What the changes say
- A new climate and environmental risk covers severe weather, disease outbreaks, resilience costs, and greenhouse-gas disclosure rules.
- Several company-specific risks were removed, including artificial intelligence, cybersecurity, privacy compliance, talent, goodwill, geopolitical, and government-contracting risks.
- Updated risks reflect the One Big Beautiful Bill Act, a federal push toward firm-fixed-price contracts, budget deficits, and still-elevated interest rates.
What changed since the prior 10-K
New
- NewLegal and Regulatory Risks
Our business is subject to a number of risks related to climate and environmental matters, including regulatory, political, reputational, litigation and financial risks, that could adversely affect our results of operations or financial condition
Climate-related events, disease outbreaks, and environmental disclosure rules could disrupt Booz Allen, its customers, suppliers, facilities, technology systems, and costs.
Dropped
- DroppedIndustry and Economic Risks
there is no additional demand for such services. An inability to consistently win new contract awards over any extended period would have a material adverse effect on our business and results of operations
- DroppedIndustry and Economic Risks
Systems that we develop, integrate, maintain, or otherwise support could experience security breaches which may damage our reputation with our customers and hinder future contract win rates
Procurement delays and bid protests could delay, increase the cost of, or overturn Booz Allen’s new contract awards.
- DroppedIndustry and Economic Risks
Implementation of and compliance with various data privacy and cybersecurity laws, regulations and standards could require significant investment into ongoing compliance activities, trigger potential liability, and limit our ability to use personal data
- DroppedIndustry and Economic Risks
We develop and utilize artificial intelligence, which could expose us to risks including potential liability as well as regulatory, competition, reputational and other risks
- DroppedIndustry and Economic Risks
We may fail to attract, train, and retain skilled and qualified employees, which may impair our ability to generate revenue, effectively serve our customers, and execute our growth strategy
- DroppedIndustry and Economic Risks
employees to civil or criminal penalties. Additionally, our ability to attract, hire, and retain skilled and qualified employees may be impacted by pandemics, epidemics or similar disease outbreaks
- DroppedIndustry and Economic Risks
If our employees are under-utilized, our profit margin and profitability could suffer. Additionally, if our employees are over-utilized, it could have a material adverse effect on employee engagement and attrition, which would in turn have a material adverse impact on our business
- DroppedIndustry and Economic Risks
Failure to adequately protect, maintain, or enforce our rights in our intellectual property may adversely limit our competitive position
Security breaches affecting sensitive government, commercial, health, financial, or personal information could damage reputation and future contract win rates.
- DroppedIndustry and Economic Risks
Goodwill represents a significant asset on our balance sheet, and changes in future business conditions could cause these investments to become impaired, requiring substantial write-downs that would reduce our operating income
- DroppedLegal and Regulatory Risks
We cannot predict the consequences of future geopolitical events, but they may adversely affect the markets in which we operate and our results of operations
Data privacy and cybersecurity compliance failures could bring fines, litigation, criminal prosecution, and limits on personal-data use.
- DroppedLegal and Regulatory Risks
Our work with government customers exposes us to additional risks inherent in the government contracting environment, which could reduce our revenue, disrupt our business, or otherwise materially adversely affect our results of operations
Use of generative artificial intelligence and other AI tools could create liability, regulatory, competitive, and reputational risks.
- DroppedLegal and Regulatory Risks
The U.S. government may revise its procurement, contract, or other practices in a manner adverse to us
Shortages of highly qualified personnel and employees with security clearances could impair service delivery, revenue, and growth.
- DroppedLegal and Regulatory Risks
Increasing scrutiny and changing expectations regarding business operations and associated practices related to matters receiving substantial scrutiny from stakeholders and governmental authorities may impose additional costs on us or expose us to new or additional risks
Labor-market conditions and pandemics or similar outbreaks could hinder recruitment, retention, deployment, and employee clearances.
- DroppedLegal and Regulatory Risks
Our business is subject to disruption caused by physical or transition risks that could adversely affect our results of operations or financial condition
- DroppedRisks Related to Our Indebtedness
We have substantial indebtedness and may incur substantial additional indebtedness, which could adversely affect our financial health and our ability to obtain financing in the future as well as to react to changes in our business
Reworded
- 75% rewrittenLegal and Regulatory Risks
Our U.S. government contracts may be terminated by the government at any time and may contain other provisions permitting the government to discontinue contract performance, and if lost contracts are not replaced, our operating results may differ materially and adversely from those anticipated
The heading now emphasizes government termination and replacement risk, while the text adds that government contracts impose obligations as well as rights and remedies.
- 69% rewrittenLegal and Regulatory Risks
Changes in tax law or judgments by management related to complex tax matters could adversely impact our results of operations
The tax discussion now identifies the July 4, 2025 One Big Beautiful Bill Act and its changes to U.S. federal taxation.
