ~~contracts, we receive cash flows from counterparties at variable rates based on the LIBOR and pay the counterparties~~with a ~~fixed rate.~~notional amount of $50 million. Refer to the Annual Report on Form 10-K for the year ended December 31, ~~2018~~2019 for further discussion on our interest rate swaps.

~~The following table summarizes our outstanding interest rate swaps and their classification in the accompanying Consolidated Balance Sheets at March 31, 2019 and December 31, 2018 (in thousands):~~

Under the terms of the interest rate swaps, we pay interest at a fixed rate of interest plus applicable margin as stated in the agreement, and receive interest that varies with the one-month LIBOR. The notional value, fixed rate of interest and expiration date of each interest rate swap as of March 31, ~~2019~~2020 was (i) $25 million – 1.300% -– October 2020, (ii) $10 million – 1.120% -– February 2021, ~~and~~ (iii) $20 million – 1.770% -– May 2022 ~~and~~ (iv) $15 million – 2.640% -– June ~~2023.~~2023 and (v) $50 million – 0.885% – April 2025. Refer to Note ~~10,~~7, Fair Value Measurements, for additional disclosures regarding fair value measurements.

The following table summarizes our outstanding interest rate swaps and their classification in the accompanying Consolidated Balance Sheets at March 31, 2020 and December 31, 2019 (in thousands):

The following table summarizes the effects of the interest rate swap on our accompanying Consolidated Statements of Comprehensive Income for the three months ended March 31, ~~2019~~2020 and ~~2018~~2019 (in thousands):

The following table summarizes our assets and liabilities at March 31, ~~2019~~2020 and December 31, ~~2018~~2019 that are measured at fair value on a recurring basis subsequent to initial recognition and indicates the fair value hierarchy of the valuation techniques utilized by us to determine such fair value (in thousands):

During the three months ended March 31, ~~2019~~2020 and ~~2018,~~2019, there were no0 transfers between the valuation hierarchy Levels 1, 2 and 3. The following table summarizes the change in Level 3 fair values of our contingent purchase price liabilities for the three months ended March 31, 2020 and 2019 ~~and 2018~~ (pre-tax ~~basis) (in~~basis, in thousands):

~~Contingent Purchase Price Liabilities –~~ Contingent purchase price liabilities result from our business acquisitions and are recorded at fair value at the time of acquisition and are ~~recorded in~~presented as “Contingent purchase price liability — current” and “Contingent purchase price liability — non-current” in the accompanying Consolidated Balance Sheets. We estimate the fair value of our contingent purchase price liabilities using a probability-weighted discounted cash flow model. This fair value measure is based on significant inputs not observed in the market and thus represents a Level 3 measurement. Fair value measurements characterized within Level 3 of the fair value hierarchy are measured based on unobservable inputs that are supported by little or no market activity and reflect our own assumptions in measuring fair value.

We probability weight risk-adjusted estimates of future performance of acquired businesses, then calculate the contingent purchase price based on the estimates and discount them to present value representing management’s best estimate of fair value. The fair value of the contingent purchase price liabilities are reassessed ~~on a~~ quarterly ~~basis~~ based on assumptions provided by practice group leaders and business unit controllers together with our corporate finance department. Any change in the fair value estimate is recorded in the earnings of that period. Refer to Note ~~14, Acquisitions,~~11, Business Combinations, for further discussion of our acquisitions and contingent purchase price liabilities.

The carrying amounts of our cash and cash equivalents, accounts receivable and accounts payable approximate fair value because of the short maturity of these instruments, and the carrying value of bank debt approximates fair value as the interest rate on the bank debt is variable and approximates current market rates. As a result, the fair value measurement of our bank debt is considered to be Level 2.

The following table is a summary of other comprehensive (loss) income and discloses the tax impact of each component of other comprehensive (loss) income for the three months ended March 31, ~~2019~~2020 and ~~2018~~2019 (in thousands):

Accumulated other comprehensive loss, net of tax, was approximately $0.3 million and $0.5 million at March 31, 2019 and December 31, 2018, respectively. Accumulated other comprehensive loss consisted of adjustments, net of tax, for unrealized gains and losses on available-for-sale securities and interest rate swaps, and foreign currency translation.

The ~~CBIZ, Inc. 2014~~2019 Stock Omnibus Incentive Plan (the ~~“2014~~“2019 Plan”), which expires in ~~2024, provides for~~2029, permits the grant of ~~restricted stock awards, stock options and performance~~various forms of stock-based awards. The terms and vesting schedules for the ~~share-based~~stock-based awards vary by type and date of grant. A maximum of ~~9.6~~3.1 million stock options, restricted stock or other stock-based compensation awards may be granted. Shares subject to award under the ~~2014~~2019 Plan may be either authorized but unissued shares of our common stock or treasury shares. Refer to the Annual Report on Form 10-K for the year ended December 31, 2019 for further discussion on the 2019 Plan.

Compensation expense for stock-based awards recognized during the three months ended March 31, ~~2019~~2020 and ~~2018~~2019 was as follows (in thousands):

Stock Options and Restricted Stock Units and Awards – The following table presents our stock options and restricted stock award activity during the three months ended March 31, ~~2019~~2020 (in thousands, except per share data):

	Stock Options					Restricted Stock Awards					Stock Options					Restricted Stock Units and Awards
	Number of Options			Weighted Average Exercise Price Per Share		Number of Shares			Weighted Average Grant-Date Fair Value (1)		Number of Options			Weighted Average Exercise Price Per Share		Number of Shares			Weighted Average Grant-Date Fair Value (1)
Outstanding at beginning of year		3,622		$	11.97		632		$	15.35		2,412		$	13.58		577		$	17.87
Granted		—		$	—		173		$	19.82		—		$	—		132		$	25.75
Exercised / Vested		(189	)	$	7.40		(63	)	$	14.31		(116	)	$	8.76		(85	)	$	18.62
Expired or cancelled		—		$	—		—		$	—		—		$	—		—		$	—
Outstanding at March 31, 2019		3,433		$	12.22		742		$	16.48
Exercisable at March 31, 2019		1,882		$	9.40
Outstanding at March 31, 2020												2,296		$	13.82		624		$	19.43
Exercisable at March 31, 2020												1,340		$	11.78

Performance Share Units (“PSUs”) – PSUs are earned based on our financial performance over a contractual term of three years and the associated expense is recognized over that period based on the fair value of the award. A three-year cliff vesting schedule of the PSUs is dependent upon the Company’s performance relative to pre-established goals based on achievement of an earnings per share target (weighted 70%) and achievement of total growth in revenue (weighted 30%). The fair value of PSUs is calculated using the market value of a share of our common stock on the date of grant. For performance achieved above specified levels, the recipient may earn additional shares of stock, not to exceed 200% of the number of PSUs initially granted.

The following table presents our PSU award activity during the three months ended March 31, ~~2019~~2020 (in thousands, except per share data):

The following table sets forth the computation of basic and diluted earnings per share from continuing operations for the three months ended March 31, ~~2019~~2020 and ~~2018~~2019 (in thousands, except per share data).

	Three Months Ended				Three Months Ended
	March 31,				March 31,
	2019		2018		2020		2019
Numerator:
Income from continuing operations	$	37,565	$	35,810	$	36,862	$	37,565
Denominator:
Basic
Weighted average common shares outstanding		54,287		54,071		54,571		54,287
Diluted
Stock options (1)		1,311		1,449		993		1,311
Restricted stock awards (1)		274		367
Restricted stock units and awards (1)						296		274
Contingent shares (2)		43		37		85		43
Diluted weighted average common shares outstanding (3)		55,915		55,924		55,945		55,915
Basic earnings per share from continuing operations	$	0.69	$	0.66	$	0.68	$	0.69
Diluted earnings per share from continuing operations	$	0.67	$	0.64	$	0.66	$	0.67

Our acquisition strategy focuses on businesses with a leadership team that is committed to best in class culture, extraordinary client service and cross-serving potential. CBIZ has a long history of acquiring businesses that share common cultural values with us and provide value-added services to the small and midsize business market. The valuation of any business is a subjective process and includes industry, geography, profit margins, expected cash flows, client retention, nature of recurring or non-recurring project-based work, growth rate assumptions and competitive market conditions.

~~First Quarter 2019~~During the three months ended March 31, 2020, we completed the following acquisitions:

Aggregate consideration for these acquisitions consisted of approximately $9.4 million in cash, $0.9 million in our common stock and $4.8 million in contingent consideration. Under the terms of the acquisition agreements, a portion of the purchase price is contingent on future performance of the business acquired. The maximum potential undiscounted amount of all future payments that we could be required to make under the contingent arrangements is $6.2 million. As of March 31, 2020, the aggregated fair value of contingent consideration related to these acquisitions was $4.7 million, of which $2.0 million was recorded in “Contingent purchase price liability – ~~Effective January 1,~~current” and $2.7 million was recorded in “Contingent purchase price liability – non-current” in the accompanying Consolidated Balance Sheets at March 31, 2020. Refer to Note 7, Fair Value Measurements, for additional information regarding contingent purchase price liability fair value and fair value adjustments.

