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, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

If an emerging growth company, indicate by checkmark 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 ☒

As of ~~November~~May 3, ~~2020, 18,964,000~~2021, 19,129,000 shares of the registrant’s common stock were outstanding.

	September 30,			December 31,			March 31,			December 31,
	2020			2019			2021			2020
ASSETS
Current Assets:
Cash and cash equivalents	$	73,027		$	67,904		$	125,600		$	90,257
Accounts receivable, net of allowance for expected credit losses of $796 and $628 as of September 30, 2020 and December 31, 2019, respectively		54,141			84,605
Accounts receivable, net of allowance for expected credit losses of $731 and $708 as of March 31, 2021 and December 31, 2020, respectively								68,822			84,695
Deferred commissions		14,408			20,326			21,937			23,620
Prepaid expenses and other current assets		16,041			19,201			19,913			18,588
Total current assets		157,617			192,036			236,272			217,160
Property and equipment, net		28,531			29,937			26,513			27,032
Operating lease right-of-use assets		73,211			69,100			73,810			69,296
Goodwill		244,990			243,895			245,691			247,211
Intangible assets, net		83,386			97,363			73,898			77,995
Other assets		5,040			6,829			7,535			5,524
Total assets	$	592,775		$	639,160		$	663,719		$	644,218
LIABILITIES AND STOCKHOLDERS' EQUITY
Current Liabilities:
Accounts payable	$	1,707		$	505		$	380		$	657
Accrued expenses and other current liabilities		54,802			79,857			54,747			76,620
Current portion of long-term debt		11,719			9,375			12,500			12,500
Deferred revenue		155,418			179,194			216,522			179,968
Total current liabilities		223,646			268,931			284,149			269,745
Long-term debt, net of deferred financing fees		98,268			121,170			92,319			95,299
Non-current operating lease liabilities		72,940			67,062			74,567			70,323
Other non-current liabilities		23,213			23,909			20,447			23,085
Total liabilities		418,067			481,072			471,482			458,452
Commitments and contingencies
Stockholders' Equity (Note 12):
Commitments and contingencies (Note 4, 13)
Stockholders' Equity (Note 11):
Preferred stock, $0.01 par value
Authorized - 500 shares; issued and outstanding - NaN		—			—			—			—
Common stock, $0.01 par value
Authorized - 125,000 shares
Issued - 23,579 and 23,275 shares as of September 30, 2020 and December 31, 2019, respectively
Outstanding - 18,948 and 18,644 shares as of September 30, 2020 and December 31, 2019, respectively		236			233
Issued - 23,755 and 23,648 shares as of March 31, 2021 and December 31, 2020, respectively
Outstanding - 19,124 and 19,017 shares as of March 31, 2021 and December 31, 2020, respectively								238			236
Additional paid-in capital		225,053			216,454			234,752			230,128
Retained earnings		125,554			118,147			131,937			127,981
Treasury stock - 4,631 shares as of September 30, 2020 and December 31, 2019		(171,889	)		(171,889	)
Treasury stock - 4,631 shares as of March 31, 2021 and December 31, 2020								(171,889	)		(171,889	)
Accumulated other comprehensive loss		(4,246	)		(4,857	)		(2,801	)		(690	)
Total stockholders’ equity		174,708			158,088			192,237			185,766
Total liabilities and stockholders’ equity	$	592,775		$	639,160		$	663,719		$	644,218

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

	Three Months Ended						Nine Months Ended						Three Months Ended
	September 30,						September 30,						March 31,
	2020			2019			2020			2019			2021			2020
Revenues:
Research	$	72,813		$	74,548		$	219,230		$	219,436		$	74,968		$	74,267
Consulting		34,633			32,619			102,980			98,422			38,550			31,988
Events		1,131			1,429			6,253			19,570			263			90
Total revenues		108,577			108,596			328,463			337,428			113,781			106,345
Operating expenses:
Cost of services and fulfillment		46,125			44,929			133,442			146,610			47,477			43,353
Selling and marketing		42,209			41,605			121,599			127,655			39,279			40,273
General and administrative		12,475			13,533			35,936			39,944			13,178			12,005
Depreciation		2,544			2,121			7,398			6,310			2,290			2,406
Amortization of intangible assets		4,722			5,654			14,147			16,963			3,903			4,712
Acquisition and integration costs		328			2,394			3,815			7,848
Integration costs														118			2,875
Total operating expenses		108,403			110,236			316,337			345,330			106,245			105,624
Income (loss) from operations		174			(1,640	)		12,126			(7,902	)
Income from operations														7,536			721
Interest expense		(1,259	)		(1,904	)		(4,104	)		(6,341	)		(1,129	)		(1,538	)
Other income (expense), net		(274	)		127			(165	)		(229	)		(470	)		310
Gain (loss) on investments, net		—			(17	)		2,365			(61	)
Gain on investments, net														—			13
Income (loss) before income taxes		(1,359	)		(3,434	)		10,222			(14,533	)		5,937			(494	)
Income tax expense (benefit)		2,401			(735	)		2,658			(73	)
Income tax expense														1,981			19
Net income (loss)	$	(3,760	)	$	(2,699	)	$	7,564		$	(14,460	)	$	3,956		$	(513	)
Basic income (loss) per common share	$	(0.20	)	$	(0.15	)	$	0.40		$	(0.78	)	$	0.21		$	(0.03	)
Diluted income (loss) per common share	$	(0.20	)	$	(0.15	)	$	0.40		$	(0.78	)	$	0.21		$	(0.03	)
Basic weighted average common shares outstanding		18,872			18,546			18,779			18,448			19,061			18,705
Diluted weighted average common shares outstanding		18,872			18,546			18,873			18,448			19,288			18,705

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

	Three Months Ended						Nine Months Ended						Three Months Ended
	September 30,						September 30,						March 31,
	2020			2019			2020			2019			2021			2020
Net income (loss)	$	(3,760	)	$	(2,699	)	$	7,564		$	(14,460	)	$	3,956		$	(513	)

Other comprehensive income (loss), net of taxes:
Other comprehensive loss net of tax:
Foreign currency translation		2,577			(1,614	)		1,542			(1,450	)		(2,301	)		(1,920	)
Net change in fair value of interest rate swap		205			—			(931	)		—
Other comprehensive income (loss)		2,782			(1,614	)		611			(1,450	)
Net change in market value of interest rate swap														190			(1,181	)
Other comprehensive loss														(2,111	)		(3,101	)
Comprehensive income (loss)	$	(978	)	$	(4,313	)	$	8,175		$	(15,910	)	$	1,845		$	(3,614	)

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

	Nine Months Ended						Three Months Ended
	September 30,						March 31,
	2020			2019			2021			2020
Cash flows from operating activities:
Net income (loss)	$	7,564		$	(14,460	)	$	3,956		$	(513	)
Adjustments to reconcile net income (loss) to net cash provided by operating activities:
Depreciation		7,398			6,310			2,290			2,406
Impairment of property and equipment		626			—			—			626
Amortization of intangible assets		14,147			16,963			3,903			4,712
Net (gains) losses from investments		(2,365	)		61
Net gains from investments								—			(13	)
Deferred income taxes		(1,600	)		(9,257	)		(2,395	)		(251	)
Stock-based compensation		7,964			8,605			2,492			2,802
Operating lease right-of-use asset amortization and impairments		10,525			9,647
Operating lease right-of-use assets, amortization, and impairments								2,666			4,535
Amortization of deferred financing fees		736			720			232			244
Foreign currency losses		277			524
Changes in assets and liabilities, net of acquisitions:
Foreign currency (gains) losses								521			(229	)
Changes in assets and liabilities:
Accounts receivable		30,226			33,384			15,181			24,556
Deferred commissions		5,916			2,036			1,683			1,723
Prepaid expenses and other current assets		1,693			(610	)		(1,255	)		(6,943	)
Accounts payable		1,183			828			(275	)		(143	)
Accrued expenses and other liabilities		(22,481	)		(6,550	)		(22,235	)		(27,264	)
Deferred revenue		(23,554	)		6,532			36,505			18,574
Operating lease liabilities		(9,056	)		(9,111	)		(2,718	)		(2,999	)
Net cash provided by operating activities		29,199			45,622			40,551			21,823
Cash flows from investing activities:
Acquisitions, net of cash acquired		—			(237,684	)
Purchases of property and equipment		(7,279	)		(8,362	)		(1,468	)		(2,401	)
Other investing activity		4,335			29
Net cash used in investing activities		(2,944	)		(246,017	)		(1,468	)		(2,401	)
Cash flows from financing activities:
Proceeds from borrowings, net of costs		—			171,275
Payments on borrowings		(21,031	)		(40,688	)		(3,125	)		(16,344	)
Payment of debt issuance costs		—			(857	)
Deferred acquisition payments		(1,064	)		(2,802	)
Proceeds from issuance of common stock under employee equity incentive plans		3,514			5,589			2,614			1,955
Taxes paid related to net share settlements of stock-based compensation awards		(2,876	)		(2,232	)		(480	)		(902	)
Net cash provided by (used in) financing activities		(21,457	)		130,285
Net cash used in financing activities								(991	)		(15,291	)
Effect of exchange rate changes on cash, cash equivalents and restricted cash		(580	)		(1,212	)		(478	)		(2,683	)
Net change in cash, cash equivalents and restricted cash		4,218			(71,322	)		37,614			1,448
Cash, cash equivalents and restricted cash, beginning of period		69,192			140,296			90,652			69,192
Cash, cash equivalents and restricted cash, end of period	$	73,410		$	68,974		$	128,266		$	70,640
Supplemental disclosure of cash flow information:
Cash paid for interest	$	3,385		$	5,466		$	902		$	1,286
Cash paid for income taxes	$	2,338		$	3,305		$	1,719		$	1,356

Non-cash financing activities for the nine months ended September 30, 2019 include $3.7 million of debt issuance costs deducted directly from the proceeds of borrowings by the lender. Refer to Note 4 – ~~Debt~~ ~~for further information.~~

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

The accompanying unaudited interim consolidated financial statements have been prepared in accordance with generally accepted accounting principles in the United States of America (“GAAP”) for interim financial information and pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”) for reporting on Form 10-Q. Accordingly, certain information and footnote disclosures required for complete financial statements are not included herein. The year-end balance sheet data was derived from audited financial statements, but does not include all disclosures required by GAAP. It is recommended that these financial statements be read in conjunction with the consolidated financial statements and related notes that appear in the Forrester Research, Inc. (“Forrester”) Annual Report on Form 10-K for the year ended December 31, ~~2019.~~2020. In the opinion of management, all adjustments (consisting of normal recurring adjustments) considered necessary for a fair statement of the financial position, results of operations, comprehensive income (loss), and cash flows as of the dates and for the periods presented have been included. The results of operations for the three ~~and nine~~ months ended ~~September 30, 2020~~March 31, 2021 may not be indicative of the results for the year ending December 31, ~~2020,~~2021, or any other period.

Effective for the ~~Company’s operating segment realignment during~~first quarter of 2021, the ~~three months ended June 30, 2020,~~Company modified its key metrics, as further described in Item 2. Management’s Discussions and Analysis of Financial Condition and Results of Operations. As part of these changes, beginning January 1, 2021, the ~~revenue~~Company is classifying all components of its subscription research products within the Research revenues financial statement line ~~items in~~on the Consolidated Statements of ~~Operations~~Operations. In prior periods, the separate advisory session performance obligations included in any of the Company’s subscription research products were ~~updated to present Events revenues as a separate financial statement line. In the prior presentation, Events revenues were combined~~classified within the ~~“Advisory services and events revenues”~~Consulting revenues financial statement line. Prior periods have been reclassified to conform to the current ~~period presentation. These reclassifications~~presentation which resulted in approximately $1.4 million of revenue being reclassified from Consulting revenues to Research revenues during the three months ended March 31, 2020. This reclassification had no0 impact on the amount of total revenues previously reported.

The COVID-19 pandemic has significantly affected the Company beginning in March 2020 primarily through lower contract bookings and a reduction in revenues from the conversion of the Company’s events from in-person to virtual events. The Company had previously announced that its events for the remainder of 2020 will be held as virtual events. While the duration and severity of this pandemic is uncertain, the Company currently expects the reduction in its subscription Research, Connect and Analytics revenues to continue during the fourth quarter of 2020 due to reduced customer contract booking activity that began in March 2020 and continued into the third quarter of 2020. The extent to which the COVID-19 pandemic ultimately impacts the Company’s business, financial condition, results of operations, cash flows, and liquidity may differ from the Company’s current estimates due to inherent uncertainties regarding the duration and further spread of the outbreak, its severity, actions taken to contain the virus or treat its impact, and how quickly and to what extent normal economic and operating conditions can resume.

The Company has implemented several cost-reduction measures that include reductions to travel, new hiring, and employee incentive compensation programs. The Company will continue to proactively respond to the situation and may take further actions that alter the Company’s business operations as may be required by governmental authorities, or that the Company determines are in the best interests of its employees and customers.

~~As of September 30, 2020, the Company is in compliance with its financial covenants under its Credit Agreement (refer to Note 4 –~~ ~~Debt~~). The Company currently forecasts that it will be in compliance with its financial covenants for at least one year from the issuance of these interim financial statements, after taking into consideration the measures noted above. If the impact of COVID-19 is more severe than currently forecasted this may impact the Company’s ability to comply with its financial covenants which could have a material adverse effect on the Company.

The Company assessed certain accounting estimates that generally require consideration of forecasted financial information in context with the information reasonably available to it and the unknown future impacts COVID-19 as of September 30, 2020 and through the date of this report. The accounting matters assessed included, but were not limited to, the allowance for expected credit losses, the carrying value of its goodwill and other long-lived assets, valuation allowances for tax assets, and revenue recognition. While there was not a material impact to the consolidated financial statements resulting from the Company’s assessments as of and for the three and nine months ended September 30, 2020, the Company’s future assessment of its current expectations of the magnitude and duration of COVID-19, as well as other factors, could result in material impacts to its consolidated financial statements in future reporting periods.

The following table summarizes the end-of-period cash and cash equivalents from the Company's Consolidated Balance Sheets and the total cash, cash equivalents and restricted cash as presented inon the accompanying Consolidated Statements of Cash Flows (in thousands).

	Nine Months Ended September 30,				Three Months Ended March 31,
	2020		2019		2021		2020
Cash and cash equivalents	$	73,027	$	67,629	$	125,600	$	69,815
Restricted cash classified in (1):
Prepaid expenses and other current assets		345		717		360		787
Other assets		38		628		2,306		38
Cash, cash equivalents and restricted cash shown in statement of cash flows	$	73,410	$	68,974	$	128,266	$	70,640

~~In June 2016,~~The Company adopted the guidance in the Financial Accounting Standards ~~Board~~Board’s (“FASB”) ~~issued~~ Accounting Standards Update (“ASU”) No. 2019-12, Income Taxes – Simplifying the Accounting for Income Taxes on January 1, 2021. The standard provides guidance to simplify the accounting for income taxes in certain areas, changes the accounting for select income tax transactions, and makes other minor improvements. The adoption of this standard did not have a material impact on the Company’s financial position or results of operations.

In June 2016, the FASB issued ASU No. 2016-13, Financial Instruments – Credit Losses: Measurement of Credit Losses on Financial Instruments (“Topic 326”). The standard amends the existing financial instrument incurred loss impairment model by requiring entities to use a forward-looking approach based on expected losses and to consider a broader range of reasonable and

supportable information to estimate credit losses on certain types of financial instruments, including trade receivables. On January 1, 2020, the Company adopted the standard using the modified retrospective method in which prior periods are not adjusted and recorded a cumulative effect adjustment of $0.2 million to decrease retained earnings. ~~Expected losses are based, in part, on the Company’s historical loss rate experience as well as management’s expectations of future losses as informed by current economic conditions.~~

~~The allowance for expected credit losses on accounts receivable for the nine months ended September 30, 2020 is summarized as follows (in thousands):~~

The Company adopted the guidance in ASU No. 2017-04, Intangibles-Goodwill and Other: Simplifying the Test for Goodwill Impairment on January 1, 2020. The new standard simplifies the subsequent measurement of goodwill by eliminating Step 2 from the goodwill impairment test and requires that instead, an entity should perform its goodwill impairment test by comparing the fair value of a reporting unit with its carrying amount. The adoption of this standard did not impact the Company’s financial position or results of operations.

