10-K/A: Dun & Bradstreet Updates Executive and Director Information in Amended 10-K Filing
Form 10-K/A Amendment
Dun & Bradstreet filed an amendment to its 2024 annual report, updating information on directors, officers, and executive compensation.
Summary
- Dun & Bradstreet Holdings, Inc. filed an amendment to its Form 10-K for the fiscal year ended December 31, 2024.
- The amendment primarily updates Part III of the original filing, which contains information about the company's directors, officers, and executive compensation.
- The original Form 10-K was filed with the Securities and Exchange Commission on February 21, 2025.
- The amendment includes updated certifications from the Chief Executive Officer and Chief Financial Officer.
- The aggregate market value of the shares of Dun & Bradstreet Holdings, Inc. common stock held by non-affiliates of the registrant as of June 30, 2024 was $2,877,967,751 based on the closing price of $9.26 as reported by the New York Stock Exchange.
- There were 441,516,369 shares outstanding of the Registrants common stock as of February 14, 2025.
Sentiment
Score: 6
Explanation: The document presents a mixed sentiment. While revenue and adjusted EBITDA increased, the GAAP net loss and a slight decrease in adjusted net income temper the overall outlook. The company's strategic initiatives and market position are positive, but financial performance shows some areas of concern.
Positives
- The company delivered solid financial results in 2024, including revenue of $2,381.7 million, an increase of 2.9% compared to the year ended December 31, 2023.
- Adjusted EBITDA for 2024 was $926.6 million, up 3.9% compared to the year ended December 31, 2023.
- The company had strong revenue retention at 96% in 2024.
- The company successfully completed a multi-year cloud migration effort.
- The company launched ChatD&B, its Gen AI assistant that produces instantaneous business insights on companies and professional contacts.
- Dun & Bradstreet also received TrustArcs TRUSTe Responsible AI Certification for the company's strong commitment and adherence to responsible AI governance.
Negatives
- GAAP net loss of $28.6 million, or loss per share of $0.07, for 2024 compared to a GAAP net loss of $47.0 million, or loss per share of $0.11 for the year ended December 31, 2023.
- Adjusted net income was $429.1 million, or adjusted diluted earnings per share of $0.98, compared to adjusted net income of $431.6 million, or adjusted diluted earnings per share of $1.00 for the year ended December 31, 2023.
Risks
- The company operates in a highly competitive industry with constantly evolving regulatory requirements.
- The company faces risks related to cybersecurity, data privacy, and emerging business and regulatory risks.
- The company's performance is subject to adjustments for variances as a result of legislative or regulatory changes, extraordinary events, unbudgeted acquisitions or divestitures, non-recurring charges, restructuring changes, unbudgeted discontinued operations, as well as currency fluctuations.
Future Outlook
The company intends to continue providing resources to clients to make more informed and real-time key business decisions.
Management Comments
- Businesses throughout the world are coming to us to solve some of their biggest challenges and our value proposition is resonating with those businesses in need of data, analytics and workflow to more efficiently and effectively operate in these rapidly changing environments.
- We are uniquely qualified to address the commercial data-driven decisioning needs of our clients due to the breadth and depth of our proprietary Data Cloud and our extensive intellectual property driving business insights.
- Our mix of high-quality revenues, blue chip client base, increasing innovation, strong profitability and disciplined capital allocation differentiate us through our ability to continue delivering value for our clients.
- Master data management continues to be the foundational core of our growth strategy and a key component to our customers generative artificial intelligence (GenAI) strategies.
- We continue to focus on artificial intelligence (AI) innovation through investing in new, expanded and alternative datasets, integrating our Data Cloud into delivery platforms and collaborating with top cloud and GenAI companies.
- We believe that we provide to our clients a highly valued level of insight and we intend to continue to provide the resources our clients need to make more informed and real-time key business decisions.
Industry Context
Dun & Bradstreet operates in the data and analytics industry, competing with companies that provide business information, risk management solutions, and sales and marketing intelligence. The company's focus on master data management and AI innovation aligns with industry trends towards leveraging data for decision-making and automation.
Comparison to Industry Standards
- Dun & Bradstreet's peer group includes companies like Thompson Reuters Corporation, MSCI Inc., and Equifax Inc.
- These companies operate in similar industries and have comparable revenue ranges.
- The company's executive compensation practices are benchmarked against this peer group to ensure competitiveness.
- Dun & Bradstreet's revenue retention rate of 96% is a strong indicator of customer satisfaction and loyalty, which is a key performance metric in the data and analytics industry.
- The company's adjusted EBITDA margin is a key indicator of profitability compared to industry standards.
Related Party Transactions
- In September 2021, we entered into a 10-year agreement with Paysafe.
- In December 2022, Paysafe signed a 63 month lease agreement with us for the occupancy of the fourth floor of our headquarters building in Jacksonville, Florida.
- In July 2024, we entered into a sponsorship package with AFC Bournemouth Limited.
Stakeholder Impact
- The updated information on executive compensation and corporate governance is relevant to shareholders.
- The company's financial performance and strategic initiatives impact employees, customers, and suppliers.
- The company's commitment to ethical business practices and risk management is important to all stakeholders.
Key Dates
| Date | Description |
|---|---|
| February 8, 2019 | Effective date of employment agreements with several named executive officers. |
| June 18, 2020 | Date of amendments to employment agreements with several named executive officers. |
| July 2, 2020 | Amended and Restated Certificate of Incorporation of Dun & Bradstreet Holdings, Inc. |
| December 20, 2021 | Date of Indenture by and among The Dun & Bradstreet Corporation. |
| June 1, 2022 | Effective date of employment agreement with Neeraj Sahai. |
| September 23, 2022 | Effective date of employment agreement with Virginia G. Gomez. |
| October 2023 | Compensation committee adopted a policy to clawback and recover incentive-based compensation erroneously paid to and received by our executive officers. |
| January 29, 2024 | Amendment No. 8 to the Credit Agreement. |
| February 8, 2024 | Amendment No. 2 to the Employment Agreement by and between Anthony M. Jabbour and The Dun & Bradstreet Corporation. |
| March 11, 2024 | Date of performance-based restricted stock grants to named executive officers. |
| June 2024 | Richard N. Massey served as Vice Chairman and a director of Cannae until June 2024. |
| July 2024 | We entered into a sponsorship package with AFC Bournemouth Limited. |
| November 19, 2024 | Amendment No. 9 to the Credit Agreement. |
| December 31, 2024 | Fiscal year end. |
| February 14, 2025 | There were 441,516,369 shares outstanding of the Registrants common stock as of February 14, 2025. |
| February 21, 2025 | The original Form 10-K was filed with the Securities and Exchange Commission on February 21, 2025. |
| April 15, 2025 | As of April 15, 2025, Mr. Jabbour holds shares of our common stock with a value of approximately $107 million and our other named executive officers as a group hold shares of our common stock with a value of approximately $58 million. |
| April 30, 2025 | Date of certifications from the Chief Executive Officer and Chief Financial Officer. |
Keywords
executive compensation, directors, officers, financial performance, adjusted EBITDA, revenue, corporate governance, stock ownership, incentive plan, risk management, Dun & Bradstreet
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