ASGN.NYSEAsgn INC

10-K: ASGN Reports 2025 Revenue Decline Amid Rebranding to Everforth

Sentiment:

Annual Report


ASGN Incorporated's 2025 annual report reveals a 2.9% revenue decrease to $3.98 billion, alongside a strategic rebranding to Everforth and a new $1.0 billion stock repurchase program.

Worse than expectedConsolidated revenues decreased by 2.9% year-over-year.Net income significantly declined to $113.5 million in 2025 from $175.2 million in 2024.Diluted EPS decreased to $2.60 in 2025 from $3.83 in 2024.Federal Government Segment revenues declined by 3.3% year-over-year, partly due to loss of certain contracts.Assignment revenues, which are more sensitive to macroeconomic cycles, decreased by 13.8% year-over-year.SG&A expenses increased as a percentage of revenues (21.5% in 2025 vs. 20.0% in 2024), including significant acquisition and strategic planning expenses and a software write-off.Net cash provided by operating activities decreased by $72.1 million year-over-year.The company's stock performance significantly lagged behind relevant market indices and industry peers over the past five years.

Summary

  • Consolidated revenues for 2025 were $3.98 billion, a 2.9% decrease year-over-year from $4.10 billion in 2024.
  • Net income significantly decreased to $113.5 million in 2025 from $175.2 million in 2024.
  • The company is rebranding to Everforth in the first half of 2026, unifying its six brands (Apex Systems, Creative Circle, CyberCoders, ECS, GlideFast, and TopBloc) under a single identity.
  • Commercial Segment revenues were down 2.7% year-over-year, totaling $2.79 billion, representing 70.1% of total revenues.
  • Federal Government Segment revenues were down 3.3% year-over-year, totaling $1.19 billion, representing 29.9% of total revenues.
  • Total IT consulting services revenues increased by 5.1% year-over-year to $2.5 billion, comprising 62.3% of total revenues.
  • Assignment revenues decreased by 13.8% year-over-year to $1.5 billion, reflecting continued softness in macroeconomic-sensitive portions of the Commercial Segment.
  • Gross profit declined 2.9% to $1.15 billion, with a consistent consolidated gross margin of 28.9%.
  • Selling, general, and administrative (SG&A) expenses increased to $854.0 million (21.5% of revenues) in 2025 from $821.2 million (20.0% of revenues) in 2024, including $26.5 million in acquisition, integration, and strategic planning expenses.
  • A new $1.0 billion stock repurchase program was approved on November 17, 2025, with approximately $972.0 million remaining at year-end.
  • The company acquired TopBloc, LLC, a Workday consultancy, for $340.0 million (90% cash, 10% equity) on March 4, 2025.
  • A definitive agreement to acquire Quinnox Inc. for $290 million in cash was announced on January 20, 2026, and is anticipated to close in March 2026.
  • Contract backlog for the Federal Government Segment was $2.9 billion as of December 31, 2025, down from $3.1 billion in 2024.

Sentiment

Score: 4

Explanation: StockSavvy.ai views this as a mixed report with significant revenue and net income declines, offset by strategic rebranding and growth in higher-value consulting, but the overall financial performance for 2025 is concerning.

Positives

  • Strategic rebranding to Everforth aims to unify brands and focus on higher-end IT consulting and digital engineering, aligning with market demand.
  • IT consulting services revenues grew 5.1% year-over-year to $2.5 billion, indicating a successful shift towards higher-value service offerings.
  • Commercial Segment consulting revenues increased by 14.4% year-over-year to $1.3 billion, demonstrating strong growth in this strategic area.
  • Successful acquisition of TopBloc, a leading Workday consultancy, for $340.0 million, enhancing Commercial Segment capabilities.
  • Announcement of a definitive agreement to acquire Quinnox Inc. for $290 million, further expanding digital solutions and market reach.
  • Approval of a new $1.0 billion stock repurchase program, demonstrating commitment to shareholder returns and capital allocation.
  • Strong liquidity with $161.2 million in cash and cash equivalents and $455.0 million available under the revolving credit facility.
  • Maintained effective internal control over financial reporting as of December 31, 2025, as affirmed by management and independent auditors.
  • Federal Government Segment maintains a significant contract backlog of $2.9 billion, providing long-term revenue visibility.
  • Commercial Segment gross margin improved by 30 basis points, reflecting a favorable shift towards higher-margin consulting revenues.