The Company adopted the guidance in ASU No. 2018-13, Fair Value Measurement Disclosure Framework – Changes to the Disclosure Requirements for Fair Value Measurement on January 1, 2020. The new standard modifies the disclosure requirements on fair value measurements in Topic 820, Fair Value Measurement, including changes to fair value transfers and Level 3 fair value measurements. Changes required upon adoption of this standard are included in Note 87 – Fair Value Measurements and did not impact the Company’s financial position or results of operations.

The Company adopted the guidance in ASU No. 2018-15, Intangibles-Goodwill and Other-Internal-Use Software: Customer’s Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement That is a Service Contract on January 1, 2020. The new standard aligns the requirements for capitalizing implementation costs incurred in a hosting arrangement that is a service contract with the requirements for capitalizing implementation costs incurred to develop or obtain internal-use software (and hosting arrangements that include an internal-use software license). The adoption of this standard did not have a material impact on the Company’s financial position or results of operations.

~~In December 2019, the FASB issued ASU No. 2019-12,~~ ~~Income Taxes – Simplifying the Accounting for Income Taxes~~. The new standard provides guidance to simplify the accounting for income taxes in certain areas, changes the accounting for select income tax transactions, and makes other minor improvements. The new standard will be effective for the Company on January 1, 2021. The Company is currently evaluating the potential impact that this standard may have on its financial position and results of operations.

In March 2020, the FASB issued ASU No. 2020-04, Reference Rate Reform (Topic 848) – Facilitation of the Effects of Reference Rate Reform on Finance Reporting. The new standard provides optional guidance for a limited period of time to ease the potential burden in accounting for, or recognizing the effects of, reference rate reform on financial reporting due to the risk of cessation of the London Interbank Offered Rate (“LIBOR”). The updates apply to contracts, hedging relationships, and other transactions that reference LIBOR, or another reference rate expected to be discontinued because of reference rate reform, and as a result require a modification. An entity may elect to apply the amendments immediately or at any point through December 31, 2022. The Company is currently evaluating the potential impact that this standard may have on its financial position and results of operations, including the standard’s potential impact on any contractual changes in the future that may result from reference rate reform.

~~Forrester accounts for business combinations in accordance with the acquisition method of accounting as prescribed by Accounts Standards Codification (“ASC”) Topic 805,~~ ~~Business Combinations~~ (“Topic 805”). The acquisition method of accounting requires the Company to record the assets and liabilities acquired based on their estimated fair values as of the acquisition date, with any excess of the consideration transferred over the estimated fair value of the net assets acquired, including identifiable intangible assets, to be recorded to goodwill. The Company did not have any business combinations during the nine months ended September 30, 2020.

On January 3, 2019, Forrester acquired 100% of the issued and outstanding shares of SiriusDecisions, Inc. (“SiriusDecisions”), a privately-held company based in Wilton, Connecticut with approximately 350 employees globally. SiriusDecisions equips business-to-business (B2B) sales, marketing, and product leaders with the actionable research, frameworks, tools, operational benchmarks and expert advice they need to maximize performance and drive alignment. The acquisition creates several opportunities for the Company, including cross-selling services to the Company’s respective client bases, extending SiriusDecisions’ platform, methodologies, data, and best-practices tools into new roles, and accelerating international and industry growth. ~~The acquisition of SiriusDecisions was determined to be an acquisition of a business under the provisions of Topic 805.~~

~~Pursuant to the terms of the merger agreement, the Company paid $246.8 million at closing after certain transaction expense adjustments, which was subject to a working capital adjustment.~~

SiriusDecisions’ operating results are reported within the Company’s Research, Consulting and Events segments. During the year ended December 31, 2019, the Company finalized the purchase price allocation and related accounting for the acquisition.

The Company recognized $1.7 million of acquisition costs in the nine months ended September 30, 2019 related to the SiriusDecisions acquisition. The costs primarily consisted of investment banker fees and other professional services costs and are included in acquisition and integration costs within the Consolidated Statements of Operations.

~~The change in~~Goodwill represents the ~~carrying amount~~excess of ~~goodwill for~~ the ~~nine months ended September 30, 2020~~purchase price of acquired businesses over the estimated fair values of the tangible and identifiable intangible net assets acquired. Goodwill is ~~summarized as follows (in thousands):~~

~~The Company assesses goodwill~~not amortized; however, it is required to be tested for impairment annually, ~~on November 30, or~~which requires assessment of the potential impairment at the reporting unit level. Testing for impairment is also required on an interim basis if an event or circumstance indicates it is more likely than not an impairment loss has been incurred.

The Company performed its annual impairment testing as of November 30, 2020 utilizing a ~~specific~~qualitative assessment to determine if it was more likely than not thatthe fair values of each of its reporting units was less than their respective carrying values and concluded that 0 impairments existed. Subsequent to completing the annual test and through March 31, 2021, there were no events or circumstances that required an interim impairment ~~may exist. As~~test. Accordingly, a ~~result~~s of ~~the Company’s segment realignments during the first half of 2020 (refer to Note 14 –~~ ~~Operating Segments~~March 31, 2021 ~~for additional information)~~, the Company ~~performed qualitative assessments of~~had 0 accumulated goodwill ~~for all reporting units immediately prior to and after the reporting unit changes and concluded 0~~ impairment ~~existed.~~ losses. Approximately ~~$8.0~~$8.2 million of goodwill is allocated to the Company’s Consulting reporting unit, which has a negative carrying value as of ~~September 30, 2020.~~March 31, 2021.

The change in the carrying amount of goodwill for the three months ended March 31, 2021 is summarized as follows (in thousands):

~~As of September 30, 2020, the Company had 0 accumulated goodwill impairment losses.~~

The carrying values of finite-lived intangible assets are as follows (in thousands):

	September 30, 2020						March 31, 2021
	Gross				Net		Gross				Net
	Carrying		Accumulated		Carrying		Carrying		Accumulated		Carrying
	Amount		Amortization		Amount		Amount		Amortization		Amount
Amortizable intangible assets
Amortizable intangible assets:
Customer relationships	$	109,977	$	46,699	$	63,278	$	78,375	$	19,384	$	58,991
Technology		16,815		9,326		7,489		16,740		10,929		5,811
Backlog		13,000		11,375		1,625
Trademarks		12,474		1,480		10,994		12,463		3,367		9,096
Total	$	152,266	$	68,880	$	83,386	$	107,578	$	33,680	$	73,898

	December 31, 2019						December 31, 2020
	Gross				Net		Gross				Net
	Carrying		Accumulated		Carrying		Carrying		Accumulated		Carrying
	Amount		Amortization		Amount		Amount		Amortization		Amount
Amortizable intangible assets
Amortizable intangible assets:
Customer relationships	$	109,825	$	40,169	$	69,656	$	78,450	$	17,277	$	61,173
Technology		16,661		7,051		9,610		16,956		10,197		6,759
Backlog		13,000		6,500		6,500
Trademarks		12,451		854		11,597		12,495		2,432		10,063
Total	$	151,937	$	54,574	$	97,363	$	107,901	$	29,906	$	77,995

Estimated intangible asset amortization expense for each of the five succeeding years is as follows (in thousands):

2020 (remainder)	$	4,720
2021		12,380
2021 (remainder)			$	11,212
2022		11,042		13,179
2023		10,862		11,938
2024		9,751		9,895
2025				8,879
Thereafter		34,631		18,795
Total	$	83,386	$	73,898

~~In connection with the acquisition of SiriusDecisions, on~~On January 3, 2019, ~~(the “Closing Date”)~~ the Company entered into a $200.0 million credit agreement (the “Credit Agreement”). The Credit Agreement provides for: (1) senior secured term loans in an aggregate principal amount of $125.0 million (the “Term Loans”) and (2) a senior secured revolving credit facility in an aggregate principal amount of $75.0 million (the “Revolving Credit Facility”). On the Closing Date, the full $125.0 million of the Term Loans and $50.0 million of the Revolving Credit Facility were used to finance a portion of the acquisition of SiriusDecisions and to pay certain fees, costs and expenses incurred in connection with the acquisition and the Credit Agreement. The Credit Agreement is scheduled to mature on January 3, 2024.

The Credit Agreement permits the Company to borrow incremental term loans and/or increase commitments under the Revolving Credit Facility in an aggregate principal amount up to $50.0 million, subject to approval by the administrative agent and certain customary terms and conditions.

The Term Loans and Revolving Credit Facility can be repaid early, in part or in whole, at any time and from time to time, without premium or penalty, other than customary breakage reimbursement requirements for LIBOR based loans. The Term Loans must be prepaid with net cash proceeds of (i) certain debt incurred or issued by Forrester and its restricted subsidiaries and (ii) certain asset sales and condemnation or casualty events, subject to certain reinvestment rights.

Amounts borrowed under the Credit Agreement bear interest, at Forrester’s option, at a rate per annum equal to either (i) LIBOR for the applicable interest period plus a margin that is between 1.75% and 2.50% based on Forrester’s consolidated total leverage ratio, or (ii) the alternate base rate plus a margin that is between 0.75% and 1.50% based on Forrester’s consolidated total leverage ratio. In addition, the Company pays a commitment fee that is between 0.25% and 0.35% per annum, based on Forrester’s consolidated total leverage ratio, on the average daily unused portion of the Revolving Credit Facility, payable quarterly, in arrears.

The Term Loans require repayment of the outstanding principal balance in quarterly installments each year, with the balance repayable on the maturity date, subject to customary exceptions. As of ~~September 30, 2020~~March 31, 2021, the amount payable in each year is set forth in the table below (in thousands):

2020 (remainder)	$	2,344
2021		12,500
2021 (remainder)				9,375
2022		12,500		12,500
2023		15,625		15,625
2024		68,750		68,750
Total remaining principal payments	$	111,719	$	106,250

The Revolving Credit Facility does not require repayment prior to maturity, subject to customary exceptions. ~~In addition to financing~~The Company has $74.1 million of available borrowing capacity on the ~~acquisition, proceeds~~revolver (not including the expansion feature) as of March 31, 2021. Proceeds from the Revolving Credit Facility can ~~also~~ be used towards working capital and general corporate purposes. Up to $5.0 million of the Revolving Credit Facility is available for the issuance of letters of credit, and any drawings under the letters of credit must be reimbursed within one business day. As of ~~September 30, 2020~~March 31, 2021, $0.9 million in letters of credit were issued under the Revolving Credit Facility.

Forrester incurred $1.8 million in costs related to the Revolving Credit Facility, which are recorded in other assets on the Consolidated Balance Sheets. These costs are being amortized as interest expense on the Consolidated Statements of Operations on a straight-line basis over the five-year term of the Revolving Credit Facility. Forrester incurred $2.8 million in costs related to the Term Loans, which are recorded as a reduction to the face value of long-term debt on the Consolidated Balance Sheets. These costs are being amortized as interest expense on the Consolidated Statements of Operations utilizing the effective interest rate method.

The following table summarizes the Company’s total outstanding borrowings as of the dates indicated (in thousands):

Description:	September 30, 2020			December 31, 2019			March 31, 2021			December 31, 2020
Term loan facility (1)	$	111,719		$	118,750
Revolving credit facility (2)		—			14,000
Principal amount outstanding (3)		111,719			132,750
Principal amount outstanding (1) (2)							$	106,250		$	109,375
Less: Deferred financing fees		(1,732	)		(2,205	)		(1,431	)		(1,576	)
Net carrying amount	$	109,987		$	130,545		$	104,819		$	107,799

The Credit Agreement contains certain customary restrictive loan covenants, including among others, financial covenants that apply a maximum leverage ratio and minimum fixed charge coverage ratio. The maximum leverage ratio is based on total debt outstanding at the measurement date divided by EBITDA (as defined in the Credit Agreement) and the fixed charge coverage ratio is based upon EBITDA (as defined in the Credit Agreement), less capital expenditures, as a ratio to certain fixed charges, including Term Loan amortization, cash interest expense and cash taxes. The negative covenants limit, subject to various exceptions, the Company’s ability to incur additional indebtedness, create liens on assets, merge, consolidate, liquidate or dissolve any part of the Company, sell assets, pay dividends or other payments in respect to capital stock, change fiscal year, or enter into certain transactions with affiliates and subsidiaries. The Credit Agreement also contains customary events of default, representations, and warranties.

As of ~~September 30, 2020~~March 31, 2021, the Company is in compliance with its financial covenants under the Credit Agreement. The Company currently forecasts that it will be in compliance with its financial covenants for at least one year from the issuance of these interim financial statements, after taking into consideration the cost-reduction measures implemented during the first quarter of the year. If the impact of COVID-19 is more severe than currently forecasted this may impact the Company’s ability to comply with its financial covenants, and it is not certain that the Company would be able to renegotiate the terms of the Credit Agreement in order to provide relief related to the financial covenants. If the Company were unable to meet its financial covenants and then were unable to renegotiate the terms of its financial covenants, all debt outstanding under the Credit Agreement could become immediately due and payable. statements.

All obligations under the Credit Agreement are unconditionally guaranteed by each of the Company’s existing and future, direct and indirect material wholly-owned domestic subsidiaries, other than certain excluded subsidiaries, and are collateralized by a first priority lien on substantially all tangible and intangible assets including intellectual property and all of the capital stock of the Company and its subsidiaries (limited to 65% of the voting equity of certain subsidiaries).

All of the Company’s leases are operating leases, the majority of which are for office space. Operating lease right-of-use (“ROU”) assets and non-current operating lease liabilities are included as individual line items on the Consolidated Balance Sheets, while short-term operating lease liabilities are recorded within accrued expenses and other current liabilities. Leases with an initial term of twelve months or less are not recorded on the Consolidated Balance Sheets and are not material.


	For the Nine Months Ended September 30,						For the Three Months Ended March 31,
	2020			2019			2021			2020
Operating lease cost	$	12,049		$	11,215		$	3,819		$	3,991
Short-term lease cost		245			420			88			81
Variable lease cost		4,555			3,888			1,436			1,356
Sublease income		(190	)		(121	)		(61	)		(61	)
Total lease cost	$	16,659		$	15,402		$	5,282		$	5,367

Additional lease information is summarized in the following table (in thousands, except lease term and discount rate):

	For the Nine Months Ended September 30,						For the Three Months Ended March 31,
	2020			2019			2021			2020
Cash paid for amounts included in the measurement of operating lease liabilities	$	9,056		$	9,111		$	2,718		$	2,999
Operating lease right-of-use assets obtained in exchange for lease obligations	$	16,117		$	17,770
Operating lease ROU assets obtained in exchange for lease obligations							$	7,433		$	1,466
Weighted-average remaining lease term - operating leases (years)		6.6			6.6			6.5			6.3
Weighted-average discount rate - operating leases		4.6	%		5.1	%		4.4	%		5.1	%

Future minimum lease payments under non-cancellable leases as of ~~September 30, 2020 are as follows (in thousands):~~

~~Lease balances as of September 30, 2020~~March 31, 2021 are as follows (in thousands):

The Company’s leases do not contain residual value guarantees, material restrictions or covenants, and all sublease transactions are not material. The Company incurred $1.4 million of ROU asset impairments during the ~~nine~~three months ended ~~September 30,~~March 31, 2020 related to facility leases from the SiriusDecisions, Inc. ~~acquisition.~~acquisition that the Company no longer used as a result of the integration of SiriusDecisions. These impairments are recorded in ~~acquisition and~~ integration costs inon the Consolidated Statements of Operations.

