0001032220FALSE00010322202024-12-102024-12-10

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 8-K
CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported): December 10, 2024
maximus-logo.jpg

Maximus, Inc.
(Exact name of registrant as specified in its charter)
Virginia1-1299754-1000588
(State or other jurisdiction of incorporation)
 (Commission File Number)
(I.R.S. Employer Identification No.)
1600 Tysons BoulevardMcLean,VA22102
(Address of principal executive offices)
(Zip Code)
Registrant's telephone number, including the area code(703)251-8500
No Change
(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
☐    Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐    Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐    Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐    Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:
Title of each classTrading Symbol(s)Name of each exchange on which registered
Common Stock, no par valueMMSNew York Stock Exchange
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☐
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 financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐



Item 8.01    Other Events.
On December 10, 2024, the Board of Directors (the “Board”) of Maximus, Inc. (the “Company”) approved an increase to the Company's existing stock purchase program. The increased stock purchase program authorizes the Company to purchase up to an aggregate amount of $200 million of the Company’s common stock, no par value (“Common Stock”).
The Company intends to purchase shares opportunistically at prevailing market prices in the open market, via 10b5-1 plans, or in privately negotiated transactions, with the amount and timing of purchases depending on market conditions, corporate needs, and other factors.
This program does not obligate the Company to acquire any particular amount of Common Stock, has no specified expiration date, and may be extended, modified, suspended or discontinued at any time at the Company’s discretion.
The Company issued a press release announcing the increase to the existing stock purchase program. A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K.
Forward-Looking Statements
Except for historical information, all of the statements, expectations, and assumptions contained in this Current Report on Form 8-K are forward-looking statements as that term is defined in the Private Securities Litigation Reform Act of 1995, including statements regarding the Company’s stock purchase program and capital allocation priorities. Actual results may differ materially from those explicit or implicit in the forward-looking statements. Important factors that could cause actual results to differ materially include, but are not limited to: the fact that common stock purchases may not be conducted in the timeframe or in the manner the Company expects, or at all, the Company’s capital allocation priorities may shift and the other risk factors disclosed in the Company’s Annual Report on Form 10-K for the year ended September 30, 2024, as updated by the Company’s other filings with the Securities and Exchange Commission, copies of which are available free of charge on the Company’s website at investor.maximus.com. The Company assumes no obligation and does not intend to update these forward-looking statements, except as required by law.
Item 9.01    Financial Statements and Exhibits.
(d)     Exhibits.
Exhibit No.Description
  
Press release issued by Maximus, Inc. dated December 11, 2024
104Cover Page Interactive Data File, formatted in Inline XBRL.
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SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Maximus, Inc.
(Registrant)
Date: December 11, 2024/s/ John T. Martinez
John T. Martinez
Chief Legal Officer and Secretary



2
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FOR IMMEDIATE RELEASE
Maximus Board Authorizes $200 Million Increase to Purchase Program of Maximus Common Stock
Previous $200 million authorization has been completed
(Tysons, Va. – December 11, 2024) – Maximus (NYSE: MMS), a leading employer and provider of government services, announced today that its Board of Directors has authorized a $200 million increase to the purchase program for Maximus common stock, enabling ongoing, opportunistic purchase activity.
The previous $200 million authorization announced in June 2024 had $171.4 million available capacity at September 30, 2024. Recent share purchase activity in the current quarter consumed the remaining capacity.
The Company intends to purchase shares opportunistically at prevailing market prices in the open market, via 10b5-1 plans, or in privately negotiated transactions, with the amount and timing of purchases depending on market conditions, corporate needs, and other factors.
This program does not obligate the Company to acquire any particular amount of Common Stock, has no specified expiration date, and may be extended, modified, suspended or discontinued at any time at the Company’s discretion.
“We are confident in our future and ability to be an effective and efficient partner to government. Increasing the amount authorized under this program is consistent with our opportunistic approach to purchasing our common stock,” commented Bruce Caswell, President and Chief Executive Officer of Maximus. “Our capital allocation priorities are unchanged and continue to be based on a disciplined approach to maximize value for our shareholders.”
About Maximus
As a leading strategic partner to government, Maximus helps improve the delivery of public services amid complex technology, health, economic, environmental, and social challenges. With a deep understanding of program service delivery, acute insights that achieve operational excellence, and an extensive awareness of the needs of the people being served, our employees advance the critical missions of our partners. Maximus delivers innovative business process management, impactful consulting services, and technology solutions that provide improved outcomes for the public and higher levels of productivity and efficiency of government-sponsored programs. For more information, visit maximus.com.
Forward-Looking Statements
Except for historical information, all of the statements, expectations, and assumptions contained in this Current Report on Form 8-K are forward-looking statements as that term is defined in the Private Securities Litigation Reform Act of 1995, including statements regarding the Company’s stock purchase program and capital allocation priorities. Actual results may differ materially from those explicit or implicit in the forward-looking statements. Important factors that could cause actual results to differ materially include, but are not limited to: the fact that common stock purchases may not be conducted in the timeframe or in the manner the Company expects, or at all, the Company’s capital allocation priorities may shift and the other risk factors disclosed in the Company’s Annual Report on Form 10-K for the year ended September 30, 2024, as updated by the Company’s other filings with the Securities and Exchange Commission, copies of which are available free of charge on the Company’s website at investor.maximus.com. The Company assumes no obligation and does not intend to update these forward-looking statements, except as required by law.

Contacts:
Investor Relations
Media & Public Relations
 James FrancisEileen Cassidy Rivera
 Jessica Batt
media@maximus.com
 
IR@maximus.com


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v3.24.3
Cover Page
Dec. 10, 2024
Cover [Abstract]  
Document Type 8-K
Document Period End Date Dec. 10, 2024
Entity Registrant Name Maximus, Inc.
Entity Incorporation, State or Country Code VA
Entity File Number 1-12997
Entity Tax Identification Number 54-1000588
Entity Address, Address Line One 1600 Tysons Boulevard
Entity Address, City or Town McLean
Entity Address, State or Province VA
Entity Address, Postal Zip Code 22102
City Area Code 703
Local Phone Number 251-8500
Written Communications false
Soliciting Material false
Pre-commencement Tender Offer false
Pre-commencement Issuer Tender Offer false
Title of 12(b) Security Common Stock, no par value
Trading Symbol MMS
Security Exchange Name NYSE
Entity Emerging Growth Company false
Amendment Flag false
Entity Central Index Key 0001032220
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