- 66% rewrittenIndustry and Economic Risks
Certain services we provide and technologies we develop are designed to prevent, detect and monitor threats to our customers and may expose us or our customers and business partners to financial loss or physical or reputational harm
No substantive change; the risk still covers attacks on customers and resulting financial, physical, reputational, or liability exposure.
- 62% rewrittenIndustry and Economic Risks
We face certain significant risk exposures and potential liabilities that may not be adequately covered by indemnity or insurance
No substantive change; the risk still covers untested defense and technology systems, inadequate insurance, and uninsured liabilities.
- 60% rewrittenRisks Related to Our Indebtedness
Our variable rate indebtedness subjects us to interest rate risk, which could cause our debt service obligations to increase significantly
The update notes that rates declined after 2022–2023 increases but remained above recent historical lows as of March 2026, with future movements uncertain.
- 56% rewrittenIndustry and Economic Risks
U.S. government spending levels and mission priorities could change in a manner that adversely affects our future revenue and limits our growth prospects
The budget risk now specifically includes U.S. government budget deficits and budgetary constraints.
- 49% rewrittenIndustry and Economic Risks
Under time-and-materials contracts, we are reimbursed for labor at negotiated hourly billing rates and for certain allowable expenses. We assume financial risk on time-and-materials contracts because our costs of performance may exceed these negotiated hourly rates
The update replaces the prior administration’s fixed-price preference with the executive order directing agencies to maximize firm-fixed-price awards subject to exceptions.
- 47% rewrittenRisks Related to Our Common Stock
Booz Allen Hamilton Holding Corporation is a holding company with no operations of its own, and it depends on its subsidiaries for cash to fund all of its operations and expenses, including to make future dividend payments, if any
The update removes restrictions in the Senior Credit Facility and senior-note indentures on subsidiary transfers to the holding company.
Was: Booz Allen Holding is a holding company with no operations of its own, and it depends on its subsidiaries for cash to fund all of its operations and expenses, including to make future dividend payments, if any
- 46% rewrittenIndustry and Economic Risks
Our profitability could suffer if we are not able to timely and effectively utilize our employees or manage our cost structure
- 46% rewrittenIndustry and Economic Risks
We may not realize the full value of our backlog, which may result in lower than expected revenue
- 43% rewrittenLegal and Regulatory Risks
Adverse judgments or settlements in legal disputes could result in materially adverse monetary damages or injunctive relief and damage our reputation
- 41% rewrittenIndustry and Economic Risks
A delay in the completion of the U.S. government’s budget process, including as a result of a failure to raise the debt ceiling, could result in a reduction in our backlog and have a material adverse effect on our revenue and operating results
- 38% rewrittenIndustry and Economic Risks
We face intense competition from many competitors, which could cause us to lose business, lower prices and suffer employee departures
- 31% rewrittenIndustry and Economic Risks
We may consummate acquisitions, investments, partnerships, joint ventures and divestitures, which involve numerous risks and uncertainties
Was: We may consummate acquisitions, investments, joint ventures and divestitures, which involve numerous risks and uncertainties
- 30% rewrittenIndustry and Economic Risks
Deterioration of economic conditions or weakening in credit or capital markets may have a material adverse effect on our business, results of operations and financial condition
- 23% rewrittenIndustry and Economic Risks
If we cannot collect our receivables or if payment is delayed, our business may be adversely affected by our inability to generate cash flow, provide working capital, or continue our business operations
All 41 risk factors
Headings as the filing states them, in filing order.
Industry and Economic Risks
- 01U.S. government spending levels and mission priorities could change in a manner that adversely affects our future revenue and limits our growth prospects56% rewritten
- 02We believe that one of the key elements of our success is our position as the holder of 2,426 active task orders under IDIQ contract vehicles as of March 31, 2026
- 03Our earnings and profitability may vary based on the mix of our contracts and may be adversely affected by our failure to accurately estimate or otherwise recover the expenses, time, and resources for our contracts
- 04Under time-and-materials contracts, we are reimbursed for labor at negotiated hourly billing rates and for certain allowable expenses. We assume financial risk on time-and-materials contracts because our costs of performance may exceed these negotiated hourly rates49% rewritten
- 05We use estimates in recognizing revenue and if we make changes to estimates used in recognizing revenue, our profitability may be adversely affected
- 06We may not realize the full value of our backlog, which may result in lower than expected revenue46% rewritten
- 07Certain services we provide and technologies we develop are designed to prevent, detect and monitor threats to our customers and may expose us or our customers and business partners to financial loss or physical or reputational harm66% rewritten
- 08We may fail to obtain and maintain necessary security clearances which may adversely affect our ability to perform on certain contracts
- 09Our profitability could suffer if we are not able to timely and effectively utilize our employees or manage our cost structure46% rewritten
- 10Global inflationary pressures and new or increased tariffs on certain imports have increased the prices of goods and services, which could raise the costs associated with providing our services, diminish our ability to compete for new contracts or task orders, and/or reduce customer buying power
- 11Deterioration of economic conditions or weakening in credit or capital markets may have a material adverse effect on our business, results of operations and financial condition30% rewritten