The Company ~~received a variable incentive payment of $3.5 million~~disaggregates revenue as set forth in the ~~fourth quarter of 2020 from one of its landlords to terminate the related office space lease early. This amount will be recognized as a reduction in rent expense during the fourth quarter of 2020.~~following tables (in thousands):

Accounts receivable includes amounts billed and currently due from customers. Since the only condition for payment of the Company’s invoices is the passage of time, a receivable is recorded on the date an invoice is issued. Also included in accounts receivable are unbilled amounts resulting from revenue exceeding the amount billed to the customer, where the right to payment is unconditional. If the right to payment for services performed was conditional on something other than the passage of time, the unbilled amount would be recorded as a separate contract asset. There were 0 contract assets as of ~~September 30, 2020~~March 31, 2021 or ~~2019.~~2020.

The majority of the Company’s contracts are non-cancellable. However, for contracts that are cancellable by the customer, the Company does not record a receivable when it issues an invoice. The Company records accounts receivable on these contracts only up to the amount of revenue earned but not yet collected.

In addition, since the majority of the Company’s contracts are for a duration of one year and payment is expected within one year from the transfer of products and services, the Company does not adjust its receivables or transaction prices for the effects of a significant financing component.

The Company refers to contract liabilities as deferred revenue on the Consolidated Balance Sheets. Payment terms in the Company’s customer contracts vary, but generally require payment in advance of fully satisfying the performance obligation(s). Deferred revenue consists of billings in excess of revenue recognized. Similar to accounts receivable, the Company does not record deferred revenue for unpaid invoices issued on a cancellable contract.

During the three months ended ~~September 30,~~March 31, 2021 and 2020, ~~and 2019,~~ the Company recognized ~~revenue~~$72.3 and $69.9 million of ~~$25.5 and $21.2 million,~~revenue, respectively, related to its deferred revenue ~~balance~~balances at the beginning of each such period. During the nine months ended September 30, 2020 and 2019, the Company recognized revenue of $138.6 and $132.8 million, respectively, related to its deferred revenue balance at the beginningJanuary 1 of each such period. To determine revenue recognized in each ~~such~~ period from deferred revenue at the beginning of ~~the~~

each period, the Company first allocates revenue to the individual deferred revenue balance outstanding at the beginning of ~~the~~each period, until the revenue equals that balance.

Approximately ~~$301.0~~$489.0 million of revenue is expected to be recognized during the next 24 months from remaining performance obligations as of ~~September 30, 2020.~~March 31, 2021.

The allowance for expected credit losses on accounts receivable for the three months ended March 31, 2021 is summarized as follows (in thousands):

When evaluating the adequacy of the allowance for expected credit losses, the Company makes judgments regarding the collectability of accounts receivable based, in part, on the Company’s historical loss rate experience, customer concentrations, management’s expectations of future losses as informed by current economic conditions, and changes in customer payment terms. If

the expected financial condition of the Company’s customers were to deteriorate, resulting in an impairment of their ability to make payments, additional allowances may be required. If the expected financial condition of the Company’s customers were to improve, the allowances may be reduced accordingly.

The Company capitalizes commissions paid to sales representatives and related fringe benefits costs that are incremental to obtaining customer contracts. These costs are included in deferred commissions on the Consolidated Balance Sheets. The Company accounts for these costs at a portfolio level as the Company’s contracts are similar in nature and the amortization model used closely matches the amortization expense that would be recognized on a contract-by-contract basis. Costs to obtain a contract are amortized to ~~operations as~~earnings over the initial contract term, which is the same period the related revenue is ~~recognized over the initial contract term.~~recognized. Amortization expense related to deferred commissions for the three months ended ~~September 30,~~March 31, 2021 and 2020 ~~and 2019~~ was ~~$9.9~~$8.8 million and $8.1 ~~million, respectively. Amortization expense related to deferred commissions for the nine months ended September 30, 2020 and 2019 was $27.1 million and $24.1~~ million, respectively. The Company evaluates the recoverability of deferred commissions at each balance sheet date and there were 0 impairments recorded during the three months ended March 31, 2021 and 2020.

The Company ~~enters into~~has a derivative ~~contracts~~contract (an interest rate ~~swap and foreign currency forwards)~~swap) to mitigate the cash flow risk associated with changes in interest rates on its variable rate debt (refer to Note 43 – Debt) ~~and changes in foreign exchange rates on forecasted foreign currency transactions.~~. The Company accounts for its ~~derivate contracts~~derivative contract in accordance with FASB ASC Topic 815 – Derivatives and Hedging (“Topic 815”), which requires all derivatives, including derivatives designated as accounting hedges, to be recorded on the balance sheet at fair value.

At ~~September 30, 2020,~~March 31, 2021, the Company had a single interest rate swap contract that matures in 2022, with an initial notional amount of $95.0 million. The notional amount at ~~September 30, 2020~~March 31, 2021 was ~~$80.6~~$52.7 million. The Company pays a base fixed rate of 1.65275% and in return receives the greater of (1) 1-month LIBOR, rounded up to the nearest 1/16 of a percent, or (2) 0.00%. The fair value of the swap on ~~September 30, 2020~~March 31, 2021 was a liability of ~~$1.4~~$0.9 million (refer to Note 87 – Fair Value Measurements for information on determining the fair value). The liability is included in other non-current liabilities inon the Consolidated Balance Sheets.

The swap has been designated and accounted for as a cash flow hedge of the forecasted interest payments on the Company’s debt. As long as the swap continues to be a highly effective hedge of the designated interest rate risk, changes in the fair value of the swap are recorded in accumulated other comprehensive ~~loss,~~income (loss), a component of ~~equity.~~equity in the Consolidated Balance Sheets. Any ineffective portion of a change in the fair value of a hedge is recorded in earnings.

As required under Topic 815, the swap’s effectiveness is assessed on a quarterly basis. Since its inception, and through ~~September 30, 2020,~~March 31, 2021, the interest rate swap was considered highly effective. Accordingly, the entire negative fair value as of ~~September 30, 2020~~March 31, 2021 of ~~$1.0~~$0.6 million, ~~(net~~net of ~~taxes)~~taxes, is recorded in accumulated other comprehensive loss. The Company expects ~~$0.7~~$0.5 million of this loss, net of taxes, to be reclassified into earnings within the next 12 months.

~~The Company enters into foreign currency forward exchange contracts~~ Realized gains or losses related to ~~mitigate~~ the ~~effects of adverse fluctuations in foreign currency exchange rates on transactions entered into in the normal course of business that~~interest rate swap are denominated in foreign currencies that differ from the local functional currency. These contracts generally have short durations and are recorded at fair value with both realized and unrealized gains and losses recorded in other income (expense), netincluded as operating activities in the Consolidated Statements of ~~Operations because the Company does not designate these contracts as hedges for accounting purposes.~~Cash Flows.

During the nine months ended September 30, 2020, the Company entered into three foreign currency forward exchange contracts, all of which settled by September 30, 2020. Accordingly, as of September 30, 2020, there are no amounts recorded in the Consolidated Balance Sheets for these contracts.

The Company’s derivative ~~counterparties are~~counterparty is an investment grade financial ~~institutions.~~institution. The Company does not have any collateral arrangements with ~~its derivative counterparties~~this counterparty and the derivative ~~contracts do~~contract does not contain credit risk related contingent features. The table below provides information regarding amounts recognized in the Consolidated Statements of Operations for the derivative ~~contracts~~contract for the periods indicated (in thousands):

	Three Months Ended					Nine Months Ended					For the Three Months Ended
	September 30,					September 30,					March 31,
Amount recorded in:	2020			2019		2020			2019		2021			2020
Interest expense (1)	$	(318	)	$	—	$	(556	)	$	—	$	(259	)	$	13
Other income (expense), net (2)		—			—		(157	)		—
Total	$	(318	)	$	—	$	(713	)	$	—	$	(259	)	$	13

~~The Company did 0t have any derivatives as of, or during, the nine months ended September 30, 2019.~~

The carrying amounts reflected inon the Consolidated Balance Sheets for cash, accounts receivable, accounts payable, and accrued expenses ~~(excluding the contingent consideration discussed below)~~ approximate fair value due to their short-term maturities. The Company’s financial instruments also include its outstanding variable-rate borrowings (refer to Note 43 – Debt). The Company believes that the carrying amount of its variable-rate borrowings reasonably approximate their fair values because the rates of interest on those borrowings reflect current market rates of interest.

Additionally, the Company measures certain financial assets and liabilities at fair value on a recurring basis including cash equivalents and its derivative ~~contracts.~~contract. The fair values of these financial assets and liabilities have been classified as Level 1, 2, or 3 within the fair value hierarchy as described in the accounting standards for fair value measurements:

Level 1 — Fair value based on quoted prices in active markets for identical assets or liabilities.

Level 2 — Fair value based on inputs other than Level 1 inputs that are observable, either directly or indirectly, such as quoted prices for similar assets or ~~liabilities;~~liabilities, quoted prices in markets that are not ~~active;~~active, or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities.

Level 3 — Fair value based on unobservable inputs that are supported by little or no market activity and such inputs are significant to the fair value of the assets or liabilities.

The following table represents the Company’s fair value hierarchy for its financial assets and liabilities that are measured at fair value on a recurring basis (in thousands):

As of September 30, 2020

Level 1

Level 2

Level 3

Total

Assets

Money market funds (1)

$
502

$
—

$
—

$
502

Total Assets

$
502

$
—

$
—

$
502

Liabilities

Contingent purchase price (2)

$
—

$
—

$
(2,684
)

$
(2,684
)
Interest rate swap (3)

—

$
(1,441
)

—

$
(1,441
)
Total Liabilities

$
—

$
(1,441
)

$
—

$
(1,441
)

	As of March 31, 2021
	Level 1		Level 2			Total
Assets:
Money market funds (1)	$	503	$	—		$	503
Total Assets	$	503	$	—		$	503

Liabilities:
Interest rate swap (2)		—	$	(880	)	$	(880	)
Total Liabilities	$	—	$	(880	)	$	(880	)

As of December 31, 2019

Level 1

Level 2

Level 3

Total

Assets

Money market funds (1)

$
2,354

$
—

$
—

$
2,354

Total Assets

$
2,354

$
—

$
—

$
2,354

Liabilities

Contingent purchase price (2)

$
—

$
—

$
(2,511
)

$
(2,511
)
Interest rate swap (3)

—

$
(144
)

—

$
(144
)
Total Liabilities

$
—

$
(144
)

$
(2,511
)

$
(2,655
)

	As of December 31, 2020
	Level 1		Level 2			Total
Assets:
Money market funds (1)	$	503	$	—		$	503
Total Assets	$	503	$	—		$	503

Liabilities:
Interest rate swap (2)		—	$	(1,144	)	$	(1,144	)
Total Liabilities	$	—	$	(1,144	)	$	(1,144	)

During the ~~nine~~three months ended ~~September 30, 2020 and 2019,~~March 31, 2021, the Company did not transfer assets or liabilities between levels of the fair value hierarchy. Additionally, there have been no changes to the valuation techniques for Level 2 ~~or Level 3~~ liabilities.

Level 3 activity for the nine months ended September 30, 2020 consisted entirely of the contingent purchase price related to the acquisition of FeedbackNow. Changes in the fair value of Level 3 contingent consideration for the nine months ended September 30, 2020 were as follows (in thousands):

Forrester provides for income taxes on an interim basis according to management’s estimate of the effective tax rate expected to be applicable for the full fiscal year. Certain items such as changes in tax rates, tax benefits or expense related to settlements of share-based payment awards, and foreign currency gains or losses are treated as discrete items and are recorded in the period in which they arise.

Income tax expense for the ~~nine~~three months ended ~~September 30, 2020~~March 31, 2021 was ~~$2.7~~$2.0 million resulting in an effective tax rate of ~~26.0%~~33.4% for the period. Income tax ~~benefit~~expense for the ~~nine~~three months ended ~~September 30, 2019~~March 31, 2020 was ~~$0.1 million~~$19 thousand resulting in an effective tax rate of ~~0.5%~~

negative 3.8% for the period. The increase in income tax expense during the ~~2020~~2021 period was primarily due to the increase in overall U.S. profitability.

The Company anticipates that its effective tax rate for the full year ~~2020~~2021 will be approximately ~~25%~~32%.

On March 27, 2020, Congress enacted the Coronavirus Aid, Relief and Economic Security ("CARES") Act to provide certain relief as a result of the COVID-19 outbreak. The Company ~~is currently evaluating~~evaluated the ~~potential~~ impact ~~that the provisions in~~of the CARES ~~may have on~~Act and determined it was not material to its financial position ~~and~~or results of operations.

The components of accumulated other comprehensive income (loss) are as follows (net of tax, in thousands):

Total Accumulated

Interest Rate

Translation

Other Comprehensive

Swap

Adjustment

Income (Loss)

Balance at June 30, 2020

$
(1,240
)

$
(5,788
)

$
(7,028
)
Other comprehensive income (loss) activity during the period:

Foreign currency translation

—

2,577

2,577

Unrealized loss before reclassification

(23
)

—

(23
)
Reclassification of AOCI/L to income (1)

228

—

228

Other comprehensive income (loss) for the period

205

2,577

2,782

Balance at September 30, 2020

$
(1,035
)

$
(3,211
)

$
(4,246
)


	Interest Rate			Translation
	Swap			Adjustment			Total AOCI/L
Balance at December 31, 2020	$	(821	)	$	131		$	(690	)
Foreign currency translation (1)		—			(2,301	)		(2,301	)
Unrealized gain before reclassification, net of tax of $(1)		4			—			4
Reclassification of AOCI/L to income, net of tax of $(73) (2)		186			—			186
Balance at March 31, 2021	$	(631	)	$	(2,170	)	$	(2,801	)

Total Accumulated

Translation

Other Comprehensive

Adjustment

Income (Loss)

Balance at December 31, 2018

$
(5,154
)

$
(5,154
)
Other comprehensive income (loss) activity during the period:

Foreign currency translation

(1,450
)

(1,450
)
Other comprehensive income (loss) for the period

(1,450
)

(1,450
)
Balance at September 30, 2019

$
(6,604
)

$
(6,604
)


	Interest Rate			Translation
	Swap			Adjustment			Total AOCI/L
Balance at December 31, 2019	$	(104	)	$	(4,753	)	$	(4,857	)
Foreign currency translation (1)		—			(1,920	)		(1,920	)
Unrealized loss, net of tax of $462		(1,181	)		—			(1,181	)
Balance at March 31, 2020	$	(1,285	)	$	(6,673	)	$	(7,958	)

Basic net income (loss) per common share is computed by dividing net income (loss) by the basic weighted average number of common shares outstanding during the period. Diluted net income (loss) per common share is computed by dividing net income (loss) by the diluted weighted average number of common shares and common equivalent shares outstanding during the period. The weighted average number of common equivalent shares outstanding has been determined in accordance with the treasury-stock method. Common equivalent shares consist of common stock issuable on the exercise of outstanding stock options and the vesting of restricted stock units.

