Conduent 2026年季度报告

(Mark One) QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIESEXCHANGE ACT OF 1934 For the quarterly period ended: June 30, 2026 TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIESEXCHANGE ACT OF 1934 Commission File Number 001-37817 New York 81-2983623(IRS EmployerIdentification No.) (State or other jurisdiction ofincorporation or organization) 100 Campus Drive,Suite 200,Florham Park,New Jersey(Address of principal executive offices) 07932(Zip Code) (844) 663-2638(Registrant’s telephone number, including area code)_________________________________________________ Securities registered pursuant to Section 12(b) of the Act: Indicate by check mark whether the registrant (1)has filed all reports required to be filed by Section13 or 15(d) of the SecuritiesExchange Act of 1934 during the preceding 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 submittedpursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that theregistrant 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 smallerreporting company or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reportingcompany,” and “emerging growth company” in Rule 12b-2 of the Exchange Act. Accelerated filer☒Non-accelerated filer☐Small reporting company☐Emerging growth company Indicate by a check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes☐No☒ Outstanding at July 31, 2026155,520,800 Common Stock,$0.01 par value FORWARD-LOOKING STATEMENTSThis Quarterly Report on Form 10-Q ("Form 10-Q") and any exhibits to this Form 10-Q may contain "forward-looking statements" as defined in the Private Securities Litigation Reform Act of 1995 (the "Litigation Reform Act"). These forward-looking statementsand other information are based on our beliefs as well as assumptions made by us using information currently available. Thewords “anticipate,” “believe,” “estimate,” “expect,” "plan," “intend,” “will,” "aim," “should,” "could," "forecast," "target," "may,""continue to," "endeavor," "if," "growing," "projected," "potential," "likely," "see ahead," "further," "going forward," "on the horizon"and similar expressions (including the negative and plural forms of such words and phrases), as they relate to us, are intendedto identify forward-looking statements, but the absence of these words does not mean that a statement is not forward-looking.These statements reflect our current views with respect to future events and are subject to certain risks, uncertainties andassumptions, many of which are outside of our control, that could cause actual results to differ materially from those expected orimplied by such forward-looking statements and could materially adversely affect our business, financial condition, results ofoperations, cash flows and liquidity. Important factors and uncertainties that could cause our actual results to differ materially from those in our forward-lookingstatements include, but are not limited to: risks related to recently announced divestitures including the sale of the Company’s (i)Public Transit business and (ii) Tolling business, including but not limited to our ability to realize the benefits anticipated fromsuch transactions, as well as unexpected costs, liabilities or delays associated with such transactions; competitive restrictionsapplicable to the Company and its affiliates under the definitive transaction agreements; risks related to the equity interest inQuarterhill Inc. to be received as partial consideration in the Tolling transaction, including fluctuations in the value of suchinterest; government appropriations and termination rights contained in our government contracts; the impact of changes ingovernment spending levels, budget priorities or efficiency initiatives, including federal cost-reduction programs, on demand forour government solutions and services; the competitiveness of the markets in which we operate and our ability to renewcommercial and government contracts, including contracts awarded through competitive bidding processes; our ability to recovercapital and other investments in connection with our contracts; the impact of geopolitical events and geopolitical tensions (suchas the war in Ukraine and conflict in the Middle East), macroeconomic conditions, natural disasters and other factors in aparticular country or region on our workforce, customers and vendors; the impact of changes in trade policies, tariffs or exportcontrols on our cost structure, sup