Annualized revenue from the acquired businesses is estimated to be approximately $6.1 million. Pro forma results of operations for this acquisition have not been presented because the effects of the acquisition were not material to our “Income from continuing operations before income taxes.”

During the three months ended March 31, 2019, we ~~acquired substantially all of~~completed the assets of Wenner Group, LLC (“Wenner”), located in Denver, Colorado. Wenner is a full service accounting, tax, compliance and financial consulting firm. Operating results are reported in the Financial Services practice group.following acquisition:

Aggregate consideration for this acquisition consisted of approximately $1.3 million in cash consideration and $1.8 million in contingent consideration. Under the terms of the acquisition agreement, a portion of the purchase price is contingent on future performance of the business acquired. The maximum potential undiscounted amount of all future payments that we could be required to make under the contingent arrangements is $1.8 million, of which $0.6 million was recorded in “Contingent purchase price liability – current” and $1.2 million was recorded in “Contingent purchase price liability – non-current” in the accompanying Consolidated Balance Sheets at March 31, 2019. ~~Refer to Note 10, Fair Value Measurements, for additional information regarding contingent purchase price liability fair value and fair value adjustments.~~

Annualized revenue attributable to Wenner is estimated to be approximately $2.4 million. Pro forma results of operations for this acquisition have not been presented because the effects of the acquisition were not material to our “Income from continuing operations before income taxes.”

~~First Quarter 2018 –~~ Effective February 1, 2018, we acquired substantially all of the assets of Laurus Transaction Advisors, LLC (“Laurus”), located in Denver, Colorado. Laurus provides financial and accounting due diligence and advisory services with respect to mergers and acquisition transactions to private equity groups as well as public and private companies. Operating results are reported in the Financial Services practice group.15

Aggregate consideration for this acquisition consisted of approximately $15.5 million in cash consideration and $8.3 million in contingent consideration. Under the terms of the acquisition agreement, a portion of the purchase price is contingent on future performance of the business acquired. The maximum potential undiscounted amount of all future payments that we could be required to make under the contingent arrangements is $8.3 million, of which $2.2 million was recorded in “Contingent purchase price liability – current” and $6.1 million was recorded in “Contingent purchase price liability – non-current” in the accompanying Consolidated Balance Sheets at March 31, 2018. Refer to Note 10, Fair Value Measurements, for additional information regarding contingent purchase price liability fair value and fair value adjustments.NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) (Continued)

Annualized revenue attributable to Laurus is estimated to be approximately $5.6 million. Pro forma results of operations for this acquisition have not been presented because the effects of the acquisition were not material to our “Income from continuing operations before income taxes.”

The following table ~~summarizes~~is a preliminary summary of the ~~amounts of~~ identifiable assets acquired, liabilities assumed and aggregate purchase price for the acquisitions for the three months ended March 31, ~~2019~~2020 and ~~2018~~2019 (in thousands):

The goodwill of ~~$2.2~~$11.2 million and ~~$22.9~~$2.2 million arising from the ~~acquisition~~acquisitions in the first quarter of ~~2019~~2020 and ~~2018,~~2019, respectively, primarily results from expected future ~~earnings and~~ cash flows ~~from the existing management team,~~ as well as the synergies created by the integration of the new business within our organization, including cross-selling opportunities expected with our Financial Services practice group and the Benefits and Insurance Services practice group, to help strengthen our existing service offerings and expand our market position. All of the goodwill is deductible for income tax purposes.

Acquisitions of Client Lists – During the three months ended March 31, ~~2019~~2020, we purchased 2 client lists in the Benefits and ~~2018,~~Insurance Services practice group for total consideration of $0.5 million, of which $0.3 million is contingent. During the three months ended March 31, 2019, we did ~~not~~0t purchase any client lists.

Change in Contingent Purchase Price Liability for Previous Acquisitions – During the three months ended March 31, ~~2019~~2020 and ~~2018,~~2019, the fair value of the contingent purchase price liability related to prior acquisitions decreased by ~~$0.3~~$0.7 million and ~~increased by $1.6~~$0.3 million, respectively. These changes in fair value are attributable to subsequent measurement adjustments based on projected future results of the acquired businesses, net present value adjustments and changes in stock price. These adjustments are included in “Other (expense) income, ~~(expense),~~ net” in the accompanying Consolidated Statements of Comprehensive Income.

Contingent Earnouts for Previous Acquisitions and Client Lists – We paid ~~$2.7~~$2.4 million in cash and issued no0.1million shares of our common stock during the three months ended March 31, ~~2019~~2020 for previous acquisitions. During the same period last year, we paid ~~$2.9~~$2.7 million in cash and issued no0 shares of our common stock. During the three months ended March 31, 2020 and 2019, we paid approximately $0.3 million in cash for previous client list purchases, respectively.

We divest (through sale or closure) business operations that do not contribute to our long-term objectives for growth, or that are not complementary to our target service offerings and markets. Divestitures are classified as discontinued operations provided they meet the criteria and treatment as discontinued operations.~~Discontinued operations primarily consist of one small businesses under the Financial Services segment that was sold in 2015. During the first quarter of 2019 and 2018, we did not discontinue the operations of any of our businesses.~~

Divested operations and assets that do not qualify for treatment as discontinued operations are recorded as “Gain on sale of operations, net” in the accompanying Consolidated Statements of Comprehensive Income. We recorded a gain of ~~$0.5~~$0.1 million for the three months ended March 31, ~~2019,~~2020, mostly attributable to a small book of business in the Benefits and Insurance practice group. For the same period in 2019, we recorded a gain of $0.5 million related to a small accounting firm in the Financial Services practice group. ~~For the same period in 2018, we recorded a gain of $0.7 million related to a small book of business in the Benefits and Insurance Services practice group.~~

Our business units have been aggregated into ~~three~~3 practice groups: Financial Services, Benefits and Insurance Services and National Practices. The business units have been aggregated based on the following factors: similarity of the products and services provided to clients; similarity of the regulatory environment in which they operate; and similarity of economic conditions affecting long-term performance. The business units are managed along these segment lines. A general description of services provided by each practice group is provided in the table below.

Corporate and Other – Included in Corporate and Other are operating expenses that are not directly allocated to the individual business units. These expenses are primarily comprised of certain health care costs, gains or losses attributable to assets held in the Company’s non-qualified deferred compensation plan, share-based compensation, consolidation and integration charges, certain professional fees, certain advertising costs and other various expenses.

Accounting policies of the practice groups are the same as those described in Note 1, Organization and Summary of Significant Accounting Policies, to the Annual Report on Form 10-K for the year ended December 31, 2018, except for our lease policies. Refer to Note 1, Summary of Significant Accounting Policies – Changes in Accounting Policies, in this Quarterly Report on Form 10-Q. Upon consolidation, intercompany accounts and transactions are eliminated, thus inter-segment revenue is not included in the measure of profit or loss for the practice groups. Performance of the practice groups is evaluated on operating income excluding those costs listed above, which are reported in the ~~Corporate~~“Corporate and ~~Other~~Other” segment.

Segment information for the three months ended March 31, ~~2019~~2020 and ~~2018~~2019 was as follows (in thousands):

	Three Months Ended March 31, 2019														Three Months Ended March 31, 2020
	Financial Services			Benefits and Insurance Services			National Practices		Corporate and Other			Total			Financial Services		Benefits and Insurance Services			National Practices		Corporate and Other			Total
Revenue	$	185,144		$	76,255		$	8,599	$	—		$	269,998		$	188,777	$	79,612		$	9,066	$	—		$	277,455
Operating expenses		134,458			61,371			8,000		11,667			215,496			138,598		65,223			8,283		(12,277	)		199,827
Gross margin		50,686			14,884			599		(11,667	)		54,502			50,179		14,389			783		12,277			77,628
Corporate general & administrative expenses		—			—			—		11,680			11,680			—		—			—		10,489			10,489
Operating income (loss)		50,686			14,884			599		(23,347	)		42,822
Other income (expense):
Operating income																50,179		14,389			783		1,788			67,139
Other (expense) income:
Interest expense		—			(10	)		—		(1,391	)		(1,401	)		—		(11	)		—		(1,108	)		(1,119	)
Gain on sale of operations, net		497			—			—		—			497			40		55			—		—			95
Other (expense) income, net		(136	)		21			—		9,375			9,260			19		96			1		(15,916	)		(15,800	)
Total other (expense) income		361			11			—		7,984			8,356			59		140			1		(17,024	)		(16,824	)
Income (loss) from continuing operations before income tax expense	$	51,047		$	14,895		$	599	$	(15,363	)	$	51,178		$	50,238	$	14,529		$	784	$	(15,236	)	$	50,315