	Three Months Ended				Nine Months Ended				Three Months Ended
	September 30,				September 30,				March 31,
	2020		2019		2020		2019		2021		2020
Basic weighted average common shares outstanding		18,872		18,546		18,779		18,448		19,061		18,705
Weighted average common equivalent shares		—		—		94		—		227		—
Diluted weighted average common shares outstanding		18,872		18,546		18,873		18,448		19,288		18,705
Options and restricted stock units excluded from diluted weighted average share calculation as effect would have been anti-dilutive		790		1,090		427		1,086		3		980

Three Months Ended September 30, 2020

Common Stock

Treasury Stock

Accumulated

Number
of
Shares

$0.01
Par
Value

Additional
Paid-in
Capital

Retained
Earnings

Number
of
Shares

Cost

Other
Comprehensive
Income (Loss)

Total
Equity

Balance at June 30, 2020

23,401

$
234

$
222,778

$
129,314

4,631

$
(171,889
)

$
(7,028
)

$
173,409

Issuance of common stock under
stock plans, net

178

2

(422
)

—

—

—

—

(420
)
Stock-based compensation expense

—

—

2,697

—

—

—

—

2,697

Net loss

—

—

—

(3,760
)

—

—

—

(3,760
)
Other comprehensive income

—

—

—

—

—

—

2,782

2,782

Balance at September 30, 2020

23,579

$
236

$
225,053

$
125,554

4,631

$
(171,889
)

$
(4,246
)

$
174,708

Three Months Ended September 30, 2019

Common Stock

Treasury Stock

Accumulated

Number
of
Shares

$0.01
Par
Value

Additional
Paid-in
Capital

Retained
Earnings

Number
of
Shares

Cost

Other
Comprehensive
Income (Loss)

Total
Equity

Balance at June 30, 2019

23,089

$
231

$
210,378

$
115,956

4,631

$
(171,889
)

$
(4,990
)

$
149,686

Issuance of common stock under
stock plans, net

158

1

(794
)

—

—

—

—

(793
)
Stock-based compensation expense

—

—

3,072

—

—

—

—

3,072

Net loss

—

—

—

(2,699
)

—

—

—

(2,699
)
Other comprehensive loss

—

—

—

—

—

—

(1,614
)

(1,614
)
Balance at September 30, 2019

23,247

$
232

$
212,656

$
113,257

4,631

$
(171,889
)

$
(6,604
)

$
147,652

Nine Months Ended September 30, 2020

Common Stock

Treasury Stock

Accumulated

Number
of
Shares

$0.01
Par
Value

Additional
Paid-in
Capital

Retained
Earnings

Number
of
Shares

Cost

Other
Comprehensive
Income (Loss)

Total
Equity

Balance at December 31, 2019

23,275

$
233

$
216,454

$
118,147

4,631

$
(171,889
)

$
(4,857
)

$
158,088

Issuance of common stock under
   stock plans, net

304

3

635

—

—

—

—

638

Stock-based compensation expense

—

—

7,964

—

—

—

—

7,964

Cumulative effect adjustment due
   to adoption of new accounting
   pronouncement, net of tax of $61

—

—

—

(157
)

—

—

—

(157
)
Net income

—

—

—

7,564

—

—

—

7,564

Other comprehensive income

—

—

—

—

—

—

611

611

Balance at September 30, 2020

23,579

$
236

$
225,053

$
125,554

4,631

$
(171,889
)

$
(4,246
)

$
174,708

Nine Months Ended September 30, 2019

Common Stock

Treasury Stock

Accumulated

Number
of
Shares

$0.01
Par
Value

Additional
Paid-in
Capital

Retained
Earnings

Number
of
Shares

Cost

Other
Comprehensive
Income (Loss)

Total
Equity

Balance at December 31, 2018

22,951

$
230

$
200,696

$
127,717

4,631

$
(171,889
)

$
(5,154
)

$
151,600

Issuance of common stock under
stock plans, net

296

2

3,355

—

—

—

—

3,357

Stock-based compensation expense

—

—

8,605

—

—

—

—

8,605

Net loss

—

—

—

(14,460
)

—

—

—

(14,460
)
Other comprehensive loss

—

—

—

—

—

—

(1,450
)

(1,450
)
Balance at September 30, 2019

23,247

$
232

$
212,656

$
113,257

4,631

$
(171,889
)

$
(6,604
)

$
147,652

	Three Months Ended March 31, 2021
	Common Stock								Treasury Stock					Accumulated
	Number of Shares		$0.01 Par Value		Additional Paid-in Capital		Retained Earnings		Number of Shares		Cost			Other Comprehensive Income (Loss)			Total Stockholders' Equity
Balance at December 31, 2020		23,648	$	236	$	230,128	$	127,981		4,631	$	(171,889	)	$	(690	)	$	185,766
Issuance of common stock under stock plans, including tax effects		107		2		2,132		—		—		—			—			2,134
Stock-based compensation expense		—		—		2,492		—		—		—			—			2,492
Net income		—		—		—		3,956		—		—			—			3,956
Net change in interest rate swap, net of tax		—		—		—		—		—		—			190			190
Foreign currency translation		—		—		—		—		—		—			(2,301	)		(2,301	)
Balance at March 31, 2021		23,755	$	238	$	234,752	$	131,937		4,631	$	(171,889	)	$	(2,801	)	$	192,237

	Three Months Ended March 31, 2020
	Common Stock									Treasury Stock					Accumulated
	Number of Shares		$0.01 Par Value		Additional Paid-in Capital		Retained Earnings			Number of Shares		Cost			Other Comprehensive Income (Loss)			Total Stockholders' Equity
Balance at December 31, 2019		23,275	$	233	$	216,454	$	118,147			4,631	$	(171,889	)	$	(4,857	)	$	158,088
Issuance of common stock under stock plans, including tax effects		114		1		1,052		—			—		—			—			1,053
Stock-based compensation expense		—		—		2,802		—			—		—			—			2,802
Cumulative effect adjustment due to adoption of new accounting pronouncement, net of tax		—		—		—		(157	)		—		—			—			(157	)
Net loss		—		—		—		(513	)		—		—			—			(513	)
Net change in interest rate swap, net of tax		—		—		—		—			—		—			(1,181	)		(1,181	)
Foreign currency translation		—		—		—		—			—		—			(1,920	)		(1,920	)
Balance at March 31, 2020		23,389	$	234	$	220,308	$	117,477			4,631	$	(171,889	)	$	(7,958	)	$	158,172

Restricted stock unit activity for the ~~nine~~three months ended ~~September 30, 2020~~March 31, 2021 is presented below (in thousands, except per share data):

				Weighted-					Weighted-
				Average					Average
	Number of			Grant Date		Number of			Grant Date
	Shares			Fair Value		Shares			Fair Value
Unvested at December 31, 2019		656		$	42.94
Unvested at December 31, 2020							642		$	38.99
Granted		355			35.10		7			46.04
Vested		(267	)		42.21		(38	)		41.24
Forfeited		(84	)		43.60		(13	)		39.44
Unvested at September 30, 2020		660		$	38.94
Unvested at March 31, 2021							598		$	38.93

Stock option activity for the ~~nine~~three months ended ~~September 30, 2020~~March 31, 2021 is presented below (in thousands, except per share data and contractual term):

				Weighted -		Weighted -
				Average		Average
				Exercise		Remaining		Aggregate
	Number			Price Per		Contractual		Intrinsic
	of Shares			Share		Term (in years)		Value
Outstanding at December 31, 2020		292		$	35.46
Exercised		(30	)		36.04
Outstanding at March 31, 2021		262		$	35.40		3.15	$	1,859
Vested and Exercisable at March 31, 2021		262		$	35.40		3.15	$	1,859

Weighted -

Weighted -

Average

Average

Exercise

Remaining

Aggregate

Number

Price Per

Contractual

Intrinsic

of Shares

Share

Term (in years)

Value

Outstanding at December 31, 2019

436

$
35.62

Granted

—

—

Exercised

(29
)

32.94

Forfeited

(53
)

37.75

Outstanding at September 30, 2020

354

$
35.52

3.26

$
28

Vested and Exercisable at September 30, 2020

354

$
35.52

3.26

$
28

NaN stock options were granted or forfeited during the three months ended March 31, 2021.

Forrester recognizes the fair value of stock-based compensation over the requisite service period of the individual grantee, which generally equals the vesting period. Stock-based compensation was recorded in the following expense categories inon the Consolidated Statements of Operations (in thousands):

Forrester utilizes the Black-Scholes valuation model for estimating the fair value of shares subject to purchase under the employee stock purchase plan, which were valued using the following assumptions:

	Three Months Ended						Nine Months Ended						Three Months Ended
	September 30,						September 30,						March 31,
	2020			2019			2020			2019			2021			2020
Average risk-free interest rate		0.12	%		1.89	%		0.12	%		1.89	%		0.05	%		0.30	%
Expected dividend yield		0.0	%		0.0	%		0.0	%		0.0	%		0.0	%		0.0	%
Expected life	0.5 Years			0.5 Years			0.5 Years			0.5 Years			0.5 Years			0.5 Years
Expected volatility		93	%		30	%		93	%		30	%		35	%		26	%
Weighted average fair value	$	14.57		$	8.29		$	14.57		$	8.29		$	11.50		$	8.10

In 2019, the Company suspended its dividends program as a result of the acquisition of SiriusDecisions, ~~on January 3, 2019 (refer to Note 2 –~~ ~~Acquisitions)~~,Inc. and the related debt incurred to fund the acquisition (refer to Note 43 – Debt). The Company did notnot declare or pay any dividends in the ~~nine~~three months ended ~~September 30,~~March 31, 2021 and 2020, ~~and 2019,~~ respectively.

As of ~~September 30, 2020,~~March 31, 2021, Forrester’s Board of Directors had authorized an aggregate $535.0 million to purchase common stock under its stock repurchase program. The shares repurchased may be used, among other things, in connection with Forrester’s equity incentive and purchase plans. In the ~~nine~~three months ended ~~September 30,~~March 31, 2021 and 2020, ~~and 2019,~~ the Company did 0t repurchase any shares of common stock. From the inception of the program through ~~September 30, 2020,~~March 31, 2021, the Company repurchased 16.3 million shares of common stock at an aggregate cost of $474.9 million.

At September 30, 2020 and December 31, 2019, the carrying value of the Company’s non-marketable investments, which were composed of interests in technology-related private equity funds, was $0.5 million and $2.5 million, respectively, and is included in Other assets in the Consolidated Balance Sheets.

The Company’s non-marketable investments are accounted for using the equity method as the investments are limited partnerships and the Company has an ownership interest in excess of 5% and, accordingly, the Company records its share of the investee’s operating results each period. Gains from non-marketable investments were 0 and $2.4 million during the three and nine months ended September 30, 2020, respectively, and are included in Gain (loss) on investments, net in the Consolidated Statements of Operations. Gains and losses from non-marketable investments were immaterial during the three months ended September 30, 2019. Losses from non-marketable investments were $0.1 million during the nine months ended September 30, 2019.

The Company uses the cumulative earnings approach to classify distributions received from equity method investments. During the three and nine months ended September 30, 2020, $4.3 million was distributed from the funds to the Company. This amount was included within Other investing activity in the Consolidated Statements of Cash Flows as it was considered a return on investment. During the three and nine months ended September 30, 2019, 0 distributions were received from the funds.

~~As described in the~~The Company’s Form 8-K filed on April 2, 2020, Forrester’s Chief Product Officer resigned from the Company effective April 17, 2020. Subsequently, the Chief Product Officer position was eliminated and the Company reorganized its operations ~~to reflect~~are grouped into 3 ~~lines of business:~~segments: Research, Consulting, and Events. ~~As a result~~These segments are based on the management structure of ~~these changes, during the three months ended June 30, 2020,~~ the Company ~~realigned its internal reporting into Research, Consulting,~~ and ~~Events.~~how management uses financial information to evaluate performance and determine how to allocate resources. The ~~realignment eliminated the Products~~Company’s products and services are delivered through each segment as described below. Additionally, the ~~product lines and organizations supporting~~tables below include the ~~related~~reclassification of revenues ~~began operating under~~for the ~~new management structure. The prior period amounts have been revised to conform to~~components of the ~~current presentation.~~Company’s CV subscription research products, as described further in Note 1: Interim Consolidated Financial Statements.

The Research segment includes the revenues from all of the Company’s research products as well as consulting revenues from advisory services (such as speeches and advisory days) delivered by the Company’s research organization. Research ~~Connect and Analytics products and~~segment costs include the cost of the organizations responsible for developing and delivering these ~~products. In~~products in addition ~~this segment includes Consulting revenues from advisory services (such as workshops, speeches and advisory days) delivered by~~to the ~~Company’s research and analytics analysts. The~~ costs of the product management organization responsible for product pricing and packaging, and the launch of new products. In May 2021, the Company announced the launch of a new research portfolio called Forrester Decisions, anticipated to be available in August 2021. This new portfolio of products ~~is included~~will help executives, functional leaders, and their teams, across technology, marketing,customer experience, sales, and product management, plan and pursue initiatives for driving growth. The Forrester Decisions product combines the research, frameworks, models, and methodologies of the Company’s Forrester Research and SiriusDecisions Research product offerings, as well as features of the Company’s Connect and Analytics products. In connection with the launch of Forrester Decisions, the Company will no longer provide disaggregation of revenue by its research products in ~~this segment.~~the segment tables below (refer to Note 5 – Revenue and Related Matters for disclosure of disaggregated revenue).

The Consulting segment includes the revenues and the related costs of the Company’s project consulting organization. The project consulting organization delivers a majority of the Company’s project consulting revenue and certain advisory services.

The Events segment includes the revenues and the costs of the organization responsible for developing and hosting in-person and virtual events.

~~The Company evaluates reportable segment performance and allocates resources based on segment revenues and expenses.~~ Segment expenses include the direct expenses of each segment organization and ~~excludes~~exclude selling and marketing expenses, general and administrative expenses, stock-based compensation expense, depreciation expense, adjustments to incentive bonus compensation from target amounts, amortization of intangible assets, interest and other expense, and gains ~~(losses)~~ on investments. The accounting policies used by the segments are the same as those used in the consolidated financial statements.

The Company provides ~~disaggregated revenue~~information by ~~product~~reportable segment in the ~~segment~~ tables below (in thousands):

Research

Consulting

Events

Consolidated

Three Months Ended September 30, 2020

Research revenues

Research

$
54,107

$
—

$
—

$
54,107

Connect

13,710

—

—

13,710

Analytics

4,996

—

—

4,996

Total research revenues

72,813

—

—

72,813

Consulting

13,372

21,261

—

34,633

Events

—

—

1,131

1,131

Total segment revenues

86,185

21,261

1,131

108,577

Segment expenses

(28,645
)

(9,646
)

(1,284
)

(39,575
)
Selling, marketing, administrative and other expenses

(63,778
)
Amortization of intangible assets

(4,722
)
Acquisition and integration costs

(328
)
Interest expense, other expense and gains on investments

(1,533
)
Loss before income taxes

$
(1,359
)

	Research Segment			Consulting Segment			Events Segment			Consolidated
Three Months Ended March 31, 2021
Research revenues	$	74,968		$	—		$	—		$	74,968
Consulting revenues		12,731			25,819			—			38,550
Events revenues		—			—			263			263
Total segment revenues		87,699			25,819			263			113,781
Segment expenses		(30,717	)		(12,325	)		(714	)		(43,756	)
Selling, marketing, administrative and other expenses											(58,468	)
Amortization of intangible assets											(3,903	)
Integration costs											(118	)
Interest expense, other expense, and gains on investments											(1,599	)
Loss before income taxes										$	5,937

Research

Consulting

Events

Consolidated

Three Months Ended September 30, 2019

Research revenues

Research

$
55,022

$
—

$
—

$
55,022

Connect

14,257

—

—

14,257

Analytics

5,269

—

—

5,269

Total research revenues

74,548

—

—

74,548

Consulting

13,357

19,262

—

32,619

Events

—

—

1,429

1,429

Total segment revenues

87,905

19,262

1,429

108,596

Segment expenses

(28,632
)

(9,299
)

(1,733
)

(39,664
)
Selling, marketing, administrative and other expenses

(62,524
)
Amortization of intangible assets

(5,654
)
Acquisition and integration costs

(2,394
)
Interest expense, other income and losses on investments

(1,794
)
Loss before income taxes

$
(3,434
)

Research

Consulting

Events

Consolidated

Nine Months Ended September 30, 2020

Research revenues

Research

$
163,071

$
—

$
—

$
163,071

Connect

40,677

—

—

40,677

Analytics

15,482

—

—

15,482

Total research revenues

219,230

—

—

219,230

Consulting

40,749

62,231

—

102,980

Events

—

—

6,253

6,253

Total segment revenues

259,979

62,231

6,253

328,463

Segment expenses

(81,979
)

(29,766
)

(5,167
)

(116,912
)
Selling, marketing, administrative and other expenses

(181,463
)
Amortization of intangible assets

(14,147
)
Acquisition and integration costs

(3,815
)
Interest expense, other expense and gains on investments

(1,904
)
Income before income taxes

$
10,222

Research

Consulting

Events

Consolidated

Nine Months Ended September 30, 2019

Research revenues

Research

$
161,107

$
—

$
—

$
161,107

Connect

41,895

—

—

41,895

Analytics

16,434

—

—

16,434

Total research revenues

219,436

—

—

219,436

Consulting

42,768

55,654

—

98,422

Events

—

—

19,570

19,570

Total segment revenues

262,204

55,654

19,570

337,428

Segment expenses

(89,780
)

(28,207
)

(13,398
)

(131,385
)
Selling, marketing, administrative and other expenses

(189,134
)
Amortization of intangible assets

(16,963
)
Acquisition and integration costs

(7,848
)
Interest expense, other expense and losses on investments

(6,631
)
Loss before income taxes

$
(14,533
)

	Research Segment			Consulting Segment			Events Segment			Consolidated
Three Months Ended March 31, 2020
Research revenues	$	74,267		$	—		$	—		$	74,267
Consulting revenues		12,582			19,406			—			31,988
Events revenues		—			—			90			90
Total segment revenues		86,849			19,406			90			106,345
Segment expenses		(27,464	)		(10,021	)		(677	)		(38,162	)
Selling, marketing, administrative and other expenses											(59,875	)
Amortization of intangible assets											(4,712	)
Integration costs											(2,875	)
Interest expense, other income, and gains on investments											(1,215	)
Loss before income taxes										$	(494	)

From time to time, the Company may be subject to legal proceedings and civil and regulatory claims that arise in the ordinary course of its business activities. Regardless of the outcome, litigation can have a material adverse effect on the Company because of defense and settlement costs, diversion of management resources, and other factors.