Negatives

  • Consolidated revenues decreased by 2.9% year-over-year to $3.98 billion, indicating a challenging operating environment.
  • Net income significantly declined to $113.5 million in 2025 from $175.2 million in 2024, representing a 35.2% decrease.
  • Diluted earnings per share (EPS) decreased to $2.60 in 2025 from $3.83 in 2024.
  • Assignment revenues, which are more sensitive to macroeconomic cycles, decreased by 13.8% year-over-year, reflecting market softness.
  • Federal Government Segment revenues declined by 3.3% year-over-year, partly due to the loss of certain contracts as a result of Department of Government Efficiency (DOGE) initiatives.
  • Federal Government Segment gross margin decreased by 70 basis points, primarily due to a higher volume of low-margin software licenses and the loss of certain higher-margin contracts.
  • Selling, general, and administrative (SG&A) expenses increased to 21.5% of revenues in 2025 from 20.0% in 2024, including $26.5 million in acquisition, integration, and strategic planning expenses, and a $4.4 million software write-off.
  • Interest expense, net, increased to $67.7 million from $64.3 million due to higher outstanding borrowings.
  • The effective tax rate increased to 30.2% from 27.0%, primarily due to higher non-deductible executive compensation related to the termination of the deferred compensation plan and tax shortfalls from stock-based compensation.
  • Net cash provided by operating activities decreased to $327.9 million in 2025 from $400.0 million in 2024, primarily due to changes in operating assets and liabilities.
  • The company's stock price performance significantly underperformed the NYSE Market Index, Business Services, and Personnel Supply Services indices from December 31, 2020, to December 31, 2025.