	Three Months Ended March 31, 2018													Three Months Ended March 31, 2019
	Financial Services		Benefits and Insurance Services			National Practices		Corporate and Other			Total			Financial Services			Benefits and Insurance Services			National Practices		Corporate and Other			Total
Revenue	$	180,603	$	77,330		$	8,157	$	—		$	266,090		$	185,144		$	76,255		$	8,599	$	—		$	269,998
Operating expenses		133,033		61,133			7,275		3,309			204,750			134,458			61,371			8,000		11,667			215,496
Gross margin		47,570		16,197			882		(3,309	)		61,340			50,686			14,884			599		(11,667	)		54,502
Corporate general & administrative expenses		—		—			—		10,028			10,028			—			—			—		11,680			11,680
Operating income (loss)		47,570		16,197			882		(13,337	)		51,312			50,686			14,884			599		(23,347	)		42,822
Other income (expense):
Interest expense		—		(75	)		—		(1,705	)		(1,780	)		—			(10	)		—		(1,391	)		(1,401	)
Gain on sale of operations, net		—		663			—		—			663			497			—			—		—			497
Other income (expense), net		265		193			—		(1,687	)		(1,229	)		(136	)		21			—		9,375			9,260
Total other income (expense)		265		781			—		(3,392	)		(2,346	)
Total other income															361			11			—		7,984			8,356
Income (loss) from continuing operations before income tax expense	$	47,835	$	16,978		$	882	$	(16,729	)	$	48,966		$	51,047		$	14,895		$	599	$	(15,363	)	$	51,178

We determine if a contract is a lease at inception. We have ~~operating~~ leases ~~primarily~~ for office space and facilities, automobiles, and certain information technology equipment. ~~Office facilities account for approximately 96%~~All of our ~~total lease liability.~~leases are classified as operating leases and the majority of which are for office space and facilities.

~~Balance~~Supplemental balance sheet information related to the Company’s operating leases as of March 31, 2020 and December 31, 2019 was as follows (in thousands):

The components of lease ~~expense~~cost and other lease information as of and during the three-month period ended March 31, ~~2019~~2020 are as follows (in thousands):

Our leases have remaining lease terms of 1 year to 11 years. These leases generally contain renewal options for periods ranging from two to five years. Because the Company is not reasonably certain to exercise these renewal options, the options are not considered in determining the lease term, and associated potential option payments are excluded from lease payments. ~~Expenses associated with operating leases was $38 million, $38.4 million and $37 million for the years ended December 31, 2018, 2017 and 2016, respectively.~~

A number of businesses acquired by us are located in properties owned indirectly by and leased from persons employed by the Company, none of whom are members of our senior management. In the aggregate, we made lease payments to those related parties of approximately $0.6 million and ~~$0.9~~$0.6 million for the three months ended March 31, ~~2019~~2020 and ~~2018,~~2019, respectively.

~~The following table summarizes the maturity~~Maturities of ~~our operating~~ lease liabilities ~~as of~~at March 31, 2020 and December 31, 2019 were as follows (in thousands):

~~The following table summarizes the maturity of our operating lease commitments as of December 31, 2018 (in thousands):~~

~~Subsequent to March 31, 2019 and through April 30, 2019, we repurchased 179 thousand shares of our common stock in the open market at a cost of $3.5 million.~~

Unless the context otherwise requires, references in this Quarterly Report on Form 10-Q to “we”, “us”, “our”, "CBIZ" or the "Company" shall mean CBIZ, Inc., a Delaware corporation, and its operating subsidiaries.

The following discussion is intended to assist in the understanding of our financial position at March 31, ~~2019~~2020 and December 31, ~~2018,~~2019, results of operations for the three months ended March 31, ~~2019~~2020 and ~~2018,~~2019, and cash flows for the three months ended March 31, ~~2019~~2020 and ~~2018,~~2019, and should be read in conjunction with the condensed consolidated financial statements and related notes included elsewhere in this Quarterly Report on Form 10-Q and with our Annual Report on Form 10-K for the year ended December 31, ~~2018.~~2019. This discussion and analysis contains forward-looking statements and should also be read in conjunction with the disclosures and information contained in “Forward-Looking Statements” included elsewhere in this Quarterly Report on Form 10-Q and in “Item 1A. Risk Factors” included in this Quarterly Report on Form 10-Q and the Annual Report on Form 10-K for the year ended December 31, ~~2018.~~2019.

We provide professional business services, products and solutions that help our clients grow and succeed by better managing their finances and employees. These services are provided to primarily small and midsized businesses, as well as individuals, governmental entities and not-for-profit enterprises throughout the United States. We also provide limited information technology services through our National Practices segment in the United States and parts of Canada. We deliver integrated services through three practice groups: Financial Services, Benefits and Insurance Services, and National Practices. Refer to Note ~~16,~~13, Segment Disclosures, to the accompanying condensed consolidated financial statements for a general description of services provided by each practice group.

Refer to the Annual Report on Form 10-K for the year ended December 31, ~~2018~~2019 for further discussion of our business and strategies, as well as the external relationships and regulatory factors that currently impact our operations.

In March 2020, the World Health Organization declared the outbreak of COVID-19 a pandemic as the disease spread throughout the world. As a provider of essential services, our primary concern is protecting the health and safety of our employees and the communities in which we operate while assuring the continuity of our business operations to serve our clients’ needs.

We announced a variety of measures to ensure the ongoing performance of our services to our clients while taking the necessary health and safety actions consistent with CDC guidelines starting in late February. As the COVID-19 situation evolved, these actions ultimately included bans on business travel and a migration to remote work conditions. A number of states enacted stay-at-home measures throughout March. Our workforce is accustomed to remote work conditions and is equipped to continue to serve client needs throughout this period of time.

The widespread nature of these health related actions and the impact of these measures on the economy will create financial distress within our small and medium-size business client base and could cause a slowdown, write-down or write-off in client payments to us as a result. As discussed in the Liquidity and Capital Resources section, on March 25, 2020, we borrowed substantially all of the available capacity on our 2018 credit facility as a precautionary measure to preserve flexibility during this period of disruption and uncertainty. As a result, at March 31, 2020, we have unrestricted cash and cash equivalents of $216.9 million. We have taken a number of measures to control costs and expenditures including suspension of share repurchase activity. The high degree of uncertainty, coupled with the challenges of remote work conditions, has caused a temporary pause in acquisition activity as we work with potential acquisition candidates to assess next steps. We believe that we have ample liquidity, and we believe we are in strong financial condition at March 31, 2020; however, depending upon the severity and duration, the COVID-19 pandemic presents potential new risks to our business, which could have a material adverse effect on our results of operation and financial condition.

The recurring and essential nature of the majority of our business services provides stability to our financial results, and through the first quarter of 2020, there has been no material adverse impact on our financial results. The deferral of tax-related filing deadlines as a result of the enactment of Coronavirus Aid, Relief, and Economic Security (“CARES”) Act will cause tax compliance work to be delayed into the second or third quarters. The sharp increase in unemployment within our client base will impact volumes and demand for certain of our services. Client decisions on project work may be deferred or delayed and all of these factors are expected to result in lower second quarter of 2020 revenues compared to the same period in 2019.

The conditions surrounding the COVID-19 pandemic remains highly uncertain. The longer the pandemic and the governmental response remains impactful to economic activities in the United States and globally, the higher the possibility for a material adverse effect on our company. For this reason, we cannot reasonably estimate with any degree of certainty the future impact the COVID-19 pandemic may have on our results of operations, financial position, and liquidity.

See Part II, Item 1A, “Risk Factors”, for a detailed discussion of the risk factor.

Quarter in Review – Revenue for the three months ended March 31, ~~2019~~2020 increased ~~$3.9~~$7.5 million, or ~~1.5%~~2.8%, to ~~$270.0~~$277.5 million from ~~$266.1~~$270.0 million for the same period in ~~2018.~~2019. The increase in revenue was primarily attributable to acquired businesses which contributed $5.2 million, or 1.9%, and same-unit revenue growth of ~~$2.7~~$2.3 million, or ~~1.0%~~0.9%. A detailed discussion of revenue by practice group is included under “Operating Practice Groups.” Income from continuing operations ~~increased $1.8~~decreased $0.7 million, or ~~4.9%~~1.9%, to ~~$37.6~~$36.9 million during the three months ended March 31, ~~2019~~2020 compared to ~~$35.8~~$37.6 million during the same period in ~~2018.~~2019. Refer to “Results of Operations – Continuing Operations” for a detailed discussion of the components of income from continuing operations.

Strategic Use of Capital –~~Our first priority for the use of capital is to make strategic acquisitions.~~ We completed ~~one acquisition~~three acquisitions during the first quarter of ~~2019; The Wenner Group (“Wenner”).~~2020. Refer to Note ~~19, Acquisitions,~~11, Business Combinations, to the accompanying consolidated financial statements for further discussions on acquisitions.

We also have the financing flexibility and the capacity to ~~take an opportunistic approach towards share repurchases.~~actively repurchase shares of our common stock. We believe that repurchasing shares of our common stock iscan be a prudent use of our financial resources, and that investing in our stock is an attractive use of capital and an efficient means to provide value to our shareholders. We repurchased ~~0.6~~1.2 million shares of our common stock at a total cost of approximately ~~$11.6~~$29.5 million in the first quarter of ~~2019.~~2020, but suspended further repurchase activity in mid-March as the COVID-19 pandemic began to have a severe impact on macroeconomic conditions.