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

This Quarterly Report on Form 10-Q contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Words such as “expects,” “believes,” “anticipates,” “intends,” “plans,” “estimates,” or similar expressions are intended to identify these forward-looking statements. Reference is made in particular to our statements about possible acquisitions, ~~payments pursuant to existing acquisition agreements, acquisition and integration costs,~~ future dividends, future share repurchases, future growth rates, results from operations and ~~operating income,~~tax rates, the launch of Forrester Decisions, future compliance with financial covenants under our credit facility, future interest expense, anticipated increases in, and productivity of, our sales force and headcount, ~~and~~ the adequacy of our cash, and cash flows to satisfy our working capital and capital ~~expenditures.~~expenditures, and the anticipated impact of accounting standards. These statements are based on our current plans and expectations and involve risks and ~~uncertainties that could cause actual future activities and results of operations to be materially different from those set forth in the forward-looking statements.~~uncertainties. Important factors that could cause actual future activities and results to differ include, among others, our ability to retain and enrich subscriptions to, and licenses of, our Research ~~Connect,~~products and ~~Analytics products,~~services, our ability to fulfill existing or generate new ~~advisory and~~ consulting engagements and advisory services, our ability to generate and increase demand for the Events we host, technology spending, our ability to mitigate the adverse impact from the widespread outbreak of COVID-19 which could disrupt or restrict our ability to sell or fulfill, or reduce demand for, our products, services, and events, the risks and challenges inherent in international business activities including any impact of Brexit, our ability to offer new products and services, our dependence on key personnel, our ability to attract and retain qualified professional staff, our ability to respond to business and economic conditions and market trends, ~~our ability to integrate the operations of acquired companies,~~ the impact of our outstanding debt, competition and industry consolidation, possible variations in our quarterly operating results, concentration of our stock ownership, the possibility of network disruptions and security breaches, ~~competition and industry consolidation,~~ our ability to enforce and protect our intellectual property rights, compliance with privacy laws, ~~possible variations in our quarterly operating results,~~ taxation risks, ~~concentration of our stock ownership,~~ and any weakness identified in our system of internal controls. These risks are described more completely in our Annual Report on Form 10-K for the year ended December 31, ~~2019 and in Item 1A of Part II of this Quarterly Report on Form 10-Q for the quarter ended September 30,~~ 2020. We undertake no obligation to update publicly any forward-looking statements, whether as a result of new information, future events, or otherwise.

The COVID-19 pandemic ~~has~~ significantly affected us beginning in March 2020 primarily through lower contract bookings and a reduction in revenues from the conversion of our events from in-person events to virtual events. ~~We had previously announced that our events for the remainder of 2020 will be held as virtual events.~~ While the duration and severity of ~~this~~the pandemic is uncertain, we ~~currently expect the reduction~~did experience a rebound in ~~our subscription Research, Connect and Analytics revenues to continue during~~contract bookings beginning in the fourth quarter of 2020 ~~due to reduced customer contract booking activity that began in March 2020~~ and ~~continued into~~continuing through the ~~third~~first quarter of ~~2020.~~ 2021. We expect that trend to continue in 2021. Our events business continues to be negatively affected by the pandemic. As we previously announced, all events in the first half of 2021 will be held as virtual events, including two of our flagship events, B2B Summit North America and CX North America. We hope to hold our events during the second half of 2021 as hybrid events, consisting of both in-person and virtual experiences.

The extent to which the COVID-19 pandemic ultimately impacts our business, financial condition, results of operations, cash flows, and liquidity may differ from our current estimates due to inherent uncertainties regarding the duration and further spread of the outbreak, its severity, actions taken to contain the virus or treat its impact, and how quickly and to what extent normal economic and operating conditions can resume.

We have implemented several cost-reduction measures that include reductions to travel, new hiring, and employee incentive compensation programs. We will continue to proactively respond to the situation and may take further actions that alter our business operations as may be required by governmental authorities, or that we determine are in the best interests of our employees and customers.

As previously noted, on January 3, 2019, we acquired 100% of the issued and outstanding shares of SiriusDecisions, Inc., a privately held company based in Wilton, Connecticut with approximately 350 employees globally. SiriusDecisions equips business-to-business (B2B) sales, marketing, and product leaders with the actionable research, frameworks, tools, operational benchmarks and expert advice to maximize performance and drive alignment. Pursuant to the terms of the merger agreement, we paid $246.8 million at closing. Net cash paid, which accounts for the cash acquired of $7.9 million and a subsequent working capital adjustment, was $237.7 million. We paid for the acquisition with $175.0 million of debt and cash on hand. Refer to Note 2 - ~~Acquisitions~~ ~~and Note 4 –~~ ~~Debt~~ ~~in the Notes to Consolidated Financial Statements for more information on the acquisition and related debt obligations.~~

We derive revenues from subscriptions to our Research ~~Connect and Analytics~~ products and services, licensing electronic “reprints” of our Research, performing consulting projects and advisory services, ~~and consulting projects,~~ and hosting Events. We offer contracts for our Research ~~Connect and Analytics~~ products that are typically renewable annually and payable in advance. Subscription ~~product revenues~~products are recognized as revenue ratably over the term of the contract. Accordingly, a substantial portion of our billings are initially recorded as deferred revenue. Reprints include an obligation to deliver a customer-selected research document and certain usage data provided through an on-line platform, which represents two performance obligations. We recognize revenue for the performance obligation for the data portion of the reprint ratably over the license term. We recognize revenue for the performance obligation for the research document at the time of providing access to the document. Billings for licensing of reprints are initially recorded as deferred revenue. Clients purchase ~~advisory~~consulting projects and ~~consulting~~advisory services independently and/or to supplement their access to our ~~subscription~~subscription-based products. Consulting project revenues, which ~~generally~~ are ~~short-term in nature and~~ based upon fixed-fee agreements, are recognized as the services are provided. Advisory service revenues, such as ~~workshops,~~ speeches and advisory days, are recognized when the service is

complete or the customer receives the agreed upon deliverable. Billings attributable to consulting projects and advisory services ~~and consulting projects~~ are initially recorded as deferred revenue. Events revenues consist of ticket orand sponsorship sales for a Forrester-hosted event. Billings for Events are also initially recorded as deferred revenue and are recognized as revenue upon completion of each Event.

Our primary operating expenses consist of cost of services and fulfillment, selling and marketing expenses, and general and administrative expenses. Cost of services and fulfillment represents the costs associated with the production and delivery of our products and services, including salaries, bonuses, employee benefits, and stock-based compensation expense for all personnel that produce and deliver our products and services, including all associated editorial, travel, and support services. Selling and marketing expenses include salaries, sales commissions, bonuses, employee benefits, stock-based compensation expense, travel expenses, promotional costs, and other costs incurred in marketing and selling our products and services. General and administrative expenses include the costs of the technology, operations, finance, and human resources groups and our other administrative functions, including

salaries, bonuses, employee benefits, and stock-based compensation expense. Overhead costs such as facilities and annual fees for cloud-based information technology systems are allocated to these categories according to the number of employees in each group.

~~Deferred revenue, agreement~~Effective for the first quarter of 2021, we have modified our key metrics to focus on our contract value (“CV”) products (as described below) in comparison to our prior metrics which included measures of our broader product portfolio. For 2021, we have focused on increasing our CV product bookings and have modified our compensation programs and metrics accordingly. We are focusing on CV products as these products are our most profitable products and historically our contracts for CV products have renewed at high rates (as measured by our client retention and wallet retention metrics). Our CV products make up essentially all of our research revenues.

We have included the historical calculation of the metrics below, dating back to the first quarter of 2019, on the investor relations section of our website.

Contract value, client retention, ~~dollar~~wallet retention, ~~enrichment,~~ and number of clients are metrics that we believe are important to understanding our research business. ~~We believe that the amount of deferred revenue, along with the agreement value of contracts, provide a significant measure of our business activity.~~ We define these metrics as follows:

Client retention ~~dollar~~and wallet retention ~~and enrichment~~ are not necessarily indicative of the rate of future retention of our revenue base. A summary of our key metrics is as follows (dollars in millions):

As of

Absolute

Percentage

September 30,

Increase

Increase

2020

2019

(Decrease)

(Decrease)

Deferred revenue

$
155.4

$
168.0

$
(12.6
)

(8
%)
Agreement value

$
337.9

$
355.2

$
(17.3
)

(5
%)
Client retention

65
%

73
%

(8
)

(11
%)
Dollar retention

88
%

90
%

(2
)

(2
%)
Enrichment

98
%

111
%

(13
)

(12
%)
Number of clients

2,660

2,867

(207
)

(7
%)

	As of						Absolute			Percentage
	March 31,						Increase			Increase
	2021			2020			(Decrease)			(Decrease)
Contract value	$	307.3		$	308.0		$	(0.7	)		—
Client retention		75	%		74	%		1			1	%
Wallet retention		89	%		90	%		(1	)		(1	%)
Number of clients		2,907			2,835			72			3	%

~~Deferred revenue~~Contract value and ~~agreement value decreased 8% and 5%, respectively,~~our retention metrics were essentially flat at ~~September 30, 2020~~March 31, 2021 compared to the prior year ~~primarily due to a reduction in contract bookings~~ period. These metrics were at their lows during the ~~nine months ended September 30,~~second and third quarters of 2020 as contract booking declined during 2020 due to the ~~negative economic effects~~pandemic. We have seen an improvement in these metrics from their lows in the middle of ~~COVID-19. Retention and enrichment rates decreased from the prior year due to the decrease in~~2020 as contract bookings ~~experienced in 2020.~~expanded during the second half of 2020 and the first quarter of 2021.

Management’s discussion and analysis of financial condition and results of operations are based upon our consolidated financial statements, which have been prepared in accordance with generally accepted accounting principles in the United States of America (“GAAP”). The preparation of these financial statements requires us to make estimates and judgments that affect the reported amounts of assets, liabilities, revenues and expenses, and related disclosure of contingent assets and liabilities. On an ongoing basis, we evaluate our policies and estimates, including but not limited to, those related to our revenue recognition, leases, goodwill, intangible and other long-lived assets, and income taxes. Management bases its estimates on historical experience, data available at the time the estimates are made and various assumptions that are believed to be reasonable under the circumstances, the results of which form the

basis for making judgments about the carrying values of assets and liabilities that are not readily apparent from other sources. Actual results may differ from these estimates under different assumptions or conditions. Our critical accounting policies and estimates are described in our Annual Report on Form 10-K for the year ended December 31, ~~2019.~~2020.

The following table sets forth our statement of operations as a percentage of total revenues for the periods indicated:

	Three Months Ended						Nine Months Ended						Three Months Ended
	September��30,						September 30,						March 31,
	2020			2019			2020			2019			2021			2020
Revenues:
Research		67.1	%		68.6	%		66.7	%		65.0	%
Consulting		31.9			30.0			31.4			29.2
Events		1.0			1.4			1.9			5.8
Research revenues														65.9	%		69.8	%
Consulting revenues														33.9			30.1
Events revenues														0.2			0.1
Total revenues		100.0			100.0			100.0			100.0			100.0			100.0
Operating expenses:
Cost of services and fulfillment		42.5			41.4			40.6			43.4			41.7			40.8
Selling and marketing		38.9			38.3			37.0			37.8			34.5			37.9
General and administrative		11.5			12.5			10.9			11.8			11.6			11.3
Depreciation		2.3			2.0			2.3			1.9			2.1			2.2
Amortization of intangible assets		4.3			5.2			4.3			5.0			3.4			4.4
Acquisition and integration costs		0.3			2.1			1.2			2.4
Income (loss) from operations		0.2			(1.5	)		3.7			(2.3	)
Integration costs														0.1			2.7
Income from operations														6.6			0.7
Interest expense		(1.2	)		(1.8	)		(1.2	)		(1.9	)		(1.0	)		(1.4	)
Other income (expense), net		(0.3	)		0.1			(0.1	)		(0.1	)		(0.4	)		0.2
Gain (loss) on investments, net		—			—			0.7			—
Gain on investments, net														—			—
Income (loss) before income taxes		(1.3	)		(3.2	)		3.1			(4.3	)		5.2			(0.5	)
Income tax expense (benefit)		2.2			(0.7	)		0.8			—
Income tax expense														1.7			—
Net income (loss)		(3.5	%)		(2.5	%)		2.3	%		(4.3	%)		3.5	%		(0.5	%)

Three ~~and Nine~~ Months Ended ~~September 30,~~March 31, 2021 and 2020 ~~and 2019~~

Three Months Ended

Absolute

Percentage

September 30,

Increase

Increase

2020

2019

(Decrease)

(Decrease)

(dollars in millions)

Total revenues

$
108.6

$
108.6

—

—

Research revenues

$
72.8

$
74.5

$
(1.7
)

(2
%)
Consulting revenues

$
34.6

$
32.6

$
2.0

6
%
Events revenues

$
1.2

$
1.5

$
(0.3
)

(20
%)
Revenues attributable to customers outside of the U.S.

$
22.4

$
23.3

$
(0.9
)

(4
%)
Percentage of revenue attributable to customers
outside of the U.S.

21
%

21
%

—

—

Number of events

2

3

(1
)

(33
%)

	Nine Months Ended						Absolute			Percentage			Three Months Ended						Absolute		Percentage
	September 30,						Increase			Increase			March 31,						Increase		Increase
	2020			2019			(Decrease)			(Decrease)			2021			2020			(Decrease)		(Decrease)
	(dollars in millions)												(dollars in millions)
Total revenues	$	328.5		$	337.4		$	(8.9	)		(3	%)	$	113.8		$	106.3		$	7.4		7	%
Research revenues	$	219.2		$	219.4		$	(0.2	)		—		$	75.0		$	74.3		$	0.7		1	%
Consulting revenues	$	103.0		$	98.4		$	4.6			5	%	$	38.6		$	32.0		$	6.6		21	%
Events revenues	$	6.3		$	19.6		$	(13.3	)		(68	%)	$	0.3		$	0.1		$	0.2		192	%
Revenues attributable to customers outside of the U.S.	$	65.8		$	70.2		$	(4.4	)		(6	%)	$	26.8		$	21.4		$	5.5		26	%
Percentage of revenue attributable to customers outside of the U.S.		20	%		21	%		(1	)		(5	%)		24	%		20	%		4		20	%
Number of events		5			12			(7	)		(58	%)		—			—			—		—

Total revenues ~~remained essentially consistent and decreased 3%~~increased 7% during the three ~~and nine~~ months ended ~~September 30, 2020, respectively,~~March 31, 2021 compared to the prior year ~~periods. This includes~~period, with 1% of the ~~fair value adjustment of pre-acquisition deferred revenue, which reduced revenues during the three and nine months ended September 30, 2019, favorably impacting the comparable periods~~increase due to changes in ~~2020 by 1% and 3%, respectively.~~foreign currencies. Revenues from customers outside the U.S. ~~decreased~~ increased 25%~~4% and 6%~~ during the three ~~and nine~~ months ended ~~September 30, 2020, respectively, which was primarily~~March 31, 2021, due to ~~a decrease~~an increase in revenues in ~~Canada and~~ the United ~~Kingdom.~~Kingdom, Asia Pacific region, Europe and Canada. Approximately 7% of the increase was due to changes in foreign currencies.