Risks

  • Inability to remain competitive in obtaining and retaining clients, potentially leading to revenue loss and margin decline, especially given the highly competitive and fragmented IT industry.
  • Client agreements are often terminable at will, posing a risk of significant revenue loss if a substantial number of agreements are terminated.
  • Inability to attract and retain qualified IT, creative digital, and engineering professionals, particularly in periods of low unemployment or increased competition for skilled talent.
  • Reliance on subcontractors who may lack resources or experience to comply with complex wage and hour laws, potentially leading to legal liabilities and adverse effects on client relationships.
  • Failure to effectively execute the business strategy, including integration and optimization efforts, which could hinder anticipated growth, cost savings, and operating profit improvements.
  • Performance under complex contracts, including those with third-party partners, may be adversely affected by failures to deliver on commitments, supply chain disruptions, or lack of goal alignment.
  • Risks associated with outsourcing certain back-office support functions to a single third-party vendor, including potential disruptions, unexpected costs, reputational risk, and reduced control over processes and quality.
  • Failure to keep pace with rapid technological changes, including insufficient investment in new technologies like artificial intelligence (AI), could adversely affect services, results of operations, and business development.
  • Significant risks involved in using AI, such as flawed algorithms, reliance on incomplete or inaccurate data, bias, operational inefficiencies, competitive harm, legal liability, brand or reputational harm, and increased compliance costs due to evolving legal and regulatory frameworks.
  • Cybersecurity incidents affecting company or third-party systems could result in service disruption, disclosure or misuse of sensitive information, harm to reputation, decreased demand, liability, penalties, and remedial costs.
  • Challenges in successfully making or integrating acquisitions, including diversion of management attention, difficulties in integration, retention of key personnel, unanticipated costs, legal liabilities, and failure to achieve anticipated revenue or profitability levels.
  • An impairment in the carrying amount of goodwill ($2.1 billion) and other intangible assets ($453.8 million) could require a material write-down, adversely affecting results of operations and net worth.
  • Failure to comply with the terms of debt agreements, including restrictive covenants and variable interest rates, could affect operating flexibility, increase costs, or result in the requirement to repay borrowings before their due date.
  • U.S. and global market and economic developments, such as recessions, inflation, interest rates, and economic uncertainty, could adversely affect demand for services, revenues, and profits.
  • Natural disasters, the effects of climate change, pandemics, and other events beyond control could harm business operations, increase costs, delay revenue, and disrupt business continuity.
  • Reputational risks and legal liability related to sustainability commitments and disclosures, especially with evolving standards and increased scrutiny from various stakeholders.
  • Inability to realize the full value of the Federal Government Segment contract backlog ($2.9 billion) due to the U.S. government's ability to not exercise contract options, reduce orders, or terminate contracts.
  • Changes in U.S. government spending or budgetary priorities, failure of government budgets to be approved on a timely basis, or delays in contract awards could significantly and adversely affect future financial results.
  • Revenues and profitability may be adversely impacted if the company fails to compete effectively in the competitive bidding process for government contracts.
  • Earnings and profitability may vary based on the mix of contract types (firm-fixed-price, cost reimbursable, time-and-materials) and the failure to accurately estimate and manage costs, time, and resources.
  • A significant loss or suspension of facility or employee security clearances with the federal government could lead to a reduction in revenues, cash flows, and operating results.
  • Failure to comply with numerous complex laws and regulations related to government contracts could result in fines, civil or criminal penalties, or suspension or debarment.
  • Dependence on teaming arrangements and relationships with other contractors and subcontractors, with risks if these parties fail to satisfy their obligations or if relationships are not maintained.
  • Audits of contracts by U.S. government agencies could result in unfavorable audit results, penalties, sanctions, and harm to reputation and customer relationships.
  • Significant legal actions, claims, or investigations, including collective, class, or PAGA actions alleging wage and hour violations, could subject the company to substantial uninsured liabilities and damage its business reputation.
  • The business is subject to government regulation, which could restrict the types of employment services offered or result in additional or increased costs.
  • Material impact from changes to fiscal and tax policies in the United States and foreign jurisdictions where the company operates.
  • Various business and regulatory risks associated with international operations, which could increase costs and cause results of operations to fluctuate.
  • The loss of key members of senior management or failure to develop the next generation of future leaders could adversely affect the execution of business strategy and financial results.
  • Failure of internal controls to prevent all errors and fraud, particularly in newly acquired companies and international operations, could adversely affect business and results of operations.
  • The trading price of common stock has experienced significant volatility and could fluctuate substantially in the future based on various factors.

Future Outlook

The company anticipates completing its rebranding to Everforth in the first half of 2026, aiming to unify its brands and strengthen its position as a leading technology and digital engineering company. The acquisition of Quinnox Inc. is expected to close in March 2026, subject to regulatory approvals, and its results will be integrated into the Commercial Segment. The business model will continue to evolve, focusing on higher-end, higher-value IT solutions capabilities in key areas such as AI, data, cloud, and cybersecurity. The company intends to continue investing in organic growth while simultaneously pursuing strategic acquisitions of IT consulting companies. Management believes that current cash, expected operating cash flows, and available revolving credit will be sufficient to meet obligations, working capital, capital expenditures, and anticipated acquisitions for the next 12 months and beyond. The final distribution of deferred compensation plan assets will occur in June 2026.

Management Comments

  • Theodore S. Hanson, Chief Executive Officer, certified that the annual report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made not misleading.
  • The CEO also certified that, based on his knowledge, the financial statements and other financial information included in the report fairly present in all material respects the financial condition, results of operations, and cash flows of the registrant.
  • The CEO and the other certifying officer are responsible for establishing and maintaining disclosure controls and procedures and internal control over financial reporting, and have evaluated their effectiveness.
  • The CEO and the other certifying officer have disclosed, based on their most recent evaluation of internal control over financial reporting, all significant deficiencies and material weaknesses, and any fraud involving management or other employees, to the auditors and the audit committee.