During the first quarter of ~~2019,~~2020, the CBIZ Board of Directors authorized the purchase of up to 5.0 million shares of our common stock under our Share Repurchase Program (the “Share Repurchase Program”), which may be suspended or discontinued at any time and expires on April 1, ~~2020.~~2021. The shares may be purchased in open market, privately negotiated or Rule 10b5-1 trading plan purchases, which may include purchases from our employees, officers and directors, in accordance with the Securities and Exchange Commission (the “SEC”) rules. CBIZ management will determine the timing and amount of the transactions based on its evaluation of market conditions and other factors.

The following tables summarize total revenue for the three months ended March 31, ~~2019~~2020 and ~~2018~~2019 (in thousands except percentages).

	Three Months Ended March 31,																Three Months Ended March 31,
	2019		% of Total			2018		% of Total			$ Change			% Change			2020		% of Total			2019		% of Total			$ Change		% Change
Financial Services	$	185,144		68.6	%	$	180,603		67.9	%	$	4,541			2.5	%	$	188,777		68.0	%	$	185,144		68.6	%	$	3,633		2.0	%
Benefits and Insurance Services		76,255		28.2	%		77,330		29.1	%		(1,075	)		(1.4	)%		79,612		28.7	%		76,255		28.2	%		3,357		4.4	%
National Practices		8,599		3.2	%		8,157		3.0	%		442			5.4	%		9,066		3.3	%		8,599		3.2	%		467		5.4	%
Total CBIZ	$	269,998		100.0	%	$	266,090		100.0	%	$	3,908			1.5	%	$	277,455		100.0	%	$	269,998		100.0	%	$	7,457		2.8	%

A detailed discussion of same-unit revenue by practice group is included under “Operating Practice Groups.”

Non-qualified Deferred Compensation Plan – We sponsor a non-qualified deferred compensation plan, under which a CBIZ employee’s compensation deferral is held in a rabbi trust and invested accordingly as directed by the employee. Income and expenses related to the non-qualified deferred compensation plan are included in “Operating expenses,” “Gross margin” and “Corporate General and Administrative expenses” and are directly offset by deferred compensation gains or losses in “Other (expense) income, ~~(expense),~~ net” in the accompanying Consolidated Statements of Comprehensive Income. The non-qualified deferred compensation plan has no impact on “Income from continuing operations before income tax expense” or diluted earnings per share from continuing operations.

The following table presents our operating expenses for the three months ended March 31, ~~2019~~2020 and ~~2018:~~2019:

The deferred compensation plan decreased operating expenses by $14.8 million in the first quarter of 2020, but increased operating expenses by $8.2 million during the same period in 2019. Excluding the impact of the deferred compensation plan, operating expenses would have been $214.6 million, or 77.3% of revenue, for the first quarter of 2020, compared to $207.3 million, or 76.8% of revenue, for the first quarter of 2019.

The majority of our operating expenses relate to personnel costs, which includes (i) salaries and benefits, (ii) commissions paid to producers, (iii) incentive compensation, and (iv) ~~share-based~~stock-based compensation. The increase in operating costs is largely the result of an increase in personnel costs of $2.6 million, or 1.6%, to support our growth in revenue, with acquisitions contributing approximately $1.5 million to personnel costs. Personnel costs are discussed in further detail under “Operating Practice Groups.”

~~The deferred compensation plan increased operating expenses by $8.2 million in the first quarter of 2019, but reduced operating expenses by $0.1 million during the same period in 2018.~~ Excluding the impact of the deferred compensation plan, the increase in operating ~~expenses would have been $207.3~~expense was primarily attributable to $4.7 million ~~or 76.8%~~increase in personnel costs, $1.1 million increase in professional fees offset by a decrease of ~~revenue,~~$0.7 million in travel and entertainment costs. In addition, the impact of COVID-19 resulted in approximately $2.0 million higher bad debt expense for the ~~first~~ quarter ~~of 2019, compared to $204.8 million, or 76.9% of revenue, for the first quarter of 2018.~~ended March 31, 2020.

The following table presents our corporate general & administrative (“G&A”) expenses for the three months ended March 31, ~~2019~~2020 and ~~2018:~~2019:

The deferred compensation plan decreased G&A expenses by $1.8 million in the first quarter of 2020, but increased G&A expenses by $0.9 million ~~in the first quarter of 2019, but reduced G&A expenses by less than $0.1 million~~ during the same period in ~~2018. An increase in consulting fees of $0.3 million and personnel costs of $0.2 million also contributed to the increase in G&A expenses.~~2019. G&A expenses, excluding the impact of the deferred compensation plan, would have been $12.3 million, or 4.4% of revenue, for the first quarter of 2020, compared to $10.8 million, or 4.0% of revenue, for the first quarter of ~~2019, compared~~2019. An increase in consulting fees of $0.7 million and personnel costs of $0.7 million contributed to ~~$10.0 million, or 3.8% of revenue, for~~ the ~~first quarter of 2018.~~increase in G&A expenses.

The following table presents our other (expense) income, ~~(expense),~~ net for the three months ended March 31, ~~2019~~2020 and ~~2018:~~2019:

Interest Expense – Our primary financing arrangement is the 2018 credit facility. Interest expense was ~~$1.4~~$1.1 million for the first quarter of ~~2019,~~2020, compared to ~~$1.8~~$1.4 million for the same period in ~~2018.~~2019. Our average debt balance and interest rate was $145.2 million and 2.50% at March 31, 2020 compared to $151.2 million and 3.18% ~~at March 31, 2019 compared to $195.5 million and 2.98%~~ for the same period in ~~2018.~~2019.

Gain on Sale of Operations, net – We sold a small book of business in the in the Benefits and Insurance practice group during the first quarter of 2020 for a net gain of $0.1 million. For the same period in 2019, we sold a small accounting firm in the Financial Services practice group ~~during the first quarter~~for a net gain of ~~2019. For the same period in 2018, we sold a book of business in the Benefits and Insurance Services practice group.~~$0.5 million.

Other (Expense) Income, ~~(Expense),~~ net – For the first quarter of ~~2019,~~2020, other (expense) income, ~~(expense),~~ net consists of a net ~~gain~~loss of ~~$9.1~~$16.6 million associated with the deferred compensation plan, ~~(as discussed above in footnote 1),~~ as well as a ~~$0.3~~$0.7 million net adjustment to decrease to the fair value of our contingent purchase price liability related to prior acquisitions. For the same period in ~~2018,~~2019, other (expense) income, ~~(expense),~~ net consists of a ~~$1.6~~net gain of $9.1 million associated with the deferred compensation plan, as well as $0.3 million net adjustment ~~increase~~to decrease to the fair value of our contingent purchase price liability related to prior ~~acquisitions, partially offset by $0.6 million in proceeds from business interruption insurance related to Hurricane Irma.~~acquisitions.

The following table presents our income tax expense for the three months ended March 31, ~~2019~~2020 and ~~2018:~~2019:

The effective tax rate for the first quarter of ~~2019~~2020 was ~~26.6%~~26.7%, compared to an effective tax rate of ~~26.9%~~26.6% for the comparable period in ~~2018.~~2019.

We deliver our integrated services through three practice groups: Financial Services; Benefits and Insurance Services; and National Practices. A description of these groups’ operating results and factors affecting their businesses is provided below.

Same-unit revenue represents total revenue adjusted to reflect comparable periods of activity for acquisitions and divestitures. ~~For example,~~Divested operations represent operations that did not meet the criteria for a business acquired on March 1, 2018, revenue for the month of March would be included in same-unit revenue for both years; revenue for the period January 1, 2019 through February 28, 2019 would be reportedtreatment as ~~revenue from acquired businesses. A description of our operating practice groups’ operating results and factors affecting their businesses is provided below.~~discontinued operations.

	Three Months Ended March 31,												Three Months Ended March 31,
	2019			2018			$ Change			% Change			2020			2019			$ Change			% Change
	(In thousands, except per share data)												(In thousands, except per share data)
Revenue
Same-unit	$	183,539		$	178,785		$	4,754			2.7	%	$	187,385		$	185,144		$	2,241			1.2	%
Acquired businesses		1,605			—			1,605						1,392			—			1,392
Divested operations		—			1,818			(1,818	)
Total revenue	$	185,144		$	180,603		$	4,541			2.5	%	$	188,777		$	185,144		$	3,633			2.0	%
Operating expenses		134,458			133,033			1,425			1.1	%		138,598			134,458			4,140			3.1	%
Gross margin	$	50,686		$	47,570		$	3,116			6.6	%	$	50,179		$	50,686		$	(507	)		(1.0	)%
Gross margin percent		27.4	%		26.3	%								26.6	%		27.4	%

Three months ended March 31, ~~2019~~2020 compared to March 31, ~~2018~~2019 – The Financial Services practice group revenue ~~during~~for the three months ended March 31, ~~2019~~2020 grew by ~~2.5%~~2.0% to ~~$185.1~~$188.8 million from ~~$180.6~~$185.1 million during the same period in ~~2018,~~2019, primarily reflecting same-unit growth of ~~$4.8~~$2.2 million, or ~~2.7%~~1.2%, driven by those units that provide project work as well as moderate growth in government healthcare compliance business which increased $3.0 million, or 4.7%, offset by traditional accounting and tax-related services, which ~~increased $3.0~~decreased $0.3 million, or ~~2.5%, as well as national services, which increased by $1.7 million, or 2.8%~~0.3%. Traditional accounting and tax-related services growth was attributable to favorable pricing and in increase in billable hours, while national services benefited from growth in the governmental health care compliance business. The acquisitions of Wenner and Laurus Transaction Advisors (“Laurus”)Acquired businesses provided incremental revenue of ~~$1.6~~$1.4 million. ~~Divested operations consist of two small accounting offices.~~

We provide a range of services to affiliated Certified Public Accounting (“CPA”) firms (the “CPA firms”) under administrative service agreements (“ASAs”). Fees earned under the ASAs are recorded as revenue in the accompanying Consolidated Statements of Comprehensive Income and were ~~$50.2~~$52.7 million and ~~$51.0~~$50.2 million for the three months ended March 31, 2020 and 2019, ~~and 2018,~~ respectively.