Research revenues are recognized as revenue primarily on a ratable basis over the term of the contracts, which are generally twelve-month periods. Research revenues ~~decreased 2%~~increased 1% during the three months ended March 31, 2021 compared to the prior year period, which primarily resulted from flat contract value growth during this period.

Consulting revenues increased 21% during the three months ended March 31, 2021 compared to the prior year period due to continued strong demand for our content marketing offerings and growth in our advisory services.

Events revenues were insignificant and remained essentially consistent during the three ~~and nine~~ months ended September 30, 2020, respectively, compared to the prior year periods. This includes the fair value adjustment of pre-acquisition deferred revenue, which reduced revenues during the three and nine months ended September 30, 2019, favorably impacting the comparable periods in 2020 by 2% and 4%, respectively. During the three and nine months ended September 30, 2020, the decrease in Research revenues, after adjusting for the deferred revenue fair value adjustment, was driven by reduced revenues for the Research, Connect, and Analytics products.

Consulting revenues increased 6% and 5% during the three and nine months ended September 30, 2020, respectively, compared to the prior year periods primarily due to growth in project consulting that was partially offset by slower growth in advisory services.

Events revenues decreased 20% and 68% during the three and nine months ended September 30, 2020, respectively, compared to the prior year periods. This includes the fair value adjustment of pre-acquisition deferred revenue, which reduced revenues during the nine months ended September 30, 2019, favorably impacting the comparable period in 2020 by 13%. ~~The decrease in Events revenues was due to lower sponsorship revenues in 2020~~March 31, 2021 compared to the prior year period ~~due primarily to the change to virtual~~as no events ~~as a result of the COVID-19 pandemic, and, to a lesser extent, having seven fewer events~~took place during ~~the 2020~~either period.

Refer to the “Segments Results” section below for a discussion of revenues and expenses by segment.

	Nine Months Ended						Absolute			Percentage			Three Months Ended						Absolute			Percentage
	September 30,						Increase			Increase			March 31,						Increase			Increase
	2020			2019			(Decrease)			(Decrease)			2021			2020			(Decrease)			(Decrease)
Cost of services and fulfillment (dollars in millions)	$	133.4		$	146.6		$	(13.2	)		(9	%)	$	47.5		$	43.4		$	4.1			10	%
Cost of services and fulfillment as a percentage of total revenues		40.6	%		43.4	%		(2.8	)		(6	%)		41.7	%		40.8	%		0.9			2	%
Service and fulfillment employees (at end of period)														760			786			(26	)		(3	%)

Cost of services and fulfillment expenses increased 3%10% during the three months ended ~~September 30, 2020~~March 31, 2021 compared to the prior year period. The increase was primarily due to (1) a ~~$2.9~~$4.0 million increase in compensation and ~~benefits~~benefit costs due to ~~an increase in headcount, merit increases, and the reinstatement of some employee benefits during the third quarter~~reinstating incentive bonus programs that were ~~previously suspended~~eliminated as part of the cost-reduction measures implemented in 2020 as a result of the impact of the COVID-19 pandemic, merit increases, and severance costs, and (2) a ~~$0.9~~$2.3 million increase in professional services costs primarily due to ~~an increase~~increases in outsourced services related to revenue delivery and survey costs. These increases were partially offset by a $1.5 million decrease in travel and entertainment expenses due to reduced travel as a result of the COVID-19 pandemic.

Selling and marketing expenses decreased 2% during the three months ended March 31, 2021 compared to the prior year period. The decrease was primarily due to (1) a ~~$1.8~~$1.7 million decrease in travel and entertainment expenses due to reduced travel as a result of the COVID-19 pandemic, and (2) a ~~$0.5 million~~

~~decrease in event expenses due to switching our events to virtual delivery as a result of the COVID-19 pandemic, and one less event compared to the prior year period.~~

Cost of services and fulfillment expenses decreased 9% during the nine months ended September 30, 2020 compared to the prior year period. The decrease was primarily due to (1) an $8.3 million decrease in event expenses due to switching our events to virtual delivery as a result of the COVID-19 pandemic, as well as seven less events compared to the prior year period, (2) a $5.0 million decrease in travel and entertainment expenses due to reduced travel as a result of the COVID-19 pandemic, (3) a $2.8 million decrease in compensation and benefit costs, resulting principally from a decrease in incentive bonuses and other related cost-reduction measures implemented as a result of the impact of the COVID-19 pandemic, partially offset by an increase in headcount and merit increases, and (4) a $0.3 million decrease in stock compensation expense. These decreases were partially offset by a $3.5 million increase in professional services costs primarily due to an increase in outsourced services related to revenue delivery, temporary contractors, survey costs, and product enhancements.

Selling and marketing expenses increased 1% during the three months ended September 30, 2020 compared to the prior year period. The increase was primarily due to a $3.0 million increase in compensation and benefit costs due to an increase in headcount, merit increases, commissions expense and the reinstatement of some employee benefits previously suspended as a result of the impact of the COVID-19 pandemic. This increase was partially offset by (1) a $1.6 million decrease in travel and entertainment expenses due to reduced travel as a result of the COVID-19 pandemic, (2) a $0.5 million decrease in bad debt expense, and (3) a $0.2 million decrease in professional services costs.

Selling and marketing expenses decreased 5% during the nine months ended September 30, 2020 compared to the prior year period. The decrease was primarily due to (1) a $5.3 million decrease in travel and entertainment expenses due to reduced travel and other related cost reduction measures as a result of the COVID-19 pandemic, (2) a $0.5 million decrease in marketing and training costs as a result of moving our events to virtual delivery, and (3) a $0.4 million decrease in bad debt expense. These decreases were partially offset by a ~~$0.3~~$1.5 million increase in compensation and benefit costs ~~resulting principally from an increase in headcount and merit increases~~due to reinstating incentive bonus programs that were eliminated as ~~well as an increase in commissions expense, partially offset by a decrease in incentive bonuses and other related~~part of the cost-reduction measures implemented ~~as a result of the impact of the COVID-19 pandemic.~~

~~General and administrative expenses decreased 7% during the three months ended September 30,~~in 2020 compared to the prior year period. The decrease was primarily due to (1) a $0.6 million decrease in professional services costs mostly due to a decrease in consulting expenses, (2) a $0.2 million decrease in travel and entertainment expenses due to reduced travel as a result of the COVID-19 pandemic, and (3) a $0.2 million decrease in stock compensation expense.

General and administrative expenses decreased 10% during the nine months ended September 30, 2020 compared to the prior year period. The decrease was primarily due to (1) a $2.5 million decrease in compensation and benefit costs, resulting principally from a decrease in incentive bonuses and other related cost-reduction measures implemented as a result of the impact of the COVID-19 pandemic, ~~as well as a decrease~~an increase in ~~headcount, (2) a $0.5 million decrease in travel~~commissions expense, and ~~entertainment~~merit increases.

General and administrative expenses increased 10% during the three months ended March 31, 2021 compared to the prior year period. The increase was primarily due to ~~reduced travel~~a $1.3 million increase in compensation and benefit costs due to reinstating incentive bonus programs that were eliminated as part of the cost-reduction measures implemented in 2020 as a result of the impact of the COVID-19 pandemic ~~(3) a $0.5 million decrease in professional services costs mostly due to a decrease in consulting expenses,~~ and ~~(4) a $0.2 million decrease in stock compensation expense.~~merit increases.

Depreciation expense ~~increased by $0.4 million and $1.1 million~~ during the three ~~and nine~~ months ended ~~September 30, 2020, respectively, compared to~~March 31, 2021 was consistent with the prior year ~~periods due primarily to additional leasehold improvements being put into service.~~period.

Amortization expense decreased by ~~$0.9 million and $2.8~~$0.8 million during the three ~~and nine~~ months ended ~~September 30, 2020, respectively,~~March 31, 2021 compared to the prior year ~~periods~~period primarily due to a certain ~~technology~~ intangible ~~assets~~asset becoming fully ~~amortized.~~amortized in 2020.

~~We did not have any acquisitions in 2020 and had one acquisition, SiriusDecisions, at the beginning of 2019. Acquisition and integration~~Integration costs consist of direct and incremental costs to ~~acquire and~~ integrate acquired companies and in 2020 primarily ~~consist~~consisted of certain fair value adjustments, consulting, severance, accounting and tax professional fees, and expenses related to unused lease ~~expense for unused~~ facilities.

~~Acquisition and integration~~Integration costs decreased by ~~$2.1~~$2.8 million during the three months ended ~~September 30, 2020~~March 31, 2021 compared to the prior year period ~~primarily~~ due to ~~a decrease in professional service fees and severance, partially offset by an increase related to~~ the ~~benefit of recording deferred commissions for SiriusDecisions in the year~~substantial completion of the ~~acquisition.~~

~~Acquisition and~~ integration of SiriusDecisions, Inc. (acquired at the beginning of 2019) during 2020. Integration costs ~~decreased by $4.0 million during~~in 2021 relate to unused lease facilities from the nine months ended September 30, 2020 compared to the prior year period primarily due to (1) a $4.8 million decrease in professional service fees and transaction costs, (2) a $2.3 million decrease in severance, and (3) a $0.7 million decrease in marketing and insurance costs. These decreases were partially offset by (1) a $2.3 million increase related to the benefit of recording deferred commissions for SiriusDecisions ~~in the year of the acquisition, and (2) a $1.9 million ROU asset impairment recognized in the 2020 period.~~acquisition.

We expect to incur integration costs in a range of ~~$4.5~~$0.3 million to ~~$5.0~~$0.5 million for the year ending December 31, ~~2020.~~2021.

Interest expense consists of interest on our borrowings ~~used to finance the previous acquisition of SiriusDecisions~~ and realized gains (losses) on the related interest rate swap. Interest expense decreased by ~~$0.6 million and $2.2~~$0.4 million during the three ~~and nine~~ months ended ~~September 30, 2020, respectively,~~March 31, 2021 compared to the prior year ~~periods. These decreases were~~period due to lower average outstanding borrowings and a lower effective interest ~~rates.~~rate.

Other income (expense), net primarily consists of gains (losses) on foreign currency ~~gains (losses) on foreign currency forward contracts,~~ and interest income. The decrease in other income (expense), net of ~~$0.4~~$0.8 million during the three months ended ~~September 30, 2020~~March 31, 2021 compared to the prior year period was primarily due to an increase in foreign currency losses.~~The increase in other income (expense), net of $0.1 million during the nine months ended September 30, 2020~~ ~~compared to the prior year period was primarily due~~ ~~to a decrease in foreign currency losses.~~

Gain ~~(loss)~~ on investments, net primarily represents our share of equity method investment gains and losses from our technology-related investment funds. Gain ~~(loss)~~ on investments, net remained ~~essentially~~ consistent during the three months ended ~~September 30, 2020~~March 31, 2021 compared to the prior year period. ~~Gain (loss) on investments, net increased by $2.4 million during the nine months ended September 30, 2020 compared to the prior year period~~ ~~due to an~~ ~~increase in investment gains generated by the underlying funds.~~

	Nine Months Ended						Absolute		Percentage			Three Months Ended						Absolute		Percentage
	September 30,						Increase		Increase			March 31,						Increase		Increase
	2020			2019			(Decrease)		(Decrease)			2021			2020			(Decrease)		(Decrease)
Provision for income taxes (dollars in millions)	$	2.7		$	(0.1	)	$	2.8		2,800	%	$	2.0		$	—		$	2.0		100	%
Effective tax rate		26.0	%		0.5	%		25.5		5,100	%		33.4	%		(3.8	%)		37.2		968	%

Income tax expense increased by ~~$2.8~~$2.0 million during the ~~nine~~three months ended ~~September 30, 2020~~March 31, 2021 compared to the prior year period primarily due to the increase in overall U.S. profitability. For the full year ~~2020,~~2021, we anticipate that our effective tax rate will be approximately ~~25%~~32%.

~~As described in the Form 8-K filed on April 2, 2020, our Chief Product Officer resigned effective April 17, 2020. Subsequently, the Chief Product Officer position was eliminated and we reorganized our~~Our operations ~~to reflect~~are grouped into three ~~lines of business:~~segments: Research, Consulting, and Events. ~~As a result of these changes, during the three months ended June 30, 2020, we realigned~~These segments are based on our ~~internal reporting into Research, Consulting,~~management structure and ~~Events. The realignment eliminated the Products~~how management uses financial information to evaluate performance and determine how to allocate resources. Our products and services are delivered through each segment as described below. Additionally, the ~~product lines and organizations supporting~~tables below include the ~~related~~reclassification of revenues ~~began operating under separate management structures. The prior period amounts have been revised~~for the components of our CV subscription research products, as described further in Note 1: Interim Consolidated Financial Statements in the Notes to ~~conform to the current presentation.~~Consolidated Financial Statements.

The Research segment includes the revenues from all of ~~the~~our research products as well as consulting revenues from advisory services (such as speeches and advisory days) delivered by our research organization. Research ~~Connect and Analytics products and~~segment costs include the cost of the organizations responsible for developing and delivering ~~our Research, Connect and Analytics products. In~~these products in addition ~~this segment includes Consulting revenues from~~to the ~~delivery of advisory services (such as workshops, speeches and advisory days) delivered by our research and analytics analysts. The costs~~cost of the product management organization that is responsible for product pricing and packaging and the launch of new products. In May 2021, we announced the launch of a new research portfolio called Forrester Decisions, anticipated to be available in August 2021. This new portfolio of products ~~is included in this segment.~~will help executives, functional leaders, and their teams, across technology, marketing,customer experience, sales, and product management, plan and pursue their initiatives for driving growth. The Forrester Decisions product combines the research, frameworks, models, and methodologies of our Forrester Research and SiriusDecisions Research product offerings, as well as features of our Connect and Analytics products.

The Consulting segment includes the revenues and the related costs of our project consulting organization. The project consulting organization delivers a majority of our project consulting revenue and certain advisory services.

The Events segment includes the revenues and the costs of the organization responsible for developing and hosting in-person and virtual events.

~~We evaluate reportable segment performance and allocate resources based on segment revenues and expenses.~~

Segment expenses include the direct expenses of each segment organization and exclude selling and marketing expenses, general and administrative expenses, stock-based compensation expense, depreciation expense, adjustments to incentive bonus compensation from target amounts, amortization of intangible assets, interest and other expense, and gains ~~(losses)~~ on investments. The accounting policies used by the segments are the same as those used in the consolidated financial statements.