- 12We may lose one or more members of our senior management team or fail to develop new leaders, which could cause the disruption of the management of our business
- 13Our employees or subcontractors may engage in misconduct or other improper activities, which could harm our ability to conduct business with the U.S. government
- 14We face intense competition from many competitors, which could cause us to lose business, lower prices and suffer employee departures38% rewritten
- 15Our failure to maintain strong relationships with other contractors, or the failure of contractors with which we have entered into a sub- or prime-contractor relationship to meet their obligations to us or our customers, could have a material adverse effect on our business and results of operations
- 16A delay in the completion of the U.S. government’s budget process, including as a result of a failure to raise the debt ceiling, could result in a reduction in our backlog and have a material adverse effect on our revenue and operating results41% rewritten
- 17We face certain significant risk exposures and potential liabilities that may not be adequately covered by indemnity or insurance62% rewritten
- 18Assertions by third parties of infringement, misappropriation or other violations by us of their intellectual property rights could result in significant costs and substantially harm our business and operating results
- 19Our focus on new growth areas for our business entails risks, including those associated with new relationships, customers, talent needs, capabilities, service offerings, and maintaining our collaborative culture and core values
- 20Changes to our operating structure, capabilities, or strategy intended to address our customers’ needs, respond to developments in our markets, and grow our business may not be successful
- 21Many of our contracts with the U.S. government are classified or subject to other security restrictions, which may limit insight into portions of our business
- 22If we cannot collect our receivables or if payment is delayed, our business may be adversely affected by our inability to generate cash flow, provide working capital, or continue our business operations23% rewritten
- 23We may consummate acquisitions, investments, partnerships, joint ventures and divestitures, which involve numerous risks and uncertainties31% rewritten
Legal and Regulatory Risks
- 24Adverse judgments or settlements in legal disputes could result in materially adverse monetary damages or injunctive relief and damage our reputation43% rewritten
- 25We are subject to risks associated with operating in foreign jurisdictions
- 26Efforts by the U.S. government to revise its organizational conflict of interest rules could limit our ability to successfully compete for new contracts or task orders, which would adversely affect our results of operations
- 27Changes in tax law or judgments by management related to complex tax matters could adversely impact our results of operations69% rewritten
- 28Our U.S. government contracts may be terminated by the government at any time and may contain other provisions permitting the government to discontinue contract performance, and if lost contracts are not replaced, our operating results may differ materially and adversely from those anticipated75% rewritten
- 29The U.S. government may prefer small and small disadvantaged businesses; therefore, we may have fewer opportunities to bid for
- 30Our business is subject to a number of risks related to climate and environmental matters, including regulatory, political, reputational, litigation and financial risks, that could adversely affect our results of operations or financial conditionNew
Risks Related to Our Indebtedness
- 31We may not be able to generate sufficient cash to service our indebtedness and may be forced to take other actions to satisfy our obligations under our indebtedness, which may not be successful
- 32The agreements governing our indebtedness restrict our ability to incur additional indebtedness, which could limit our ability to raise debt to be used to repay other indebtedness when it becomes due
- 33Our inability to generate sufficient cash flows to satisfy our debt obligations, or to refinance our indebtedness on commercially reasonable terms or at all, would materially and adversely affect our financial condition and results of operations and our ability to satisfy our obligations under our indebtedness
- 34The terms of the agreements governing our indebtedness restrict our current and future operations, particularly our ability to respond to changes or to take certain actions, which could harm our long-term interests
- 35Our variable rate indebtedness subjects us to interest rate risk, which could cause our debt service obligations to increase significantly60% rewritten
- 36A downgrade, suspension or withdrawal of the rating assigned by a rating agency to us or our indebtedness could make it more difficult for us to obtain additional debt financing in the future
Risks Related to Our Common Stock
- 37Booz Allen Hamilton Holding Corporation is a holding company with no operations of its own, and it depends on its subsidiaries for cash to fund all of its operations and expenses, including to make future dividend payments, if any47% rewritten
- 38Our financial results may vary significantly from period to period as a result of a number of factors, many of which are outside our control, which could cause the market price of our Class A Common Stock to fluctuate
- 39We cannot assure you that we will pay special or regular dividends on our stock in the future
- 40Provisions in our organizational documents and in the Delaware General Corporation Law may prevent takeover attempts that could be beneficial to our stockholders
- 41The market for our Class A Common Stock may be adversely affected by the performance of other companies in the government services market
Other Booz Allen Hamilton Holding 10-Ks
- FY2025 10-K risk factors55 risks
Booz Allen Hamilton depends heavily on U.S. government defense and intelligence spending. Contract vehicles like IDIQ and security clearances are vital. Regulatory, cyber, and AI risks dominate operations.
Filed May 23, 2025
About this page
The headings are the filing's own. The one-line readings and the overview are automated and can be wrong: read Item 1A of the 10-K for the exact wording.