FTI咨询 2024年度报告

Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act.Yes☒No☐ Indicate by check mark whether the registrant (1)has filed all reports required to be filed by Section13 or 15(d) of the Securities Exchange Act of 1934 during thepreceding 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 90days.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 growthcompany. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act. If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revisedfinancial accounting standards provided pursuant to Section 13(a) of the Exchange Act.☐ Indicate by check mark whether the registrant has filed a report on and attestation to its management’s assessment of the effectiveness of its internal control over financialreporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firm that prepared or issued its audit report.☒ If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of the registrant included in the filing reflect thecorrection of an error to previously issued financial statements.☐ Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-based compensation received by any of theregistrant’s executive officers during the relevant recovery period pursuant to §240.10D-1(b).☐ Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act).Yes☐No☒ The aggregate market value of the voting and non-voting common stock held by non-affiliates of the registrant was $6.8billion, based on the closing sales price of theregistrant’s common stock on June28, 2024, the last business day of the registrant's most recently completed second fiscal quarter. The number of shares of the registrant’s common stock outstanding as of February13, 2025 was35,922,453. FTI CONSULTING, INC. AND SUBSIDIARIESAnnual Report on Form 10-KFiscal Year Ended December 31, 2024 TABLE OF CONTENTS PART I Item1.BusinessItem1A.Risk FactorsItem1B.Unresolved Staff CommentsItem1C.CybersecurityItem2.PropertiesItem3.Legal ProceedingsItem4.Mine Safety Disclosures PART II Item5.Market for the Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities31Item6.Reserved32Item7.Management’s Discussion and Analysis of Financial Condition and Results of Operations33Item7A.Quantitative and Qualitative Disclosures about Market Risk51Item8.Financial Statements and Supplementary Data53Item9.Changes in and Disagreements with Accountants on Accounting and Financial Disclosure82Item9A.Controls and Procedures82Item9B.Other Information82Item 9C.Disclosure Regarding Foreign Jurisdictions that Prevent Inspections82 PARTIII Item10.Directors, Executive Officers and Corporate Governance83Item11.Executive Compensation83Item12.Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters83Item13.Certain Relationships and Related Transactions and Director Independence83Item14.Principal Accountant Fees and Services83 PARTIV FTI CONSULTING, INC. PART I Forward-Looking Statements This Annual Report on Form 10-K (the “Annual Report”) includes “forward-looking statements” within the meaning of Section27A ofthe Securities Act of 1933, as amended (the “Securities Act”), and Section21E of the Securities Exchange Act of 1934, as amended (the“Exchange Act”), that involve uncertainties and risks. Forward-looking statements include statements concerning our plans, initiatives,projections, prospects, policies, processes and practices, objectives, goals, commitments, strategies, future events, future revenues, future resultsand performance, future capital allocations and expenditures, expectations, plans or intentions relating to acquisitions, share repurchases andother matters, business trends, new, or changes to, laws and regulations, including U.S. and foreign tax laws, environmental, social andgovernance (“ESG”)-related issues, climate change-related matters, scientific or technological developments, including relating to new andemerging technologie