Research

Consulting

Events

Consolidated

(dollars in thousands)

Three Months Ended September 30, 2020

Research revenues

Research

$
54,107

$
—

$
—

$
54,107

Connect

13,710

—

—

13,710

Analytics

4,996

—

—

4,996

Total research revenues

72,813

—

—

72,813

Consulting

13,372

21,261

—

34,633

Events

—

—

1,131

1,131

Total segment revenues

86,185

21,261

1,131

108,577

Segment expenses

(28,645
)

(9,646
)

(1,284
)

(39,575
)
Year over year revenue change

(2
%)

10
%

(21
%)

—

Year over year expense change

—

4
%

(26
%)

—

	Research Segment			Consulting Segment			Events Segment			Consolidated
	(dollars in thousands)
Three Months Ended March 31, 2021
Research revenues	$	74,968		$	—		$	—		$	74,968
Consulting revenues		12,731			25,819			—			38,550
Events revenues		—			—			263			263
Total segment revenues		87,699			25,819			263			113,781
Segment expenses		(30,717	)		(12,325	)		(714	)		(43,756	)
Year over year revenue change		1	%		33	%		192	%		7	%
Year over year expense change		12	%		23	%		5	%		15	%

Research

Consulting

Events

Consolidated

(dollars in thousands)

Three Months Ended September 30, 2019

Research revenues

Research

$
55,022

$
—

$
—

$
55,022

Connect

14,257

—

—

14,257

Analytics

5,269

—

—

5,269

Total research revenues

74,548

—

—

74,548

Consulting

13,357

19,262

—

32,619

Events

—

—

1,429

1,429

Total segment revenues

87,905

19,262

1,429

108,596

Segment expenses

(28,632
)

(9,299
)

(1,733
)

(39,664
)

Research

Consulting

Events

Consolidated

(dollars in thousands)

Nine Months Ended September 30, 2020

Research revenues

Research

$
163,071

$
—

$
—

$
163,071

Connect

40,677

—

—

40,677

Analytics

15,482

—

—

15,482

Total research revenues

219,230

—

—

219,230

Consulting

40,749

62,231

—

102,980

Events

—

—

6,253

6,253

Total segment revenues

259,979

62,231

6,253

328,463

Segment expenses

(81,979
)

(29,766
)

(5,167
)

(116,912
)
Year over year revenue change

(1
%)

12
%

(68
%)

(3
%)
Year over year expense change

(9
%)

6
%

(61
%)

(11
%)

Research

Consulting

Events

Consolidated

(dollars in thousands)

Nine Months Ended September 30, 2019

Research revenues

Research

$
161,107

$
—

$
—

$
161,107

Connect

41,895

—

—

41,895

Analytics

16,434

—

—

16,434

Total research revenues

219,436

—

—

219,436

Consulting

42,768

55,654

—

98,422

Events

—

—

19,570

19,570

Total segment revenues

262,204

55,654

19,570

337,428

Segment expenses

(89,780
)

(28,207
)

(13,398
)

(131,385
)


	Research Segment			Consulting Segment			Events Segment			Consolidated
	(dollars in thousands)
Three Months Ended March 31, 2020
Research revenues	$	74,267		$	—		$	—		$	74,267
Consulting revenues		12,582			19,406			—			31,988
Events revenues		—			—			90			90
Total segment revenues		86,849			19,406			90			106,345
Segment expenses		(27,464	)		(10,021	)		(677	)		(38,162	)

Research segment revenues ~~decreased 2% and~~increased 1% during the three ~~and nine~~ months ended ~~September 30, 2020, respectively,~~March 31, 2021 compared to the prior year ~~periods. This includes the fair~~period. Research revenues within this segment increased 1% which primarily resulted from flat contract value ~~adjustment~~growth during this period. Consulting revenues increased 1% within this segment due to increased delivery of pre-acquisition deferred revenue, which reduced revenues during the three and nine months ended September 30, 2019, favorably impacting the comparable periods in 2020 by 2% and 3%, respectively. The decrease inadvisory services.

Research segment ~~revenues~~expenses increased 12% during the three months ended September 30, 2020, after adjusting for the deferred revenue fair value adjustment, was due to (1) a decrease in Research product line revenues due to a decrease in our subscription revenues that was partially offset by an increase in reprint product revenues, and (2) a decrease in Connect product revenues due primarily to a decrease in the leadership board product that was partially offset by an increase in the learning and executive programs products. The decrease in segment revenues during the nine months ended September 30, 2020, after adjusting for the deferred revenue fair value adjustment, was due to (1) a decrease in Research product line revenues due to a decrease in our subscription revenues that was partially offset by an increase in reprint product revenues, (2) a decrease in Connect product revenues due primarily to a decrease in the leadership board product that was partially offset by an increase in the learning and executive programs products, (3) a decrease in our Analytics products, and (4) a decrease in Consulting product revenues due to a decrease in advisory delivery during the period.

~~Research segment expenses remained essentially consistent and decreased 9% during the three and nine months ended September 30, 2020, respectively,~~March 31, 2021 compared to the prior year ~~periods.~~period. The ~~decrease~~increase in expenses during the ~~nine~~three months ended ~~September 30, 2020~~March 31, 2021 was primarily due to (1) a ~~$4.6~~$3.6 million ~~decrease~~increase in compensation and benefit costs ~~resulting principally from a~~primarily due to ~~decrease in~~reinstating incentive ~~bonuses and other related~~bonus programs that were eliminated as part of the cost-reduction measures implemented in 2020 as a result of the impact of the COVID-19 pandemic, ~~partially offset by an increase in headcount~~merit increases, and ~~merit increases,~~severance costs and (2) a ~~$3.2~~$0.9 million increase in professional services costs due to an increase in survey costs and new product development. These increases were partially offset by a $1.1 million decrease in travel and entertainment expenses due to reduced travel as a result of the COVID-19 pandemic.

Consulting segment revenues increased ~~10% and 12%~~33% during the three ~~and nine~~ months ended ~~September 30, 2020, respectively,~~March 31, 2021 compared to the prior year ~~periods~~period driven by continued strong demand for ~~consulting services.~~our content marketing offerings.

Consulting segment expenses increased ~~4% and 6%~~23% during the three ~~and nine~~ months ended ~~September 30, 2020, respectively,~~March 31, 2021 compared to the prior year ~~periods.~~period. The increase in expenses during the three months ended ~~September 30, 2020~~March 31, 2021 was primarily due to (1) a ~~$0.7~~$1.5 million increase in professional services primarily due to an increase in outsourced services related to revenue delivery, and an increase in survey costs, which was partially offset by a $0.4 million decrease in travel and entertainment expenses due to reduced travel as a result of the COVID-19 pandemic. The increase in expenses during the nine months ended September 30, 2020 was primarily due to ~~(1) a $2.2~~ million increase in professional services primarily due to an increase in outsourced services related to revenue delivery and an increase in survey costs, temporary contractors, and product enhancements, (2) a ~~$0.5~~$1.1 million increase in compensation and benefit costs primarily due to ~~an increase in headcount and merit increases, partially offset by a decrease in~~reinstating incentive ~~bonuses due to~~bonus programs that were eliminated as part of the cost-reduction measures implemented in 2020 as a result of the impact of the COVID-19 pandemic ~~and (3) a $1.0 million decrease in travel and entertainment expenses due to reduced travel as a result of the COVID-19 pandemic.~~.

Event segment revenues ~~decreased 21%~~ and ~~68%~~expenses remained essentially consistent during the three ~~and nine~~ months ended ~~September 30, 2020, respectively,~~March 31, 2021 compared to the prior year ~~periods. This includes the fair value adjustment of pre-acquisition deferred revenue, which reduced revenues~~period. No events were held during the nine months ended September 30, 2019, favorably impacting the comparable period in 2020 by 13%. The decrease in Events revenues was due to lower sponsorship revenues in 2020 compared to the prior year due primarily to the change to virtual events as a result of the COVID-19 pandemic, and, to a lesser extent, having seven fewer events during the 2020either period.

Event segment expenses decreased 26% and 61% during the three and nine months ended September 30, 2020, respectively, compared to the prior year periods. The decrease in expenses during the three months ended September 30, 2020 was primarily due to a $0.4 million decrease in event expenses due primarily to the change to virtual events as a result of the COVID-19 pandemic, and, to a lesser extent, having one fewer event during the 2020 period. The decrease in expenses during the nine months ended September 30, 2020 was primarily due to (1) a $7.9 million decrease in event expenses due primarily to the change to virtual events as a result of the COVID-19 pandemic, and, to a lesser extent, having seven fewer events during the 2020 period, and (2) a $0.3 million decrease in travel and entertainment expenses due to reduced travel as a result of the COVID-19 pandemic.

We have historically financed our operations primarily through funds generated from operations. Research revenues, which constituted approximately ~~67%~~66% of our revenues during the ~~nine~~three months ended ~~September 30, 2020,~~March 31, 2021, are generally renewable annually and are typically payable in advance. We generated cash from operating activities of ~~$29.2~~$40.6 million and ~~$45.6~~$21.8 million during the ~~nine~~three months ended ~~September 30,~~March 31, 2021 and 2020, ~~and 2019,~~ respectively. The ~~$16.4~~$18.8 million ~~decrease~~increase in cash provided from operations for the ~~nine~~three months ended ~~September 30, 2020~~March 31, 2021 compared to the prior year period was primarily due to a ~~$33.2~~$10.8 million reduction in cash used for working capital (excluding accounts receivable and deferred revenue) and an $8.6 million increase in cash generated from accounts receivable and deferred revenue due to ~~a reduction~~an increase in contract bookings ~~for the period, partially offset by the combination of an increase in net income for the period with an increase in cash used for working capital.~~and strong collections activity.

During the ~~nine~~three months ended ~~September 30, 2020,~~March 31, 2021, we used cash in investing activities of ~~$2.9~~$1.5 million ~~primarily~~ for ~~$7.3 million of~~ purchases of property and equipment, primarily consisting of computer software and ~~leasehold improvements~~equipment. ~~This was partially offset by a $4.3 million distribution received from an equity method investment.~~ During the ~~nine~~three months ended ~~September 30, 2019,~~

March 31, 2020, we used cash in investing activities of ~~$246.0~~$2.4 million ~~consisting primarily of $237.7 million~~ for ~~the acquisition of SiriusDecisions, net of cash acquired, and $8.4 million in~~ purchases of property and equipment, primarily consisting ~~primarily~~ of computer software and leasehold improvements.

We used ~~$21.5~~$1.0 million of cash from financing activities during the ~~nine~~three months ended ~~September 30, 2020~~March 31, 2021 primarily due to ~~$21.0~~$3.1 million of repayments of our term loan, partially offset by $2.1 million of net proceeds from the issuance of common stock under our stock-based incentive plans. We used $15.3 million of cash in financing activities during the three months ended March 31, 2020 primarily due to $16.3 million of repayments of debt that ~~consisted of~~included $14.0 million of discretionary payments on our revolving credit ~~facility and $7.0 million of required repayments of our term loan. We generated $130.3 million of cash in financing activities during the nine months ended September 30, 2019~~ primarily due to $171.3 million of borrowings, which reflects the face value of debt of $175.0 million less $3.7 million that was netted against the proceeds to pay debt issuance costs. This was partially offset by $40.7 million of repayments of debt that consisted of $36.0 million of discretionary payments on our revolving credit facility and $4.7 million of required repayments of our term loan. During the remainder of 2020, we anticipate paying approximately $2.7 million of deferred acquisition purchase price for a contingent consideration agreement (refer to Note 8 – ~~Fair Value Measurements~~ ~~in the Notes to Consolidated Financial Statements).~~facility.

~~In connection with the acquisition of SiriusDecisions, we~~We entered into a $200.0 million credit agreement on January 3, ~~2019 (the “Credit Agreement”).~~2019. The ~~Credit Agreement~~credit agreement provides for: (1) senior secured term loans in an aggregate principal amount of $125.0 million (the “~~Term Loans~~”“Term Loans”) and, (2) a senior secured revolving credit facility in an aggregate principal amount of $75.0 million (the “~~Revolving~~“Revolving Credit ~~Facility”). We utilized the full $125.0 million of the Term Loans~~Facility” and, ~~$50.0 million of the Revolving Credit Facility to finance a portion of the acquisition of SiriusDecisions and to pay certain fees, costs and expenses incurred in connection~~together with the Term Loans, ~~and Revolving Credit Facility.~~the “Facilities”). Additional information is provided in Note 43 – Debt in the Notes to Consolidated Financial ~~Statements~~.

Borrowings under the Credit Agreement can be repaid early, in part or in whole, at any time and from time to time, without premium or penalty, other than customary breakage reimbursement requirements for the London Interbank Offering Rate (“~~LIBOR”) based loans.~~Statements. The ~~Term Loans must be prepaid with net cash proceeds~~Facilities mature on January 3, 2024. As of ~~(i) certain debt incurred or issued by us and our restricted subsidiaries and (ii) certain asset sales and condemnation or casualty events, subject to certain reinvestment rights.~~

Amounts borrowed under the Credit Agreement bear interest, at our option, at a rate per annum equal to either (i) LIBOR for the applicable interest period plus a margin that is between 1.75% and 2.50% based on our consolidated total leverage ratio or (ii) the alternate base rate plus a margin that is between 0.75% and 1.50% based on our consolidated total leverage ratio. In addition,March 31, 2021, we ~~will pay a commitment fee that is between 0.25% and 0.35% per annum, based on our consolidated total leverage ratio,~~had remaining principal payments on the ~~average daily unused portion~~Facilities totaling $106.3 million, contractually due as follows: $9.4 million in 2021, $28.1 million within 2022 and 2023, and $68.8 million in 2024. We were in full compliance with the covenants as of March 31, 2021 and expect to continue to be in compliance through the Revolving Credit Facility, payable quarterly, in arrears. During 2019, we entered into an interest rate swap contract to effectively convert the floating base interest rate to a fixed rate on a majority of the outstanding Term Loan principal balance. Additional information is provided in Note 7 – ~~Derivatives and Hedging~~next 12 months. ~~in the Notes to the Consolidated Financial Statements.~~

The ~~Credit Agreement contains~~Facilities contain certain customary restrictive loan covenants, including among others, financial covenants that apply a maximum leverage ratio and minimum fixed charge coverage ratio. The negative covenants limit, subject to various exceptions, our ability to incur additional indebtedness, create liens on assets, merge, consolidate, liquidate or dissolve any part of ~~Forrester,~~the Company, sell assets, pay dividends or other payments in respect to capital stock, change fiscal year, or enter into certain transactions with affiliates and subsidiaries.

Additional future contractual cash obligations extending over the next 12 months and beyond primarily consist of operating lease payments. We lease office space under non-cancellable operating lease agreements (refer to Note 4 – Leases in the Notes to Consolidated Financial Statements for additional information). The ~~Credit Agreement also contains customary events~~remaining duration of ~~default, representations,~~non-cancellable office space leases ranges from less than 1 year to 11 years. As of March 31, 2021, remaining non-cancelable lease payments are due as follows: $11.6 million in 2021, $33.2 million within 2022 and ~~warranties.~~2023, $30.4 million within 2024 and 2025, and $27.1 million beyond 2025.

In addition to the contractual cash commitments included above, we have other payables and liabilities that may be legally enforceable but are not considered contractual commitments.

As of September 30, 2020, we were in compliance with our financial covenants under the Credit Agreement. We currently forecast that we will be in compliance with our financial covenants for at least one year from the issuance of these interim financial statements, after taking into consideration the cost cutting measures implemented during the first half of the year. If the impact of COVID-19 is more severe than currently forecasted this may impact our ability to comply with our financial covenants which could have a material adverse effect on our business.

~~As of September 30, 2020,~~March 31, 2021, we had cash and cash equivalents of ~~$73.0~~$125.6 million. This balance includes ~~$57.9~~$60.2 million held outside of the U.S. If the cash outside of the U.S. is needed for operations in the U.S., we would be required to accrue and pay U.S. state taxes and may be required to pay withholding taxes to foreign jurisdictions to repatriate these funds. However, our intent is to permanently reinvest these funds outside of the U.S. and our current plans do not demonstrate a need to repatriate these funds for our U.S. operations. We believe that our current cash balance and cash flows from operations will satisfy working capital, financing activities, and capital expenditure requirements for the next twelve months.

Our Quarterly Report on Form 10-Q for the quarter ended March 31, 2020 included a material change to the operating lease payments and purchase commitment lines of the contractual obligations table as disclosed in our Annual Report on Form 10-K for the year ended December 31, 2019. As of March 31, 2020, we had the following updated contractual obligations (in thousands):

~~Other than as noted above, the Contractual Obligations section in our Annual Report on Form 10-K for the year ended December 31, 2019 remains current in all material respects.~~

Refer to Note 1 – Interim Consolidated Financial Statements in the Notes to Consolidated Financial Statements for a full description of recent accounting pronouncements including the expected dates of adoption and effects on results of operations and financial condition.

There have been no material changes in our assessment of our sensitivity to market risk since our presentation set forth in Item 7A, “Quantitative and Qualitative Disclosures About Market Risk,” in our Annual Report on Form 10-K for the year ended December 31, ~~2019.~~2020.