Operating expenses increased by ~~$1.4~~$4.1 million, ~~but decreased~~or 3.1%, as compared to ~~72.6%~~the same period last year. Operating expense as a percentage of revenue increased to 73.4% for the quarter ended March 31, 2020 from ~~73.7%~~72.6% of revenue for the prior ~~year~~year. The increase in operating expense was primarily ~~due~~attributed to ~~leveraging personnel costs~~higher bad debt expense of $2.0 million as a result of the impact of COVID-19, and higher other operating ~~costs with~~expenses of $2.1 million to support the ~~increase of revenue.~~revenue growth. Personnel costs increased by ~~$2.0~~$1.3 million, or ~~1.8%~~1.1%, with acquisitions contributing approximately ~~$0.5~~$1.0 million to personnel ~~costs, partially offset by a $0.6 million decrease in bad debt expense.~~costs.

	Three Months Ended March 31,												Three Months Ended March 31,
	2019			2018			$ Change			% Change			2020			2019			$ Change			% Change
	(In thousands, except percentages)												(In thousands, except percentages)
Revenue
Same-unit	$	74,814		$	77,330		$	(2,516	)		(3.3	)%	$	75,784		$	76,255		$	(471	)		(0.6	)%
Acquired businesses		1,441			—			1,441						3,828			—			3,828
Total revenue	$	76,255		$	77,330		$	(1,075	)		(1.4	)%	$	79,612		$	76,255		$	3,357			4.4	%
Operating expenses		61,371			61,133			238			0.4	%		65,223			61,371			3,852			6.3	%
Gross margin	$	14,884		$	16,197		$	(1,313	)		(8.1	)%	$	14,389		$	14,884		$	(495	)		(3.3	)%
Gross margin percent		19.5	%		20.9	%								18.1	%		19.5	%

Three months ended March 31, ~~2019~~2020 compared to March 31, ~~2018~~2019 – The Benefits and Insurance Services practice group revenue ~~decreased~~increased by ~~$1.1~~$3.4 million, or ~~1.4%~~4.4%, to ~~$76.3~~$79.6 million during the three months ended March 31, ~~2019~~2020 compared to ~~$77.3~~$76.3 million for the same period in 2018, primarily due to a decrease in same-unit revenue of $2.5 million, or 3.3%, from our core benefits and insurance services, as well as a decrease in non-recurring transactional revenue. The acquisitions of InR Advisory Services, LLC (“InR”) and Sequoia Institutional Services (“Sequoia”)2019. Acquisitions contributed ~~$1.4~~$3.8 million of incremental revenue for the three months ended March 31, 2020. Same-unit revenue remained relatively flat when compared to the same period in 2019.

Operating expenses increased ~~slightly~~ by ~~0.2~~$3.9 million, ~~and~~or 6.3%, when compared to the same period last year. Operating expense as a percentage of revenue increased to ~~80.5% of revenue~~81.9% for the quarter ended March 31, 2020 from ~~79.1%~~80.5% of revenue for the prior ~~period~~period. The increase in operating expense was mostly attributable to ~~a $0.2~~higher personnel costs of $3.4 million, ~~increase in facilities costs, partially offset by a $0.1~~of which $2.0 million ~~decrease in personnel costs.~~related to acquired businesses.

Three months ended March 31, ~~2019~~2020 compared to March 31, ~~2018~~2019 – The National Practice group is primarily driven by a cost-plus contract with a single client, which has existed since 1999. The cost-plus contract is a five year contract with the most recent renewal through December 31, 2023. Revenues from this single client accounted for nearly 75% of the National Practice group’s revenue.

Our principal sources of liquidity are cash generated from operating activities and financing activities. Our cash flows from operating activities are driven primarily by our operating results and changes in our working capital requirements while our cash flows from financing activities are dependent upon our ability to access credit or other capital. We historically maintain low cash levels and apply any available cash to pay down the outstanding debt balance. During the three months ended March 31, 2020, we drew $210.0 million on our existing line of credit in response to the evolving COVID-19 pandemic and the uncertainty related to macroeconomic conditions and financial markets. We believe that the Company has ample liquidity, but we are increasing our cash position as a precautionary measure to preserve flexibility for working capital, ongoing operating needs and other general corporate purposes.

We ~~historically~~typically experience a use of cash to fund working capital requirements during the first quarter of each fiscal ~~year. This is primarily~~year due to the seasonal accounting and tax services period of the Financial Services practice group. Upon completion of the seasonal accounting and tax services period, cash provided by operations during the remaining three quarters of the fiscal year has historically substantially exceeded the use of cash in the first quarter of the fiscal year.

Accounts receivable balances typically increase in ~~response to~~ the ~~increase in~~ first quarter from revenue generated by the Financial Services practice group. A significant amount of this revenue is billed and collected in subsequent quarters. During the three months ended March 31, 2020, we recorded $2.0 million additional bad debt expense due to the impact caused by the COVID-19 pandemic. Days sales outstanding (“DSO”) from continuing operations represent accounts receivable and unbilled revenue (net of realization adjustments) at the end of the period, divided by trailing twelve months daily revenue. We provide DSO data because such data is commonly used as a performance measure by analysts and investors and as a measure of our ability to collect on receivables in a timely manner. DSO was 9194 days and 7097 days at March 31, ~~2019~~2020 and ~~December 31, 2018,~~2019, respectively. DSO at ~~March~~December 31, ~~2018~~2019 was 9275 days.

The following table is derived from our Consolidated Statements of Cash Flows (in thousands):

Operating Activities – Cash used in operating activities was $18.6 million during the three months ended March 31, 2020 and consisted of working capital use of cash of $64.5 million, offset by net income of $36.8 million and certain non-cash items, such as depreciation and amortization expense of $5.7 million. Cash used in operating activities was $24.8 million during the three months ended March 31, 2019 and consisted of working capital use of cash of $69.1 million, partially offset by net income of $37.5 million and certain non-cash items, such as depreciation and amortization expense of $5.7 million. ~~On January 1, 2019, we adopted the New Lease Standard, which had a significant impact on total assets and liabilities, but had no impact on results of operations or operating cash flow.~~

Investing Activities – Cash ~~used in operating~~provided by investing activities ~~was $20.5 million during~~for the three months ended March 31, ~~2018~~2020 consisted primarily of proceeds from the sales and ~~consisted~~maturities of ~~working capital use~~client fund investments of ~~cash~~$17.1 million and a net increase in funds held for clients of ~~$64.4 million, partially~~$0.8 million. This was offset by net ~~income~~cash used in investing activities for business acquisitions of ~~$35.9~~$7.8 million, purchases of client fund investments of $3.4 million and ~~certain non-cash items, such has depreciation and amortization expense~~capital expenditures of ~~$5.8~~$2.6 million.

~~Investing Activities –~~ Cash used in investing activities for the three months ended March 31, 2019 consisted primarily of capital expenditures of $5.5 million and net activity related to funds held for clients of $3.0 million, as well as the acquisition of Wenner for $1.3 million. Cash used in investing activities for the three months ended March 31, 2018 consisted primarily of acquisitions of $15.6 million related to the acquisition of Laurus and capital expenditures of $2.6 million.

The balances in funds held for clients and client fund obligations fluctuate with the timing of cash receipts and the related cash payments. The nature of these accounts is further described in Note 1, Organization and Summary of Significant Accounting Policies, to the condensed consolidated financial statements included in our Annual Report on Form 10-K for the year ended December 31, ~~2018.~~2019.

Financing Activities – Cash provided by financing activities for the three months ended March 31, 2020 consisted of $277.5 million in net proceeds from the credit facility, partially offset by a decrease in client fund obligations of $38.5 million and $29.5 million in share repurchases. Cash provided by investing activities for the three months ended March 31, 2019 consisted of $46.5 million in net proceeds from the credit facility, partially offset by a decrease in client fund obligations of $23.2 million and $11.6 million in share repurchases. Cash used in financing activities for the same period in 2018 primarily consisted of client fund obligations of $54.9 million, partially offset by $36.2 million in net proceeds from the credit facility.

