Resources Connection Inc 2024年度报告

Form10-K (Mark One) xANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934For the fiscal year endedMay 31, 2025ORoTRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934For the transition period fromtoCommission File Number:0-32113________________________ RESOURCES CONNECTION, INC.(Exact Name of Registrant as Specified in Its Charter) Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act.Yes o No xIndicate by check mark if the registrant is not required to file reports pursuant to Section 13 or 15(d) of the Act.Yes o No x 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 12months (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 x No o 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 (§232.405of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).Yes x No o 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. Accelerated FilerxSmaller Reporting Companyo Large Accelerated Filero Non-accelerated Filero Emerging Growth Companyo 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 revised financialaccounting standards provided pursuant to Section 13(a) of the Exchange Act.o 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 financial reportingunder 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.x 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 the correctionof an error to previously issued financial statements.o 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 the registrant’sexecutive officers during the relevant recovery period pursuant to §240.10D-1(b).o As of November 22, 2024 (the last business day of the registrant’s most recently completed second fiscal quarter), the approximate aggregate market value of common stock heldby non-affiliates of the registrant was $259,589,573(based upon the closing price for shares of the registrant’s common stock as reported by The Nasdaq Global Select Market).As of July18, 2025, there were approximately33,339,883shares of common stock, $0.01 par value, outstanding.________________________ DOCUMENTS INCORPORATED BY REFERENCE The registrant’s definitive proxy statement for the 2025 Annual Meeting of Stockholders is incorporated by reference in Part III of this Form 10-K to the extent stated herein. RESOURCES CONNECTION, INC.TABLE OF CONTENTS PageNo.PART IITEM 1.BUSINESS3ITEM 1A.RISK FACTORS12ITEM 1B.UNRESOLVED STAFF COMMENTS24ITEM 1C.CYBERSECURITY24ITEM 2.PROPERTIES25ITEM 3.LEGAL PROCEEDINGS25ITEM 4.MINE SAFETY DISCLOSURES25PART IIITEM 5.MARKET FOR REGISTRANT’S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUERPURCHASES OF EQUITY SECURITIES26ITEM 6.RESERVED28ITEM 7.MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS28ITEM 7A.QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK48ITEM 8.FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA49ITEM 9.CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE88ITEM 9A.CONTROLS AND PROCEDURES88ITEM 9B.OTHER INFORMATION89ITEM 9C.DISCLOSURE REGARDING FOREIGN JURISDICTIONS THAT PREVENT INSPECTIONS89PART IIIITEM 10.DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE89ITEM 11.EXECUTIVE COMPENSATION89ITEM 12.SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATEDSTOCKHOLDER MATTERS89ITEM 13.CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE90ITEM 14.PRINCIPAL ACCOUNTANT FEES AND SERVICES90PART IVITEM 15.EXHIBITSAND FINANCIAL STATEMENT SCHEDULES91ITEM 16.FORM 10-K SUMMARY93SIGNATURES94 In this Annual Report on Form 10-K, “Resources Global Professionals,” “Company,” “we,” “us” and “our” refer to the business ofResources Connection, Inc.