Industry Context

StockSavvy.ai notes that ASGN's strategic rebranding to Everforth and its focus on higher-value IT consulting services, particularly in Cloud and Infrastructure, Data and AI, Software Development, Customer Experience, and Cybersecurity, aligns with broader industry trends of digital transformation and increasing demand for specialized technology expertise. The expansion of its total addressable market to $680 billion, driven by clients seeking higher-value consulting, indicates a successful pivot in a competitive and fragmented IT services market. The decline in 'Assignment' revenues, which are more sensitive to macroeconomic cycles, while consulting revenues grow, reflects a strategic shift towards more resilient, higher-margin service offerings, mirroring a trend seen across the professional services sector where firms are moving up the value chain. The emphasis on proprietary assets, accelerators, and technology alliances (AWS, Microsoft, Google, Salesforce, ServiceNow, Workday, CrowdStrike, Databricks, Snowflake) positions the company to compete with larger, more established digital transformation players.

Corporate Governance

Change TypeDescriptionEffective DateImpact Assessment
Bylaws AmendmentSixth Amended and Restated Bylaws of ASGN Incorporated became effective.September 18, 2025Reflects updated corporate governance framework.
Policy ImplementationASGN Incorporated Insider Trading Policy became effective.September 17, 2025Enhances compliance and ethical standards regarding securities trading by insiders.
Policy ImplementationPolicy for Recovery of Erroneously Awarded Compensation became effective.October 2, 2023Aligns with regulatory requirements for clawback provisions on incentive-based compensation.
Plan AmendmentAmended and Restated Change In Control Severance Plan and Summary Plan Description became effective.December 31, 2024Updates provisions for executive severance in the event of a change in control.
Committee FocusThe Board's Strategy and Technology Committee focuses on technology and cybersecurity.NAEnsures dedicated oversight of critical strategic and risk areas.
Committee OversightThe Board's Audit Committee reviews data security breaches and oversees the Enterprise Risk Management (ERM) annual risk assessment.NAProvides independent oversight of financial reporting risks and cybersecurity incidents.
Internal StructureThe Enterprise Security Council, led by the Chief Information Security Officer (CISO), formulates data protection and cybersecurity policies and oversees emerging threats.NAEstablishes a structured approach to managing cybersecurity risks and maintaining security posture.

Legal Proceedings

  • The company is involved in various legal proceedings, investigations, claims, indemnification claims, and litigation, including purported collective class and Private Attorneys General Act (PAGA) actions alleging violations of wage and hour laws, job posting laws, and other actions.
  • Management does not believe that the disposition of these pending or asserted matters will have a material effect on the company's financial position, results of operations, or cash flows.

Stakeholder Impact

  • Shareholders are impacted by declining revenues, net income, and EPS, but may benefit from the $1.0 billion stock repurchase program and the strategic shift towards higher-margin consulting services. Stock price volatility and underperformance relative to benchmarks are a concern.
  • Employees and billable professionals are affected by the company's ability to attract and retain talent in a competitive market. The rebranding to Everforth aims to unify identity, potentially impacting employee perception and culture. The termination of the deferred compensation plan affects eligible management and highly-compensated key employees.
  • Customers are expected to benefit from the company's evolving focus on higher-end IT solutions, digital engineering, and specialized expertise in areas like AI and cybersecurity, with the rebranding aiming to provide a unified and stronger identity.
  • Creditors are affected by the company's long-term debt levels ($1.17 billion) and its compliance with restrictive covenants. Increased interest expense due to higher outstanding borrowings is also a factor.
  • Suppliers, particularly the single third-party vendor for outsourced back-office functions, face dependence on the company, while the company faces risks related to service disruption, unexpected costs, and quality control from this arrangement.

Next Steps

  • Complete the rebranding from ASGN to Everforth in the first half of 2026.
  • Close the acquisition of Quinnox Inc. in March 2026, subject to customary closing conditions and regulatory approvals.
  • Continue to invest in organic growth and pursue strategic acquisitions of IT consulting companies.
  • Final distribution of deferred compensation plan participant account assets in June 2026.
  • File the definitive proxy statement for the 2026 Annual Meeting of Stockholders within 120 days of the close of fiscal year 2025.