Credit Facility – At March 31, ~~2019,~~2020, we had ~~$182.0~~$383.0 million outstanding under the 2018 credit facility, as well as letters of credit ~~totaling~~ and performance guarantees totaling ~~$4.0~~$3.6 million. Available funds under the credit facility, based on the terms of the commitment, were approximately ~~$210~~$10.0 million at March 31, ~~2019.~~2020. The weighted average interest rate under the credit facility was ~~3.18%~~2.5% in the first quarter of ~~2019,~~2020, compared to ~~2.98%~~3.18% for the same period in ~~2018.~~2019. The credit facility allows for the allocation of funds for future strategic initiatives, including acquisitions and the repurchase of our common stock, subject to the terms and conditions of the credit facility.

Debt Covenant Compliance – We are required to meet certain financial covenants with respect to (i) a total leverage ratio and (ii) a minimum fixed charge coverage ratio. We are in compliance with our covenants as of March 31, ~~2019.~~2020. Our ability to service our debt and to fund future strategic initiatives will depend upon our ability to generate cash in the future. For further discussion regarding our credit facility, refer to Note 7,4, Debt and Financing Arrangements, to the accompanying consolidated financial statements.

Use of Capital –~~Our first priority for the use of capital is to make strategic acquisitions.~~ During the first quarter of ~~2019,~~2020, we ~~acquired Wenner.~~completed three acquisitions. Refer to Note ~~14, Acquisitions,~~11, Business Combinations, to the accompanying consolidated financial statements for further discussion on acquisitions. We also have the financing flexibility and the capacity to ~~take an opportunistic approach towards share repurchases.~~actively repurchase shares of our common stock. We believe that repurchasing shares of our common stock is a prudent use of our financial resources, and that investing in our stock is an attractive use of capital and an efficient means to provide value to our shareholders. During the first quarter of ~~2019,~~2020, we repurchased ~~0.6~~1.2 million shares of our common stock at a total cost of approximately ~~$11.6 million.~~$29.5 million, but suspended further repurchase activities in mid-March as the COVID-19 pandemic began to have a severe impact on macroeconomic conditions.

We maintain ASAs with independent CPA firms (as described more fully under “Business – Financial Services” and in Note 1, Organization and Summary of Significant Accounting Policies, to the consolidated financial statements included in our Annual Report on Form 10-K for the year ended December 31, ~~2018)~~2019), which qualify as variable interest entities. The accompanying condensed consolidated financial statements do not reflect the operations or accounts of variable interest entities as the impact is not material to the financial condition, results of operations, or cash flows of CBIZ.

We provide letters of credit to landlords (lessors) of our leased premises in lieu of cash security deposits, which totaled ~~$1.1~~$1.3 million at both March 31, ~~2019~~2020 and December 31, ~~2018.~~2019. In addition, we provide license bonds to various state agencies to meet certain licensing requirements. The amount of license bonds outstanding at both March 31, ~~2019~~2020 and December 31, ~~2018~~2019 was ~~$2.9~~$2.3 million.

We have various agreements under which it may be obligated to indemnify the other party with respect to certain matters. Generally, these indemnification clauses are included in contracts arising in the normal course of business under which we customarily agree to hold the other party harmless against losses arising from a breach of representations, warranties, covenants or agreements, related to matters such as title to assets sold and certain tax matters. Payment by us under such indemnification clauses is generally conditioned upon the other party making a claim. Such claims are typically subject to challenge by us and to dispute resolution procedures specified in the particular contract. Further, our obligations under these agreements may be limited in terms of time and/or amount and, in some instances, we may have recourse against third parties for certain payments made by us. It is not possible to predict the maximum potential amount of future payments under these indemnification agreements due to the conditional nature of our obligations and the unique facts of each particular agreement. Historically, we have not made any payments under these agreements that have been material individually or in the aggregate. As of March 31, ~~2019,~~2020, we are not aware of any material obligations arising under indemnification agreements that would require payment.

The SEC defines critical accounting policies as those that are most important to the portrayal of a company’s financial condition and results and that require management’s most difficult, subjective or complex judgments, often as a result of the need to make estimates about the effect of matters that are inherently uncertain.

Our discussion and analysis of results of operations, financial position and liquidity are based upon our consolidated financial statements, which have been prepared in accordance with U.S. generally accepted accounting principles. The preparation of these financial statements requires us to make estimates and judgements that affect the amounts of assets and liabilities, revenues and expenses and disclosure of contingent assets and liabilities as of the date of the financial statements. As more information becomes known, these estimates and assumptions could change, which would have an impact on actual results that may differ materially from these estimates and judgments under different assumptions. We have not made any changes in estimates or judgments that have had a significant effect on the reported amounts as previously disclosed in our Annual Report on Form 10-K for the fiscal year ended December 31, 2019.

Refer to Note 2, New Accounting Pronouncements, to the accompanying condensed consolidated financial statements for a discussion of recently issued accounting pronouncements.

This Quarterly Report on Form 10-Q contains "forward-looking statements" within the meaning of Section 27A of the Securities Act of 1933, as amended (the “Securities Act”), and Section 21E of the Securities Exchange Act of 1934, as amended (the “Exchange Act”). All statements other than statements of historical fact included in this Quarterly Report, including without limitation, "Management's Discussion and Analysis of Financial Condition and Results of Operations" regarding our financial position, business strategy and plans and objectives for future performance are forward-looking statements. You can identify these statements by the fact that they do not relate strictly to historical or current facts. Forward-looking statements are commonly identified by the use of such terms and phrases as "intends", "believes", "estimates", "expects", "projects", "anticipates", "foreseeable future", "seeks", and words or phrases of similar import in connection with any discussion of future operating or financial performance. In particular, these include statements relating to future actions, future performance or results of current and anticipated services, sales efforts, expenses, and financial results. From time to time, we also may provide oral or written forward-looking statements in other materials we release to the public. Any or all of our forward-looking statements in this Quarterly Report on Form 10-Q and in any other public statements that we make, are subject to certain risks and uncertainties that could cause actual results to differ materially from those projected. Such risks and uncertainties include, but are not limited to, the impact of COVID-19 on the Company’s business and operations and those of our clients; the Company’s ability to adequately manage and sustain its growth; the Company’s dependence on the current trend of outsourcing business services; the Company’s dependence on the services of its CEO and other key employees; competitive pricing pressures; general business and economic conditions; and changes in governmental regulation and tax laws affecting the Company’s insurance business or its business service operations. Such forward-looking statements can be affected by inaccurate assumptions we might make or by known or unknown risks and uncertainties. Should one or more of these risks or assumptions materialize, or should the underlying assumptions prove incorrect, actual results may vary materially from those anticipated, estimated or projected.

Consequently, no forward-looking statement can be guaranteed. A more detailed description of risk factors may be found in “Item 1A. Risk Factors” of this Quarterly Report on Form 10-Q and our Annual Report on Form 10-K for the year ended December 31, ~~2018.~~2019. Except as required by the federal securities laws, we undertake no obligation to publicly update forward-looking statements, whether as a result of new information, future events or otherwise. You are advised, however, to consult any further disclosures we make on related subjects in our filings with the SEC, such as quarterly, periodic and annual reports.

Our floating rate debt under our credit facility exposes us to interest rate risk. Interest rate risk results when the maturity or repricing intervals of interest-earning assets and interest-bearing liabilities are different. A change in the Federal Funds Rate, or the reference rate set by Bank of America, N.A., would affect the rate at which we could borrow funds under the credit facility. Our balance outstanding under our credit facility at March 31, ~~2019~~2020 was ~~$182.0~~$383.0 million, of which ~~$112.0~~$313.0 million is subject to interest rate ~~risk.~~risk at March 31, 2020. If market rates were to increase or decrease 100 basis points from the levels at March 31, ~~2019,~~2020, interest expense would increase or decrease approximately ~~$1.8~~$3.1 million annually.

We do not engage in trading market risk sensitive instruments. We periodically use interest rate swaps to manage interest rate risk exposure. The interest rate swaps effectively modify our exposure to interest rate risk, primarily through converting portions of ~~its~~our floating rate debt under the credit facility to a fixed rate basis. These agreements involve the receipt or payment of floating rate amounts in exchange for fixed rate interest payments over the life of the agreements without an exchange of the underlying principal amounts.

At March 31, ~~2019,~~2020, we had ~~four~~five interest rate swaps; with notional values, fixed rate of interest and expiration dates of (i) $25.0 million – 1.300% - October 2020; (ii) $10.0 million – 1.120% - February 2021; (iii) $20.0 million – 1.770% - May 2022; ~~and~~ (iv) $15.0 million – 2.640% - June 2023, and (v) $50.0 million – 0.885% - April 2025, respectively. Management will continue to evaluate the potential use of interest rate swaps as we deem appropriate under certain operating and market conditions. We do not enter into derivative instruments for trading or speculative purposes.