We maintain “disclosure controls and procedures,” as such term is defined under Securities Exchange Act Rule 13a-15(e), that are designed to ensure that information required to be disclosed in our Exchange Act reports is recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms, and that such information is accumulated and communicated to our management, including our principal executive officer and principal financial officer, as appropriate, to allow timely decisions regarding required disclosures. In designing and evaluating the disclosure controls and procedures, our management recognized that any controls and procedures, no matter how well designed and operated, can provide only reasonable assurance of achieving the desired control objectives and our management necessarily was required to apply its judgment in evaluating the cost-benefit relationship of possible controls and procedures. Our management, with the participation of our principal executive officer and principal financial officer, has evaluated the effectiveness of our disclosure controls and procedures as of ~~September 30, 2020.~~March 31, 2021. Based upon their evaluation and subject to the foregoing, the principal executive officer and principal financial officer concluded that our disclosure controls and procedures were effective to provide reasonable assurance as of that date.

Except as noted below, there was no change in our internal control over financial reporting (as defined in Rules 13a-15(f) of the Exchange Act) that occurred during the quarter ended ~~September 30, 2020,~~March 31, 2021, which has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting. In response to COVID-19, we have undertaken measures to protect our employees, partners, and clients, including encouraging employees to work remotely. These changes have compelled us to modify some of our control procedures. However, these changes have so far not been material.

From time to time, we may be subject to legal proceedings and civil and regulatory claims that arise in the ordinary course of our business activities. Regardless of the outcome, litigation can have a material adverse effect on us because of defense and settlement costs, diversion of management resources, and other factors.

In addition to the other information set forth in this Form 10-Q, you should carefully consider the factors discussed in Part I, “Item 1A: Risk Factors” in our Annual Report on Form 10-K for the year ended December 31, ~~2019,~~2020, which could materially affect our business, financial condition or future results. The risk factors described in our Annual Report on Form 10-K remain applicable to our business. In addition, we are updating the risk factor included in our Annual Report on Form 10-K for the year ended December 31, 2019 and our Quarterly Reports on Form 10-Q for each of the quarters ended March 31, 2020 and June 30, 2020, titled “~~We Face Risks Related to Health Epidemics That Could Adversely Impact Our Business”~~ ~~as follows:~~

~~We Face Risks Related to Health Epidemics That Could Adversely Impact Our Business~~. Our business has been and could continue to be adversely affected by the effects of a widespread outbreak of contagious disease, including the outbreak of respiratory illness caused by a novel coronavirus first identified in Wuhan, Hubei Province, China, or COVID-19. Any outbreak of contagious diseases, and other adverse public health developments, could have a material and adverse effect on our business operations. This could include disruptions or restrictions on the ability of our employees or our customers to travel and a slowdown in the global economy, which could adversely affect our ability to sell or fulfill, and a reduction in demand for, our products, services or events. Any disruption or delay of our customers or third-party service providers would likely impact our operating results. The COVID-19 pandemic has significantly affected our business beginning in March 2020 primarily through lower contract bookings and a reduction in revenues from the conversion of our Events from in-person events to virtual events. We typically generate a significant portion of our Events revenues in the second quarter of the year, including revenues from our two flagship events, the SiriusDecisions Summit and CX North America, both of which were held as virtual events, resulting in significant reduction in revenues and profits from these two events. We held our Events during the third quarter as virtual events and also plan to hold our Events for the remainder of 2020 as virtual events. While the duration and severity of this pandemic is uncertain, the Company currently expects the reduction in its subscription Research, Connect and Analytics revenues to continue during the fourth quarter of 2020 due to reduced customer contract booking activity that began in March and continued into the third quarter of 2020. The extent to which the COVID-19 pandemic ultimately impacts our business, financial condition, results of operations, cash flows, and liquidity may differ from our current estimates due to inherent uncertainties regarding the duration and further spread of the outbreak, its severity, actions taken to contain the virus or treat its impact, and how quickly and to what extent normal economic and operating conditions can resume.

~~As of September 30, 2020, we were in compliance with our financial covenants under our Credit Agreement (refer to Note 4 –~~ ~~Debt~~ in the Notes to Consolidated Financial Statements). We currently forecast that we will be in compliance with our financial covenants for at least one year from the issuance of these interim financial statements, after taking into consideration the measures noted above. If the impact of COVID-19 is more severe than currently forecasted this may impact our ability to comply with our financial covenants which could have a material adverse effect on us.

The risks described in our Annual Report on Form 10-K ~~for the year ended December 31, 2019, our Quarterly Reports on Form 10-Q for each of the quarters ended March 31, 2020 and June 30, 2020, and the updated risks within this Form 10-Q~~ are not the only risks that we face. Additional risks and uncertainties not currently known to us or that we currently deem to be immaterial also may materially adversely affect our business, financial condition and/or operating results.

Through ~~September 30, 2020,~~March 31, 2021, our Board of Directors authorized an aggregate $535.0 million to purchase common stock under our stock repurchase program. During the quarter ended ~~September 30, 2020,~~March 31, 2021, we did not purchase any shares of our common stock under the stock repurchase program. ~~As previously disclosed, subsequent to our acquisition of SiriusDecisions we anticipate continuing to substantially reduce or eliminate repurchases of our common stock during 2020.~~

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		04-2797789
(State or other jurisdiction of incorporation or organization)		(I.R.S. Employer Identification Number)
60 Acorn Park Drive Cambridge, Massachusetts		02140 (Zip Code)
(Address of principal executive offices)

Title of Each Class		Trading Symbol(s)		Name of Each Exchange on Which Registered
Common Stock, $.01 Par Value		FORR		Nasdaq Global Select Market

		Page
PART I	FINANCIAL INFORMATION
Item 1.	Financial Statements (Unaudited)	3
	Consolidated Balance Sheets as of ~~September 30, 2020~~March 31, 2021 and December 31, ~~2019~~2020	3
	Consolidated Statements of Operations for the ~~Three~~three months ended March 31, 2021 and ~~Nine Months Ended September 30,~~ 2020 ~~and 2019~~	4
	Consolidated Statements of Comprehensive Income (Loss) for the ~~Three~~three months ended March 31, 2021 and ~~Nine Months Ended September 30,~~ 2020 ~~and 2019~~	5
	Consolidated Statements of Cash Flows for the ~~Nine Months Ended September 30,~~three months ended March 31, 2021 and 2020 ~~and 2019~~	6
	Notes to Consolidated Financial Statements	7
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	2319
Item 3.	Quantitative and Qualitative Disclosures About Market Risk	3426
Item 4.	Controls and Procedures	3426

PART II	OTHER INFORMATION
Item 1.	Legal Proceedings	3527
Item 1A.	Risk Factors	3527
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	3527
Item 3.	Defaults Upon Senior Securities	3527
Item 4.	Mine Safety Disclosures	3527
Item 5.	Other Information	3627
Item 6.	Exhibits	3628

SIGNATURES		3729

	Total Allowance
Balance at December 31, 2019	$	628
Cumulative effect adjustment of adopting Topic 326		218
Provision for expected credit losses		591
Write-offs		(637	)
Translation adjustments		(4	)
Balance at September 30, 2020	$	796

2020 (remainder)	$	3,863
2021		15,285
2022		15,494
2023		14,962
2024		14,575
Thereafter		33,723
Total lease payments		97,902
Less imputed interest		(13,062	)
Present value of lease liabilities	$	84,840


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


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

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

	For the Three Months Ended September 30,
	2020			2019
Operating lease cost	$	4,114		$	3,851
Short-term lease cost		81			80
Variable lease cost		1,539			1,197
Sublease income		(65	)		(54	)
Total lease cost	$	5,669		$	5,074

Operating lease right-of-use assets	$	73,211

Short-term operating lease liabilities (1)	$	11,900
Non-current operating lease liabilities		72,940
Total operating lease liabilities	$	84,840

2021 (remainder)	$	11,642
2022		16,623
2023		16,582
2024		16,208
2025		14,233
Thereafter		27,076
Total lease payments		102,364
Less imputed interest		(15,623	)
Present value of lease liabilities	$	86,741

Operating lease ROU assets	$	73,810

Short-term operating lease liabilities (1)	$	12,174
Non-current operating lease liabilities		74,567
Total operating lease liabilities	$	86,741

	For the Three Months Ended March 31,
Revenues: (1)	2021		2020
North America	$	90,896	$	88,410
Europe		15,081		11,787
Asia Pacific		6,393		5,051
Other		1,411		1,097
Total	$	113,781	$	106,345

	As of September 30, 2020
	Level 1		Level 2			Level 3			Total
Assets
Money market funds (1)	$	502	$	—		$	—		$	502
Total Assets	$	502	$	—		$	—		$	502

Liabilities
Contingent purchase price (2)	$	—	$	—		$	(2,684	)	$	(2,684	)
Interest rate swap (3)		—	$	(1,441	)		—		$	(1,441	)
Total Liabilities	$	—	$	(1,441	)	$	—		$	(1,441	)

	As of December 31, 2019
	Level 1		Level 2			Level 3			Total
Assets
Money market funds (1)	$	2,354	$	—		$	—		$	2,354
Total Assets	$	2,354	$	—		$	—		$	2,354

Liabilities
Contingent purchase price (2)	$	—	$	—		$	(2,511	)	$	(2,511	)
Interest rate swap (3)		—	$	(144	)		—		$	(144	)
Total Liabilities	$	—	$	(144	)	$	(2,511	)	$	(2,655	)

	Contingent
	Consideration
Balance at December 31, 2019	$	(2,511	)
Fair value adjustment of contingent purchase price (1)		(22	)
Foreign exchange effect		(151	)
Balance at September 30, 2020	$	(2,684	)

							Total Accumulated
	Interest Rate			Translation			Other Comprehensive
	Swap			Adjustment			Income (Loss)
Balance at June 30, 2020	$	(1,240	)	$	(5,788	)	$	(7,028	)
Other comprehensive income (loss) activity during the period:
Foreign currency translation		—			2,577			2,577
Unrealized loss before reclassification		(23	)		—			(23	)
Reclassification of AOCI/L to income (1)		228			—			228
Other comprehensive income (loss) for the period		205			2,577			2,782
Balance at September 30, 2020	$	(1,035	)	$	(3,211	)	$	(4,246	)

	Three Months Ended September 30, 2020
	Common Stock										Treasury Stock					Accumulated
	Number of Shares		$0.01 Par Value		Additional Paid-in Capital			Retained Earnings			Number of Shares		Cost			Other Comprehensive Income (Loss)			Total Equity
Balance at June 30, 2020		23,401	$	234	$	222,778		$	129,314			4,631	$	(171,889	)	$	(7,028	)	$	173,409
Issuance of common stock under stock plans, net		178		2		(422	)		—			—		—			—			(420	)
Stock-based compensation expense		—		—		2,697			—			—		—			—			2,697
Net loss		—		—		—			(3,760	)		—		—			—			(3,760	)
Other comprehensive income		—		—		—			—			—		—			2,782			2,782
Balance at September 30, 2020		23,579	$	236	$	225,053		$	125,554			4,631	$	(171,889	)	$	(4,246	)	$	174,708

	Three Months Ended September 30, 2019
	Common Stock										Treasury Stock					Accumulated
	Number of Shares		$0.01 Par Value		Additional Paid-in Capital			Retained Earnings			Number of Shares		Cost			Other Comprehensive Income (Loss)			Total Equity
Balance at June 30, 2019		23,089	$	231	$	210,378		$	115,956			4,631	$	(171,889	)	$	(4,990	)	$	149,686
Issuance of common stock under stock plans, net		158		1		(794	)		—			—		—			—			(793	)
Stock-based compensation expense		—		—		3,072			—			—		—			—			3,072
Net loss		—		—		—			(2,699	)		—		—			—			(2,699	)
Other comprehensive loss		—		—		—			—			—		—			(1,614	)		(1,614	)
Balance at September 30, 2019		23,247	$	232	$	212,656		$	113,257			4,631	$	(171,889	)	$	(6,604	)	$	147,652

	Nine Months Ended September 30, 2020
	Common Stock									Treasury Stock					Accumulated
	Number of Shares		$0.01 Par Value		Additional Paid-in Capital		Retained Earnings			Number of Shares		Cost			Other Comprehensive Income (Loss)			Total Equity
Balance at December 31, 2019		23,275	$	233	$	216,454	$	118,147			4,631	$	(171,889	)	$	(4,857	)	$	158,088
Issuance of common stock under stock plans, net		304		3		635		—			—		—			—			638
Stock-based compensation expense		—		—		7,964		—			—		—			—			7,964
Cumulative effect adjustment due to adoption of new accounting pronouncement, net of tax of $61		—		—		—		(157	)		—		—			—			(157	)
Net income		—		—		—		7,564			—		—			—			7,564
Other comprehensive income		—		—		—		—			—		—			611			611
Balance at September 30, 2020		23,579	$	236	$	225,053	$	125,554			4,631	$	(171,889	)	$	(4,246	)	$	174,708

	Nine Months Ended September 30, 2019
	Common Stock									Treasury Stock					Accumulated
	Number of Shares		$0.01 Par Value		Additional Paid-in Capital		Retained Earnings			Number of Shares		Cost			Other Comprehensive Income (Loss)			Total Equity
Balance at December 31, 2018		22,951	$	230	$	200,696	$	127,717			4,631	$	(171,889	)	$	(5,154	)	$	151,600
Issuance of common stock under stock plans, net		296		2		3,355		—			—		—			—			3,357
Stock-based compensation expense		—		—		8,605		—			—		—			—			8,605
Net loss		—		—		—		(14,460	)		—		—			—			(14,460	)
Other comprehensive loss		—		—		—		—			—		—			(1,450	)		(1,450	)
Balance at September 30, 2019		23,247	$	232	$	212,656	$	113,257			4,631	$	(171,889	)	$	(6,604	)	$	147,652

Contractual Obligations	Total		2020		2021		2022		2023		2024		Thereafter
Operating lease payments (1)	$	104,638	$	7,872	$	15,957	$	15,988	$	15,485	$	15,130	$	34,206
Purchase commitments (2)		8,372		6,632		870		870		—		—		—
	$	113,010	$	14,504	$	16,827	$	16,858	$	15,485	$	15,130	$	34,206

3.1		Restated Certificate of Incorporation of Forrester Research, Inc. (see Exhibit 3.1 to Registration Statement on Form S-1A filed on November 5, 1996)

3.2		Certificate of Amendment of the Certificate of Incorporation of Forrester Research, Inc. (see Exhibit 3.1 to Annual Report on Form 10-K for the year ended December 31, 1999)

3.3		Certificate of Amendment to Restated Certificate of Incorporation of Forrester Research, Inc.

3.4		Amended and Restated By-Laws of Forrester Research, Inc.

4.1		Specimen Certificate for shares of Common Stock, $.01 par value, of Forrester Research, Inc. (see Exhibit 4 to Registration Statement on Form S-1A filed on November 5, 1996)

31.1		Certification of the Principal Executive Officer. (filed herewith)

31.2		Certification of the Principal Financial Officer. (filed herewith)

32.1		Certification of the Chief Executive Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. (furnished herewith)

32.2		Certification of the Chief Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. (furnished herewith)

101.INS		Inline XBRL Instance Document – the instance document does not appear in the Interactive Data File because XBRL tags are embedded within the Inline XBRL document. (filed herewith)

101.SCH		Inline XBRL Taxonomy Extension Schema Document. (filed herewith)

101.CAL		Inline XBRL Taxonomy Extension Calculation Linkbase Document. (filed herewith)

101.DEF		Inline XBRL Taxonomy Extension Definition Linkbase Document. (filed herewith)

101.LAB		Inline XBRL Taxonomy Extension Label Linkbase Document. (filed herewith)

101.PRE		Inline XBRL Taxonomy Extension Presentation Linkbase Document. (filed herewith)

104		Cover Page Interactive Data File (embedded within the Inline XBRL Document). (filed herewith)

FORRESTER RESEARCH, INC.

By:		/s/ ~~Michael A. Doyle~~SCOTT R. CHOUINARD
		~~Michael A. Doyle~~Scott R. Chouinard
		Interim Chief Financial Officer (Principal financial and accounting officer)