Key Dates

DateDescription
December 31, 2020Start of the stock performance graph period.
June 8, 2021First Amendment to the Second Amended and Restated ASGN Incorporated 2012 Employment Inducement Incentive Award Plan became effective.
September 29, 2021Supplemental Indenture No. 2 dated.
November 7, 2022Employment Agreement with Marie Perry dated.
November 15, 2022Supplemental Indenture No. 3 dated.
December 31, 2022Balance sheet date for stock equity.
April 19, 2023Severance Term Letter with Rose L. Cunningham dated.
August 31, 2023Third Amended and Restated Credit Agreement dated.
October 2, 2023Policy for Recovery of Erroneously Awarded Compensation effective.
December 2023Financial Accounting Standards Board (FASB) issued ASU No. 2023-09, Income Taxes (Topic 740) Improvements to Income Tax Disclosures.
December 31, 2023End of fiscal year for financial statements.
March 13, 2024First Amendment to Third Amended and Restated Credit Agreement dated.
November 2024FASB issued ASU No. 2024-03, Income StatementReporting Comprehensive IncomeExpense Disaggregation Disclosures (Subtopic 220-40) Disaggregation of Income Statement Expenses.
December 31, 2024End of fiscal year for financial statements.
December 31, 2024Amended and Restated Change In Control Severance Plan and Summary Plan Description effective.
January 2025FASB issued ASU No. 2025-01, Income StatementReporting Comprehensive IncomeExpense Disaggregation Disclosures (Subtopic 220-40) Clarifying the Effective Date.
February 25, 2025Second Amendment to the Second Amended and Restated ASGN Incorporated 2012 Employment Inducement Incentive Award Plan effective.
March 1, 2025Employment Agreement with Sadasivam (Shiv) Iyer effective.
March 4, 2025Acquisition of TopBloc, LLC completed for $340.0 million.
April 18, 2025Supplemental Indenture No. 4 dated.
June 12, 2025Stockholders approved the First Amendment to the 2010 Incentive Award Plan and the First Amendment to the 2010 Employee Stock Purchase Plan.
July 2025Company amended its senior secured credit facility.
July 31, 2025Second Amendment to Third Amended and Restated Credit Agreement dated.
September 17, 2025ASGN Incorporated Insider Trading Policy effective.
September 18, 2025Sixth Amended and Restated Bylaws of ASGN Incorporated effective.
September 2025FASB issued ASU No. 2025-06, Internal-Use Software (Subtopic 350-40).
October 31, 2025Annual impairment test date for goodwill and trademarks.
November 17, 2025Board approved a new $1.0 billion stock repurchase program.
November 20, 2025New $1.0 billion stock repurchase program announced.
November 2025ASGN announced its intent to rebrand to Everforth.
December 31, 2025End of fiscal year for this 10-K report.
January 20, 2026Company announced definitive agreement to acquire Quinnox Inc. for $290 million.
February 12, 2026Date for outstanding shares count (41.3 million).
February 24, 2026Date of CEO/CFO certifications and audit report.
March 2026Anticipated closing of Quinnox Inc. acquisition.
June 2026Final distribution of deferred compensation plan (DCP) participant account assets.
After December 15, 2025Effective date for ASU No. 2025-05 (annual periods).
After December 15, 2026Effective date for ASU No. 2024-03 (annual periods).
After December 15, 2027Effective date for ASU No. 2024-03 (interim periods).
After December 15, 2027Effective date for ASU No. 2025-06 (annual periods).
2028Maturity date for $550.0 million Unsecured Senior Notes.
2028Due date for Senior Secured Credit Facility revolving credit facility and Term Loan A.
2030Due date for Term Loan B.
2030Foreign net operating losses begin to expire.
2045Federal net operating loss and credit carryforwards begin to expire.

Recommendation

hold

The company faces significant headwinds with declining revenues and net income, and its stock has underperformed peers. However, the strategic pivot towards higher-value IT consulting, evidenced by growth in commercial consulting revenues and recent acquisitions, along with a substantial stock repurchase program, suggests a potential for future recovery. The rebranding to Everforth aims to strengthen market positioning. Given the current financial performance but strategic initiatives, a 'hold' recommendation is appropriate for investors to observe the execution of the strategy and its impact on future financial results.

Keywords

IT solutions, digital engineering, consulting, government contracts, cybersecurity, AI, data, cloud, enterprise platforms, staffing, acquisitions, stock repurchase, financial performance, 10-K, ASGN, Everforth

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