In connection with our payroll business, funds held for clients are segregated and invested in short-term investments, such as corporate and municipal bonds. In accordance with our investment policy, all investments carry an investment grade rating at the time of the initial investment. At each respective balance sheet date, these investments are adjusted to fair value with fair value adjustments being recorded to other comprehensive income or loss and reflected in the accompanying Consolidated Statements of Comprehensive Income for the respective period. If an adjustment is deemed to be ~~other-than-temporarily impaired due to~~a credit loss, then the adjustment is recorded to “Other income (expense), net” in the accompanying Consolidated Statements of Comprehensive Income. Refer to Note 9,6, Financial Instruments, and Note ~~10,~~7, Fair Value Measurements, to the accompanying condensed consolidated financial statements for further discussion regarding these investments and the related fair value assessments.

Evaluation of Disclosure Controls and Procedures – Management has evaluated the effectiveness of our disclosure controls and procedures (“Disclosure Controls”) as of the end of the period covered by this report. This evaluation (“Controls Evaluation”) was done with the participation of the Chief Executive Officer (“CEO”) and Chief Financial Officer (“CFO”). Disclosure Controls are controls and other procedures of an issuer that are designed to ensure that information required to be disclosed by us in the reports that we file or submit under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the SEC's rules and forms. Disclosure Controls include, without limitation, controls and procedures designed to ensure that information required to be disclosed by us in the reports that we file under the Exchange Act is accumulated and communicated to management, including the CEO and CFO as appropriate, to allow timely decisions regarding required disclosure.

Limitations on the Effectiveness of Controls – Management, including our CEO and CFO, does not expect that our Disclosure Controls or our internal control over financial reporting (“Internal Controls”) will prevent all error and all fraud. Although our Disclosure Controls are designed to provide reasonable assurance of achieving their objective, a control system, no matter how well conceived and operated, can provide only reasonable, but not absolute, assurance that the objectives of a control system are met. Further, any control system reflects limitations on resources, and the benefits of a control system must be considered relative to its costs. Because of the inherent limitations in all control systems, no evaluation of controls can provide absolute assurance that all control issues and instances of fraud, if any, within CBIZ have been detected. These inherent limitations include the realities that judgments in decision-making can be faulty and that breakdowns can occur because of simple error or mistake. Additionally, controls can be circumvented by the individual acts of some persons, by collusion of two or more people, or by management override of a control. A design of a control system is also based upon certain assumptions about the likelihood of future events, and there can be no assurance that any design will succeed in achieving its stated goals under all potential future conditions; over time, controls may become inadequate because of changes in conditions, or the degree of compliance with the policies or procedures may deteriorate. Because of the inherent limitations in a cost-effective control system, misstatements due to error or fraud may occur and may not be detected.

Conclusions – Our Disclosure Controls are designed to provide reasonable assurance of achieving their objectives and, based upon the Controls Evaluation, our CEO and CFO have concluded that as of the end of the period covered by this report, CBIZ’s Disclosure Controls were effective at that reasonable assurance level.

There were no changes in our internal control over financial reporting during the quarter ended March 31, ~~2019~~2020 that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting. We implemented internal controls to ensure we adequately evaluated our ~~operating lease contracts~~current expected credit losses on financial assets measured at amortized cost and properly assessed the impact of the new accounting standard ~~related to leases on our financial statements to facilitate the adoption~~that was adopted on January 1, ~~2019.~~2020. There were no significant changes to our internal control over financial reporting due to the adoption of the ~~lease~~ standard. Refer to Note 2, New Accounting Pronouncements, for further information. We have not experienced any material impact to our internal controls over financial reporting despite the fact that the majority of our employees are currently working remotely due to the COVID-19 pandemic.

Information regarding certain legal proceedings in which we are involved is incorporated by reference from Note 8,5, Commitments and Contingencies, to the accompanying condensed consolidated financial statements.

In addition to the other information set forth in this Quarterly Report, you should carefully consider the factors discussed under “Risk Factors” in the Company’s Annual Report on Form 10-K for the year ended December 31, ~~2018~~2019 as filed with the SEC. These risks could materially and adversely affect the business, financial condition and results of operations of CBIZ.

The widespread outbreak of a communicable illness or any other public health crisis could adversely affect our business, results of operations and financial condition.

We may face risks related to public health threats or widespread outbreak of a communicable illness. A widespread outbreak of a communicable disease or a public health crisis could adversely affect the global and domestic economy and our business partners’ ability to conduct business in the United States for an indefinite period of time. For example, in March 2020, the World Health Organization declared a new strain of coronavirus (“COVID-19”) a pandemic. The global spread of COVID-19 has negatively impacted the global economy and disrupted both financial markets and international trade. The COVID-19 pandemic resulted in increased unemployment levels and significantly impacted global supply chain. In addition, federal, state, and local governments have implemented various mitigation measures, including travel restrictions, restrictions on public gatherings, shelter-in-place restrictions, and limitations on business activities. Although we are considered an essential business, some of these actions have adversely impacted the ability of our employees, contractors, suppliers, customers, and other business partners to conduct business activities, and could ultimately do so for an indefinite period of time. This could have a material adverse effect on our results of operations, financial condition, and liquidity, and will depend on numerous factors that we may not be able to predict, including:

(a) Recent sales of unregistered securities – During the first quarter of ~~2019,~~2020, approximately 4637 thousand shares of our common stock were issued as payment for contingent consideration for previous acquisitions. The above referenced shares were issued in transactions not involving a public offering in reliance on the exemption from registration afforded by Section 4(a)(2) of the Securities Act. The persons to whom the shares were issued had access to full information about the Company and represented that they acquired the shares for their own account and not for the purpose of distribution. The certificates for the shares contain a restrictive legend advising that the shares may not be offered for sale, sold, or otherwise transferred without having first been registered under the Securities Act or pursuant to an exemption from the Securities Act

(c) Issuer purchases of equity securities – ~~During the first quarter of 2019,~~On February 6, 2020, our Board of Directors authorized the continuation of the Share Repurchase Program, which has been renewed annually for the past ~~fifteen~~sixteen years. It is effective beginning April 1, ~~2019,~~2020, to which the amount of shares to be purchased will be reset to 5 million, and expires one year from the effective date. The Share Repurchase Program allows us to purchase shares of our common stock (i) in the open market, (ii) in privately negotiated transactions, and (iii) under Rule 10b5-1 trading plans. Privately negotiated transactions may include purchases from our employees, Officers and Directors, in accordance with SEC rules. Rule 10b5-1 trading plans allow for repurchases during periods when we would not normally be active in the trading market due to regulatory restrictions. The Share Repurchase Program does not obligate us to acquire any specific number of shares and may be suspended at any time.

Shares repurchased during the three months ended March 31, ~~2019~~2020 (reported on a trade-date basis) are summarized in the table below (in thousands, except per share data). During the first quarter of ~~2019,~~2020, approximately ~~400~~27 thousand shares were purchased from stock plan recipients in lieu of cash to satisfy certain tax obligations under the ~~2014~~2019 Plan. Average price paid per share includes fees and commissions.

Issuer Purchases of Equity Securities

First Quarter Purchases (1)

Total
Number of
Shares
Purchased

Average
Price Paid
Per
Share

Total Number of
Shares
Purchased as
Part of Publicly
Announced Plan

Maximum
Number of
Shares That
May Yet Be
Purchased
Under the Plan

January 1 – January 31, 2019

242

$
19.86

242

3,941

February 1 – February 28, 2019

115

$
20.13

115

3,826

March 1 – March 31, 2019

223

$
19.89

223

3,603

First quarter purchases

580

$
19.93

580

	Issuer Purchases of Equity Securities
First Quarter Purchases	Total Number of Shares Purchased		Average Price Paid Per Share		Total Number of Shares Purchased as Part of Publicly Announced Plan		Maximum Number of Shares That May Yet Be Purchased Under the Plan
January 1 – January 31, 2020		115	$	27.20		115		4,160
February 1 – February 29, 2020		151	$	26.90		151		4,009
March 1 – March 31, 2020		908	$	24.55		908		3,101
First quarter purchases		1,174	$	25.11		1,174

According to the terms of our credit facility, we are not permitted to declare or make any dividend payments, other than dividend payments made by one of our wholly owned subsidiaries to the parent company. Refer to Note 9, Debt and Financing Arrangements, to the consolidated financial statements in the Annual Report on Form 10-K for the year ended December 31, ~~2018~~2019 for a description of working capital restrictions and limitations on the payment of dividends.

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.

Delaware	22-2769024
(State or other jurisdiction of incorporation or organization)	(I.R.S. Employer Identification No.)

6050 Oak Tree Boulevard, South, Suite 500, Cleveland, Ohio	44131
(Address of principal executive offices)	(Zip Code)


Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common Stock, $0.01 Par Value	CBZ	New York Stock Exchange


~~Title of each class~~	~~Trading Symbol(s)~~	~~Name of each exchange on which registered~~
~~Class A Common Stock, $0.01 Par Value~~	~~CBZ~~	~~New York Stock Exchange~~

Class of Common Stock	Outstanding at ~~March 31, 2019~~April 30, 2020
Common Stock, par value $0.01 per share	~~54,901,288~~54,513,892

PART I.	FINANCIAL INFORMATION:		Page

	Item 1.	Condensed Financial Statements (Unaudited)	3

		Consolidated Balance Sheets – March 31, ~~2019~~2020 and December 31, ~~2018~~2019	3

		Consolidated Statements of Comprehensive Income – Three Months Ended March 31, ~~2019~~2020 and ~~2018~~2019	4

		Consolidated Statements of Stockholders’ Equity – Three Months Ended March 31, ~~2019~~2020 and ~~2018~~2019	5

		Consolidated Statements of Cash Flows – Three Months Ended March 31, ~~2019~~2020 and ~~2018~~2019	6

		Notes to the Consolidated Financial Statements	7

	Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	2220

	Item 3.	Quantitative and Qualitative Disclosures about Market Risk	28

	Item 4.	Controls and Procedures	29

PART II.	OTHER INFORMATION:		30

	Item 1.	Legal Proceedings	30

	Item 1A.	Risk Factors	30

	Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	30

	Item 3.	Defaults Upon Senior Securities	3031

	Item 4.	Mine Safety Disclosures	3031

	Item 5.	Other Information	3031

	Item 6.	Exhibits	3132

	Signature		3233

Large accelerated filer	☒	Accelerated filer	☐
Non-accelerated filer	☐	Smaller reporting company	☐
Emerging growth company	☐

	Balance at				Balance at
	December 31, 2018		New Lease Standard		January 1, 2019
Operating lease right-of-use asset, net	$	—	$	148,884	$	148,884
Total assets		1,183,031		148,884		1,331,915
Operating lease liability - current		—		28,407		28,407
Total current liabilities		321,314		28,407		349,721
Operating lease liability - non-current		—		120,477		120,477
Total non-current liabilities		268,054		120,477		388,531
Total liabilities and stockholders' equity		1,183,031		148,884		1,331,915

	Three Months Ended March 31, 2019
	Financial		Benefits &		National
	Services		Insurance		Practices		Consolidated
Accounting, tax, advisory and consulting	$	185,144	$	—	$	—	$	185,144
Core Benefits and Insurance		—		73,538		—		73,538
Non-core Benefits and Insurance		—		2,717		—		2,717
Managed networking, hardware services		—		—		6,424		6,424
National Practices consulting		—		—		2,175		2,175
Total revenue	$	185,144	$	76,255	$	8,599	$	269,998

	March 31,
	2020
Balance at beginning of period	$	(14,379	)
Provision for losses		(2,840	)
Charge-offs, net of recoveries		114
Allowance for doubtful accounts	$	(17,105	)

	Three Months Ended			Twelve Months Ended			Three Months Ended			Twelve Months Ended
	March 31, 2019			December 31, 2018			March 31, 2020			December 31, 2019
Fair value at beginning of period	$	56,556		$	51,101		$	60,659		$	56,556
Purchases		9,470			18,426			3,447			27,216
Redemptions		—			(1,793	)
Sales								(13,768	)		(1,686	)
Maturities and calls		(6,865	)		(10,445	)		(3,350	)		(22,272	)
Change in bond premium		(171	)		(377	)		(343	)		(460	)
Fair market value adjustment		697			(356	)		(797	)		1,305
Fair value at end of period	$	59,687		$	56,556		$	45,848		$	60,659

	March 31, 2019
	Notional		Fair
	Amount		Value		Balance Sheet Location
Interest rate swaps	$	70,000	$	533	Other non-current assets
	December 31, 2018
	Notional		Fair
	Amount		Value		Balance Sheet Location
Interest rate swaps	$	70,000	$	1,096	Other non-current assets

	(Loss) Gain Recognized in AOCL, Net of Tax					Loss Reclassified from AOCL into Expense
	Three Months Ended					Three Months Ended
	March 31,					March 31,
	2019			2018		2019			2018
Interest rate swap	$	(427	)	$	450	$	(139	)	$	(38	)

	Loss Recognized in AOCL, Net of Tax						(Loss) Gain Reclassified from AOCL into Expense
	Three Months Ended						Three Months Ended
	March 31,						March 31,
	2020			2019			2020			2019
Interest rate swaps	$	(653	)	$	(427	)	$	(34	)	$	139

	Level	March 31, 2019			December 31, 2018			Level	March 31, 2020			December 31, 2019
Deferred compensation plan assets	1	$	95,983		$	84,435		1	$	92,613		$	106,851
Corporate and municipal bonds	1	$	59,687		$	56,556		1		45,848			60,659
Deferred compensation plan liabilities	1	$	(95,983	)	$	(84,435	)	1		(92,613	)		(106,851	)
Interest rate swaps	2	$	533		$	1,096
Interest rate swaps, net								2		(1,392	)		(525	)
Contingent purchase price liabilities	3	$	(37,548	)	$	(39,708	)	3		(32,681	)		(32,089	)

	PSUs		Fair Value		Performance Share Units		Weighted Average Grant-Date Fair Value
Outstanding at beginning of year	$	—	$	—		200	$	19.82
Granted		173	$	19.82		132	$	25.75
Vested		—	$	—		—	$	—
Expired or cancelled		—	$	—		—	$	—
Outstanding at March 31, 2019	$	173	$	19.82
Outstanding at March 31, 2020						332	$	22.17



	March 31, 2019
Operating lease ROU assets	$	145,574
Current portion of operating lease liabilities		28,647
Noncurrent portion of operating lease liabilities		138,373
Total operating lease liabilities	$	167,020

		~~March 31, 2019~~
~~Weighted-average remaining lease term~~		~~7.1 years~~
~~Weighted-average discount rate~~		~~4.1%~~

	March 31, 2019		March 31, 2020		March 31, 2019
Operating lease cost	$	9,242	$	8,822	$	9,242
Cash paid for amounts included in measurement of lease liabilities
Operating cash flows from operating leases	$	9,260	$	9,263	$	9,260

	Operating Leases			March 31, 2020
2019	$	25,975
2020		30,588		$	25,892
2021		26,243			32,878
2022		20,423			26,636
2023		19,097			24,771
2024					22,175
Thereafter		66,194			68,338
Total undiscounted lease payments		188,520			200,690
Less: imputed interest		(21,500	)		(42,414	)
Total lease liabilities	$	167,020		$	158,276

	Operating Leases		December 31, 2019
2019	$	34,256
2020		30,419	$	34,775
2021		26,172		32,371
2022		20,358		26,112
2023		18,981		24,273
2024				21,578
Thereafter		65,854		67,025
Total future minimum rental commitments	$	196,040
Total undiscounted lease payments				206,134
Less: imputed interest				(45,086	)
Total lease liabilities			$	161,048

	Issuer Purchases of Equity Securities
First Quarter Purchases (1)	Total Number of Shares Purchased		Average Price Paid Per Share		Total Number of Shares Purchased as Part of Publicly Announced Plan		Maximum Number of Shares That May Yet Be Purchased Under the Plan
January 1 – January 31, 2019		242	$	19.86		242		3,941
February 1 – February 28, 2019		115	$	20.13		115		3,826
March 1 – March 31, 2019		223	$	19.89		223		3,603
First quarter purchases		580	$	19.93		580


31.1 *		Certification of President and Chief Executive Officer Pursuant to Section 302 of the Sarbanes Oxley Act of 2002.

31.2 *		Certification of Chief Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

32.1 **		Certification of Chief Executive Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

32.2 **		Certification of Chief Financial Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

101 *101.INS		~~The following materials from CBIZ, Inc.’s Quarterly Report on Form 10-Q for~~XBRL Instance Document - the ~~quarter ended March 31, 2019, formatted~~instance document does not appear in the Interactive Data File because its XBRL ~~(eXtensible Business Reporting Language); (i) Consolidated Balance Sheets at March 31, 2019~~tags are embedded within the Inline XBRL document*

101.SCH		Inline XBRL Taxonomy Extension Schema Document*

101.DEF		Inline XBRL Taxonomy Extension Definition Linkbase Document*

101.CAL		Inline XBRL Taxonomy Extension Calculation Linkbase Document*

101.LAB		Inline XBRL Taxonomy Extension Label Linkbase Document*

101.PRE		Inline XBRL Taxonomy Extension Presentation Linkbase Document*

104		Cover Page Interactive Data File (formatted as Inline XBRL and ~~December 31, 2018, (ii) Consolidated Statements of Comprehensive Income for~~contained in the three months ended March 31, 2019 and 2018, (iii) Consolidated Statements of Stockholders’ Equity for the three months ended March 31, 2019 and the year ended December 31, 2018; (iv) Consolidated Statements of Cash Flows for the three months ended March 31, 2019 and 2018, and (v) Notes to the Consolidated Financial Statements.Exhibit 101 attachments)

			CBIZ, Inc.
			(Registrant)

Date:	May ~~6, 2019~~8, 2020	By:	/s/ Ware H. Grove
			Ware H. Grove
			Chief Financial Officer
			Duly Authorized Officer and Principal Financial Officer